Willis Towers Watson Public Limited (WTW) 10-Q 6 Aug 15 2015 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2015	Jul. 31, 2015
Document Documentand Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2015
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q2
Trading Symbol	WSH
Entity Registrant Name	WILLIS GROUP HOLDINGS PLC
Entity Central Index Key	1,140,536
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		179,663,038

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
REVENUES
Commissions and fees	$ 917	$ 930	$ 1,998	$ 2,020
Gross Investment Income, Operating	3	4	6	8
Other income	2	1	5	4
Total revenues	922	935	2,009	2,032
EXPENSES
Salaries and benefits	(561)	(575)	(1,128)	(1,145)
Other operating expenses	(179)	(173)	(339)	(338)
Depreciation expense	(23)	(24)	(45)	(47)
Amortization of intangible assets	(16)	(12)	(30)	(25)
Restructuring Costs	(38)	(3)	(69)	(3)
Operating Expenses	(817)	(787)	(1,611)	(1,558)
OPERATING INCOME	105	148	398	474
Other income (expense), net	23	(3)	17	(3)
Interest expense	(35)	(35)	(68)	(67)
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	93	110	347	404
Income taxes	(19)	(59)	(75)	(122)
INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	74	51	272	282
Interest in (loss) earnings of associates, net of tax	(2)	(3)	14	16
NET INCOME	72	48	286	298
Less: net income attributable to noncontrolling interests	(2)	(1)	(6)	(5)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$ 70	$ 47	$ 280	$ 293
EARNINGS PER SHARE — BASIC AND DILUTED
— Basic earnings per share	$ 0.39	$ 0.26	$ 1.56	$ 1.64
— Diluted earnings per share	0.38	0.26	1.54	1.61
CASH DIVIDENDS DECLARED PER SHARE	$ 0.31	$ 0.30	$ 0.62	$ 0.60

CONDENSED CONSOLIDATED STATEME3

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Statement of Comprehensive Income [Abstract]
Net income	$ 72	$ 48	$ 286	$ 298	$ 298
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax	70	27	(42)	30
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax	(17)	(5)	213	1
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax	31	3	20	2
Other Comprehensive Income (Loss), Net of Tax	84	25	191	33	$ 33
Comprehensive income	156	73	477	331
Less: comprehensive income attributable to noncontrolling interests	(6)	(1)	(3)	(5)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$ 150	$ 72	$ 474	$ 326

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
CURRENT ASSETS
Cash and cash equivalents	$ 483	$ 635
Accounts receivable, net	1,226	1,044
Fiduciary assets	11,006	8,948
Deferred tax assets	9	12
Other current assets	222	214
Total current assets	12,946	10,853
NON-CURRENT ASSETS
Fixed assets, net	516	483
Goodwill	3,097	2,937
Other intangible assets, net	675	450
Investments in associates	168	169
Deferred tax assets	6	9
Pension benefits asset	677	314
Other non-current assets	234	220
Total non-current assets	5,373	4,582
TOTAL ASSETS	18,319	15,435
CURRENT LIABILITIES
Fiduciary liabilities	11,006	8,948
Deferred revenue and accrued expenses	443	619
Income taxes payable	35	33
Current portion of long-term debt	468	167
Deferred tax liabilities	21	21
Other current liabilities	522	444
Total current liabilities	12,495	10,232
NON-CURRENT LIABILITIES
Long-term debt	2,052	2,142
Liability for pension benefits	294	284
Deferred tax liabilities	211	128
Provisions for liabilities	220	194
Other non-current liabilities	506	389
Total non-current liabilities	3,283	3,137
Total liabilities	$ 15,778	$ 13,369
COMMITMENTS AND CONTINGENCIES
Redeemable Noncontrolling Interest, Equity, Carrying Amount	$ 52	$ 59
EQUITY
Preference shares, $0.000115 nominal value; Authorized: 1,000,000,000; Issued nil shares in 2015 and 2014	0	0
Additional paid-in capital	1,650	1,524
Retained earnings	1,618	1,530
Accumulated Other Comprehensive Income (Loss), Net of Tax	(872)	(1,066)
Treasury shares, at cost, 46,408 shares, $0.000115 nominal value, in 2015 and 2014 and 40,000 shares, €1 nominal value, in 2015 and 2014	(3)	(3)
Total Willis Group Holdings stockholders’ equity	2,393	1,985
Noncontrolling interests	96	22
Total equity	2,489	2,007
TOTAL LIABILITIES AND EQUITY	18,319	15,435
Nominal Value In Dollars [Member]
EQUITY
Ordinary shares	0	0
Nominal Value In Euros [Member]
EQUITY
Ordinary shares	$ 0	$ 0

CONDENSED CONSOLIDATED BALANCE5

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical)	Jun. 30, 2015$ / sharesshares	Jun. 30, 2015€ / sharesshares	Dec. 31, 2014$ / sharesshares	Dec. 31, 2014€ / sharesshares
Preference shares, nominal value | $ / shares	$ 0.000115		$ 0.000115
Preference shares, shares authorized	1,000,000,000	1,000,000,000	1,000,000,000	1,000,000,000
Preference shares, shares issued	0	0	0	0
Nominal Value In Dollars [Member]
Ordinary shares, nominal value | $ / shares	$ 0.000115		$ 0.000115
Ordinary shares, shares authorized	4,000,000,000	4,000,000,000	4,000,000,000	4,000,000,000
Common Stock, Shares, Issued	179,656,059	179,656,059	178,701,479	178,701,479
Treasury shares, nominal value | $ / shares	$ 0.000115		$ 0.000115
Treasury stock, shares	46,408	46,408	46,408	46,408
Nominal Value In Euros [Member]
Ordinary shares, nominal value | € / shares		€ 1		€ 1
Ordinary shares, shares authorized	40,000	40,000	40,000	40,000
Common Stock, Shares, Issued	40,000	40,000	40,000	40,000
Treasury shares, nominal value | € / shares		€ 1		€ 1
Treasury stock, shares	40,000	40,000	40,000	40,000

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$ 286	$ 298
Adjustments to reconcile net income to total net cash provided by operating activities:
Net gain on disposal of operations and fixed and intangible assets	(15)
Depreciation expense	45	47
Amortization of intangible assets	30	25
Amortization of cash retention awards	5	5
Net periodic income of defined benefit pension plans	(33)	(8)
Provision for doubtful debts	1	2
Provision for deferred income taxes	33	45
Excess tax benefits from share-based payment arrangements	(5)	(2)
Share-based compensation	34	28
Gain on derivative instruments	(6)	(5)
Undistributed earnings of associates	(8)	(14)
Effect of exchange rate changes on net income	20	15
Change in operating assets and liabilities, net of effects from purchase of subsidiaries:
Accounts receivable	(160)	(137)
Fiduciary assets	(1,470)	(1,534)
Fiduciary liabilities	1,470	1,534
Cash incentives paid	(385)	(358)
Funding of defined benefit pension plans	(69)	(54)
Other assets	10	37
Other liabilities	216	225
Movement on provisions	8	3
Net cash provided by operating activities	7	152
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	9	2
Additions to fixed assets	(47)	(54)
Payments to Acquire Intangible Assets	(10)	(1)
Acquisitions of operations, net of cash acquired	(228)	(41)
Payments to acquire other investments, net of distributions received	0	(6)
Proceeds on sale of operations, net of cash disposed	28	18
Net cash used in investing activities	(248)	(82)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	(1)	(3)
Repayments of debt	(8)	(8)
Repurchase of shares	(79)	(117)
Proceeds from issue of shares	84	93
Excess tax benefits from share-based payment arrangements	5	2
Dividends paid	(109)	(103)
Payments to Acquire Additional Interest in Subsidiaries	0	(4)
Dividends paid to noncontrolling interests	(8)	(15)
Net cash provided by (used in) financing activities	104	(155)
DECREASE IN CASH AND CASH EQUIVALENTS	(137)	(85)
Effect of exchange rate changes on cash and cash equivalents	(15)	(3)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	635	796
CASH AND CASH EQUIVALENTS, END OF PERIOD	$ 483	$ 708

CONDENSED CONSOLIDATED STATEME7

CONDENSED CONSOLIDATED STATEMENT OF EQUITY Statement - USD ($) shares in Thousands, $ in Millions	Total	Parent [Member]	Noncontrolling Interest [Member]	Irredeemable Noncontrolling Interest [Member]	Stockholders' Equity, Total [Member]	Redeemable noncontrolling interest [Member]	United States of America, Dollars
Common Stock, Shares, Issued							178,861
Additional paid-in capital		$ 1,316
Retained earnings		1,595
Treasury Stock, Value		(3)
Accumulated Other Comprehensive Income (Loss), Net of Tax		(693)
Total Willis Group Holdings stockholders’ equity		2,215
Noncontrolling interests			$ 28
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest					$ 2,243
Redeemable Noncontrolling Interest, Equity, Carrying Amount						$ 0
Stock Repurchased During Period, Shares							(2,755)
Stock Repurchased During Period, Value		(117)			(117)
Net income	$ 298	293	5		298	0
Net income attributable to Willis Group Holdings	293
Dividends, Common Stock, Cash		(107)	(15)		(122)	0
Other Comprehensive Income (Loss), Net of Tax	33	33	0		33	0
Exercise of Stock Options and Release of Non Vested Shares							2,787
Proceeds from Issuance of Shares under Incentive and Share-based Compensation Plans, Including Stock Options		98			98
Adjustments to Additional Paid in Capital, Share-based Compensation, Stock Options, Requisite Service Period Recognition		28			28
Adjustments to Additional Paid In Capital, foreign exchange		1			1
Stock Repurchased During Period, Value		(213)
Net income	298
Other Comprehensive Income (Loss), Net of Tax	33
Common Stock, Shares, Issued							178,893
Additional paid-in capital		1,443
Retained earnings		1,664
Treasury Stock, Value		(3)
Accumulated Other Comprehensive Income (Loss), Net of Tax		(660)
Total Willis Group Holdings stockholders’ equity		2,444
Noncontrolling interests				$ 18
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest					2,462
Redeemable Noncontrolling Interest, Equity, Carrying Amount						0
Common Stock, Shares, Issued							178,701
Additional paid-in capital	1,524	1,524
Retained earnings	1,530	1,530
Treasury Stock, Value	(3)	(3)
Accumulated Other Comprehensive Income (Loss), Net of Tax	(1,066)	(1,066)
Total Willis Group Holdings stockholders’ equity	1,985	1,985
Noncontrolling interests	22			22
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	2,007				2,007
Redeemable Noncontrolling Interest, Equity, Carrying Amount	59					59
Stock Repurchased During Period, Shares							(1,642)
Stock Repurchased During Period, Value		(79)			(79)
Net income	286			5	285	1
Net income attributable to Willis Group Holdings	280	280
Dividends, Common Stock, Cash		(113)		(9)	(122)	(5)
Other Comprehensive Income (Loss), Net of Tax	191	194		0	194	(3)
Exercise of Stock Options and Release of Non Vested Shares							2,597
Proceeds from Issuance of Shares under Incentive and Share-based Compensation Plans, Including Stock Options		88			88
Adjustments to Additional Paid in Capital, Share-based Compensation, Stock Options, Requisite Service Period Recognition		34			34
Noncontrolling Interest, Increase from Sale of Parent Equity Interest		0	$ 78		78	0
Adjustments to Additional Paid In Capital, foreign exchange		4			4
Common Stock, Shares, Issued							179,656
Additional paid-in capital	1,650	1,650
Retained earnings	1,618	1,618
Treasury Stock, Value	(3)	(3)
Accumulated Other Comprehensive Income (Loss), Net of Tax	(872)	(872)
Total Willis Group Holdings stockholders’ equity	2,393	$ 2,393
Noncontrolling interests	96			$ 96
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	2,489				$ 2,489
Redeemable Noncontrolling Interest, Equity, Carrying Amount	$ 52					$ 52

NATURE OF OPERATIONS

NATURE OF OPERATIONS	6 Months Ended
	Jun. 30, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NATURE OF OPERATIONS	NATURE OF OPERATIONS Willis provides a broad range of insurance and reinsurance broking and risk management consulting services to its clients worldwide, both directly and indirectly through its associates. The Company provides both specialized risk management advisory and consulting services on a global basis to clients engaged in specific industrial and commercial activities, and services to small, medium and large corporations through its retail operations. In its capacity as an advisor, insurance and reinsurance broker, the Company acts as an intermediary between clients and insurance carriers by advising clients on risk management requirements, helping clients determine the best means of managing risk, and negotiating and placing insurance risk with insurance carriers through the Company’s global distribution network.

BASIS OF PRESENTATION AND SIGNI

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2015
Accounting Policies [Abstract]
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES	BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES The accompanying condensed consolidated financial statements (‘Interim Financial Statements’) have been prepared in accordance with accounting principles generally accepted in the United States of America (‘US GAAP’). The Interim Financial Statements are unaudited but include all adjustments (consisting of normal recurring adjustments) which the Company’s management considers necessary for a fair presentation of the financial position as of such dates and the operating results and cash flows for those periods. Certain information and footnote disclosures normally included in financial statements prepared in accordance with US GAAP have been condensed or omitted. However, the Company believes that the disclosures are adequate to make the information presented not misleading. The results of operations for the six months ended June 30, 2015 may not necessarily be indicative of the operating results for the entire fiscal year. These Interim Financial Statements should be read in conjunction with the Company’s consolidated balance sheets as of December 31, 2014 and 2013, and the related consolidated statements of operations, comprehensive income, cash flows and equity for each of the three years in the period ended December 31, 2014 included in the Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 24, 2015. Recent Accounting Pronouncements to be Adopted in Future Periods In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09, 'Revenue From Contracts With Customers'. The new standard supersedes most current revenue recognition guidance and eliminates industry-specific guidance. The ASU is based on the principle that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The ASU also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to fulfil a contract. The ASU was originally scheduled to become effective for the Company at the beginning of its 2017 fiscal year; early adoption was not initially permitted. However, in April 2015, the FASB tentatively decided to defer the effective date but permit early adoption at the original effective date. Consequently, the guidance may now become mandatorily effective for the Company at the beginning of its 2018 fiscal year. Entities have the option of using either a full retrospective or a modified retrospective approach for the adoption of the new standard. The Company is currently assessing the impact that this standard will have on its consolidated financial statements. In June 2014, the FASB issued guidance on the accounting for stock compensation where share-based payment awards granted to employees required specific performance targets to be achieved in order for employees to become eligible to vest in the awards and such performance targets could be achieved after an employee completes the requisite service period. The amendment in this update requires a performance target that affects vesting and that could be achieved after the requisite service period to be treated as a performance condition. The guidance is applicable to the Company for interim and annual reporting periods beginning after December 15, 2015, although earlier adoption is permitted. The Company is currently assessing the impact that this standard will have on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, 'Simplifying the Presentation of Debt Issuance Costs' which requires that debt issuance costs related to a note shall be reported in the balance sheet as a direct deduction from the face amount of that note and that amortization of debt issuance costs shall be reported as interest expense. The ASU becomes effective for the Company at the beginning of its 2016 fiscal year; early adoption is permitted. The Company is required to apply the new guidance retrospectively to all prior periods. The Company is currently assessing the impact that this standard will have on its consolidated financial statements.

RESTRUCTURING COSTS

RESTRUCTURING COSTS	6 Months Ended
	Jun. 30, 2015
Restructuring and Related Activities [Abstract]
RESTRUCTURING COSTS	RESTRUCTURING COSTS In April 2014, the Company announced a multi-year operational improvement program designed to strengthen the Company's client service capabilities and to deliver future cost savings (hereinafter referred to as the Operational Improvement Program). The main elements of the Operational Improvement Program, which is expected to be completed by the end of 2017, include the following: • Elimination or movement of more than 3,500 support roles from higher cost locations to Willis facilities in lower cost locations, bringing the ratio of employees in higher cost versus lower cost near-shore and off-shore centers from approximately 80:20 to approximately 60:40; lease consolidation in real estate and reductions in ratios of seats per employee and square footage of floor space per employee; and • information technology systems simplification and rationalization. The Company recognized restructuring costs of $38 million and $69 million in the three and six months ended June 30, 2015 related to its Operational Improvement Program ( three and six months ended June 30, 2014 : $3 million and $3 million ). An analysis of the cost for restructuring recognized in the statement of operations by reportable segment is as follows. As discussed in Note 18 - 'Segment Information', effective from January 1, 2015, the company changed the way it manages and reports operating results, resulting in a change in the Company's operating and reportable segments. As a consequence the below tables have been recast to conform prior period amounts to the new segmental presentation: Willis North America Willis International Willis GB Willis Capital, Wholesale & Reinsurance Corporate & other Total (millions) Three months ended June 30, 2015 Termination benefits $ 3 $ 1 $ 13 $ — $ 3 $ 20 Professional services and other 5 6 4 1 2 18 Total $ 8 $ 7 $ 17 $ 1 $ 5 $ 38 Three months ended June 30, 2014 Termination benefits $ 1 $ — $ — $ — $ — $ 1 Professional services and other — — — — 2 $ 2 Total $ 1 $ — $ — $ — $ 2 $ 3 Willis North America Willis International Willis GB Willis Capital, Wholesale & Reinsurance Corporate & other Total (millions) Six months ended June 30, 2015 Termination benefits $ 5 $ 3 $ 13 $ 6 $ 3 $ 30 Professional services and other 10 7 8 1 13 39 Total $ 15 $ 10 $ 21 $ 7 $ 16 $ 69 Six months ended June 30, 2014 Termination benefits $ 1 $ — $ — $ — $ — $ 1 Professional services and other — — — — 2 $ 2 Total $ 1 $ — $ — $ — $ 2 $ 3 An analysis of the total cumulative restructuring costs recognized for the Operational Improvement Program from commencement to June 30, 2015 is as follows: Willis North America Willis International Willis GB Willis Capital, Wholesale & Reinsurance Corporate & other Total (millions) 2014 Termination benefits $ 3 $ 3 $ 9 $ 1 $ — $ 16 Professional services and other — 2 1 — 17 20 2015 Termination benefits $ 5 $ 3 $ 13 $ 6 $ 3 $ 30 Professional services and other 10 7 8 1 13 39 Total Termination benefits $ 8 $ 6 $ 22 $ 7 $ 3 $ 46 Professional services and other 10 9 9 1 30 59 Total $ 18 $ 15 $ 31 $ 8 $ 33 $ 105 At June 30, 2015 the Company’s liability under the Operational Improvement Program is as follows: Termination benefits Professional services and other Total (millions) Balance at December 31, 2013 $ — $ — $ — Charges incurred 16 20 36 Cash payments (11 ) (14 ) (25 ) Balance at December 31, 2014 5 6 11 Charges incurred 30 39 69 Cash payments (11 ) (39 ) (50 ) Balance at June 30, 2015 $ 24 $ 6 $ 30

OTHER INCOME (EXPENSE), NET (No

OTHER INCOME (EXPENSE), NET (Notes)	6 Months Ended
	Jun. 30, 2015
Other Income Expense [Abstract]
Other income expense [Text Block]	OTHER INCOME (EXPENSE), NET Other income (expense), net consists of the following: Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 (millions) Gain (loss) on disposal of operations $ 7 $ 2 $ 11 $ (1 ) Foreign exchange gains (losses), net 16 (5 ) 6 (2 ) Other income (expense), net $ 23 $ (3 ) $ 17 $ (3 )

INCOME TAXES

INCOME TAXES	6 Months Ended
	Jun. 30, 2015
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES The tables below reflect the components of the tax charge for the three and six months ended June 30, 2015 and 2014 : Income before tax Tax Effective tax rate (millions, except percentages) Three months ended June 30, 2015 Ordinary income taxed at estimated annual effective tax rate $ 86 $ (21 ) 24 % Items where tax effect is treated discretely: Gain on disposal of operations 7 (2 ) 29 % Net adjustment in respect of prior periods — 4 — % As reported $ 93 $ (19 ) 20 % Three months ended June 30, 2014 Ordinary income taxed at estimated annual effective tax rate $ 108 $ (27 ) 25 % Items where tax effect is treated discretely: Gain on disposal of operations 2 (2 ) 100 % Incremental increase to US valuation allowance — (21 ) — % Net adjustment in respect of prior periods — 4 — % Additional tax charge as a result of current quarter refinements to the phasing of the US tax charge — (13 ) — % As reported $ 110 $ (59 ) 54 % Income before tax Tax Effective tax rate (millions, except percentages) Six months ended June 30, 2015 Ordinary income taxed at estimated annual effective tax rate $ 336 $ (83 ) 25 % Items where tax effect is treated discretely: Gain on disposal of operations 11 (4 ) 36 % Net adjustment in respect of prior periods — 12 — % As reported $ 347 $ (75 ) 22 % Six months ended June 30, 2014 Ordinary income taxed at estimated annual effective tax rate $ 405 $ (102 ) 25 % Items where tax effect is treated discretely: Loss on disposal of operations (1 ) (1 ) (100 )% Incremental increase to US valuation allowance — (21 ) — % Net adjustment in respect of prior periods — 2 — % As reported $ 404 $ (122 ) 30 % For interim income tax reporting purposes, the Company determines its best estimate of an annual effective tax rate and applies that rate to its year-to-date ordinary income. The Company's estimated annual effective tax rate excludes significant, unusual, or infrequently occurring items and certain other items excluded pursuant to the US GAAP authoritative guidance where applicable. The income tax expense (or benefit) related to all other items is individually computed and recognized when the items occur. The reported tax rate for the three months ended June 30, 2015 was 20 percent compared with 54 percent for the same period of 2014. The lower tax rate in the three months ended June 30, 2015 compared to the same period of 2014 was due to two significant charges in the prior period. There was a $21 million increase to the US valuation allowance against the US deferred tax assets caused by changes in the mix of deferred tax assets and liabilities and provisions for uncertain tax positions. There was also a charge of $13 million reflecting a methodology change related to the way the US tax charge is recognized to be in line with profits earned to date rather than on a straight line basis. The reported tax rate for the six months ended June 30, 2015 was 22 percent compared with 30 percent for the same period of 2014. The lower tax rate in the six months ended June 30, 2015 compared to the same period of 2014 was due to a significant charge in the prior period of $21 million related to an increase in the US valuation allowance and the relative impacts of net adjustments in respect of prior periods. The $21 million charge related to an increase to the US valuation allowance against the US deferred tax assets caused by changes in the mix of deferred tax assets and liabilities and provisions for uncertain tax positions. The Company's tax rate differs from the US statutory income tax rate of 35 percent primarily due to income being subject to tax in numerous non-US jurisdictions with varying tax rates, as well as the valuation allowance maintained in the United States due to losses incurred in recent years. Various proposed changes to corporate taxes in the UK were announced in July 2015. The most notable change for the Company was the proposal to reduce the UK tax rate from 20 percent to 19 percent from 1st April 2017 and to 18 percent from 1st April 2020. If enacted, this change will be reflected in the measurement of UK deferred tax assets and liabilities in the period the change is enacted, with a corresponding deferred tax benefit or charge, which is not expected to be material. It is also expected that the proposed lower UK corporate tax rate applied to UK profits will reduce the net tax charge beginning in 2017 when the lower rates take effect. Considering the Company's recent US earnings experience, including income before tax in the first six months ended June 30, 2015, and projections of future income, a possibility exists that the Company may release a portion of the valuation allowance against its US deferred tax assets in the current year. Release of the US valuation allowance would result in the recognition of deferred tax assets and a decrease to income tax expense for the period the release is recorded. The Company's US valuation allowance, excluding that related to state separate taxes, is $164 million as at June 30, 2015 . Current estimates indicate a possible reduction in the valuation allowance of $70 million to $100 million . To the extent a release of valuation allowance is supported by projections of future year income, the release would reduce current year income tax expense recorded in the statement of operations. To the extent a release is supported by current year income and gains, the reduction in tax expense would be allocated between the statement of operations and statement of other comprehensive income. The exact timing and amount of future valuation allowance release is subject to change on the basis of the level of profitability the Company is able to achieve.

EARNINGS PER SHARE

EARNINGS PER SHARE	6 Months Ended
	Jun. 30, 2015
Earnings Per Share [Abstract]
EARNINGS PER SHARE	EARNINGS PER SHARE Basic and diluted earnings per share are calculated by dividing net income attributable to Willis Group Holdings by the average number of ordinary shares outstanding during each period. The computation of diluted earnings per share reflects the potential dilution that could occur if dilutive securities and other contracts to issue shares were exercised or converted into shares or resulted in the issuance of shares that then shared in the net income of the Company. At June 30, 2015 , there were 4.8 million ( June 30, 2014 : 5.9 million ) time-based share options; and 2.1 million ( June 30, 2014 : 4.7 million ) performance based options; and 3.3 million ( June 30, 2014 : 2.9 million ) restricted stock units outstanding. Basic and diluted earnings per share are as follows: Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 (millions, except per share data) Net income attributable to Willis Group Holdings $ 70 $ 47 $ 280 $ 293 Basic average number of shares outstanding 180 179 179 179 Dilutive effect of potentially issuable shares 2 3 3 3 Diluted average number of shares outstanding 182 182 182 182 Basic earnings per share: Net income attributable to Willis Group Holdings shareholders $ 0.39 $ 0.26 $ 1.56 $ 1.64 Dilutive effect of potentially issuable shares (0.01 ) — (0.02 ) (0.03 ) Diluted earnings per share: Net income attributable to Willis Group Holdings shareholders $ 0.38 $ 0.26 $ 1.54 $ 1.61 Options to purchase 0.8 million and 1.1 million shares were not included in the computation of the dilutive effect of stock options for the three and six months ended June 30, 2015 respectively because the effect was antidilutive ( three and six months ended June 30, 2014 : 2.1 million and 2.0 million shares).

PENSION PLANS

PENSION PLANS	6 Months Ended
	Jun. 30, 2015
Defined Contribution Pension and Other Postretirement Plans Disclosure [Abstract]
PENSION PLANS	PENSION PLANS The components of the net periodic benefit (income) cost of the UK, US and other defined benefit plans are as follows: Three months ended June 30, UK Pension US Pension Other Pension Benefits 2015 2014 2015 2014 2015 2014 (millions) Components of net periodic benefit (income) cost: Service cost $ 8 $ 10 $ — $ — $ — $ 1 Interest cost 26 31 10 10 1 2 Expected return on plan assets (55 ) (54 ) (15 ) (14 ) (1 ) (2 ) Amortization of unrecognized prior service gain (6 ) — — — — — Amortization of unrecognized actuarial loss 9 10 3 2 — — Net periodic (income) benefit cost $ (18 ) $ (3 ) $ (2 ) $ (2 ) $ — $ 1 Six months ended June 30, UK Pension US Pension Other Pension Benefits 2015 2014 2015 2014 2015 2014 (millions) Components of net periodic benefit (income) cost: Service cost $ 18 $ 21 $ — $ — $ 1 $ 1 Interest cost 52 61 20 20 3 4 Expected return on plan assets (112 ) (108 ) (29 ) (27 ) (2 ) (3 ) Amortization of unrecognized prior service gain (8 ) (1 ) — — — — Amortization of unrecognized actuarial loss 18 21 6 3 — — Net periodic benefit (income) cost $ (32 ) $ (6 ) $ (3 ) $ (4 ) $ 2 $ 2 During the six months ended June 30, 2015 , the Company made cash contributions of $58 million ( 2014 : $41 million ) into the UK defined benefit pension plan. In addition to this, a further payment of $5 million ( 2014 : $6 million ) was made in respect of employees’ salary sacrifice contributions. Contributions to the UK defined benefit pension plan in 2015 are expected to total $96 million , of which approximately $19 million relates to ongoing contributions calculated as 15.9 percent of active plan members’ pensionable salaries, approximately $56 million relates to contributions towards funding the deficit and $21 million represents an exceptional contribution calculated at 10 percent of the $213 million share buyback program completed during 2014, as required under the current agreed schedule of contributions. In addition, for full year 2015 , the Company expects to contribute approximately $9 million to the UK defined benefit pension plan related to employees’ salary sacrifice contributions. During six months ended June 30, 2015 cash contributions of $nil and $6 million ( 2014 : $2 million and $5 million ) were made to the US plan and other defined benefit pension plans, respectively. Contributions to the US and other defined benefit pension plans in 2015 are expected to total approximately $10 million and $14 million respectively. Following the acquisition of Miller Insurance Services LLP as described in Note 11 - 'Acquisitions', the Miller Retirement Benefits Scheme is included within the other defined benefit pension plans. Further contributions will be payable into the UK pension plan based on a profit share calculation (equal to 20 percent of EBITDA in excess of $900 million per annum as defined by the revised schedule of contributions) and an exceptional return calculation (equal to 10 percent of any exceptional returns made to shareholders, for example, share buybacks and special dividends). In respect of 2015 , any such contributions will be paid in 2016 on finalization of the calculations. Aggregate contributions under the deficit funding contribution and the profit share calculation are capped at £312 million ( $491 million ) over the six-year period ended December 31, 2017. The schedule of contributions is required to be renegotiated after three years or at any earlier time jointly agreed by the Company and the trustee. The Company is currently in negotiations with the plan’s trustees to agree an updated funding strategy. On March 6, 2015 , the Company announced to members of the UK defined benefit pension plan that with effect from June 30, 2015 , future salary increases would not be pensionable (the 'salary freeze'). The Company recognized the salary freeze as a plan amendment at the announcement date. The impact of the salary freeze is to reduce the plan’s projected benefit obligation by approximately $215 million and create a prior service gain which is recognized in other comprehensive income and then amortized to the statement of operations over the remaining expected service life of active employees.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended
	Jun. 30, 2015
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	ctual Obligations Pensions The Company’s pension funding obligations are described in Note 7 — ‘Pension Plans’. Operating Leases The Company leases certain land, building and equipment under various operating lease commitments. The total amount of the minimum rent is expensed on a straight line basis over the term of the lease. During the six months ended June 30, 2015 the Company has entered into new operating and sub-lease arrangements and assumed certain lease obligations related to acquisitions, with total net lease commitments of approximately $180 million . Towers Watson Merger On June 30, 2015, we announced, jointly with Towers Watson, the signing of a definitive merger agreement, dated as of June 29, 2015, under which the companies will combine in an all-stock merger of equals. Based on the closing prices of Willis and Towers Watson common stock on June 29, 2015, the implied equity value of the transaction is approximately $18 billion . The transaction has been unanimously approved by the Board of Directors of each company and is currently expected to close by December 31, 2015, subject to customary closing conditions, including regulatory approvals and approval by both Willis shareholders and Towers Watson stockholders. Other Contractual Obligations In July 2010, the Company made a capital commitment of $25 million to Trident V Parallel Fund, LP. As of June 30, 2015 , approximately $22 million of capital contributions had been made towards this commitment. In May 2011, the Company made a capital commitment of $10 million to Dowling Capital Partners I, LP. As of June 30, 2015 , approximately $7 million of capital contributions had been made towards this commitment. Claims, Lawsuits and Other Proceedings In the ordinary course of business, the Company is subject to various actual and potential claims, lawsuits, and other proceedings relating principally to alleged errors and omissions in connection with the placement of insurance and reinsurance. Similar to other corporations, the Company is also subject to a variety of other claims, including those relating to the Company’s employment practices. Some of the claims, lawsuits and other proceedings seek damages in amounts which could, if assessed, be significant. Errors and omissions claims, lawsuits, and other proceedings arising in the ordinary course of business are covered in part by professional indemnity or other appropriate insurance. The terms of this insurance vary by policy year and self-insured risks have increased significantly in recent years. Regarding self-insured risks, the Company has established provisions which are believed to be adequate in the light of current information and legal advice, and the Company adjusts such provisions from time to time according to developments. These provisions have been recognized in other operating expenses to the extent that losses are deemed probable and reasonably estimable. Matters that are not probable or reasonably estimable have not been provided for and the Company does not believe a reasonable possible range of losses, for these matters, can be estimated. On the basis of current information, the Company does not expect that the actual claims, lawsuits and other proceedings to which the Company is subject, or potential claims, lawsuits, and other proceedings relating to matters of which it is aware, will ultimately have a material adverse effect on the Company’s financial condition, results of operations or liquidity. Nonetheless, given the large or indeterminate amounts sought in certain of these actions, and the inherent unpredictability of litigation and disputes with insurance companies and others, it is possible that an adverse outcome in certain matters could, from time to time, have a material adverse effect on the Company’s results of operations or cash flows in particular quarterly or annual periods. The material actual or potential claims, lawsuits, and other proceedings, of which the Company is currently aware, are as follows: Stanford Financial Group The Company has been named as a defendant in 13 similar lawsuits relating to the collapse of The Stanford Financial Group (‘Stanford’), for which Willis of Colorado, Inc. acted as broker of record on certain lines of insurance. The complaints in these actions generally allege that the defendants actively and materially aided Stanford’s alleged fraud by providing Stanford with certain letters regarding coverage that they knew would be used to help retain or attract actual or prospective Stanford client investors. The complaints further allege that these letters, which contain statements about Stanford and the insurance policies that the defendants placed for Stanford, contained untruths and omitted material facts and were drafted in this manner to help Stanford promote and sell its allegedly fraudulent certificates of deposit. The 13 actions are as follows: • Troice, et al. v. Willis of Colorado, Inc., et al. , C.A. No. 3:9-CV-1274-N, was filed on July 2, 2009 in the U.S. District Court for the Northern District of Texas against Willis Group Holdings plc, Willis of Colorado, Inc. and a Willis associate, among others. On April 1, 2011, plaintiffs filed the operative Third Amended Class Action Complaint individually and on behalf of a putative, worldwide class of Stanford investors, adding Willis Limited as a defendant and alleging claims under Texas statutory and common law and seeking damages in excess of $1 billion, punitive damages and costs. On May 2, 2011, the defendants filed motions to dismiss the Third Amended Class Action Complaint, arguing, inter alia , that the plaintiffs’ claims are precluded by the Securities Litigation Uniform Standards Act of 1998 (‘SLUSA’). On May 10, 2011, the court presiding over the Stanford-related actions in the Northern District of Texas entered an order providing that it would consider the applicability of SLUSA to the Stanford-related actions based on the decision in a separate Stanford action not involving a Willis entity, Roland v. Green , Civil Action No. 3:10-CV-0224-N. On August 31, 2011, the court issued its decision in Roland , dismissing that action with prejudice under SLUSA. On October 27, 2011, the court in Troice entered an order (i) dismissing with prejudice those claims asserted in the Third Amended Class Action Complaint on a class basis on the grounds set forth in the Roland decision discussed above and (ii) dismissing without prejudice those claims asserted in the Third Amended Class Action Complaint on an individual basis. Also on October 27, 2011, the court entered a final judgment in the action. On October 28, 2011, the plaintiffs in Troice filed a notice of appeal to the U.S. Court of Appeals for the Fifth Circuit. Subsequently, Troice, Roland and a third action captioned Troice, et al. v. Proskauer Rose LLP , Civil Action No. 3:09-CV-01600-N, which also was dismissed on the grounds set forth in the Roland decision discussed above and on appeal to the U.S. Court of Appeals for the Fifth Circuit, were consolidated for purposes of briefing and oral argument. Following the completion of briefing and oral argument, on March 19, 2012, the Fifth Circuit reversed and remanded the actions. On April 2, 2012, the defendants-appellees filed petitions for rehearing en banc. On April 19, 2012, the petitions for rehearing en banc were denied. On July 18, 2012, defendants-appellees filed a petition for writ of certiorari with the United States Supreme Court regarding the Fifth Circuit's reversal in Troice . On January 18, 2013, the Supreme Court granted our petition. Opening briefs were filed on May 3, 2013 and the Supreme Court heard oral argument on October 7, 2013. On February 26, 2014, the Supreme Court affirmed the Fifth Circuit’s decision. On March 19, 2014, the plaintiffs in Troice filed a Motion to Defer Resolution of Motions to Dismiss, to Compel Rule 26(f) Conference and For Entry of Scheduling Order. On March 25, 2014, the parties in Troice and the Janvey, et al. v. Willis of Colorado, Inc., et al . action discussed below stipulated to the consolidation of the two actions for pre-trial purposes under Rule 42(a) of the Federal Rules of Civil Procedure. On March 28, 2014, the Court “so ordered” that stipulation and, thus, consolidated Troice and Janvey for pre-trial purposes under Rule 42(a). On September 16, 2014, the court (a) denied the plaintiffs’ request to defer resolution of the defendants’ motions to dismiss, but granted the plaintiffs’ request to enter a scheduling order; (b) requested the submission of supplemental briefing by all parties on the defendants’ motions to dismiss, which the parties submitted on September 30, 2014; and (c) entered an order setting a schedule for briefing and discovery regarding plaintiffs’ motion for class certification, which schedule, among other things, provided for the submission of the plaintiffs’ motion for class certification (following the completion of briefing and discovery) on April 20, 2015. On December 15, 2014, the court granted in part and denied in part the defendants’ motions to dismiss. On January 30, 2015, the defendants except Willis Group Holdings plc answered the Third Amended Class Action Complaint. On April 20, 2015, the plaintiffs filed their motion for class certification, the defendants filed their opposition to plaintiffs’ motion, and the plaintiffs filed their reply in further support of the motion. Pursuant to an agreed stipulation also filed with the court on April 20, 2015, the defendants on June 4, 2015 filed sur-replies in further opposition to the motion. The Court has not yet scheduled a hearing on the motion. On June 19, 2015, Willis Group Holdings plc filed a motion to dismiss the complaint for lack of personal jurisdiction. The motion is scheduled to be fully briefed as of September 17, 2015. • Ranni v. Willis of Colorado, Inc., et al. , C.A. No. 9-22085, was filed on July 17, 2009 against Willis Group Holdings plc and Willis of Colorado, Inc. in the U.S. District Court for the Southern District of Florida. The complaint was filed on behalf of a putative class of Venezuelan and other South American Stanford investors and alleges claims under Section 10(b) of the Securities Exchange Act of 1934 (and Rule 10b-5 thereunder) and Florida statutory and common law and seeks damages in an amount to be determined at trial. On October 6, 2009, Ranni was transferred, for consolidation or coordination with other Stanford-related actions (including Troice ), to the Northern District of Texas by the U.S. Judicial Panel on Multidistrict Litigation (the ‘JPML’). The defendants have not yet responded to the complaint in Ranni . On August 26, 2014, the plaintiff filed a notice of voluntary dismissal of the action without prejudice. • Canabal, et al. v. Willis of Colorado, Inc., et al. , C.A. No. 3:9-CV-1474-D, was filed on August 6, 2009 against Willis Group Holdings plc, Willis of Colorado, Inc. and the same Willis associate named as a defendant in Troice , among others, also in the Northern District of Texas. The complaint was filed individually and on behalf of a putative class of Venezuelan Stanford investors, alleged claims under Texas statutory and common law and sought damages in excess of $1 billion, punitive damages, attorneys’ fees and costs. On December 18, 2009, the parties in Troice and Canabal stipulated to the consolidation of those actions (under the Troice civil action number), and, on December 31, 2009, the plaintiffs in Canabal filed a notice of dismissal, dismissing the action without prejudice. • Rupert, et al. v. Winter, et al. , Case No. 2009C115137, was filed on September 14, 2009 on behalf of 97 Stanford investors against Willis Group Holdings plc, Willis of Colorado, Inc. and the same Willis associate, among others, in Texas state court (Bexar County). The complaint alleges claims under the Securities Act of 1933, Texas and Colorado statutory law and Texas common law and seeks special, consequential and treble damages of more than $300 million, attorneys’ fees and costs. On October 20, 2009, certain defendants, including Willis of Colorado, Inc., (i) removed Rupert to the U.S. District Court for the Western District of Texas, (ii) notified the JPML of the pendency of this related action and (iii) moved to stay the action pending a determination by the JPML as to whether it should be transferred to the Northern District of Texas for consolidation or coordination with the other Stanford-related actions. On April 1, 2010, the JPML issued a final transfer order for the transfer of Rupert to the Northern District of Texas. On January 24, 2012, the court remanded Rupert to Texas state court (Bexar County), but stayed the action until further order of the court. On August 13, 2012, the plaintiffs filed a motion to lift the stay, which motion was denied by the court on September 16, 2014. On October 10, 2014, the plaintiffs appealed the court’s denial of their motion to lift the stay to the U.S. Court of Appeals for the Fifth Circuit. On January 5, 2015, the Fifth Circuit consolidated the appeal with the appeal in the Rishmague, et ano. v. Winter, et al. action discussed below, and the consolidated appeal, which was fully briefed as of March 24, 2015, is currently pending. Oral argument on the consolidated appeal is scheduled for September 2, 2015. The defendants have not yet responded to the complaint in Rupert . • Casanova, et al. v. Willis of Colorado, Inc., et al. , C.A. No. 3:10-CV-1862-O, was filed on September 16, 2010 on behalf of seven Stanford investors against Willis Group Holdings plc, Willis Limited, Willis of Colorado, Inc. and the same Willis associate, among others, also in the Northern District of Texas. The complaint alleges claims under Texas statutory and common law and seeks actual damages in excess of $5 million, punitive damages, attorneys’ fees and costs. On February 13, 2015, the parties filed an Agreed Motion for Partial Dismissal pursuant to which they agreed to the dismissal of certain claims pursuant to the motion to dismiss decisions in the Troice action discussed above and the Janvey action discussed below. Also on February 13, 2015, the defendants except Willis Group Holdings plc answered the complaint in the Casanova action. On June 19, 2015, Willis Group Holdings plc filed a motion to dismiss the complaint for lack of personal jurisdiction. The motion is scheduled to be fully briefed as of September 17, 2015. • Rishmague, et ano. v. Winter, et al. , Case No. 2011CI2585, was filed on March 11, 2011 on behalf of two Stanford investors, individually and as representatives of certain trusts, against Willis Group Holdings plc, Willis of Colorado, Inc., Willis of Texas, Inc. and the same Willis associate, among others, in Texas state court (Bexar County). The complaint alleges claims under Texas and Colorado statutory law and Texas common law and seeks special, consequential and treble damages of more than $37 million and attorneys’ fees and costs. On April 11, 2011, certain defendants, including Willis of Colorado, Inc., (i) removed Rishmague to the Western District of Texas, (ii) notified the JPML of the pendency of this related action and (iii) moved to stay the action pending a determination by the JPML as to whether it should be transferred to the Northern District of Texas for consolidation or coordination with the other Stanford-related actions. On August 8, 2011, the JPML issued a final transfer order for the transfer of Rishmague to the Northern District of Texas, where it is currently pending. On August 13, 2012, the plaintiffs joined with the plaintiffs in the Rupert action in their motion to lift the court’s stay of the Rupert action. On September 9, 2014, the court remanded Rishmague to Texas state court (Bexar County), but stayed the action until further order of the court and denied the plaintiffs’ motion to lift the stay. On October 10, 2014, the plaintiffs appealed the court’s denial of their motion to lift the stay to the Fifth Circuit. On January 5, 2015, the Fifth Circuit consolidated the appeal with the appeal in the Rupert action, and the consolidated appeal, which was fully briefed as of March 24, 2015, is currently pending. Oral argument on the consolidated appeal is scheduled for September 2, 2015. The defendants have not yet responded to the complaint in Rishmague . • MacArthur v. Winter, et al. , Case No. 2013-07840, was filed on February 8, 2013 on behalf of two Stanford investors against Willis Group Holdings plc, Willis of Colorado, Inc., Willis of Texas, Inc. and the same Willis associate, among others, in Texas state court (Harris County). The complaint alleges claims under Texas and Colorado statutory law and Texas common law and seeks actual, special, consequential and treble damages of approximately $4 million and attorneys' fees and costs. On March 29, 2013, Willis of Colorado, Inc. and Willis of Texas, Inc. (i) removed MacArthur to the U.S. District Court for the Southern District of Texas and (ii) notified the JPML of the pendency of this related action. On April 2, 2013, Willis of Colorado, Inc. and Willis of Texas, Inc. filed a motion in the Southern District of Texas to stay the action pending a determination by the JPML as to whether it should be transferred to the Northern District of Texas for consolidation or coordination with the other Stanford-related actions. Also on April 2, 2013, the court presiding over MacArthur in the Southern District of Texas transferred the action to the Northern District of Texas for consolidation or coordination with the other Stanford-related actions. On September 29, 2014, the parties stipulated to the remand (to Texas state court (Harris County)) and stay of MacArthur until further order of the court (in accordance with the court’s September 9, 2014 decision in Rishmague (discussed above)), which stipulation was “so ordered” by the court on October 14, 2014. The defendants have not yet responded to the complaint in MacArthur . • Florida suits: On February 14, 2013, five lawsuits were filed against Willis Group Holdings plc, Willis Limited and Willis of Colorado, Inc. in Florida state court (Miami-Dade County) alleging violations of Florida common law. The five suits are: (1) Barbar, et al. v. Willis Group Holdings Public Limited Company, et al. , Case No. 13-05666CA27, filed on behalf of 35 Stanford investors seeking compensatory damages in excess of $30 million; (2) de Gadala-Maria, et al. v. Willis Group Holdings Public Limited Company, et al. , Case No. 13-05669CA30, filed on behalf of 64 Stanford investors seeking compensatory damages in excess of $83.5 million; (3) Ranni, et ano. v. Willis Group Holdings Public Limited Company, et al. , Case No. 13-05673CA06, filed on behalf of two Stanford investors seeking compensatory damages in excess of $3 million ; (4) Tisminesky, et al. v. Willis Group Holdings Public Limited Company, et al. , Case No. 13-05676CA09, filed on behalf of 11 Stanford investors seeking compensatory damages in excess of $6.5 million; and (5) Zacarias, et al. v. Willis Group Holdings Public Limited Company, et al. , Case No. 13-05678CA11, filed on behalf of 10 Stanford investors seeking compensatory damages in excess of $12.5 million. On June 3, 2013, Willis of Colorado, Inc. removed all five cases to the Southern District of Florida and, on June 4, 2013, notified the JPML of the pendency of these related actions. On June 10, 2013, the court in Tisminesky issued an order sua sponte staying and administratively closing that action pending a determination by the JPML as to whether it should be transferred to the Northern District of Texas for consolidation and coordination with the other Stanford-related actions. On June 11, 2013, Willis of Colorado, Inc. moved to stay the other four actions pending the JPML's transfer decision. On June 20, 2013, the JPML issued a conditional transfer order for the transfer of the five actions to the Northern District of Texas, the transmittal of which was stayed for seven days to allow for any opposition to be filed. On June 28, 2013, with no opposition having been filed, the JPML lifted the stay, enabling the transfer to go forward. On September 30, 2014, the court denied the plaintiffs’ motion to remand in Zacarias , and, on October 3, 2014, the court denied the plaintiffs’ motions to remand in Tisminesky and de Gadala Maria . On December 3, 2014 and March 3, 2015, the court granted the plaintiffs’ motions to remand in Barbar and Ranni , respectively, remanded both actions to Florida state court (Miami-Dade County) and stayed both actions until further order of the court. On January 2, 2015 and April 1, 2015, the plaintiffs in Barbar and Ranni , respectively, appealed the court’s December 3, 2014 and March 3, 2015 decisions to the Fifth Circuit. On April 22, 2015 and July 22, 2015, respectively, the Fifth Circuit dismissed the Barbar and Ranni appeals sua sponte for lack of jurisdiction. We believe the dismissals were in error and that appeals are likely to be reinstated. On April 1, 2015, the defendants except Willis Group Holdings plc filed motions to dismiss the complaints in Zacarias , Tisminesky and de Gadala-Maria . On June 19, 2015, Willis Group Holdings plc filed motions to dismiss the complaints in Zacarias , Tisminesky and de Gadala-Maria for lack of personal jurisdiction. On July 15, 2015, the court dismissed the complaint in Zacarias in its entirety with leave to replead within 21 days. On July 21, 2015, the court dismissed the complaints in Tisminesky and de Gadala-Maria in their entirety with leave to replead within 21 days. The defendants have not yet responded to the complaints in Ranni or Barbar . • Janvey, et al. v. Willis of Colorado, Inc., et al. , Case No. 3:13-CV-03980-D, was filed on October 1, 2013 also in the Northern District of Texas against Willis Group Holdings plc, Willis Limited, Willis North America Inc., Willis of Colorado, Inc. and the same Willis associate. The complaint was filed (i) by Ralph S. Janvey, in his capacity as Court-Appointed Receiver for the Stanford Receivership Estate, and the Official Stanford Investors Committee (the ‘OSIC’) against all defendants and (ii) on behalf of a putative, worldwide class of Stanford investors against Willis North America Inc. Plaintiffs Janvey and the OSIC allege claims under Texas common law and the court’s Amended Order Appointing Receiver, and the putative class plaintiffs allege claims under Texas statutory and common law. Plaintiffs seek actual damages in excess of $1 billion, punitive damages and costs. On November 15, 2013, plaintiffs filed the operative First Amended Complaint, which added certain defendants unaffiliated with Willis. On February 28, 2014, the defendants filed motions to dismiss the First Amended Complaint, which motions were granted in part and denied in part by the court on December 5, 2014. On December 22, 2014, Willis filed a motion to amend the court’s December 5 order to certify an interlocutory appeal to the Fifth Circuit, and, on December 23, 2014, Willis filed a motion to amend and, to the extent necessary, reconsider the court’s December 5 order. On January 16, 2015, the defendants answered the First Amended Complaint. On January 28, 2015, the court denied Willis’s motion to amend the court’s December 5 order to certify an interlocutory appeal to the Fifth Circuit. On February 4, 2015, the court granted Willis’s motion to amend and, to the extent necessary, reconsider the December 5 order. As discussed above, on March 25, 2014, the parties in Troice and Janvey stipulated to the consolidation of the two actions for pre-trial purposes under Rule 42(a) of the Federal Rules of Civil Procedure. On March 28, 2014, the Court “so ordered” that stipulation and, thus, consolidated Troice and Janvey for pre-trial purposes under Rule 42(a). On January 26, 2015, the court entered an order setting a schedule for briefing and discovery regarding the plaintiffs’ motion for class certification, which schedule, among other things, provided for the submission of the plaintiffs’ motion for class certification (following the completion of briefing and discovery) on July 20, 2015. By letter dated March 4, 2015, the parties requested that the court consolidate the scheduling orders entered in Troice and Janvey to provide for a class certification submission date of April 20, 2015 in both cases. On March 6, 2015, the court entered an order consolidating the scheduling orders in Troice and Janvey, providing for a class certification submission date of April 20, 2015 in both cases, and vacating the July 20, 2015 class certification submission date in the original Janvey scheduling order. Additional actions could be brought in the future by other investors in certificates of deposit issued by Stanford and its affiliates. The Company disputes these allegations and intends to defend itself vigorously against these actions. The outcomes of these actions, however, including any losses or other payments that may occur as a result, cannot be predicted at this time. Proposed Towers Watson Merger On July 9, 10 and 31, 2015, four putative class action complaints challenging the Merger were filed in the Court of Chancery for the State of Delaware, captioned New Jersey Building Laborers’ Statewide Annuity Fund v. Towers Watson & Co., et al. , C.A. No. 11270-CB (filed on July 9, 2015), Stein v. Towers Watson & Co., et al. , C.A. No. 11271-CB (filed on July 9, 2015), City of Atlanta Firefighters’ Pension Fund v. Ganzi, et al. , C.A. No. 11275-CB (filed on July 10, 2015), and Cordell v. Haley, et al. , C.A. No. 11358-CB (filed on July 31, 2015). The complaints in these actions were filed by purported stockholders of Towers Watson on behalf of a putative class comprised of all Towers Watson stockholders and name as defendants Towers Watson, the members of its board of directors, Willis and Merger Sub. (The various named defendants, to the extent they are stockholders of Towers Watson, are excluded from the putative class.) The complaints generally allege that Towers Watson’s directors breached their fiduciary duties to Towers Watson stockholders by agreeing to merge Towers Watson with Willis through an inadequate and unfair process, which led to inadequate and unfair consideration and unfair deal protections, and that Willis and Merger Sub aided and abetted those alleged breaches. The complaints seek, among other things, to enjoin the Merger. On July 28, 2015, the plaintiff in the Stein action filed a notice of voluntary dismissal without prejudice, which was entered by the court the same day. The defendants have not yet responded to the complaints in the New Jersey Building Laborers’ Statewide Annuity Fund, City of Atlanta Firefighters’ Pension Fund or Cordell actions.

DERIVATIVE FINANCIAL INSTRUMENT

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES	6 Months Ended
	Jun. 30, 2015
Derivative Instruments and Hedging Activities Disclosure [Abstract]
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES	Value of Derivative Financial Instruments In addition to the note below, see Note 10 — ‘Fair Value Measurement’ for information about the fair value hierarchy of derivatives. Primary Risks Managed by Derivative Financial Instruments The main risks managed by derivative financial instruments are interest rate risk and foreign currency risk. The Company’s Board of Directors reviews and approves policies for managing each of these risks as summarized below. The Company enters into derivative transactions (principally interest rate swaps and forward foreign currency contracts) in order to manage interest rate and foreign currency risks arising from the Company’s operations and its sources of finance. The Company does not hold financial or derivative instruments for trading purposes. Interest Rate Risk — Investment Income As a result of the Company’s operating activities, the Company holds Fiduciary funds. The Company earns interest on these funds, which is included in the Company’s financial statements as investment income. These funds are regulated in terms of access and the instruments in which they may be invested, most of which are short-term in maturity. During the three months ended June 30, 2015, the Company, in order to manage interest rate risk arising from these financial assets, entered into interest rate swaps to receive a fixed rate of interest and pay a variable rate of interest. The use of interest rate contracts essentially converted groups of short-term variable rate investments to fixed rates. These derivatives were designated as hedging instruments and were for a total notional amount of $270 million . Interest Rate Risk — Interest Expense The Company's operations are financed principally by $2,054 million fixed rate senior notes maturing through 2043 and $251 million under a 7 -year term loan facility. The Company has access to (i) $800 million under a revolving credit facility expiring July 23, 2018 , (ii) $400 million under a revolving credit facility expiring April 28, 2017 , which will be available for regulatory capital purposes related to securities underwriting only, and (iii) $22 million under two further revolving credit facilities, of which $20 million is also only available for specific regulatory purposes only. As of June 30, 2015 $220 million ( December 31, 2014 : $nil ) was drawn on these facilities. The 7 -year term loan facility bears interest at LIBOR plus 1.50% and drawings under the $800 million revolving credit facility bear interest at LIBOR plus 1.50% . These margins apply while the Company’s debt rating remains BBB-/Baa3. Should the Company’s debt rating change, then the margin will change in accordance with the credit facilities agreements. The fixed rate senior notes bear interest at various rates as detailed in Note 16 — ‘Debt’. During three and six months ended June 30, 2015 , the Company had no derivative financial instruments that were designated as cash flow hedges of interest rate risk on interest expense. Foreign Currency Risk The Company’s primary foreign exchange risks arise from the following: • changes in the exchange rate between US dollars and Pounds sterling as the Company's London market operations earn the majority of their revenues in US dollars and incurs expenses predominantly in pounds sterling, and may also hold a significant net sterling asset or liability position on the balance sheet. In addition, the London market operations earn significant revenues in Euros and Japanese yen; and • the translation into US dollars of the net income and net assets of its foreign subsidiaries, excluding the London market operations which are US dollar-denominated. The foreign exchange risks in its London market operations are hedged as follows: • to the extent that forecast Pounds sterling expenses exceed Pounds sterling revenues, the Company limits its exposure to this exchange rate risk by the use of forward contracts matched to specific, clearly identified cash outflows arising in the ordinary course of business; • to the extent the UK operations, excluding Miller Insurance Services LLP, earn significant revenues in euros and Japanese yen, the Company limits its exposure to changes in the exchange rate between the US dollar and these currencies by the use of forward contracts matched to a percentage of forecast cash inflows in specific currencies and periods. In addition, the Company is also exposed to foreign exchange risk on any net sterling asset or liability position in the London market operations; and • to the extent Miller Insurance Services LLP earns significant non-functional currency revenues, the Company limits its exposure to exchange rate changes by the use of forward contracts matched to a percentage of forecast cash inflows in specific currencies and periods. The fair value of foreign currency contracts is recorded in other assets and other liabilities. For contracts that qualify as accounting hedges, changes in fair value resulting from movements in the spot exchange rate are recorded as a component of other comprehensive income while changes resulting from a movement in the time value are recorded in interest expense. For contracts that do not qualify for hedge accounting, the total change in fair value is recorded in other income (expense), net. Amounts held in comprehensive income are reclassified into earnings when the hedged exposure affects earnings. At June 30, 2015 and December 31, 2014 , the Company’s foreign currency contracts were all designated as hedging instruments except certain Miller Insurance Services LLP foreign currency contracts and those relating to short-term cash flows and hedges of certain intercompany loans. The table below summarizes by major currency the contractual amounts of the Company’s forward contracts to exchange foreign currencies for Pounds sterling in the case of US dollars and US dollars for Euros and Japanese yen. Foreign currency notional amounts are reported in US dollars translated at contracted exchange rates. Sell Fair value (millions) US dollar $ 1,004 $ (1 ) Euro 202 25 Japanese yen 47 6 The above table includes forward contracts acquired as part of Miller Insurance Services LLP which are not designated as hedging instruments. At June 30, 2015 , such contracts had a negative fair value of $1 million . In addition to forward exchange contracts, the Company undertakes short-term foreign exchange swaps for liquidity purposes. These are not designated as hedges and do not qualify for hedge accounting. The fair values at June 30, 2015 and December 31, 2014 were immaterial. During the six months ended June 30, 2015 , the Company entered into a number of foreign currency transactions in order to hedge certain intercompany loans. These derivatives were not designated as hedging instruments and were for a total notional amount of $622 million ( December 31, 2014 : $352 million ). In respect of these transactions, $3 million ( December 31, 2014 : $5 million ) has been recognized as an asset within other current assets and an equivalent gain has been recognized in other income (expense), net, for the period. Derivative financial instruments The table below presents the fair value of the Company’s derivative financial instruments designated as hedging instruments and their balance sheet classification at June 30, 2015 and December 31, 2014 : Fair value Derivative financial instruments designated as hedging instruments: Balance sheet June 30, December 31, 2014 (millions) Assets: Forward exchange contracts Other assets $ 44 $ 26 Interest rate swaps Other assets 2 — Total derivatives designated as hedging instruments $ 46 $ 26 Liabilities: Forward exchange contracts Other liabilities $ 13 $ 21 Interest rate swaps Other liabilities 2 — Total derivatives designated as hedging instruments $ 15 $ 21 Cash Flow Hedges The table below presents the effects of derivative financial instruments in cash flow hedging relationships on the consolidated statements of operations and the consolidated statements of equity for the three and six months ended June 30, 2015 and 2014 : Derivatives in cash flow Amount of (i) on derivative (effective Location of gain (loss) (i) into Amount of (i) into Location of gain (loss) Amount of (millions) (millions) (millions) Three months ended June 30, 2015 Forward exchange contracts 39 Other income (expense), net (1 ) Interest expense 1 Total $ 39 $ (1 ) $ 1 Three months ended June 30, 2014 Interest rate swaps $ — Investment income $ (1 ) Other operating expenses $ — Treasury locks — Interest expense (1 ) Interest expense — Forward exchange contracts (1 ) Other income (expense), net 6 Interest expense (1 ) Total $ (1 ) $ 4 $ (1 ) Six months ended June 30, 2015 Interest rate swaps $ — Investment income $ (1 ) Other operating expenses $ — Forward exchange contracts 25 Other income (expense), net — Interest expense 1 Total $ 25 $ (1 ) $ 1 Six months ended June 30, 2014 Interest rate swaps $ — Investment income $ (3 ) Other operating expenses $ — Treasury locks — Interest expense (1 ) Interest expense — Forward exchange contracts (1 ) Other income (expense), net 7 Interest expense (1 ) Total $ (1 ) $ 3 $ (1 ) ____________________ Amounts above shown gross of tax. (i) Other Comprehensive Income For interest rate swaps, all components of each derivative’s gain or loss were included in the assessment of hedge effectiveness. For foreign exchange contracts, only the changes in fair value resulting from movements in the spot exchange rates are included in this assessment. In instances where the timing of expected cash flows can be matched exactly to the maturity of the foreign exchange contract, changes in fair value attributable to movement in the forward points are also included. At June 30, 2015 , the Company estimates, based on current interest and exchange rates, there will be $21 million of net derivative gains on forward exchange rates, interest rate swaps, and treasury locks reclassified from accumulated comprehensive loss into earnings within the next twelve months as the forecasted transactions affect earnings. Credit Risk and Concentrations of Credit Risk Credit risk represents the loss that would be recognized at the reporting date if counterparties failed to perform as contracted and may increase or decrease based on movements in interest rates and foreign exchange rates. The Company currently does not anticipate non-performance by its counterparties. The Company generally does not require collateral or other security to support financial instruments with credit risk. Concentrations of credit risk that arise from financial instruments exist for groups of customers or counterparties when they have similar economic characteristics that would cause their ability to meet contractual obligations to be similarly affected by changes in economic or other conditions. Financial instruments on the balance sheet that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, fiduciary funds, accounts receivable and derivatives which are recorded at fair value. The Company maintains a policy providing for the diversification of cash and cash equivalent investments and places such investments in an extensive number of financial institutions to limit the amount of credit risk exposure. These financial institutions are monitored on an ongoing basis for credit quality predominantly using information provided by credit agencies. Concentrations of credit risk with respect to receivables are limited due to the large number of clients and markets in which the Company does business, as well as the dispersion across many geographic areas. Management does not believe significant risk exists in connection with the Company's concentrations of credit as of June 30, 2015 .

FAIR VALUE MEASUREMENT

FAIR VALUE MEASUREMENT	6 Months Ended
	Jun. 30, 2015
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENT	FAIR VALUE MEASUREMENT The Company has categorized its assets and liabilities that are measured at fair value on a recurring basis into a three-level fair value hierarchy, based on the reliability of the inputs used to determine fair value as follows: • Level 1: refers to fair values determined based on quoted market prices in active markets for identical assets; • Level 2: refers to fair values estimated using observable market based inputs or unobservable inputs that are corroborated by market data; and • Level 3: includes fair values estimated using unobservable inputs that are not corroborated by market data. The following methods and assumptions were used by the Company in estimating its fair value disclosure for financial instruments: Long-term debt (excluding related fair value hedges) - Fair values are based on quoted market values and so classified as Level 1 measurements. Derivative financial instruments - Market values have been used to determine the fair value of interest rate swaps and forward foreign exchange contracts based on estimated amounts the Company would receive or have to pay to terminate the agreements, taking into account the current interest rate environment or current foreign currency forward rates. Such financial instruments are classified as Level 2 in the fair value hierarchy. Financial instruments measured at fair value on a recurring basis The following table presents, for each of the fair value hierarchy levels, the Company's assets and liabilities that are measured at fair value on a recurring basis. June 30, 2015 Quoted Significant Significant Level 1 Level 2 Level 3 Total (millions) Assets at fair value: Derivative financial instruments — 47 — 47 Total assets $ — $ 47 $ — $ 47 Liabilities at fair value: Derivative financial instruments — 17 — 17 Total liabilities $ — $ 17 $ — $ 17 December 31, 2014 Quoted Significant Significant Level 1 Level 2 Level 3 Total (millions) Assets at fair value: Derivative financial instruments — 26 — 26 Total assets $ — $ 26 $ — $ 26 Liabilities at fair value: Derivative financial instruments — 21 — 21 Total liabilities $ — $ 21 $ — $ 21 Fair value information about financial instruments not measured at fair value on a recurring basis The following table presents the carrying values and estimated fair values of the Company's financial instruments not measured at fair value on a recurring basis. The fair value amounts shown below are not necessarily indicative of the amounts that the Company would realize upon disposition nor do they indicate the Company’s intent or ability to dispose of the financial instrument. June 30, 2015 December 31, 2014 Carrying Fair Carrying Fair (millions) Assets: Cash and cash equivalents $ 483 $ 483 $ 635 $ 635 Fiduciary funds (included within Fiduciary assets) $ 2,473 $ 2,473 $ 1,888 $ 1,888 Liabilities: Current portion of long term debt $ 169 $ 169 $ 167 $ 169 Long-term debt 2,351 2,491 2,142 2,327

ACQUISITIONS (Notes)

ACQUISITIONS (Notes)	6 Months Ended
	Jun. 30, 2015
Business Acquisition [Line Items]
Business Combination Disclosure [Text Block]	11. ACQUISITIONS During the period ended June 30, 2015 the Company made the following acquisitions in line with its strategy to invest in targeted acquisitions with a focus on earnings accretion, competitive position, and fit. Miller Insurance Services LLP On May 31, 2015, the Company completed the transaction to acquire an 85 percent interest in Miller Insurance Services LLP and its subsidiaries ('Miller'), a leading London wholesale specialist insurance broking firm, for total consideration of $392 million including cash consideration of $230 million . As part of the transaction selected broking activities will transfer between existing Willis businesses and Miller and vice-versa. The transaction combines businesses of both Willis and Miller creating a platform for future growth and adds further strength and depth to the Company’s client proposition. Additional deferred consideration is payable at the end of the first, second and third anniversary of the acquisition. Additional contingent consideration is payable at the end of the third anniversary of the acquisition and is contingent on meeting EBITDA performance targets to be agreed. The discounted fair value of the deferred and contingent consideration, based on best estimates, is $123 million and $39 million respectively. The Company recognized assets and liabilities acquired of $1,118 million and $820 million respectively. Included within the acquired assets are intangible assets of $229 million of which $213 million relates to client relationships with a weighted average useful economic life of 14 years , $14 million relates to trade names with a useful economic life of 15 years and $2 million relates to technology with a useful economic life of 5 years . Goodwill of $172 million was recognized on the transaction. The purchase price allocation as of the date of acquisition was based on a preliminary valuation and is subject to revision as more detailed analysis are completed and additional information about the value of assets acquired, liabilities assumed, and contingent consideration become available. Carsa Consultores, Agente de Seguros y de Fianzas de CV On April 1, 2015, the Company acquired 100 percent of the share capital of Carsa Consultores, Agente de Seguros y de Fianzas de CV and its group companies ('Carsa'), a leading insurance broker in Mexico, for cash consideration of $16 million . Further consideration is payable after 3 years contingent on future revenue achieved from the acquired businesses. The discounted fair value of this additional consideration is $5 million . On acquisition the Company recognized acquired intangible assets of $16 million relating to the customer relationships with a useful economic life of 16 years . Goodwill of $9 million was also recognized on the transaction. Evolution Benefits Consulting, Inc On May 27, 2015, the Company acquired the trade and assets of Evolution Benefits Consulting, Inc. ('Evolution'), a human capital practice in Pennsylvania, for cash consideration of $19 million . Further consideration is payable in 3 years contingent on the future revenue growth of the acquired business. The discounted fair value of this additional consideration is $3 million . On acquisition the Company recorded intangible assets of $11 million and goodwill of $11 million . The aggregate costs incurred and recognised within other operating expenses relating to the acquisition above in the three and six months ended June 30, 2015 was $8 million and $11 million respectively. The amount of revenue and earnings, for the acquisitions discussed above, included in the Company’s consolidated income statement for the period ended June 30, 2015 was $13 million and $ nil respectively. Supplemental proforma results of operations have not been presented for Miller individually, or for all of the acquisitions described above in aggregate, because the effects were not material to consolidated results of operations.

GOODWILL

GOODWILL	6 Months Ended
	Jun. 30, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
GOODWILL	GOODWILL Goodwill represents the excess of the cost of businesses acquired over the fair market value of identifiable net assets at the dates of acquisition. Goodwill is not amortized but is subject to impairment testing annually and whenever facts or circumstances indicate that the carrying amounts may not be recoverable. The Company is organized into four reporting units which are consistent with its operating segments: Willis GB, Willis Capital, Wholesale and Reinsurance, Willis North America and Willis International - see Note 18 - 'Segment Information' for detailed descriptions of the segments. Goodwill is allocated to these reporting units based on the original purchase price allocation for acquisitions within the reporting units. When a business entity is sold, goodwill is allocated to the entity disposed of based on the relative fair value of that entity compared with the fair value of the reporting unit in which it is included. The changes in the carrying amount of goodwill by segment for the six months ended June 30, 2015 and the year ended December 31, 2014 are as follows: Willis GB (formerly Global) Willis Capital, Wholesale & Reinsurance Willis North America Willis International Total Balance at January 1, 2014 Goodwill, gross $ 1,145 $ — $ 1,776 $ 409 $ 3,330 Accumulated impairment losses — — (492 ) — (492 ) Goodwill, net $ 1,145 $ — $ 1,284 $ 409 $ 2,838 Other movements (i) 88 — (45 ) (43 ) — Purchase price allocation adjustments 3 — 3 7 13 Goodwill acquired during the year 5 — — 179 184 Goodwill disposed of during the year — — (48 ) — (48 ) Foreign exchange (7 ) — — (43 ) (50 ) Balance at December 31, 2014 Goodwill, gross $ 1,234 $ — $ 1,686 $ 509 $ 3,429 Accumulated impairment losses — — (492 ) — (492 ) Goodwill, net $ 1,234 $ — $ 1,194 $ 509 $ 2,937 Other movements (ii) (679 ) 852 (174 ) 1 — Purchase price allocation adjustments — — — 1 1 Goodwill acquired during the period — 172 11 9 192 Goodwill disposed of during the period (2 ) — (10 ) — (12 ) Foreign exchange 1 4 (2 ) (24 ) (21 ) Balance at June 30, 2015 Goodwill, gross $ 554 $ 1,028 $ 1,511 $ 496 $ 3,589 Accumulated impairment losses — — (492 ) — (492 ) Goodwill, net $ 554 $ 1,028 $ 1,019 $ 496 $ 3,097 ________________________________ (i) Effective January 1, 2014, the Company changed its internal reporting structure: UK retail, previously reported within the International segment, is now reported within the Global segment; Mexico Retail, which was previously reported within the North America segment, is now reported in the International segment; and the US captive consulting and facultative reinsurance businesses, both previously reported within the North America segment, are now reported within the Global segment. Goodwill has been reallocated between segments using the relative fair value allocation approach. (ii) Effective January 1, 2015, the Company changed its internal reporting structure from three reporting units, formerly known as Willis Global, Willis North America and Willis International into four reporting units: Willis GB, Willis Capital Wholesale & Reinsurance, Willis North America and Willis International. As a result: certain specialty and captive businesses, previously reported as part of Willis Global, are now reported within the North America and International segments; Willis Re, Willis Capital Markets & Advisory and Wholesale, previously reported as part of Willis Global, are now reported within the Willis Capital Wholesale & Reinsurance segment; North American P&C business placed in the London Market, previously reported as part of North America, is now reported within the Willis GB segment; and certain portfolio and programs businesses, previously reported as part of North America, are now reported within the Willis Capital Wholesale & Reinsurance segment. Goodwill has been reallocated between segments using the relative fair value allocation approach.

OTHER INTANGIBLE ASSETS, NET

OTHER INTANGIBLE ASSETS, NET	6 Months Ended
	Jun. 30, 2015
Intangible Assets, Net (Excluding Goodwill) [Abstract]
OTHER INTANGIBLE ASSETS, NET	OTHER INTANGIBLE ASSETS, NET Other intangible assets are classified into the following categories: • Client relationships • Management contracts • Other, including: ◦ non-compete agreements ◦ trade names ◦ contract-based, technology and other The major classes of amortizable intangible assets are as follows: June 30, 2015 December 31, 2014 Gross Accumulated Net Gross Accumulated Net (millions) Customer and marketing related: Client relationships $ 924 $ (336 ) $ 588 $ 689 $ (316 ) $ 373 Management contracts 67 (3 ) 64 71 (1 ) 70 Other 28 (5 ) 23 11 (4 ) 7 Total amortizable intangible assets $ 1,019 $ (344 ) $ 675 $ 771 $ (321 ) $ 450 The aggregate amortization of intangible assets for the six months ended June 30, 2015 was $30 million ( six months ended June 30, 2014 : $25 million ) of which $16 million was recognized in the three months ended June 30, 2015 ( three months ended June 30, 2014 : $12 million ). The estimated aggregate amortization of intangible assets for each of the next five years ended December 31 is as follows: Remainder of 2015 2016 2017 2018 2019 Thereafter Total (millions) Amortization of intangible assets $ 37 $ 69 $ 64 $ 60 $ 56 $ 389 $ 675

OTHER ASSETS

OTHER ASSETS	6 Months Ended
	Jun. 30, 2015
Other Assets [Abstract]
OTHER ASSETS	OTHER ASSETS An analysis of other assets is as follows: June 30, December 31, 2014 (millions) Other current assets Prepayments and accrued income $ 78 $ 81 Income tax receivable 36 30 Deferred compensation plan assets 13 17 Derivatives 29 16 Other receivables 66 70 Total other current assets $ 222 $ 214 Other non-current assets Deferred compensation plan assets $ 113 $ 92 Accounts receivable, net 29 29 Other investments 29 29 Derivatives 17 10 Other receivables 46 60 Total other non-current assets $ 234 $ 220 Total other assets $ 456 $ 434

OTHER LIABILITIES

OTHER LIABILITIES	6 Months Ended
	Jun. 30, 2015
Other Liabilities [Abstract]
OTHER LIABILITIES	OTHER LIABILITIES An analysis of other liabilities is as follows: June 30, December 31, 2014 (millions) Other current liabilities Accounts payable $ 148 $ 131 Accrued dividends payable 65 55 Other taxes payable 58 44 Deferred compensation plan liability 13 17 Contingent or deferred consideration on acquisition 61 8 Other payables 177 189 Total other current liabilities $ 522 $ 444 Other non-current liabilities Incentives from lessors $ 167 $ 171 Deferred compensation plan liability 113 92 Contingent and deferred consideration on acquisition 146 26 Other payables 80 100 Total other non-current liabilities $ 506 $ 389 Total other liabilities $ 1,028 $ 833

DEBT

DEBT	6 Months Ended
	Jun. 30, 2015
Debt Disclosure [Abstract]
DEBT	DEBT Short-term debt and current portion of the long-term debt consists of the following: June 30, December 31, 2014 (millions) Current portion of 7-year term loan facility expiring 2018 $ 20 $ 17 5.625% senior notes due 2015 148 148 Fair value adjustment on 5.625% senior notes due 2015 1 1 4.125% senior notes due 2016 299 — 3-year term loan facility expires 2015 — 1 $ 468 $ 167 Long-term debt consists of the following: June 30, December 31, 2014 (millions) 7-year term loan facility expiring 2018 $ 231 $ 242 Revolving $800 million credit facility 220 — 4.125% senior notes due 2016 — 299 6.200% senior notes due 2017 394 394 7.000% senior notes due 2019 187 187 5.750% senior notes due 2021 497 497 4.625% senior notes due 2023 249 249 6.125% senior notes due 2043 274 274 $ 2,052 $ 2,142 Term loan The 7-year term loan facility expiring 2018 bears interest at LIBOR plus 1.50% and is repayable in quarterly installments and a final repayment of $186 million is due in the third quarter of 2018. $800 million revolving credit facility Drawings under the $800 million revolving credit facility bear interest at LIBOR plus 1.50% and the facility expires on July 23, 2018 . These margins apply while the Company’s debt rating remains BBB-/Baa3. On February 27, 2015, Trinity Acquisition Limited, a wholly-owned subsidiary of Willis Group Holdings plc entered into an amendment to the $800 million revolving credit facility permitting Willis Securities, Inc. ('WSI'), another wholly-owned subsidiary of Willis Group Holdings plc, to incur up to $400 million of indebtedness under this facility for the purpose of investing in certain underwritten securities in the ordinary course of WSI's business. As of June 30, 2015 , $220 million was outstanding under the $800 million revolving credit facility ( December 31, 2014 : $nil ). WSI revolving credit facility On March 3, 2014, WSI, entered into a $300 million revolving note and cash subordination agreement available for drawing from March 3, 2014 through March 3, 2015. At that time, the aggregate unpaid principal amount of all advances was repayable on or before March 3, 2016. On April 28, 2014, WSI entered into an amendment to the $300 million revolving note and cash subordination agreement to increase the amount of financing and to extend both the end date of the credit period and the repayment date. As a result of this amendment, the revolving credit facility was increased from $300 million to $400 million . The end date of the credit period was extended to April 28, 2015 and the repayment date was extended to April 28, 2016. On February 27, 2015, WSI entered into a second amendment to the revolving note and cash subordination agreement. This amendment included all of the following: (i) the end date of the credit period was extended to April 28, 2016 and the repayment date was extended to April 28, 2017; (ii) WSI was permitted to incur up to $400 million in indebtedness under the $800 million revolving credit facility held by Trinity Acquisition Limited, and (iii) WSI will have the ability to borrow in euro, yen and other approved currencies subject to a reserve for foreign currency fluctuation. Proceeds under the credit facility will be used for regulatory capital purposes related to securities underwriting only, which will allow Willis Securities to meet or exceed capital requirements of regulatory agencies, self-regulatory agencies and their clearing houses, including the Financial Industry Regulatory Authority. Advances under the credit facility bear interest at a rate equal to (a) for Eurocurrency Loans, LIBOR plus 1.50% to 2.25% , and (b) for base rates Loans, the highest of (i) the Federal Funds rates plus 0.5% , (ii) the 'prime rate' as announced by SunTrust Bank, and (iii) LIBOR plus 1.00% , plus 0.5% to 1.25% , in each case, based upon the Company’s guaranteed senior-unsecured long-term debt rating. As of June 30, 2015 $nil was outstanding under the $400 million WSI revolving credit facility ( December 31, 2014 : $nil ).

COMPREHENSIVE INCOME

COMPREHENSIVE INCOME	6 Months Ended
	Jun. 30, 2015
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest [Abstract]
Comprehensive Income (Loss) Note	COMPREHENSIVE INCOME (LOSS) The components of comprehensive income are as follows: Three months ended June 30, 2015 2014 Before tax amount Tax Net of tax amount Before tax amount Tax Net of tax amount (millions) Other comprehensive income: Foreign currency translation adjustments $ 70 $ — $ 70 $ 27 $ — $ 27 Pension funding adjustments: Foreign currency translation on pension funding adjustments (31 ) 9 (22 ) (20 ) 5 (15 ) Amortization of unrecognized actuarial loss 12 (2 ) 10 12 (2 ) 10 Amortization of unrecognized prior service gain (6 ) 1 (5 ) — — — (25 ) 8 (17 ) (8 ) 3 (5 ) Derivative instruments: Interest rate swap reclassification adjustment — — — (1 ) 1 — Gain (loss) on forward exchange contracts (effective element) 39 (7 ) 32 (1 ) — (1 ) Forward exchange contracts reclassification adjustment (1 ) — (1 ) 6 (1 ) 5 Treasury lock reclassification adjustment — — — (1 ) — (1 ) 38 (7 ) 31 3 — 3 Other comprehensive income 83 1 84 22 3 25 Less: Other comprehensive income attributable to noncontrolling interests (4 ) — (4 ) — — — Other comprehensive income attributable to Willis Group Holdings $ 79 $ 1 $ 80 $ 22 $ 3 $ 25 Six months ended June 30, 2015 2014 Before tax amount Tax Net of tax amount Before tax amount Tax Net of tax amount (millions) Other comprehensive income: Foreign currency translation adjustments $ (42 ) $ — $ (42 ) $ 30 $ — $ 30 Pension funding adjustments: Foreign currency translation on pension funding adjustments 9 (1 ) 8 (25 ) 7 (18 ) Net actuarial gain 25 (5 ) 20 — — — Prior service gain 215 (43 ) 172 — — — Amortization of unrecognized actuarial loss 24 (4 ) 20 24 (4 ) 20 Amortization of unrecognized prior service gain (8 ) 1 (7 ) (1 ) — (1 ) 265 (52 ) 213 (2 ) 3 1 Derivative instruments: Interest rate swap reclassification adjustment (1 ) — (1 ) (3 ) 1 (2 ) Gain (loss) on forward exchange contracts (effective element) 25 (4 ) 21 (1 ) — (1 ) Forward exchange contracts reclassification adjustment — — — 7 (1 ) 6 Treasury lock reclassification adjustment — — — (1 ) — (1 ) 24 (4 ) 20 2 — 2 Other comprehensive income 247 (56 ) 191 30 3 33 Less: Other comprehensive loss attributable to noncontrolling interests 3 — 3 — — — Other comprehensive income attributable to Willis Group Holdings $ 250 $ (56 ) $ 194 $ 30 $ 3 $ 33 The components of accumulated other comprehensive loss, net of tax, are as follows: Net foreign currency translation adjustment Pension funding adjustment Net unrealized gain on derivative instruments Total (millions) Balance at December 31, 2014 $ (191 ) $ (893 ) $ 18 $ (1,066 ) Other comprehensive (loss) income before reclassifications (39 ) 200 21 182 Amounts reclassified from accumulated other comprehensive loss — 13 (1 ) 12 Net current-period other comprehensive (loss) income, net of tax and noncontrolling interests (39 ) 213 20 194 Balance at June 30, 2015 $ (230 ) $ (680 ) $ 38 $ (872 ) Amounts reclassified out of accumulated other comprehensive loss into the statement of operations are as follows: Details about accumulated other comprehensive loss components Amount reclassified from accumulated other comprehensive loss Affected line item in the statement of operations Three months ended June 30, 2015 2014 (millions) Gains and losses on cash flow hedges (Note 9) Interest rate swaps $ — $ (1 ) Investment income Foreign exchange contracts (1 ) 6 Other income (expense), net Treasury lock — (1 ) Interest expense (1 ) 4 Total before tax Tax — — $ (1 ) $ 4 Net of tax Amortization of defined benefit pension items (Note 7) Prior service gain $ (6 ) $ — Salaries and benefits Net actuarial loss 12 12 Salaries and benefits 6 12 Total before tax Tax (1 ) (2 ) $ 5 $ 10 Net of tax Total reclassifications for the period $ 4 $ 14 Details about accumulated other comprehensive (loss) income components Amount reclassified from accumulated other comprehensive (loss) income Affected line item in the statement of operations Six months ended June 30, 2015 2014 (millions) Gains and losses on cash flow hedges (Note 9) Interest rate swaps $ (1 ) $ (3 ) Investment income Foreign exchange contracts — 7 Other income (expense), net Treasury lock — (1 ) Interest expense (1 ) 3 Total before tax Tax — — $ (1 ) $ 3 Net of tax Amortization of defined benefit pension items (Note 7) Prior service gain $ (8 ) $ (1 ) Salaries and benefits Net actuarial loss 24 24 Salaries and benefits 16 23 Total before tax Tax (3 ) (4 ) $ 13 $ 19 Net of tax Total reclassifications for the period $ 12 $ 22

SEGMENT INFORMATION

SEGMENT INFORMATION	6 Months Ended
	Jun. 30, 2015
Segment Reporting [Abstract]
SEGMENT INFORMATION	SEGMENT INFORMATION Effective from January 1, 2015, the Company changed the way it manages and reports operating results, resulting in a change in the Company’s operating and reportable segments from three segments, formerly known as Willis Global, Willis North America and Willis International, into four: Willis GB; Willis Capital, Wholesale and Reinsurance ('Willis CWR'); Willis North America; and Willis International. The changes to the operating and reportable segments are as follows: • Willis International and Willis North America remain largely unchanged except for certain specialty teams formerly included in Global which are now included in the geographic regions in which they are located; • Willis CWR includes Willis Re, Willis Capital Markets & Advisory and the Company's wholesale business. In addition, it also includes a new unit called Willis Portfolio and Underwriting Services; and • the remaining component businesses previously included as part of the Global segment which include the Company's UK retail business, facultative business and London Specialty business, now form Willis GB. The prior period comparatives have been retrospectively reclassified to take into account these changes. For internal reporting and segmental reporting, the following items for which segmental management are not held accountable are excluded from segmental expenses: (i) costs of the holding company; (ii) costs of Group functions, leadership and projects; (iii) non-servicing elements of the defined benefit pension schemes cost (income); and (iv) Corporate restructuring costs associated with the Operational Improvement Program. The accounting policies of the segments are consistent with those described in Note 2 — ‘Basis of Presentation and Significant Accounting Policies’ to the Company’s Annual Report on Form 10-K for the year ended December 31, 2014. There are no inter-segment revenues, with segments operating on a revenue-sharing basis equivalent to that used when sharing business with other third-party brokers. Selected information regarding the Company’s segments is as follows: Three months ended June 30, 2015 Commissions Investment Other Total Depreciation Segment operating (millions) Willis GB $ 170 $ 1 $ — $ 171 $ 6 $ 39 Willis Capital, Wholesale and Reinsurance 190 1 — 191 5 36 Willis North America 314 — 2 316 16 32 Willis International 243 1 — 244 10 19 Total Segments 917 3 2 922 37 126 Corporate and Other (i) — — — 2 (21 ) Total Consolidated $ 917 $ 3 $ 2 $ 922 $ 39 $ 105 Three months ended June 30, 2014 Commissions Investment Other Total Depreciation Segment operating (millions) Willis GB $ 187 $ 2 $ 1 $ 190 $ 8 $ 57 Willis Capital, Wholesale and Reinsurance 192 1 — 193 2 63 Willis North America 323 — — 323 18 47 Willis International 228 1 — 229 6 23 Total Segments 930 4 1 935 34 190 Corporate and Other (i) — — — — 2 (42 ) Total Consolidated $ 930 $ 4 $ 1 $ 935 $ 36 $ 148 ________________________________ (i) See the following table for an analysis of ‘Corporate and Other’. Three months ended June 30, 2015 2014 (millions) Costs of the holding company $ (7 ) $ (5 ) Costs related to Group functions, leadership and projects (36 ) (47 ) Non-servicing elements of defined benefit pensions 27 14 Operational Improvement Program (a) (5 ) (2 ) Other — (2 ) Total Corporate and Other $ (21 ) $ (42 ) ___________________________ (a) Restructuring charge relating to the Operational Improvement Program. See Note 3 — 'Restructuring Costs', above. Six months ended June 30, 2015 Commissions Investment Other Total Depreciation Segment operating (millions) Willis GB $ 312 $ 2 $ — $ 314 $ 12 $ 60 Willis Capital, Wholesale and Reinsurance 486 2 — 488 8 189 Willis North America 670 — 5 675 32 110 Willis International 530 2 — 532 19 89 Total Segments 1,998 6 5 2,009 71 448 Corporate and Other (i) — — — — 4 (50 ) Total Consolidated $ 1,998 $ 6 $ 5 $ 2,009 $ 75 $ 398 Six months ended June 30, 2014 Commissions Investment Other Total Depreciation Segment operating (millions) Willis GB $ 337 $ 3 $ 3 $ 343 $ 15 $ 79 Willis Capital, Wholesale and Reinsurance 495 2 — 497 5 231 Willis North America 677 — 1 678 36 130 Willis International 511 3 — 514 12 107 Total Segments 2,020 8 4 2,032 68 547 Corporate and Other (i) — — — — 4 (73 ) Total Consolidated $ 2,020 $ 8 $ 4 $ 2,032 $ 72 $ 474 ___________________________ (i) See the following table for an analysis of ‘Corporate and Other’. Six months ended June 30, 2015 2014 (millions) Costs of the holding company $ (10 ) $ (7 ) Costs related to Group functions, leadership and projects (75 ) (89 ) Non-servicing elements of defined benefit pensions 51 27 Operational Improvement Program (a) (16 ) (2 ) Other — (2 ) Total Corporate and Other $ (50 ) $ (73 ) ___________________________ (a) Restructuring charge relating to the Operational Improvement Program. See Note 3 — 'Restructuring Costs', above. The following table reconciles total consolidated operating income, as disclosed in the segment tables above, to consolidated income before income taxes and interest in earnings of associates: Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 (millions) Total consolidated operating income $ 105 $ 148 $ 398 $ 474 Other income (expense), net 23 (3 ) 17 (3 ) Interest expense (35 ) (35 ) (68 ) (67 ) Income before income taxes and interest in earnings of associates $ 93 $ 110 $ 347 $ 404

SUBSEQUENT EVENTS (Notes)

SUBSEQUENT EVENTS (Notes)	6 Months Ended
	Jun. 30, 2015
Subsequent Events [Abstract]
Subsequent Events [Text Block]	. TOWERS WATSON MERGER On June 30, 2015, the Company announced jointly with Towers Watson the signing of a definitive merger agreement, dated as of June 29, 2015, under which the companies will combine in an all-stock merger of equals. Based on the closing prices of Willis ordinary shares and Towers Watson common stock on June 29, 2015, the implied equity value of the transaction is approximately $18 billion . The transaction has been unanimously approved by the Board of Directors of each company and is currently expected to close by December 31, 2015 subject to customary closing conditions, including regulatory approvals, and approval by both Willis shareholders and Towers Watson stockholders.

FINANCIAL INFORMATION FOR PAREN

FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES	6 Months Ended
	Jun. 30, 2015
Condensed Financial Information of Parent Company Only Disclosure [Abstract]
FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES	FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES Willis North America has $148 million senior notes outstanding that were issued on July 1, 2005, $394 million of senior notes issued on March 28, 2007 and $187 million of senior notes issued on September 29, 2009. All direct obligations under the senior notes were jointly and severally, irrevocably and fully and unconditionally guaranteed by Willis Netherlands Holdings B.V., Willis Investment UK Holdings Limited, TA I Limited, Trinity Acquisition Limited and Willis Group Limited (collectively, the ‘Other Guarantors’, and with Willis Group Holdings, the ‘Guarantor Companies’). The debt securities that were issued by Willis North America and guaranteed by the entities described above, and for which the disclosures set forth below relate and are required under applicable SEC rules, were issued under an effective registration statement. The guarantee of the guarantors will be deemed to be automatically discharged and released in accordance with the terms of the indenture upon release or discharge of the indebtedness or upon sale of the subsidiary or its assets. Presented below is condensed consolidating financial information for: (i) Willis Group Holdings, which is a guarantor, on a parent company only basis; (ii) the Other Guarantors, which are all 100 percent directly or indirectly owned subsidiaries of the parent and are all direct or indirect parents of the issuer; (iii) the Issuer, Willis North America; (iv) Other, which are the non-guarantor subsidiaries, on a combined basis; (v) Consolidating adjustments; and (vi) the Consolidated Company. The equity method has been used for investments in subsidiaries in the unaudited condensed consolidating balance sheets as of June 30, 2015 of Willis Group Holdings, the Other Guarantors and the Issuer. The entities included in the Other Guarantors column as of June 30, 2015 are Willis Netherlands Holdings B.V., Willis Investment UK Holdings Limited, TA I Limited, Trinity Acquisition Limited, and Willis Group Limited. Unaudited Condensed Consolidating Statement of Operations Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ — $ 917 $ — $ 917 Investment income — — — 3 — 3 Other income — — — 2 — 2 Total revenues — — — 922 — 922 EXPENSES Salaries and benefits (1 ) — (22 ) (538 ) — (561 ) Other operating expenses — (41 ) (9 ) (129 ) — (179 ) Depreciation expense — (2 ) (4 ) (17 ) — (23 ) Amortization of intangible assets — — — (16 ) — (16 ) Restructuring costs — — (8 ) (30 ) (38 ) Total expenses (1 ) (43 ) (43 ) (730 ) — (817 ) OPERATING (LOSS) INCOME (1 ) (43 ) (43 ) 192 — 105 Other income (expense), net 4 (6 ) — 25 — 23 Income from group undertakings — 56 56 24 (136 ) — Expenses due to group undertakings — (7 ) (45 ) (84 ) 136 — Interest expense (10 ) (9 ) (11 ) (5 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (7 ) (9 ) (43 ) 152 — 93 Income taxes — 11 14 (44 ) — (19 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (7 ) 2 (29 ) 108 — 74 Interest in earnings of associates, net of tax — 2 — (4 ) — (2 ) Equity account for subsidiaries 77 71 30 — (178 ) — NET INCOME 70 75 1 104 (178 ) 72 Less: Net income attributable to noncontrolling interests — — — (2 ) — (2 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 70 $ 75 $ 1 $ 102 $ (178 ) $ 70 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 150 $ 154 $ 4 $ 176 $ (328 ) $ 156 Less: comprehensive income attributable to noncontrolling interests — — — (6 ) — (6 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 150 $ 154 $ 4 $ 170 $ (328 ) $ 150 Unaudited Condensed Consolidating Statement of Operations Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 2 $ 928 $ — $ 930 Investment income — — — 4 — 4 Other income — — — 1 — 1 Total revenues — — 2 933 — 935 EXPENSES Salaries and benefits (1 ) — (17 ) (557 ) — (575 ) Other operating expenses (5 ) (20 ) (19 ) (129 ) — (173 ) Depreciation expense — (1 ) (5 ) (18 ) — (24 ) Amortization of intangible assets — — — (12 ) — (12 ) Restructuring costs — (2 ) — (1 ) — (3 ) Total expenses (6 ) (23 ) (41 ) (717 ) — (787 ) OPERATING (LOSS) INCOME (6 ) (23 ) (39 ) 216 — 148 Other (expense) income, net (1 ) (229 ) — (3 ) 230 (3 ) Income from group undertakings — 57 85 27 (169 ) — Expenses due to group undertakings — (8 ) (46 ) (115 ) 169 — Interest expense (10 ) (9 ) (12 ) (4 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (17 ) (212 ) (12 ) 121 230 110 Income taxes — 6 (1 ) (64 ) — (59 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (17 ) (206 ) (13 ) 57 230 51 Interest in earnings of associates, net of tax — 2 — (5 ) — (3 ) Equity account for subsidiaries 64 267 35 — (366 ) — NET INCOME 47 63 22 52 (136 ) 48 Less: Net income attributable to noncontrolling interests — — — (1 ) — (1 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 47 $ 63 $ 22 $ 51 $ (136 ) $ 47 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 72 $ 88 $ 24 $ 76 $ (187 ) $ 73 Less: comprehensive income attributable to noncontrolling interests — — — (1 ) — (1 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 72 $ 88 $ 24 $ 75 $ (187 ) $ 72 Unaudited Condensed Consolidating Statement of Operations Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 4 $ 1,994 $ — $ 1,998 Investment income — — — 6 — 6 Other income — — — 5 — 5 Total revenues — — 4 2,005 — 2,009 EXPENSES Salaries and benefits (1 ) — (42 ) (1,085 ) — (1,128 ) Other operating expenses (9 ) (55 ) (11 ) (264 ) — (339 ) Depreciation expense — (3 ) (8 ) (34 ) — (45 ) Amortization of intangible assets — — — (30 ) — (30 ) Restructuring costs — (14 ) (13 ) (42 ) — (69 ) Total expenses (10 ) (72 ) (74 ) (1,455 ) — (1,611 ) OPERATING (LOSS) INCOME (10 ) (72 ) (70 ) 550 — 398 Other (expense) income, net (8 ) — — 24 1 17 Income from group undertakings — 110 112 49 (271 ) — Expenses due to group undertakings — (15 ) (89 ) (167 ) 271 — Interest expense (21 ) (18 ) (22 ) (7 ) — (68 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (39 ) 5 (69 ) 449 1 347 Income taxes — 17 22 (114 ) — (75 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (39 ) 22 (47 ) 335 1 272 Interest in earnings of associates, net of tax — 4 — 10 — 14 Equity account for subsidiaries 319 286 96 — (701 ) — NET INCOME 280 312 49 345 (700 ) 286 Less: Net income attributable to noncontrolling interests — — — (6 ) — (6 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 280 $ 312 $ 49 $ 339 $ (700 ) $ 280 Unaudited Condensed Consolidating Statement of Comprehensive Income Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 474 $ 508 $ 55 $ 546 $ (1,106 ) $ 477 Less: comprehensive income attributable to noncontrolling interests — — — (3 ) — (3 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 474 $ 508 $ 55 $ 543 $ (1,106 ) $ 474 Unaudited Condensed Consolidating Statement of Operations Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 4 $ 2,016 $ — $ 2,020 Investment income — — — 8 — 8 Other income — — — 4 — 4 Total revenues — — 4 2,028 — 2,032 EXPENSES Salaries and benefits (1 ) — (36 ) (1,108 ) — (1,145 ) Other operating expenses (9 ) (44 ) (36 ) (249 ) — (338 ) Depreciation expense — (2 ) (9 ) (36 ) — (47 ) Amortization of intangible assets — — — (25 ) — (25 ) Restructuring costs — (2 ) — (1 ) — (3 ) Total expenses (10 ) (48 ) (81 ) (1,419 ) — (1,558 ) OPERATING (LOSS) INCOME (10 ) (48 ) (77 ) 609 — 474 Other (expense) income, net (1 ) (228 ) — (4 ) 230 (3 ) Income from group undertakings — 116 128 54 (298 ) — Expenses due to group undertakings — (16 ) (92 ) (190 ) 298 — Interest expense (21 ) (18 ) (23 ) (5 ) — (67 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (32 ) (194 ) (64 ) 464 230 404 Income taxes — 11 18 (151 ) — (122 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (32 ) (183 ) (46 ) 313 230 282 Interest in earnings of associates, net of tax — 5 — 11 — 16 Equity account for subsidiaries 325 497 118 — (940 ) — NET INCOME 293 319 72 324 (710 ) 298 Less: Net income attributable to noncontrolling interests — — — (5 ) — (5 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 293 $ 319 $ 72 $ 319 $ (710 ) $ 293 Unaudited Condensed Consolidating Statement of Comprehensive Income Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 326 $ 352 $ 75 $ 357 $ (779 ) $ 331 Less: comprehensive income attributable to noncontrolling interests — — — (5 ) — (5 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 326 $ 352 $ 75 $ 352 $ (779 ) $ 326 Unaudited Condensed Consolidating Balance Sheet As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 6 $ 2 $ — $ 475 $ — $ 483 Accounts receivable, net — — 2 1,224 — 1,226 Fiduciary assets — — — 11,006 — 11,006 Deferred tax assets — — — 9 — 9 Other current assets 1 48 25 195 (47 ) 222 Amounts due from group undertakings 3,560 983 953 1,289 (6,785 ) — Total current assets 3,567 1,033 980 14,198 (6,832 ) 12,946 NON-CURRENT ASSETS Investments in subsidiaries — 3,333 824 — (4,157 ) — Fixed assets, net — 20 39 457 — 516 Goodwill — — — 3,097 — 3,097 Other intangible assets, net — — — 675 — 675 Investments in associates — 139 — 29 — 168 Deferred tax assets — 1 — 6 (1 ) 6 Pension benefits asset — — — 677 — 677 Other non-current assets 2 7 2 223 — 234 Non-current amounts due from group undertakings — 518 765 — (1,283 ) — Total non-current assets 2 4,018 1,630 5,164 (5,441 ) 5,373 TOTAL ASSETS $ 3,569 $ 5,051 $ 2,610 $ 19,362 $ (12,273 ) $ 18,319 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 11,006 $ — $ 11,006 Deferred revenue and accrued expenses 5 6 18 414 — 443 Income taxes payable — — — 82 (47 ) 35 Current portion of long-term debt 299 20 148 1 — 468 Deferred tax liabilities — — — 21 — 21 Other current liabilities 71 16 29 406 — 522 Amounts due to group undertakings — 4,484 1,519 782 (6,785 ) — Total current liabilities 375 4,526 1,714 12,712 (6,832 ) 12,495 Unaudited Condensed Consolidating Balance Sheet (continued) As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NON-CURRENT LIABILITIES Investments in subsidiaries 304 — — — (304 ) — Long-term debt 497 974 581 — — 2,052 Liabilities for pension benefits — — — 294 — 294 Deferred tax liabilities — — — 212 (1 ) 211 Provisions for liabilities — — — 220 — 220 Other non-current liabilities — 2 16 488 — 506 Non-current amounts due to group undertakings — — 518 765 (1,283 ) — Total non-current liabilities 801 976 1,115 1,979 (1,588 ) 3,283 TOTAL LIABILITIES $ 1,176 $ 5,502 $ 2,829 $ 14,691 $ (8,420 ) $ 15,778 REDEEMABLE NONCONTROLLING INTEREST — — — 52 — 52 EQUITY Total Willis Group Holdings stockholders’ equity 2,393 (451 ) (219 ) 4,523 (3,853 ) 2,393 Noncontrolling interests — — — 96 — 96 Total equity 2,393 (451 ) (219 ) 4,619 (3,853 ) 2,489 TOTAL LIABILITIES AND EQUITY $ 3,569 $ 5,051 $ 2,610 $ 19,362 $ (12,273 ) $ 18,319 Condensed Consolidating Balance Sheet As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 9 $ 2 $ — $ 624 $ — $ 635 Accounts receivable, net — — 4 1,040 — 1,044 Fiduciary assets — — — 8,948 — 8,948 Deferred tax assets — — — 12 — 12 Other current assets 1 27 10 205 (29 ) 214 Amounts due from group undertakings 3,674 924 1,057 1,114 (6,769 ) — Total current assets 3,684 953 1,071 11,943 (6,798 ) 10,853 NON-CURRENT ASSETS Investments in subsidiaries — 2,536 721 — (3,257 ) — Fixed assets, net — 20 42 421 — 483 Goodwill — — — 2,937 — 2,937 Other intangible assets, net — — — 450 — 450 Investments in associates — 147 — 22 — 169 Deferred tax assets — — — 9 — 9 Pension benefits asset — — — 314 — 314 Other non-current assets 3 8 2 207 — 220 Non-current amounts due from group undertakings — 518 740 — (1,258 ) — Total non-current assets 3 3,229 1,505 4,360 (4,515 ) 4,582 TOTAL ASSETS $ 3,687 $ 4,182 $ 2,576 $ 16,303 $ (11,313 ) $ 15,435 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 8,948 $ — $ 8,948 Deferred revenue and accrued expenses 1 4 30 584 — 619 Income taxes payable — — 7 55 (29 ) 33 Current portion of long-term debt — 17 149 1 — 167 Deferred tax liabilities — — — 21 — 21 Other current liabilities 67 11 46 320 — 444 Amounts due to Group undertakings — 4,374 1,499 896 (6,769 ) — Total current liabilities 68 4,406 1,731 10,825 (6,798 ) 10,232 NON-CURRENT LIABILITIES Investments in subsidiaries 838 — — — (838 ) — Long-term debt 796 765 581 — — 2,142 Liabilities for pension benefits — — — 284 — 284 Deferred tax liabilities — — — 128 — 128 Provisions for liabilities — — — 194 — 194 Other non-current liabilities — — 17 372 — 389 Non-current amounts due to group undertakings — — 518 740 (1,258 ) — Total non-current liabilities 1,634 765 1,116 1,718 (2,096 ) 3,137 TOTAL LIABILITIES $ 1,702 $ 5,171 $ 2,847 $ 12,543 $ (8,894 ) $ 13,369 Condensed Consolidating Balance Sheet (continued) As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REDEEMABLE NONCONTROLLING INTEREST — — — 59 — 59 EQUITY Total Willis Group Holdings stockholders’ equity 1,985 (989 ) (271 ) 3,679 (2,419 ) 1,985 Noncontrolling interests — — — 22 — 22 Total equity 1,985 (989 ) (271 ) 3,701 (2,419 ) 2,007 TOTAL LIABILITIES AND EQUITY $ 3,687 $ 4,182 $ 2,576 $ 16,303 $ (11,313 ) $ 15,435 Unaudited Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (4 ) $ 62 $ 17 $ (68 ) $ — $ 7 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — — 9 — 9 Additions to fixed assets — (4 ) (5 ) (38 ) — (47 ) Additions to intangible assets — — — (10 ) — (10 ) Acquisitions of operations, net of cash acquired — — — (228 ) — (228 ) Proceeds from disposal of operations, net of cash disposed — — — 28 — 28 Proceeds from intercompany investing activities 105 49 — 153 (307 ) — Repayments of intercompany investing activities — (72 ) (14 ) (218 ) 304 — Intercompany investing in subsidiaries — (274 ) — — 274 — Net cash provided by (used in) investing activities 105 (301 ) (19 ) (304 ) 271 (248 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from draw down of revolving credit facility — 220 — — — 220 Debt issuance costs — — — (1 ) — (1 ) Repayments of debt — (8 ) — — — (8 ) Repurchase of shares (79 ) — — — — (79 ) Proceeds from issue of shares 84 — — 274 (274 ) 84 Excess tax benefits from share-based payment arrangements — — — 5 — 5 Dividends paid (109 ) — — — — (109 ) Dividends paid to noncontrolling interests — — — (8 ) — (8 ) Proceeds from intercompany financing activities — 216 2 86 (304 ) — Repayments of intercompany financing activities — (189 ) — (118 ) 307 — Net cash (used in) provided by financing activities (104 ) 239 2 238 (271 ) 104 DECREASE IN CASH AND CASH EQUIVALENTS (3 ) — — (134 ) — (137 ) Effect of exchange rate changes on cash and cash equivalents — — — (15 ) — (15 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 9 2 — 624 — 635 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 6 $ 2 $ — $ 475 $ — $ 483 Unaudited Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (18 ) $ 124 $ 44 $ 238 $ (236 ) $ 152 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — 1 2 (1 ) 2 Additions to fixed assets — (4 ) (7 ) (44 ) 1 (54 ) Additions to intangible assets — — — (1 ) — (1 ) Acquisitions of subsidiaries, net of cash acquired — — — (41 ) — (41 ) Payments to acquire other investments — — — (6 ) — (6 ) Proceeds from sale of operations, net of cash disposed — — — 18 — 18 Proceeds from intercompany investing activities 145 12 120 283 (560 ) — Repayments of intercompany investing activities — — — (37 ) 37 — Net cash provided by (used in) investing activities 145 8 114 174 (523 ) (82 ) CASH FLOWS FROM FINANCING ACTIVITIES Debt issuance costs — — — (3 ) — (3 ) Repayments of debt — (8 ) — — — (8 ) Repurchase of shares (117 ) — — — — (117 ) Proceeds from issue of shares 93 — — — — 93 Excess tax benefits from share-based payment arrangements — — — 2 — 2 Dividends paid (103 ) — — (236 ) 236 (103 ) Acquisition of noncontrolling interests — (4 ) — — — (4 ) Dividends paid to noncontrolling interests — — — (15 ) — (15 ) Proceeds from intercompany financing activities — 37 — — (37 ) — Repayments of intercompany financing activities — (156 ) (158 ) (246 ) 560 — Net cash used in financing activities (127 ) (131 ) (158 ) (498 ) 759 (155 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 1 — (86 ) — (85 ) Effect of exchange rate changes on cash and cash equivalents — — — (3 ) — (3 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3 3 — 790 — 796 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 3 $ 4 $ — $ 701 $ — $ 708 FINANCIAL INFORMATION FOR ISSUER, PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES Trinity Acquisition Limited has $525 million senior notes outstanding that were issued on August 15, 2013. All direct obligations under the senior notes were jointly and severally, irrevocably and fully, and unconditionally guaranteed by Willis Netherlands Holdings B.V, Willis Investment UK Holdings Limited, TA I Limited, Willis Group Limited and Willis North America, Inc. (collectively, the 'Other Guarantors', and with Willis Group Holdings, the 'Guarantor Companies'). The guarantor structure described above differs from the guarantor structure associated with the senior notes issued by the Company and Willis North America (the ‘Willis North America Debt Securities’) in that Trinity Acquisition Limited is the issuer and not a subsidiary guarantor, and Willis North America, Inc. is a subsidiary guarantor. The guarantee of the guarantors will be deemed to be automatically discharged and released in accordance with the terms of the indenture upon release or discharge of the indebtedness or upon sale of the subsidiary or its assets. The condensed consolidating financial information for the following entities is presented below: (i) Willis Group Holdings, which is a guarantor, on a parent company only basis; (ii) the Other Guarantors, which are wholly owned subsidiaries (directly or indirectly) of the parent. Willis Netherlands B.V, Willis Investment UK Holdings Limited, and TA 1 Limited are all direct or indirect parents of the issuer, and Willis Group Limited and Willis North America, Inc. are direct or indirect wholly owned subsidiaries of the issuer; (iii) Trinity Acquisition Limited, which is the issuer and is a 100 percent indirectly owned subsidiary of the parent; (iv) Other, which are the non-guarantor subsidiaries, on a combined basis; (v) Consolidating adjustments; and (vi) the Consolidated Company. The equity method has been used for investments in subsidiaries in the condensed consolidating balance sheets as of June 30, 2015 of Willis Group Holdings, the Other Guarantors, and the Issuer. The entities included in the Other Guarantors column as of June 30, 2015 are Willis Netherlands Holdings B.V., Willis Investment UK Holdings Limited, Willis North America, TA I Limited, and Willis Group Limited. Unaudited Condensed Consolidating Statement of Operations Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ — $ 917 $ — $ 917 Investment income — — — 3 — 3 Other income — — — 2 — 2 Total revenues — — — 922 — 922 EXPENSES Salaries and benefits (1 ) (22 ) — (538 ) — (561 ) Other operating expenses — (50 ) — (129 ) — (179 ) Depreciation expense — (6 ) — (17 ) — (23 ) Amortization of intangible assets — — — (16 ) — (16 ) Restructuring costs — (8 ) — (30 ) — (38 ) Total expenses (1 ) (86 ) — (730 ) — (817 ) OPERATING (LOSS) INCOME (1 ) (86 ) — 192 — 105 Other income (expense), net 4 (6 ) — 25 — 23 Income from group undertakings — 90 23 24 (137 ) — Expenses due to group undertakings — (46 ) (7 ) (84 ) 137 — Interest expense (10 ) (10 ) (10 ) (5 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (7 ) (58 ) 6 152 — 93 Income taxes — 27 (2 ) (44 ) — (19 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (7 ) (31 ) 4 108 — 74 Interest in earnings of associates, net of tax — 2 — (4 ) — (2 ) Equity account for subsidiaries 77 104 52 — (233 ) — NET INCOME 70 75 56 104 (233 ) 72 Less: Net income attributable to noncontrolling interests — — — (2 ) — (2 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 70 $ 75 $ 56 $ 102 $ (233 ) $ 70 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 150 $ 154 $ 127 $ 176 $ (451 ) $ 156 Less: comprehensive income attributable to noncontrolling interests — — — (6 ) — (6 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 150 $ 154 $ 127 $ 170 $ (451 ) $ 150 Unaudited Condensed Consolidating Statement of Operations Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 2 $ — $ 928 $ — $ 930 Investment income — — — 4 — 4 Other income — — — 1 — 1 Total revenues — 2 — 933 — 935 EXPENSES Salaries and benefits (1 ) (17 ) — (557 ) — (575 ) Other operating expenses (5 ) (39 ) — (129 ) — (173 ) Depreciation expense — (6 ) — (18 ) — (24 ) Amortization of intangible assets — — — (12 ) — (12 ) Restructuring costs — (2 ) — (1 ) — (3 ) Total expenses (6 ) (64 ) — (717 ) — (787 ) OPERATING (LOSS) INCOME (6 ) (62 ) — 216 — 148 Other (expense) income, net (1 ) (229 ) — (3 ) 230 (3 ) Income from group undertakings — 121 23 27 (171 ) — Expenses due to group undertakings — (49 ) (7 ) (115 ) 171 — Interest expense (10 ) (12 ) (9 ) (4 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (17 ) (231 ) 7 121 230 110 Income taxes — 7 (2 ) (64 ) — (59 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (17 ) (224 ) 5 57 230 51 Interest in earnings of associates, net of tax — 2 — (5 ) — (3 ) Equity account for subsidiaries 64 285 42 — (391 ) — NET INCOME 47 63 47 52 (161 ) 48 Less: Net income attributable to noncontrolling interests — — — (1 ) — (1 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 47 $ 63 $ 47 $ 51 $ (161 ) $ 47 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 72 $ 88 $ 71 $ 76 $ (234 ) $ 73 Less: comprehensive income attributable to noncontrolling interests — — — (1 ) — (1 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 72 $ 88 $ 71 $ 75 $ (234 ) $ 72 Unaudited Condensed Consolidating Statement of Operations Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ — $ 1,994 $ — $ 1,998 Investment income — — — 6 — 6 Other income — — — 5 — 5 Total revenues — 4 — 2,005 — 2,009 EXPENSES Salaries and benefits (1 ) (42 ) — (1,085 ) — (1,128 ) Other operating expenses (9 ) (66 ) — (264 ) — (339 ) Depreciation expense — (11 ) — (34 ) — (45 ) Amortization of intangible assets — — — (30 ) — (30 ) Restructuring costs — (27 ) — (42 ) — (69 ) Total expenses (10 ) (146 ) — (1,455 ) — (1,611 ) OPERATING (LOSS) INCOME (10 ) (142 ) — 550 — 398 Other (expense) income, net (8 ) — — 24 1 17 Income from group undertakings — 180 45 49 (274 ) — Expenses due to group undertakings — (93 ) (14 ) (167 ) 274 — Interest expense (21 ) (21 ) (19 ) (7 ) — (68 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (39 ) (76 ) 12 449 1 347 Income taxes — 42 (3 ) (114 ) — (75 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (39 ) (34 ) 9 335 1 272 Interest in earnings of associates, net of tax — 4 — 10 — 14 Equity account for subsidiaries 319 342 261 — (922 ) — NET INCOME 280 312 270 345 (921 ) 286 Less: Net income attributable to noncontrolling interests — — — (6 ) — (6 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 280 $ 312 $ 270 $ 339 $ (921 ) $ 280 Unaudited Condensed Consolidating Statement of Comprehensive Income Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 474 $ 508 $ 474 $ 546 $ (1,525 ) $ 477 Less: comprehensive income attributable to noncontrolling interests — — — (3 ) — (3 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 474 $ 508 $ 474 $ 543 $ (1,525 ) $ 474 Unaudited Condensed Consolidating Statement of Operations Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ — $ 2,016 $ — $ 2,020 Investment income — — — 8 — 8 Other income — — — 4 — 4 Total revenues — 4 — 2,028 — 2,032 EXPENSES Salaries and benefits (1 ) (36 ) — (1,108 ) — (1,145 ) Other operating expenses (9 ) (80 ) — (249 ) — (338 ) Depreciation expense — (11 ) — (36 ) — (47 ) Amortization of intangible assets — — — (25 ) — (25 ) Restructuring costs — (2 ) — (1 ) (3 ) Total expenses (10 ) (129 ) — (1,419 ) — (1,558 ) OPERATING (LOSS) INCOME (10 ) (125 ) — 609 — 474 Other (expense) income, net (1 ) (228 ) — (4 ) 230 (3 ) Income from group undertakings — 203 45 54 (302 ) — Expenses due to group undertakings — (98 ) (14 ) (190 ) 302 — Interest expense (21 ) (23 ) (18 ) (5 ) — (67 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (32 ) (271 ) 13 464 230 404 Income taxes — 32 (3 ) (151 ) — (122 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (32 ) (239 ) 10 313 230 282 Interest in earnings of associates, net of tax — 5 — 11 — 16 Equity account for subsidiaries 325 553 257 — (1,135 ) — NET INCOME 293 319 267 324 (905 ) 298 Less: Net income attributable to noncontrolling interests — — — (5 ) — (5 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 293 $ 319 $ 267 $ 319 $ (905 ) $ 293 Unaudited Condensed Consolidating Statement of Comprehensive Income Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 326 $ 352 $ 299 $ 357 $ (1,003 ) $ 331 Less: comprehensive income attributable to noncontrolling interests — — — (5 ) — (5 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 326 $ 352 $ 299 $ 352 $ (1,003 ) $ 326 Unaudited Condensed Consolidating Balance Sheet As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 6 $ 2 $ — $ 475 $ — $ 483 Accounts receivable, net — 2 — 1,224 — 1,226 Fiduciary assets — — — 11,006 — 11,006 Deferred tax assets — — — 9 — 9 Other current assets 1 80 1 195 (55 ) 222 Amounts due from group undertakings 3,560 1,036 870 1,289 (6,755 ) — Total current assets 3,567 1,120 871 14,198 (6,810 ) 12,946 NON-CURRENT ASSETS Investments in subsidiaries — 4,337 3,071 — (7,408 ) — Fixed assets, net — 59 — 457 — 516 Goodwill — — — 3,097 — 3,097 Other intangible assets, net — — — 675 — 675 Investments in associates — 139 — 29 — 168 Deferred tax assets — 1 — 6 (1 ) 6 Pension benefits asset — — — 677 — 677 Other non-current assets 2 2 7 223 — 234 Non-current amounts due from group undertakings — 765 518 — (1,283 ) — Total non-current assets 2 5,303 3,596 5,164 (8,692 ) 5,373 TOTAL ASSETS $ 3,569 $ 6,423 $ 4,467 $ 19,362 $ (15,502 ) $ 18,319 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 11,006 $ — $ 11,006 Deferred revenue and accrued expenses 5 24 — 414 — 443 Income taxes payable — — 8 82 (55 ) 35 Current portion of long-term debt 299 148 20 1 — 468 Deferred tax liabilities — — — 21 — 21 Other current liabilities 71 34 11 406 — 522 Amounts due to group undertakings — 5,551 422 782 (6,755 ) — Total current liabilities 375 5,757 461 12,712 (6,810 ) 12,495 Unaudited Condensed Consolidating Balance Sheet (continued) As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NON-CURRENT LIABILITIES Investments in subsidiaries 304 — — — (304 ) — Long-term debt 497 581 974 — — 2,052 Liabilities for pension benefits — — — 294 — 294 Deferred tax liabilities — — — 212 (1 ) 211 Provisions for liabilities — — — 220 — 220 Other non-current liabilities — 18 — 488 — 506 Non-current amounts due to group undertakings — 518 — 765 (1,283 ) — Total non-current liabilities 801 1,117 974 1,979 (1,588 ) 3,283 TOTAL LIABILITIES $ 1,176 $ 6,874 $ 1,435 $ 14,691 $ (8,398 ) $ 15,778 REDEEMABLE NONCONTROLLING INTEREST — — — 52 — 52 EQUITY Total Willis Group Holdings stockholders’ equity 2,393 (451 ) 3,032 4,523 (7,104 ) 2,393 Noncontrolling interests — — — 96 — 96 Total equity 2,393 (451 ) 3,032 4,619 (7,104 ) 2,489 TOTAL LIABILITIES AND EQUITY $ 3,569 $ 6,423 $ 4,467 $ 19,362 $ (15,502 ) $ 18,319 Condensed Consolidating Balance Sheet As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 9 $ 2 $ — $ 624 $ — $ 635 Accounts receivable, net — 4 — 1,040 — 1,044 Fiduciary assets — — — 8,948 — 8,948 Deferred tax assets — — — 12 — 12 Other current assets 1 41 1 205 (34 ) 214 Amounts due from group undertakings 3,674 1,154 797 1,114 (6,739 ) — Total current assets 3,684 1,201 798 11,943 (6,773 ) 10,853 NON-CURRENT ASSETS Investments in subsidiaries — 3,478 2,578 — (6,056 ) — Fixed assets, net — 62 — 421 — 483 Goodwill — — — 2,937 — 2,937 Other intangible assets, net — — — 450 — 450 Investments in associates — 147 — 22 — 169 Deferred tax assets — — — 9 — 9 Pension benefits asset — — — 314 — 314 Other non-current assets 3 2 8 207 — 220 Non-current amounts due from group undertakings — 740 518 — (1,258 ) — Total non-current assets 3 4,429 3,104 4,360 (7,314 ) 4,582 TOTAL ASSETS $ 3,687 $ 5,630 $ 3,902 $ 16,303 $ (14,087 ) $ 15,435 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 8,948 $ — $ 8,948 Deferred revenue and accrued expenses 1 34 — 584 — 619 Income taxes payable — 7 5 55 (34 ) 33 Current portion of long-term debt — 149 17 1 — 167 Deferred tax liabilities — — — 21 — 21 Other current liabilities 67 46 11 320 — 444 Amounts due to group undertakings — 5,267 576 896 (6,739 ) — Total current liabilities 68 5,503 609 10,825 (6,773 ) 10,232 NON-CURRENT LIABILITIES Investments in subsidiaries 838 — — — (838 ) — Long-term debt 796 581 765 — — 2,142 Liabilities for pension benefits — — — 284 — 284 Deferred tax liabilities — — — 128 — 128 Provisions for liabilities — — — 194 — 194 Other non-current liabilities — 17 — 372 — 389 Non-current amounts due to group undertakings — 518 — 740 (1,258 ) — Total non-current liabilities 1,634 1,116 765 1,718 (2,096 ) 3,137 TOTAL LIABILITIES $ 1,702 $ 6,619 $ 1,374 $ 12,543 $ (8,869 ) $ 13,369 Condensed Consolidating Balance Sheet (continued) As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REDEEMABLE NONCONTROLLING INTEREST — — — 59 — 59 EQUITY Total Willis Group Holdings stockholders’ equity 1,985 (989 ) 2,528 3,679 (5,218 ) 1,985 Noncontrolling interests — — — 22 — 22 Total equity 1,985 (989 ) 2,528 3,701 (5,218 ) 2,007 TOTAL LIABILITIES AND EQUITY $ 3,687 $ 5,630 $ 3,902 $ 16,303 $ (14,087 ) $ 15,435 Unaudited Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CA

FINANCIAL INFORMATION FOR PAR28

FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES	6 Months Ended
	Jun. 30, 2015
Condensed Financial Information of Parent Company Only Disclosure [Abstract]
FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES	21. FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES On March 17, 2011, the Company issued senior notes totaling $800 million in a registered public offering. These debt securities are issued by Willis Group Holdings (‘Holdings Debt Securities’) and are guaranteed by certain of the Company’s subsidiaries. Therefore, the Company is providing the unaudited condensed consolidating financial information below. The following wholly owned subsidiaries (directly or indirectly) fully and unconditionally guarantee the Holdings Debt Securities on a joint and several basis: Willis Netherlands Holdings B.V., Willis Investment UK Holdings Limited, TA I Limited, Trinity Acquisition Limited, Willis Group Limited, and Willis North America (the ‘Guarantors’). The guarantor structure described above differs from the guarantor structure associated with the senior notes issued by Willis North America (the ‘Willis North America Debt Securities’) (and for which unaudited condensed consolidating financial information is presented in Note 20) in that Willis Group Holdings is the Parent Issuer and Willis North America is a subsidiary guarantor. The guarantee of the guarantors will be deemed to be automatically discharged and released in accordance with the terms of the indenture upon release or discharge of the indebtedness or upon sale of the subsidiary or its assets. The condensed consolidating financial information for the following entities is presented below: (i) Willis Group Holdings, which is the Parent Issuer; (ii) the Guarantors, which are wholly owned subsidiaries (directly or indirectly) of the parent; (iii) Other, which are the non-guarantor subsidiaries, on a combined basis; (iv) Consolidating adjustments; and (v) the Consolidated Company. The equity method has been used for investments in subsidiaries in the unaudited condensed consolidating balance sheets as of June 30, 2015 of Willis Group Holdings and the Guarantors. The entities included in the Guarantors column as of June 30, 2015 are Willis Netherlands Holdings B.V., Willis Investment UK Holdings Limited, TA I Limited, Trinity Acquisition Limited, Willis Group Limited, and Willis North America. Unaudited Condensed Consolidating Statement of Operations Three months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 917 $ — $ 917 Investment income — — 3 — 3 Other income — — 2 — 2 Total revenues — — 922 — 922 EXPENSES Salaries and benefits (1 ) (22 ) (538 ) — (561 ) Other operating expenses — (50 ) (129 ) — (179 ) Depreciation expense — (6 ) (17 ) — (23 ) Amortization of intangible assets — — (16 ) — (16 ) Restructuring costs — (8 ) (30 ) — (38 ) Total expenses (1 ) (86 ) (730 ) — (817 ) OPERATING (LOSS) INCOME (1 ) (86 ) 192 — 105 Other income (expense), net 4 (6 ) 25 — 23 Income from group undertakings — 84 24 (108 ) — Expenses due to group undertakings — (24 ) (84 ) 108 — Interest expense (10 ) (20 ) (5 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (7 ) (52 ) 152 — 93 Income taxes — 25 (44 ) — (19 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (7 ) (27 ) 108 — 74 Interest in earnings of associates, net of tax — 2 (4 ) — (2 ) Equity account for subsidiaries 77 100 — (177 ) — NET INCOME 70 75 104 (177 ) 72 Less: Net income attributable to noncontrolling interests — — (2 ) — (2 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 70 $ 75 $ 102 $ (177 ) $ 70 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 150 $ 154 $ 176 $ (324 ) $ 156 Less: comprehensive income attributable to noncontrolling interests — — (6 ) — (6 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 150 $ 154 $ 170 $ (324 ) $ 150 Unaudited Condensed Consolidating Statement of Operations Three months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 2 $ 928 $ — $ 930 Investment income — — 4 — 4 Other income — — 1 — 1 Total revenues — 2 933 — 935 EXPENSES Salaries and benefits (1 ) (17 ) (557 ) — (575 ) Other operating expenses (5 ) (39 ) (129 ) — (173 ) Depreciation expense — (6 ) (18 ) — (24 ) Amortization of intangible assets — — (12 ) — (12 ) Restructuring costs — (2 ) (1 ) — (3 ) Total expenses (6 ) (64 ) (717 ) — (787 ) OPERATING (LOSS) INCOME (6 ) (62 ) 216 — 148 Other (expense) income, net (1 ) (229 ) (3 ) 230 (3 ) Income from group undertakings — 114 27 (141 ) — Expenses due to group undertakings — (26 ) (115 ) 141 — Interest expense (10 ) (21 ) (4 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (17 ) (224 ) 121 230 110 Income taxes — 5 (64 ) — (59 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (17 ) (219 ) 57 230 51 Interest in earnings of associates, net of tax — 2 (5 ) — (3 ) Equity account for subsidiaries 64 280 — (344 ) — NET INCOME 47 63 52 (114 ) 48 Less: Net income attributable to noncontrolling interests — — (1 ) — (1 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 47 $ 63 $ 51 $ (114 ) $ 47 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 72 $ 88 $ 76 $ (163 ) $ 73 Less: comprehensive income attributable to noncontrolling interests — — (1 ) — (1 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 72 $ 88 $ 75 $ (163 ) $ 72 Unaudited Condensed Consolidating Statement of Operations Six months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ 1,994 $ — $ 1,998 Investment income — — 6 — 6 Other income — — 5 — 5 Total revenues — 4 2,005 — 2,009 EXPENSES Salaries and benefits (1 ) (42 ) (1,085 ) — (1,128 ) Other operating expenses (9 ) (66 ) (264 ) — (339 ) Depreciation expense — (11 ) (34 ) — (45 ) Amortization of intangible assets — — (30 ) — (30 ) Restructuring costs — (27 ) (42 ) — (69 ) Total expenses (10 ) (146 ) (1,455 ) — (1,611 ) OPERATING (LOSS) INCOME (10 ) (142 ) 550 — 398 Other (expense) income, net (8 ) — 24 1 17 Income from group undertakings — 167 49 (216 ) — Expenses due to group undertakings — (49 ) (167 ) 216 — Interest expense (21 ) (40 ) (7 ) — (68 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (39 ) (64 ) 449 1 347 Income taxes — 39 (114 ) — (75 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (39 ) (25 ) 335 1 272 Interest in earnings of associates, net of tax — 4 10 — 14 Equity account for subsidiaries 319 333 — (652 ) — NET INCOME 280 312 345 (651 ) 286 Less: Net income attributable to noncontrolling interests — — (6 ) — (6 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 280 $ 312 $ 339 $ (651 ) $ 280 Unaudited Condensed Consolidating Statement of Comprehensive Income Six months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 474 $ 508 $ 546 $ (1,051 ) $ 477 Less: comprehensive income attributable to noncontrolling interests — — (3 ) — (3 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 474 $ 508 $ 543 $ (1,051 ) $ 474 Unaudited Condensed Consolidating Statement of Operations Six months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ 2,016 $ — $ 2,020 Investment income — — 8 — 8 Other income — — 4 — 4 Total revenues — 4 2,028 — 2,032 EXPENSES Salaries and benefits (1 ) (36 ) (1,108 ) — (1,145 ) Other operating expenses (9 ) (80 ) (249 ) — (338 ) Depreciation expense — (11 ) (36 ) — (47 ) Amortization of intangible assets — — (25 ) — (25 ) Restructuring costs — (2 ) (1 ) — (3 ) Total expenses (10 ) (129 ) (1,419 ) — (1,558 ) OPERATING (LOSS) INCOME (10 ) (125 ) 609 — 474 Other (expense) income, net (1 ) (228 ) (4 ) 230 (3 ) Income from group undertakings — 189 54 (243 ) — Expenses due to group undertakings — (53 ) (190 ) 243 — Interest expense (21 ) (41 ) (5 ) — (67 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (32 ) (258 ) 464 230 404 Income taxes — 29 (151 ) — (122 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (32 ) (229 ) 313 230 282 Interest in earnings of associates, net of tax — 5 11 — 16 Equity account for subsidiaries 325 543 — (868 ) — NET INCOME 293 319 324 (638 ) 298 Less: Net income attributable to noncontrolling interests — — (5 ) — (5 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 293 $ 319 $ 319 $ (638 ) $ 293 Unaudited Condensed Consolidating Statement of Comprehensive Income Six months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 326 $ 352 $ 357 $ (704 ) $ 331 Less: comprehensive income attributable to noncontrolling interests — — (5 ) — (5 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 326 $ 352 $ 352 $ (704 ) $ 326 Unaudited Condensed Consolidating Balance Sheet As of June 30, 2015 Willis The Guarantors Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 6 $ 2 $ 475 $ — $ 483 Accounts receivable, net — 2 1,224 — 1,226 Fiduciary assets — — 11,006 — 11,006 Deferred tax assets — — 9 — 9 Other current assets 1 73 195 (47 ) 222 Amounts due from group undertakings 3,560 687 1,289 (5,536 ) — Total current assets 3,567 764 14,198 (5,583 ) 12,946 NON-CURRENT ASSETS Investments in subsidiaries — 4,376 — (4,376 ) — Fixed assets, net — 59 457 — 516 Goodwill — — 3,097 — 3,097 Other intangible assets, net — — 675 — 675 Investments in associates — 139 29 — 168 Deferred tax assets — 1 6 (1 ) 6 Pension benefits asset — — 677 — 677 Other non-current assets 2 9 223 — 234 Non-current amounts due from group undertakings — 765 — (765 ) — Total non-current assets 2 5,349 5,164 (5,142 ) 5,373 TOTAL ASSETS $ 3,569 $ 6,113 $ 19,362 $ (10,725 ) $ 18,319 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ 11,006 $ — $ 11,006 Deferred revenue and accrued expenses 5 24 414 — 443 Income taxes payable — — 82 (47 ) 35 Current portion of long-term debt 299 168 1 — 468 Deferred tax liabilities — — 21 — 21 Other current liabilities 71 45 406 — 522 Amounts due to group undertakings — 4,754 782 (5,536 ) — Total current liabilities 375 4,991 12,712 (5,583 ) 12,495 Unaudited Condensed Consolidating Balance Sheet (continued) As of June 30, 2015 Willis The Guarantors Other Consolidating Consolidated (millions) NON-CURRENT LIABILITIES Investments in subsidiaries 304 — — (304 ) — Long-term debt 497 1,555 — — 2,052 Liabilities for pension benefits — — 294 — 294 Deferred tax liabilities — — 212 (1 ) 211 Provisions for liabilities — — 220 — 220 Other non-current liabilities — 18 488 — 506 Non-current amounts due to group undertakings — — 765 (765 ) — Total non-current liabilities 801 1,573 1,979 (1,070 ) 3,283 TOTAL LIABILITIES $ 1,176 $ 6,564 $ 14,691 $ (6,653 ) $ 15,778 REDEEMABLE NONCONTROLLING INTEREST — — 52 — 52 EQUITY Total Willis Group Holdings stockholders’ equity 2,393 (451 ) 4,523 (4,072 ) 2,393 Noncontrolling interests — — 96 — 96 Total equity 2,393 (451 ) 4,619 (4,072 ) 2,489 TOTAL LIABILITIES AND EQUITY $ 3,569 $ 6,113 $ 19,362 $ (10,725 ) $ 18,319 Condensed Consolidating Balance Sheet As of December 31, 2014 Willis The Guarantors Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 9 $ 2 $ 624 $ — $ 635 Accounts receivable, net — 4 1,040 — 1,044 Fiduciary assets — — 8,948 — 8,948 Deferred tax assets — — 12 — 12 Other current assets 1 37 205 (29 ) 214 Amounts due from group undertakings 3,674 731 1,114 (5,519 ) — Total current assets 3,684 774 11,943 (5,548 ) 10,853 NON-CURRENT ASSETS Investments in subsidiaries — 3,528 — (3,528 ) — Fixed assets, net — 62 421 — 483 Goodwill — — 2,937 — 2,937 Other intangible assets, net — — 450 — 450 Investments in associates — 147 22 — 169 Deferred tax assets — — 9 — 9 Pension benefits asset — — 314 — 314 Other non-current assets 3 10 207 — 220 Non-current amounts due from group undertakings — 740 — (740 ) — Total non-current assets 3 4,487 4,360 (4,268 ) 4,582 TOTAL ASSETS $ 3,687 $ 5,261 $ 16,303 $ (9,816 ) $ 15,435 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ 8,948 $ — $ 8,948 Deferred revenue and accrued expenses 1 34 584 — 619 Income taxes payable — 7 55 (29 ) 33 Current portion of long-term debt — 166 1 — 167 Deferred tax liabilities — — 21 — 21 Other current liabilities 67 57 320 — 444 Amounts due to group undertakings — 4,623 896 (5,519 ) — Total current liabilities 68 4,887 10,825 (5,548 ) 10,232 NON-CURRENT LIABILITIES Investments in subsidiaries 838 — — (838 ) — Long-term debt 796 1,346 — — 2,142 Liabilities for pension benefits — — 284 — 284 Deferred tax liabilities — — 128 — 128 Provisions for liabilities — — 194 — 194 Other non-current liabilities — 17 372 — 389 Non-current amounts due to group undertakings — — 740 (740 ) — Total non-current liabilities 1,634 1,363 1,718 (1,578 ) 3,137 TOTAL LIABILITIES $ 1,702 $ 6,250 $ 12,543 $ (7,126 ) $ 13,369 Condensed Consolidating Balance Sheet (continued) As of December 31, 2014 Willis The Guarantors Other Consolidating Consolidated (millions) REDEEMABLE NONCONTROLLING INTEREST — — 59 — 59 EQUITY Total Willis Group Holdings stockholders’ equity 1,985 (989 ) 3,679 (2,690 ) 1,985 Noncontrolling interests — — 22 — 22 Total equity 1,985 (989 ) 3,701 (2,690 ) 2,007 TOTAL LIABILITIES AND EQUITY $ 3,687 $ 5,261 $ 16,303 $ (9,816 ) $ 15,435 Unaudited Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 Willis The Guarantors Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (4 ) $ 79 $ (68 ) $ — $ 7 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — 9 — 9 Additions to fixed assets — (9 ) (38 ) — (47 ) Additions to intangible assets — — (10 ) — (10 ) Acquisitions of operations, net of cash acquired — — (228 ) — (228 ) Proceeds from disposal of operations, net of cash disposed — — 28 — 28 Proceeds from intercompany investing activities 105 49 153 (307 ) — Repayments of intercompany investing activities — (86 ) (218 ) 304 — Intercompany investing in subsidiaries — (274 ) — 274 — Net cash provided by (used in) investing activities 105 (320 ) (304 ) 271 (248 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from draw down of revolving credit facility — 220 — — 220 Debt issuance costs — — (1 ) — (1 ) Repayments of debt — (8 ) — — (8 ) Repurchase of shares (79 ) — — — (79 ) Proceeds from issue of shares 84 — 274 (274 ) 84 Excess tax benefits from share-based payment arrangement — — 5 — 5 Dividends paid (109 ) — — — (109 ) Dividends paid to noncontrolling interests — — (8 ) — (8 ) Proceeds from intercompany financing activities — 218 86 (304 ) — Repayments of intercompany financing activities — (189 ) (118 ) 307 — Net cash (used in) provided by financing activities (104 ) 241 238 (271 ) 104 DECREASE IN CASH AND CASH EQUIVALENTS (3 ) — (134 ) — (137 ) Effect of exchange rate changes on cash and cash equivalents — — (15 ) — (15 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 9 2 624 — 635 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 6 $ 2 $ 475 $ — $ 483 Unaudited Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2014 Willis The Guarantors Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (18 ) $ 168 $ 238 $ (236 ) $ 152 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — 1 2 (1 ) 2 Additions to fixed assets — (11 ) (44 ) 1 (54 ) Additions to intangible assets — — (1 ) — (1 ) Acquisitions of subsidiaries, net of cash acquired — — (41 ) — (41 ) Payments to acquire other investments — — (6 ) — (6 ) Proceeds from disposal of operations, net of cash disposed — — 18 — 18 Proceeds from intercompany investing activities 145 120 283 (548 ) — Repayments of intercompany investing activities — — (37 ) 37 — Net cash provided by (used in) investing activities 145 110 174 (511 ) (82 ) CASH FLOWS FROM FINANCING ACTIVITIES Debt issuance costs — — (3 ) — (3 ) Repayments of debt — (8 ) — — (8 ) Repurchase of shares (117 ) — — — (117 ) Proceeds from issue of shares 93 — — — 93 Excess tax benefits from share-based payment arrangement — — 2 — 2 Dividends paid (103 ) — (236 ) 236 (103 ) Acquisition of noncontrolling interests — (4 ) — — (4 ) Dividends paid to noncontrolling interests — — (15 ) — (15 ) Proceeds from intercompany financing activities — 37 — (37 ) — Repayments of intercompany financing activities — (302 ) (246 ) 548 — Net cash used in financing activities (127 ) (277 ) (498 ) 747 (155 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 1 (86 ) — (85 ) Effect of exchange rate changes on cash and cash equivalents — — (3 ) — (3 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3 3 790 — 796 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 3 $ 4 $ 701 $ — $ 708

FINANCIAL INFORMATION FOR ISSUE

FINANCIAL INFORMATION FOR ISSUER, PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Notes)	6 Months Ended
	Jun. 30, 2015
Condensed Financial Statements, Captions [Line Items]
Financial Information for issuer, Parent guarantor, guarantor subsidiaries and non-guarantor subsidiaries [Text Block]	FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES Willis North America has $148 million senior notes outstanding that were issued on July 1, 2005, $394 million of senior notes issued on March 28, 2007 and $187 million of senior notes issued on September 29, 2009. All direct obligations under the senior notes were jointly and severally, irrevocably and fully and unconditionally guaranteed by Willis Netherlands Holdings B.V., Willis Investment UK Holdings Limited, TA I Limited, Trinity Acquisition Limited and Willis Group Limited (collectively, the ‘Other Guarantors’, and with Willis Group Holdings, the ‘Guarantor Companies’). The debt securities that were issued by Willis North America and guaranteed by the entities described above, and for which the disclosures set forth below relate and are required under applicable SEC rules, were issued under an effective registration statement. The guarantee of the guarantors will be deemed to be automatically discharged and released in accordance with the terms of the indenture upon release or discharge of the indebtedness or upon sale of the subsidiary or its assets. Presented below is condensed consolidating financial information for: (i) Willis Group Holdings, which is a guarantor, on a parent company only basis; (ii) the Other Guarantors, which are all 100 percent directly or indirectly owned subsidiaries of the parent and are all direct or indirect parents of the issuer; (iii) the Issuer, Willis North America; (iv) Other, which are the non-guarantor subsidiaries, on a combined basis; (v) Consolidating adjustments; and (vi) the Consolidated Company. The equity method has been used for investments in subsidiaries in the unaudited condensed consolidating balance sheets as of June 30, 2015 of Willis Group Holdings, the Other Guarantors and the Issuer. The entities included in the Other Guarantors column as of June 30, 2015 are Willis Netherlands Holdings B.V., Willis Investment UK Holdings Limited, TA I Limited, Trinity Acquisition Limited, and Willis Group Limited. Unaudited Condensed Consolidating Statement of Operations Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ — $ 917 $ — $ 917 Investment income — — — 3 — 3 Other income — — — 2 — 2 Total revenues — — — 922 — 922 EXPENSES Salaries and benefits (1 ) — (22 ) (538 ) — (561 ) Other operating expenses — (41 ) (9 ) (129 ) — (179 ) Depreciation expense — (2 ) (4 ) (17 ) — (23 ) Amortization of intangible assets — — — (16 ) — (16 ) Restructuring costs — — (8 ) (30 ) (38 ) Total expenses (1 ) (43 ) (43 ) (730 ) — (817 ) OPERATING (LOSS) INCOME (1 ) (43 ) (43 ) 192 — 105 Other income (expense), net 4 (6 ) — 25 — 23 Income from group undertakings — 56 56 24 (136 ) — Expenses due to group undertakings — (7 ) (45 ) (84 ) 136 — Interest expense (10 ) (9 ) (11 ) (5 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (7 ) (9 ) (43 ) 152 — 93 Income taxes — 11 14 (44 ) — (19 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (7 ) 2 (29 ) 108 — 74 Interest in earnings of associates, net of tax — 2 — (4 ) — (2 ) Equity account for subsidiaries 77 71 30 — (178 ) — NET INCOME 70 75 1 104 (178 ) 72 Less: Net income attributable to noncontrolling interests — — — (2 ) — (2 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 70 $ 75 $ 1 $ 102 $ (178 ) $ 70 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 150 $ 154 $ 4 $ 176 $ (328 ) $ 156 Less: comprehensive income attributable to noncontrolling interests — — — (6 ) — (6 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 150 $ 154 $ 4 $ 170 $ (328 ) $ 150 Unaudited Condensed Consolidating Statement of Operations Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 2 $ 928 $ — $ 930 Investment income — — — 4 — 4 Other income — — — 1 — 1 Total revenues — — 2 933 — 935 EXPENSES Salaries and benefits (1 ) — (17 ) (557 ) — (575 ) Other operating expenses (5 ) (20 ) (19 ) (129 ) — (173 ) Depreciation expense — (1 ) (5 ) (18 ) — (24 ) Amortization of intangible assets — — — (12 ) — (12 ) Restructuring costs — (2 ) — (1 ) — (3 ) Total expenses (6 ) (23 ) (41 ) (717 ) — (787 ) OPERATING (LOSS) INCOME (6 ) (23 ) (39 ) 216 — 148 Other (expense) income, net (1 ) (229 ) — (3 ) 230 (3 ) Income from group undertakings — 57 85 27 (169 ) — Expenses due to group undertakings — (8 ) (46 ) (115 ) 169 — Interest expense (10 ) (9 ) (12 ) (4 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (17 ) (212 ) (12 ) 121 230 110 Income taxes — 6 (1 ) (64 ) — (59 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (17 ) (206 ) (13 ) 57 230 51 Interest in earnings of associates, net of tax — 2 — (5 ) — (3 ) Equity account for subsidiaries 64 267 35 — (366 ) — NET INCOME 47 63 22 52 (136 ) 48 Less: Net income attributable to noncontrolling interests — — — (1 ) — (1 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 47 $ 63 $ 22 $ 51 $ (136 ) $ 47 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 72 $ 88 $ 24 $ 76 $ (187 ) $ 73 Less: comprehensive income attributable to noncontrolling interests — — — (1 ) — (1 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 72 $ 88 $ 24 $ 75 $ (187 ) $ 72 Unaudited Condensed Consolidating Statement of Operations Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 4 $ 1,994 $ — $ 1,998 Investment income — — — 6 — 6 Other income — — — 5 — 5 Total revenues — — 4 2,005 — 2,009 EXPENSES Salaries and benefits (1 ) — (42 ) (1,085 ) — (1,128 ) Other operating expenses (9 ) (55 ) (11 ) (264 ) — (339 ) Depreciation expense — (3 ) (8 ) (34 ) — (45 ) Amortization of intangible assets — — — (30 ) — (30 ) Restructuring costs — (14 ) (13 ) (42 ) — (69 ) Total expenses (10 ) (72 ) (74 ) (1,455 ) — (1,611 ) OPERATING (LOSS) INCOME (10 ) (72 ) (70 ) 550 — 398 Other (expense) income, net (8 ) — — 24 1 17 Income from group undertakings — 110 112 49 (271 ) — Expenses due to group undertakings — (15 ) (89 ) (167 ) 271 — Interest expense (21 ) (18 ) (22 ) (7 ) — (68 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (39 ) 5 (69 ) 449 1 347 Income taxes — 17 22 (114 ) — (75 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (39 ) 22 (47 ) 335 1 272 Interest in earnings of associates, net of tax — 4 — 10 — 14 Equity account for subsidiaries 319 286 96 — (701 ) — NET INCOME 280 312 49 345 (700 ) 286 Less: Net income attributable to noncontrolling interests — — — (6 ) — (6 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 280 $ 312 $ 49 $ 339 $ (700 ) $ 280 Unaudited Condensed Consolidating Statement of Comprehensive Income Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 474 $ 508 $ 55 $ 546 $ (1,106 ) $ 477 Less: comprehensive income attributable to noncontrolling interests — — — (3 ) — (3 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 474 $ 508 $ 55 $ 543 $ (1,106 ) $ 474 Unaudited Condensed Consolidating Statement of Operations Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 4 $ 2,016 $ — $ 2,020 Investment income — — — 8 — 8 Other income — — — 4 — 4 Total revenues — — 4 2,028 — 2,032 EXPENSES Salaries and benefits (1 ) — (36 ) (1,108 ) — (1,145 ) Other operating expenses (9 ) (44 ) (36 ) (249 ) — (338 ) Depreciation expense — (2 ) (9 ) (36 ) — (47 ) Amortization of intangible assets — — — (25 ) — (25 ) Restructuring costs — (2 ) — (1 ) — (3 ) Total expenses (10 ) (48 ) (81 ) (1,419 ) — (1,558 ) OPERATING (LOSS) INCOME (10 ) (48 ) (77 ) 609 — 474 Other (expense) income, net (1 ) (228 ) — (4 ) 230 (3 ) Income from group undertakings — 116 128 54 (298 ) — Expenses due to group undertakings — (16 ) (92 ) (190 ) 298 — Interest expense (21 ) (18 ) (23 ) (5 ) — (67 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (32 ) (194 ) (64 ) 464 230 404 Income taxes — 11 18 (151 ) — (122 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (32 ) (183 ) (46 ) 313 230 282 Interest in earnings of associates, net of tax — 5 — 11 — 16 Equity account for subsidiaries 325 497 118 — (940 ) — NET INCOME 293 319 72 324 (710 ) 298 Less: Net income attributable to noncontrolling interests — — — (5 ) — (5 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 293 $ 319 $ 72 $ 319 $ (710 ) $ 293 Unaudited Condensed Consolidating Statement of Comprehensive Income Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 326 $ 352 $ 75 $ 357 $ (779 ) $ 331 Less: comprehensive income attributable to noncontrolling interests — — — (5 ) — (5 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 326 $ 352 $ 75 $ 352 $ (779 ) $ 326 Unaudited Condensed Consolidating Balance Sheet As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 6 $ 2 $ — $ 475 $ — $ 483 Accounts receivable, net — — 2 1,224 — 1,226 Fiduciary assets — — — 11,006 — 11,006 Deferred tax assets — — — 9 — 9 Other current assets 1 48 25 195 (47 ) 222 Amounts due from group undertakings 3,560 983 953 1,289 (6,785 ) — Total current assets 3,567 1,033 980 14,198 (6,832 ) 12,946 NON-CURRENT ASSETS Investments in subsidiaries — 3,333 824 — (4,157 ) — Fixed assets, net — 20 39 457 — 516 Goodwill — — — 3,097 — 3,097 Other intangible assets, net — — — 675 — 675 Investments in associates — 139 — 29 — 168 Deferred tax assets — 1 — 6 (1 ) 6 Pension benefits asset — — — 677 — 677 Other non-current assets 2 7 2 223 — 234 Non-current amounts due from group undertakings — 518 765 — (1,283 ) — Total non-current assets 2 4,018 1,630 5,164 (5,441 ) 5,373 TOTAL ASSETS $ 3,569 $ 5,051 $ 2,610 $ 19,362 $ (12,273 ) $ 18,319 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 11,006 $ — $ 11,006 Deferred revenue and accrued expenses 5 6 18 414 — 443 Income taxes payable — — — 82 (47 ) 35 Current portion of long-term debt 299 20 148 1 — 468 Deferred tax liabilities — — — 21 — 21 Other current liabilities 71 16 29 406 — 522 Amounts due to group undertakings — 4,484 1,519 782 (6,785 ) — Total current liabilities 375 4,526 1,714 12,712 (6,832 ) 12,495 Unaudited Condensed Consolidating Balance Sheet (continued) As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NON-CURRENT LIABILITIES Investments in subsidiaries 304 — — — (304 ) — Long-term debt 497 974 581 — — 2,052 Liabilities for pension benefits — — — 294 — 294 Deferred tax liabilities — — — 212 (1 ) 211 Provisions for liabilities — — — 220 — 220 Other non-current liabilities — 2 16 488 — 506 Non-current amounts due to group undertakings — — 518 765 (1,283 ) — Total non-current liabilities 801 976 1,115 1,979 (1,588 ) 3,283 TOTAL LIABILITIES $ 1,176 $ 5,502 $ 2,829 $ 14,691 $ (8,420 ) $ 15,778 REDEEMABLE NONCONTROLLING INTEREST — — — 52 — 52 EQUITY Total Willis Group Holdings stockholders’ equity 2,393 (451 ) (219 ) 4,523 (3,853 ) 2,393 Noncontrolling interests — — — 96 — 96 Total equity 2,393 (451 ) (219 ) 4,619 (3,853 ) 2,489 TOTAL LIABILITIES AND EQUITY $ 3,569 $ 5,051 $ 2,610 $ 19,362 $ (12,273 ) $ 18,319 Condensed Consolidating Balance Sheet As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 9 $ 2 $ — $ 624 $ — $ 635 Accounts receivable, net — — 4 1,040 — 1,044 Fiduciary assets — — — 8,948 — 8,948 Deferred tax assets — — — 12 — 12 Other current assets 1 27 10 205 (29 ) 214 Amounts due from group undertakings 3,674 924 1,057 1,114 (6,769 ) — Total current assets 3,684 953 1,071 11,943 (6,798 ) 10,853 NON-CURRENT ASSETS Investments in subsidiaries — 2,536 721 — (3,257 ) — Fixed assets, net — 20 42 421 — 483 Goodwill — — — 2,937 — 2,937 Other intangible assets, net — — — 450 — 450 Investments in associates — 147 — 22 — 169 Deferred tax assets — — — 9 — 9 Pension benefits asset — — — 314 — 314 Other non-current assets 3 8 2 207 — 220 Non-current amounts due from group undertakings — 518 740 — (1,258 ) — Total non-current assets 3 3,229 1,505 4,360 (4,515 ) 4,582 TOTAL ASSETS $ 3,687 $ 4,182 $ 2,576 $ 16,303 $ (11,313 ) $ 15,435 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 8,948 $ — $ 8,948 Deferred revenue and accrued expenses 1 4 30 584 — 619 Income taxes payable — — 7 55 (29 ) 33 Current portion of long-term debt — 17 149 1 — 167 Deferred tax liabilities — — — 21 — 21 Other current liabilities 67 11 46 320 — 444 Amounts due to Group undertakings — 4,374 1,499 896 (6,769 ) — Total current liabilities 68 4,406 1,731 10,825 (6,798 ) 10,232 NON-CURRENT LIABILITIES Investments in subsidiaries 838 — — — (838 ) — Long-term debt 796 765 581 — — 2,142 Liabilities for pension benefits — — — 284 — 284 Deferred tax liabilities — — — 128 — 128 Provisions for liabilities — — — 194 — 194 Other non-current liabilities — — 17 372 — 389 Non-current amounts due to group undertakings — — 518 740 (1,258 ) — Total non-current liabilities 1,634 765 1,116 1,718 (2,096 ) 3,137 TOTAL LIABILITIES $ 1,702 $ 5,171 $ 2,847 $ 12,543 $ (8,894 ) $ 13,369 Condensed Consolidating Balance Sheet (continued) As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REDEEMABLE NONCONTROLLING INTEREST — — — 59 — 59 EQUITY Total Willis Group Holdings stockholders’ equity 1,985 (989 ) (271 ) 3,679 (2,419 ) 1,985 Noncontrolling interests — — — 22 — 22 Total equity 1,985 (989 ) (271 ) 3,701 (2,419 ) 2,007 TOTAL LIABILITIES AND EQUITY $ 3,687 $ 4,182 $ 2,576 $ 16,303 $ (11,313 ) $ 15,435 Unaudited Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (4 ) $ 62 $ 17 $ (68 ) $ — $ 7 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — — 9 — 9 Additions to fixed assets — (4 ) (5 ) (38 ) — (47 ) Additions to intangible assets — — — (10 ) — (10 ) Acquisitions of operations, net of cash acquired — — — (228 ) — (228 ) Proceeds from disposal of operations, net of cash disposed — — — 28 — 28 Proceeds from intercompany investing activities 105 49 — 153 (307 ) — Repayments of intercompany investing activities — (72 ) (14 ) (218 ) 304 — Intercompany investing in subsidiaries — (274 ) — — 274 — Net cash provided by (used in) investing activities 105 (301 ) (19 ) (304 ) 271 (248 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from draw down of revolving credit facility — 220 — — — 220 Debt issuance costs — — — (1 ) — (1 ) Repayments of debt — (8 ) — — — (8 ) Repurchase of shares (79 ) — — — — (79 ) Proceeds from issue of shares 84 — — 274 (274 ) 84 Excess tax benefits from share-based payment arrangements — — — 5 — 5 Dividends paid (109 ) — — — — (109 ) Dividends paid to noncontrolling interests — — — (8 ) — (8 ) Proceeds from intercompany financing activities — 216 2 86 (304 ) — Repayments of intercompany financing activities — (189 ) — (118 ) 307 — Net cash (used in) provided by financing activities (104 ) 239 2 238 (271 ) 104 DECREASE IN CASH AND CASH EQUIVALENTS (3 ) — — (134 ) — (137 ) Effect of exchange rate changes on cash and cash equivalents — — — (15 ) — (15 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 9 2 — 624 — 635 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 6 $ 2 $ — $ 475 $ — $ 483 Unaudited Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (18 ) $ 124 $ 44 $ 238 $ (236 ) $ 152 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — 1 2 (1 ) 2 Additions to fixed assets — (4 ) (7 ) (44 ) 1 (54 ) Additions to intangible assets — — — (1 ) — (1 ) Acquisitions of subsidiaries, net of cash acquired — — — (41 ) — (41 ) Payments to acquire other investments — — — (6 ) — (6 ) Proceeds from sale of operations, net of cash disposed — — — 18 — 18 Proceeds from intercompany investing activities 145 12 120 283 (560 ) — Repayments of intercompany investing activities — — — (37 ) 37 — Net cash provided by (used in) investing activities 145 8 114 174 (523 ) (82 ) CASH FLOWS FROM FINANCING ACTIVITIES Debt issuance costs — — — (3 ) — (3 ) Repayments of debt — (8 ) — — — (8 ) Repurchase of shares (117 ) — — — — (117 ) Proceeds from issue of shares 93 — — — — 93 Excess tax benefits from share-based payment arrangements — — — 2 — 2 Dividends paid (103 ) — — (236 ) 236 (103 ) Acquisition of noncontrolling interests — (4 ) — — — (4 ) Dividends paid to noncontrolling interests — — — (15 ) — (15 ) Proceeds from intercompany financing activities — 37 — — (37 ) — Repayments of intercompany financing activities — (156 ) (158 ) (246 ) 560 — Net cash used in financing activities (127 ) (131 ) (158 ) (498 ) 759 (155 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 1 — (86 ) — (85 ) Effect of exchange rate changes on cash and cash equivalents — — — (3 ) — (3 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3 3 — 790 — 796 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 3 $ 4 $ — $ 701 $ — $ 708 FINANCIAL INFORMATION FOR ISSUER, PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES Trinity Acquisition Limited has $525 million senior notes outstanding that were issued on August 15, 2013. All direct obligations under the senior notes were jointly and severally, irrevocably and fully, and unconditionally guaranteed by Willis Netherlands Holdings B.V, Willis Investment UK Holdings Limited, TA I Limited, Willis Group Limited and Willis North America, Inc. (collectively, the 'Other Guarantors', and with Willis Group Holdings, the 'Guarantor Companies'). The guarantor structure described above differs from the guarantor structure associated with the senior notes issued by the Company and Willis North America (the ‘Willis North America Debt Securities’) in that Trinity Acquisition Limited is the issuer and not a subsidiary guarantor, and Willis North America, Inc. is a subsidiary guarantor. The guarantee of the guarantors will be deemed to be automatically discharged and released in accordance with the terms of the indenture upon release or discharge of the indebtedness or upon sale of the subsidiary or its assets. The condensed consolidating financial information for the following entities is presented below: (i) Willis Group Holdings, which is a guarantor, on a parent company only basis; (ii) the Other Guarantors, which are wholly owned subsidiaries (directly or indirectly) of the parent. Willis Netherlands B.V, Willis Investment UK Holdings Limited, and TA 1 Limited are all direct or indirect parents of the issuer, and Willis Group Limited and Willis North America, Inc. are direct or indirect wholly owned subsidiaries of the issuer; (iii) Trinity Acquisition Limited, which is the issuer and is a 100 percent indirectly owned subsidiary of the parent; (iv) Other, which are the non-guarantor subsidiaries, on a combined basis; (v) Consolidating adjustments; and (vi) the Consolidated Company. The equity method has been used for investments in subsidiaries in the condensed consolidating balance sheets as of June 30, 2015 of Willis Group Holdings, the Other Guarantors, and the Issuer. The entities included in the Other Guarantors column as of June 30, 2015 are Willis Netherlands Holdings B.V., Willis Investment UK Holdings Limited, Willis North America, TA I Limited, and Willis Group Limited. Unaudited Condensed Consolidating Statement of Operations Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ — $ 917 $ — $ 917 Investment income — — — 3 — 3 Other income — — — 2 — 2 Total revenues — — — 922 — 922 EXPENSES Salaries and benefits (1 ) (22 ) — (538 ) — (561 ) Other operating expenses — (50 ) — (129 ) — (179 ) Depreciation expense — (6 ) — (17 ) — (23 ) Amortization of intangible assets — — — (16 ) — (16 ) Restructuring costs — (8 ) — (30 ) — (38 ) Total expenses (1 ) (86 ) — (730 ) — (817 ) OPERATING (LOSS) INCOME (1 ) (86 ) — 192 — 105 Other income (expense), net 4 (6 ) — 25 — 23 Income from group undertakings — 90 23 24 (137 ) — Expenses due to group undertakings — (46 ) (7 ) (84 ) 137 — Interest expense (10 ) (10 ) (10 ) (5 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (7 ) (58 ) 6 152 — 93 Income taxes — 27 (2 ) (44 ) — (19 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (7 ) (31 ) 4 108 — 74 Interest in earnings of associates, net of tax — 2 — (4 ) — (2 ) Equity account for subsidiaries 77 104 52 — (233 ) — NET INCOME 70 75 56 104 (233 ) 72 Less: Net income attributable to noncontrolling interests — — — (2 ) — (2 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 70 $ 75 $ 56 $ 102 $ (233 ) $ 70 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 150 $ 154 $ 127 $ 176 $ (451 ) $ 156 Less: comprehensive income attributable to noncontrolling interests — — — (6 ) — (6 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 150 $ 154 $ 127 $ 170 $ (451 ) $ 150 Unaudited Condensed Consolidating Statement of Operations Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 2 $ — $ 928 $ — $ 930 Investment income — — — 4 — 4 Other income — — — 1 — 1 Total revenues — 2 — 933 — 935 EXPENSES Salaries and benefits (1 ) (17 ) — (557 ) — (575 ) Other operating expenses (5 ) (39 ) — (129 ) — (173 ) Depreciation expense — (6 ) — (18 ) — (24 ) Amortization of intangible assets — — — (12 ) — (12 ) Restructuring costs — (2 ) — (1 ) — (3 ) Total expenses (6 ) (64 ) — (717 ) — (787 ) OPERATING (LOSS) INCOME (6 ) (62 ) — 216 — 148 Other (expense) income, net (1 ) (229 ) — (3 ) 230 (3 ) Income from group undertakings — 121 23 27 (171 ) — Expenses due to group undertakings — (49 ) (7 ) (115 ) 171 — Interest expense (10 ) (12 ) (9 ) (4 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (17 ) (231 ) 7 121 230 110 Income taxes — 7 (2 ) (64 ) — (59 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (17 ) (224 ) 5 57 230 51 Interest in earnings of associates, net of tax — 2 — (5 ) — (3 ) Equity account for subsidiaries 64 285 42 — (391 ) — NET INCOME 47 63 47 52 (161 ) 48 Less: Net income attributable to noncontrolling interests — — — (1 ) — (1 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 47 $ 63 $ 47 $ 51 $ (161 ) $ 47 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 72 $ 88 $ 71 $ 76 $ (234 ) $ 73 Less: comprehensive income attributable to noncontrolling interests — — — (1 ) — (1 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 72 $ 88 $ 71 $ 75 $ (234 ) $ 72 Unaudited Condensed Consolidating Statement of Operations Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ — $ 1,994 $ — $ 1,998 Investment income — — — 6 — 6 Other income — — — 5 — 5 Total revenues — 4 — 2,005 — 2,009 EXPENSES Salaries and benefits (1 ) (42 ) — (1,085 ) — (1,128 ) Other operating expenses (9 ) (66 ) — (264 ) — (339 ) Depreciation expense — (11 ) — (34 ) — (45 ) Amortization of intangible assets — — — (30 ) — (30 ) Restructuring costs — (27 ) — (42 ) — (69 ) Total expenses (10 ) (146 ) — (1,455 ) — (1,611 ) OPERATING (LOSS) INCOME (10 ) (142 ) — 550 — 398 Other (expense) income, net (8 ) — — 24 1 17 Income from group undertakings — 180 45 49 (274 ) — Expenses due to group undertakings — (93 ) (14 ) (167 ) 274 — Interest expense (21 ) (21 ) (19 ) (7 ) — (68 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (39 ) (76 ) 12 449 1 347 Income taxes — 42 (3 ) (114 ) — (75 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (39 ) (34 ) 9 335 1 272 Interest in earnings of associates, net of tax — 4 — 10 — 14 Equity account for subsidiaries 319 342 261 — (922 ) — NET INCOME 280 312 270 345 (921 ) 286 Less: Net income attributable to noncontrolling interests — — — (6 ) — (6 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 280 $ 312 $ 270 $ 339 $ (921 ) $ 280 Unaudited Condensed Consolidating Statement of Comprehensive Income Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 474 $ 508 $ 474 $ 546 $ (1,525 ) $ 477 Less: comprehensive income attributable to noncontrolling interests — — — (3 ) — (3 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 474 $ 508 $ 474 $ 543 $ (1,525 ) $ 474 Unaudited Condensed Consolidating Statement of Operations Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ — $ 2,016 $ — $ 2,020 Investment income — — — 8 — 8 Other income — — — 4 — 4 Total revenues — 4 — 2,028 — 2,032 EXPENSES Salaries and benefits (1 ) (36 ) — (1,108 ) — (1,145 ) Other operating expenses (9 ) (80 ) — (249 ) — (338 ) Depreciation expense — (11 ) — (36 ) — (47 ) Amortization of intangible assets — — — (25 ) — (25 ) Restructuring costs — (2 ) — (1 ) (3 ) Total expenses (10 ) (129 ) — (1,419 ) — (1,558 ) OPERATING (LOSS) INCOME (10 ) (125 ) — 609 — 474 Other (expense) income, net (1 ) (228 ) — (4 ) 230 (3 ) Income from group undertakings — 203 45 54 (302 ) — Expenses due to group undertakings — (98 ) (14 ) (190 ) 302 — Interest expense (21 ) (23 ) (18 ) (5 ) — (67 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (32 ) (271 ) 13 464 230 404 Income taxes — 32 (3 ) (151 ) — (122 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (32 ) (239 ) 10 313 230 282 Interest in earnings of associates, net of tax — 5 — 11 — 16 Equity account for subsidiaries 325 553 257 — (1,135 ) — NET INCOME 293 319 267 324 (905 ) 298 Less: Net income attributable to noncontrolling interests — — — (5 ) — (5 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 293 $ 319 $ 267 $ 319 $ (905 ) $ 293 Unaudited Condensed Consolidating Statement of Comprehensive Income Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 326 $ 352 $ 299 $ 357 $ (1,003 ) $ 331 Less: comprehensive income attributable to noncontrolling interests — — — (5 ) — (5 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 326 $ 352 $ 299 $ 352 $ (1,003 ) $ 326 Unaudited Condensed Consolidating Balance Sheet As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 6 $ 2 $ — $ 475 $ — $ 483 Accounts receivable, net — 2 — 1,224 — 1,226 Fiduciary assets — — — 11,006 — 11,006 Deferred tax assets — — — 9 — 9 Other current assets 1 80 1 195 (55 ) 222 Amounts due from group undertakings 3,560 1,036 870 1,289 (6,755 ) — Total current assets 3,567 1,120 871 14,198 (6,810 ) 12,946 NON-CURRENT ASSETS Investments in subsidiaries — 4,337 3,071 — (7,408 ) — Fixed assets, net — 59 — 457 — 516 Goodwill — — — 3,097 — 3,097 Other intangible assets, net — — — 675 — 675 Investments in associates — 139 — 29 — 168 Deferred tax assets — 1 — 6 (1 ) 6 Pension benefits asset — — — 677 — 677 Other non-current assets 2 2 7 223 — 234 Non-current amounts due from group undertakings — 765 518 — (1,283 ) — Total non-current assets 2 5,303 3,596 5,164 (8,692 ) 5,373 TOTAL ASSETS $ 3,569 $ 6,423 $ 4,467 $ 19,362 $ (15,502 ) $ 18,319 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 11,006 $ — $ 11,006 Deferred revenue and accrued expenses 5 24 — 414 — 443 Income taxes payable — — 8 82 (55 ) 35 Current portion of long-term debt 299 148 20 1 — 468 Deferred tax liabilities — — — 21 — 21 Other current liabilities 71 34 11 406 — 522 Amounts due to group undertakings — 5,551 422 782 (6,755 ) — Total current liabilities 375 5,757 461 12,712 (6,810 ) 12,495 Unaudited Condensed Consolidating Balance Sheet (continued) As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NON-CURRENT LIABILITIES Investments in subsidiaries 304 — — — (304 ) — Long-term debt 497 581 974 — — 2,052 Liabilities for pension benefits — — — 294 — 294 Deferred tax liabilities — — — 212 (1 ) 211 Provisions for liabilities — — — 220 — 220 Other non-current liabilities — 18 — 488 — 506 Non-current amounts due to group undertakings — 518 — 765 (1,283 ) — Total non-current liabilities 801 1,117 974 1,979 (1,588 ) 3,283 TOTAL LIABILITIES $ 1,176 $ 6,874 $ 1,435 $ 14,691 $ (8,398 ) $ 15,778 REDEEMABLE NONCONTROLLING INTEREST — — — 52 — 52 EQUITY Total Willis Group Holdings stockholders’ equity 2,393 (451 ) 3,032 4,523 (7,104 ) 2,393 Noncontrolling interests — — — 96 — 96 Total equity 2,393 (451 ) 3,032 4,619 (7,104 ) 2,489 TOTAL LIABILITIES AND EQUITY $ 3,569 $ 6,423 $ 4,467 $ 19,362 $ (15,502 ) $ 18,319 Condensed Consolidating Balance Sheet As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 9 $ 2 $ — $ 624 $ — $ 635 Accounts receivable, net — 4 — 1,040 — 1,044 Fiduciary assets — — — 8,948 — 8,948 Deferred tax assets — — — 12 — 12 Other current assets 1 41 1 205 (34 ) 214 Amounts due from group undertakings 3,674 1,154 797 1,114 (6,739 ) — Total current assets 3,684 1,201 798 11,943 (6,773 ) 10,853 NON-CURRENT ASSETS Investments in subsidiaries — 3,478 2,578 — (6,056 ) — Fixed assets, net — 62 — 421 — 483 Goodwill — — — 2,937 — 2,937 Other intangible assets, net — — — 450 — 450 Investments in associates — 147 — 22 — 169 Deferred tax assets — — — 9 — 9 Pension benefits asset — — — 314 — 314 Other non-current assets 3 2 8 207 — 220 Non-current amounts due from group undertakings — 740 518 — (1,258 ) — Total non-current assets 3 4,429 3,104 4,360 (7,314 ) 4,582 TOTAL ASSETS $ 3,687 $ 5,630 $ 3,902 $ 16,303 $ (14,087 ) $ 15,435 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 8,948 $ — $ 8,948 Deferred revenue and accrued expenses 1 34 — 584 — 619 Income taxes payable — 7 5 55 (34 ) 33 Current portion of long-term debt — 149 17 1 — 167 Deferred tax liabilities — — — 21 — 21 Other current liabilities 67 46 11 320 — 444 Amounts due to group undertakings — 5,267 576 896 (6,739 ) — Total current liabilities 68 5,503 609 10,825 (6,773 ) 10,232 NON-CURRENT LIABILITIES Investments in subsidiaries 838 — — — (838 ) — Long-term debt 796 581 765 — — 2,142 Liabilities for pension benefits — — — 284 — 284 Deferred tax liabilities — — — 128 — 128 Provisions for liabilities — — — 194 — 194 Other non-current liabilities — 17 — 372 — 389 Non-current amounts due to group undertakings — 518 — 740 (1,258 ) — Total non-current liabilities 1,634 1,116 765 1,718 (2,096 ) 3,137 TOTAL LIABILITIES $ 1,702 $ 6,619 $ 1,374 $ 12,543 $ (8,869 ) $ 13,369 Condensed Consolidating Balance Sheet (continued) As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REDEEMABLE NONCONTROLLING INTEREST — — — 59 — 59 EQUITY Total Willis Group Holdings stockholders’ equity 1,985 (989 ) 2,528 3,679 (5,218 ) 1,985 Noncontrolling interests — — — 22 — 22 Total equity 1,985 (989 ) 2,528 3,701 (5,218 ) 2,007 TOTAL LIABILITIES AND EQUITY $ 3,687 $ 5,630 $ 3,902 $ 16,303 $ (14,087 ) $ 15,435 Unaudited Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CA

RESTRUCTURING COSTS (Tables)

RESTRUCTURING COSTS (Tables)	6 Months Ended
	Jun. 30, 2015
Restructuring and Related Activities [Abstract]
Restructuring and Related Costs	Willis North America Willis International Willis GB Willis Capital, Wholesale & Reinsurance Corporate & other Total (millions) Three months ended June 30, 2015 Termination benefits $ 3 $ 1 $ 13 $ — $ 3 $ 20 Professional services and other 5 6 4 1 2 18 Total $ 8 $ 7 $ 17 $ 1 $ 5 $ 38 Three months ended June 30, 2014 Termination benefits $ 1 $ — $ — $ — $ — $ 1 Professional services and other — — — — 2 $ 2 Total $ 1 $ — $ — $ — $ 2 $ 3 Willis North America Willis International Willis GB Willis Capital, Wholesale & Reinsurance Corporate & other Total (millions) Six months ended June 30, 2015 Termination benefits $ 5 $ 3 $ 13 $ 6 $ 3 $ 30 Professional services and other 10 7 8 1 13 39 Total $ 15 $ 10 $ 21 $ 7 $ 16 $ 69 Six months ended June 30, 2014 Termination benefits $ 1 $ — $ — $ — $ — $ 1 Professional services and other — — — — 2 $ 2 Total $ 1 $ — $ — $ — $ 2 $ 3 An analysis of the total cumulative restructuring costs recognized for the Operational Improvement Program from commencement to June 30, 2015 is as follows: Willis North America Willis International Willis GB Willis Capital, Wholesale & Reinsurance Corporate & other Total (millions) 2014 Termination benefits $ 3 $ 3 $ 9 $ 1 $ — $ 16 Professional services and other — 2 1 — 17 20 2015 Termination benefits $ 5 $ 3 $ 13 $ 6 $ 3 $ 30 Professional services and other 10 7 8 1 13 39 Total Termination benefits $ 8 $ 6 $ 22 $ 7 $ 3 $ 46 Professional services and other 10 9 9 1 30 59 Total $ 18 $ 15 $ 31 $ 8 $ 33 $ 105 At June 30, 2015 the Company’s liability under th
Schedule of Restructuring Reserve by Type of Cost	Operational Improvement Program is as follows: Termination benefits Professional services and other Total (millions) Balance at December 31, 2013 $ — $ — $ — Charges incurred 16 20 36 Cash payments (11 ) (14 ) (25 ) Balance at December 31, 2014 5 6 11 Charges incurred 30 39 69 Cash payments (11 ) (39 ) (50 ) Balance at June 30, 2015 $ 24 $ 6 $ 30

OTHER INCOME (EXPENSE), NET (Ta

OTHER INCOME (EXPENSE), NET (Tables)	6 Months Ended
	Jun. 30, 2015
Other Income Expense [Abstract]
Other income expense [Table Text Block]	Other income (expense), net consists of the following: Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 (millions) Gain (loss) on disposal of operations $ 7 $ 2 $ 11 $ (1 ) Foreign exchange gains (losses), net 16 (5 ) 6 (2 ) Other income (expense), net $ 23 $ (3 ) $ 17 $ (3 )

INCOME TAXES (Tables)

INCOME TAXES (Tables)	6 Months Ended
	Jun. 30, 2015
Income Tax Disclosure [Abstract]
Components of Tax Charge	The tables below reflect the components of the tax charge for the three and six months ended June 30, 2015 and 2014 : Income before tax Tax Effective tax rate (millions, except percentages) Three months ended June 30, 2015 Ordinary income taxed at estimated annual effective tax rate $ 86 $ (21 ) 24 % Items where tax effect is treated discretely: Gain on disposal of operations 7 (2 ) 29 % Net adjustment in respect of prior periods — 4 — % As reported $ 93 $ (19 ) 20 % Three months ended June 30, 2014 Ordinary income taxed at estimated annual effective tax rate $ 108 $ (27 ) 25 % Items where tax effect is treated discretely: Gain on disposal of operations 2 (2 ) 100 % Incremental increase to US valuation allowance — (21 ) — % Net adjustment in respect of prior periods — 4 — % Additional tax charge as a result of current quarter refinements to the phasing of the US tax charge — (13 ) — % As reported $ 110 $ (59 ) 54 % Income before tax Tax Effective tax rate (millions, except percentages) Six months ended June 30, 2015 Ordinary income taxed at estimated annual effective tax rate $ 336 $ (83 ) 25 % Items where tax effect is treated discretely: Gain on disposal of operations 11 (4 ) 36 % Net adjustment in respect of prior periods — 12 — % As reported $ 347 $ (75 ) 22 % Six months ended June 30, 2014 Ordinary income taxed at estimated annual effective tax rate $ 405 $ (102 ) 25 % Items where tax effect is treated discretely: Loss on disposal of operations (1 ) (1 ) (100 )% Incremental increase to US valuation allowance — (21 ) — % Net adjustment in respect of prior periods — 2 — % As reported $ 404 $ (122 ) 30 %

EARNINGS PER SHARE (Tables)

EARNINGS PER SHARE (Tables)	6 Months Ended
	Jun. 30, 2015
Earnings Per Share [Abstract]
Basic and Diluted Earnings Per Share	Basic and diluted earnings per share are as follows: Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 (millions, except per share data) Net income attributable to Willis Group Holdings $ 70 $ 47 $ 280 $ 293 Basic average number of shares outstanding 180 179 179 179 Dilutive effect of potentially issuable shares 2 3 3 3 Diluted average number of shares outstanding 182 182 182 182 Basic earnings per share: Net income attributable to Willis Group Holdings shareholders $ 0.39 $ 0.26 $ 1.56 $ 1.64 Dilutive effect of potentially issuable shares (0.01 ) — (0.02 ) (0.03 ) Diluted earnings per share: Net income attributable to Willis Group Holdings shareholders $ 0.38 $ 0.26 $ 1.54 $ 1.61

PENSION PLANS (Tables)

PENSION PLANS (Tables)	6 Months Ended
	Jun. 30, 2015
Defined Contribution Pension and Other Postretirement Plans Disclosure [Abstract]
Components of Net Periodic Benefit (Income) Cost	The components of the net periodic benefit (income) cost of the UK, US and other defined benefit plans are as follows: Three months ended June 30, UK Pension US Pension Other Pension Benefits 2015 2014 2015 2014 2015 2014 (millions) Components of net periodic benefit (income) cost: Service cost $ 8 $ 10 $ — $ — $ — $ 1 Interest cost 26 31 10 10 1 2 Expected return on plan assets (55 ) (54 ) (15 ) (14 ) (1 ) (2 ) Amortization of unrecognized prior service gain (6 ) — — — — — Amortization of unrecognized actuarial loss 9 10 3 2 — — Net periodic (income) benefit cost $ (18 ) $ (3 ) $ (2 ) $ (2 ) $ — $ 1 Six months ended June 30, UK Pension US Pension Other Pension Benefits 2015 2014 2015 2014 2015 2014 (millions) Components of net periodic benefit (income) cost: Service cost $ 18 $ 21 $ — $ — $ 1 $ 1 Interest cost 52 61 20 20 3 4 Expected return on plan assets (112 ) (108 ) (29 ) (27 ) (2 ) (3 ) Amortization of unrecognized prior service gain (8 ) (1 ) — — — — Amortization of unrecognized actuarial loss 18 21 6 3 — — Net periodic benefit (income) cost $ (32 ) $ (6 ) $ (3 ) $ (4 ) $ 2 $ 2

DERIVATIVE FINANCIAL INSTRUME35

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Tables)	6 Months Ended
	Jun. 30, 2015
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Summary of Contractual Amounts of Company's Forward Contracts by Major Currency	The table below summarizes by major currency the contractual amounts of the Company’s forward contracts to exchange foreign currencies for Pounds sterling in the case of US dollars and US dollars for Euros and Japanese yen. Foreign currency notional amounts are reported in US dollars translated at contracted exchange rates. Sell Fair value (millions) US dollar $ 1,004 $ (1 ) Euro 202 25 Japanese yen 47 6
Fair Value of Company's Derivative Financial Instruments and their Balance Sheet Classification	The table below presents the fair value of the Company’s derivative financial instruments designated as hedging instruments and their balance sheet classification at June 30, 2015 and December 31, 2014 : Fair value Derivative financial instruments designated as hedging instruments: Balance sheet June 30, December 31, 2014 (millions) Assets: Forward exchange contracts Other assets $ 44 $ 26 Interest rate swaps Other assets 2 — Total derivatives designated as hedging instruments $ 46 $ 26 Liabilities: Forward exchange contracts Other liabilities $ 13 $ 21 Interest rate swaps Other liabilities 2 — Total derivatives designated as hedging instruments $ 15 $ 21
Effects of Gains/(Losses) on Derivative Financial Instruments in Cash Flow Hedging Relationships on Consolidated Statements of Comprehensive Income and Consolidated Statements of Equity	The table below presents the effects of derivative financial instruments in cash flow hedging relationships on the consolidated statements of operations and the consolidated statements of equity for the three and six months ended June 30, 2015 and 2014 : Derivatives in cash flow Amount of (i) on derivative (effective Location of gain (loss) (i) into Amount of (i) into Location of gain (loss) Amount of (millions) (millions) (millions) Three months ended June 30, 2015 Forward exchange contracts 39 Other income (expense), net (1 ) Interest expense 1 Total $ 39 $ (1 ) $ 1 Three months ended June 30, 2014 Interest rate swaps $ — Investment income $ (1 ) Other operating expenses $ — Treasury locks — Interest expense (1 ) Interest expense — Forward exchange contracts (1 ) Other income (expense), net 6 Interest expense (1 ) Total $ (1 ) $ 4 $ (1 ) Six months ended June 30, 2015 Interest rate swaps $ — Investment income $ (1 ) Other operating expenses $ — Forward exchange contracts 25 Other income (expense), net — Interest expense 1 Total $ 25 $ (1 ) $ 1 Six months ended June 30, 2014 Interest rate swaps $ — Investment income $ (3 ) Other operating expenses $ — Treasury locks — Interest expense (1 ) Interest expense — Forward exchange contracts (1 ) Other income (expense), net 7 Interest expense (1 ) Total $ (1 ) $ 3 $ (1 ) ____________________ Amounts above shown gross of tax. (i) Other Comprehensive

FAIR VALUE MEASUREMENT (Tables)

FAIR VALUE MEASUREMENT (Tables)	6 Months Ended
	Jun. 30, 2015
Fair Value Disclosures [Abstract]
Assets and Liabilities Measured at Fair Value on Recurring Basis	June 30, 2015 Quoted Significant Significant Level 1 Level 2 Level 3 Total (millions) Assets at fair value: Derivative financial instruments — 47 — 47 Total assets $ — $ 47 $ — $ 47 Liabilities at fair value: Derivative financial instruments — 17 — 17 Total liabilities $ — $ 17 $ — $ 17 December 31, 2014 Quoted Significant Significant Level 1 Level 2 Level 3 Total (millions) Assets at fair value: Derivative financial instruments — 26 — 26 Total assets $ — $ 26 $ — $ 26 Liabilities at fair value: Derivative financial instruments — 21 — 21 Total liabilities $ — $ 21 $ — $ 21
Summary of Estimated Fair Value of Company's Financial Instruments Held or Issued to Finance Company's Operations	June 30, 2015 December 31, 2014 Carrying Fair Carrying Fair (millions) Assets: Cash and cash equivalents $ 483 $ 483 $ 635 $ 635 Fiduciary funds (included within Fiduciary assets) $ 2,473 $ 2,473 $ 1,888 $ 1,888 Liabilities: Current portion of long term debt $ 169 $ 169 $ 167 $ 169 Long-term debt 2,351 2,491 2,142 2,327

GOODWILL (Tables)

GOODWILL (Tables)	6 Months Ended
	Jun. 30, 2015
Goodwill [Line Items]
Changes in Carrying Amount of Goodwill by Segment	The changes in the carrying amount of goodwill by segment for the six months ended June 30, 2015 and the year ended December 31, 2014 are as follows: Willis GB (formerly Global) Willis Capital, Wholesale & Reinsurance Willis North America Willis International Total Balance at January 1, 2014 Goodwill, gross $ 1,145 $ — $ 1,776 $ 409 $ 3,330 Accumulated impairment losses — — (492 ) — (492 ) Goodwill, net $ 1,145 $ — $ 1,284 $ 409 $ 2,838 Other movements (i) 88 — (45 ) (43 ) — Purchase price allocation adjustments 3 — 3 7 13 Goodwill acquired during the year 5 — — 179 184 Goodwill disposed of during the year — — (48 ) — (48 ) Foreign exchange (7 ) — — (43 ) (50 ) Balance at December 31, 2014 Goodwill, gross $ 1,234 $ — $ 1,686 $ 509 $ 3,429 Accumulated impairment losses — — (492 ) — (492 ) Goodwill, net $ 1,234 $ — $ 1,194 $ 509 $ 2,937 Other movements (ii) (679 ) 852 (174 ) 1 — Purchase price allocation adjustments — — — 1 1 Goodwill acquired during the period — 172 11 9 192 Goodwill disposed of during the period (2 ) — (10 ) — (12 ) Foreign exchange 1 4 (2 ) (24 ) (21 ) Balance at June 30, 2015 Goodwill, gross $ 554 $ 1,028 $ 1,511 $ 496 $ 3,589 Accumulated impairment losses — — (492 ) — (492 ) Goodwill, net $ 554 $ 1,028 $ 1,019 $ 496 $ 3,097

OTHER INTANGIBLE ASSETS, NET (T

OTHER INTANGIBLE ASSETS, NET (Tables)	6 Months Ended
	Jun. 30, 2015
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Major Classes of Amortizable Intangible Assets	The major classes of amortizable intangible assets are as follows: June 30, 2015 December 31, 2014 Gross Accumulated Net Gross Accumulated Net (millions) Customer and marketing related: Client relationships $ 924 $ (336 ) $ 588 $ 689 $ (316 ) $ 373 Management contracts 67 (3 ) 64 71 (1 ) 70 Other 28 (5 ) 23 11 (4 ) 7 Total amortizable intangible assets $ 1,019 $ (344 ) $ 675 $ 771 $ (321 ) $ 450
Estimated Aggregate Amortization of Intangible Assets for Each of Next Five Years	The estimated aggregate amortization of intangible assets for each of the next five years ended December 31 is as follows: Remainder of 2015 2016 2017 2018 2019 Thereafter Total (millions) Amortization of intangible assets $ 37 $ 69 $ 64 $ 60 $ 56 $ 389 $ 675

OTHER ASSETS (Tables)

OTHER ASSETS (Tables)	6 Months Ended
	Jun. 30, 2015
Other Assets [Abstract]
Analysis of Other Assets	An analysis of other assets is as follows: June 30, December 31, 2014 (millions) Other current assets Prepayments and accrued income $ 78 $ 81 Income tax receivable 36 30 Deferred compensation plan assets 13 17 Derivatives 29 16 Other receivables 66 70 Total other current assets $ 222 $ 214 Other non-current assets Deferred compensation plan assets $ 113 $ 92 Accounts receivable, net 29 29 Other investments 29 29 Derivatives 17 10 Other receivables 46 60 Total other non-current assets $ 234 $ 220 Total other assets $ 456 $ 434

OTHER LIABILITIES (Tables)

OTHER LIABILITIES (Tables)	6 Months Ended
	Jun. 30, 2015
Other Liabilities [Abstract]
Analysis of Other Liabilities	An analysis of other liabilities is as follows: June 30, December 31, 2014 (millions) Other current liabilities Accounts payable $ 148 $ 131 Accrued dividends payable 65 55 Other taxes payable 58 44 Deferred compensation plan liability 13 17 Contingent or deferred consideration on acquisition 61 8 Other payables 177 189 Total other current liabilities $ 522 $ 444 Other non-current liabilities Incentives from lessors $ 167 $ 171 Deferred compensation plan liability 113 92 Contingent and deferred consideration on acquisition 146 26 Other payables 80 100 Total other non-current liabilities $ 506 $ 389 Total other liabilities $ 1,028 $ 833

DEBT (Tables)

DEBT (Tables)	6 Months Ended
	Jun. 30, 2015
Debt Disclosure [Abstract]
Short-Term Debt and Current Portion of Long-Term Debt	urrent portion of the long-term debt consists of the following: June 30, December 31, 2014 (millions) Current portion of 7-year term loan facility expiring 2018 $ 20 $ 17 5.625% senior notes due 2015 148 148 Fair value adjustment on 5.625% senior notes due 2015 1 1 4.125% senior notes due 2016 299 — 3-year term loan facility expires 2015 — 1 $ 468 $ 167
Long-Term Debt	Long-term debt consists of the following: June 30, December 31, 2014 (millions) 7-year term loan facility expiring 2018 $ 231 $ 242 Revolving $800 million credit facility 220 — 4.125% senior notes due 2016 — 299 6.200% senior notes due 2017 394 394 7.000% senior notes due 2019 187 187 5.750% senior notes due 2021 497 497 4.625% senior notes due 2023 249 249 6.125% senior notes due 2043 274 274 $ 2,052 $ 2,142

COMPREHENSIVE INCOME (LOSS) (Ta

COMPREHENSIVE INCOME (LOSS) (Tables)	6 Months Ended
	Jun. 30, 2015
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest [Abstract]
Components of Comprehensive Income	The components of comprehensive income are as follows: Three months ended June 30, 2015 2014 Before tax amount Tax Net of tax amount Before tax amount Tax Net of tax amount (millions) Other comprehensive income: Foreign currency translation adjustments $ 70 $ — $ 70 $ 27 $ — $ 27 Pension funding adjustments: Foreign currency translation on pension funding adjustments (31 ) 9 (22 ) (20 ) 5 (15 ) Amortization of unrecognized actuarial loss 12 (2 ) 10 12 (2 ) 10 Amortization of unrecognized prior service gain (6 ) 1 (5 ) — — — (25 ) 8 (17 ) (8 ) 3 (5 ) Derivative instruments: Interest rate swap reclassification adjustment — — — (1 ) 1 — Gain (loss) on forward exchange contracts (effective element) 39 (7 ) 32 (1 ) — (1 ) Forward exchange contracts reclassification adjustment (1 ) — (1 ) 6 (1 ) 5 Treasury lock reclassification adjustment — — — (1 ) — (1 ) 38 (7 ) 31 3 — 3 Other comprehensive income 83 1 84 22 3 25 Less: Other comprehensive income attributable to noncontrolling interests (4 ) — (4 ) — — — Other comprehensive income attributable to Willis Group Holdings $ 79 $ 1 $ 80 $ 22 $ 3 $ 25 Six months ended June 30, 2015 2014 Before tax amount Tax Net of tax amount Before tax amount Tax Net of tax amount (millions) Other comprehensive income: Foreign currency translation adjustments $ (42 ) $ — $ (42 ) $ 30 $ — $ 30 Pension funding adjustments: Foreign currency translation on pension funding adjustments 9 (1 ) 8 (25 ) 7 (18 ) Net actuarial gain 25 (5 ) 20 — — — Prior service gain 215 (43 ) 172 — — — Amortization of unrecognized actuarial loss 24 (4 ) 20 24 (4 ) 20 Amortization of unrecognized prior service gain (8 ) 1 (7 ) (1 ) — (1 ) 265 (52 ) 213 (2 ) 3 1 Derivative instruments: Interest rate swap reclassification adjustment (1 ) — (1 ) (3 ) 1 (2 ) Gain (loss) on forward exchange contracts (effective element) 25 (4 ) 21 (1 ) — (1 ) Forward exchange contracts reclassification adjustment — — — 7 (1 ) 6 Treasury lock reclassification adjustment — — — (1 ) — (1 ) 24 (4 ) 20 2 — 2 Other comprehensive income 247 (56 ) 191 30 3 33 Less: Other comprehensive loss attributable to noncontrolling interests 3 — 3 — — — Other comprehensive income attributable to Willis Group Holdings $ 250 $ (56 ) $ 194 $ 30 $ 3 $ 33
Components of Accumulated Other Comprehensive Loss, Net of Tax	The components of accumulated other comprehensive loss, net of tax, are as follows: Net foreign currency translation adjustment Pension funding adjustment Net unrealized gain on derivative instruments Total (millions) Balance at December 31, 2014 $ (191 ) $ (893 ) $ 18 $ (1,066 ) Other comprehensive (loss) income before reclassifications (39 ) 200 21 182 Amounts reclassified from accumulated other comprehensive loss — 13 (1 ) 12 Net current-period other comprehensive (loss) income, net of tax and noncontrolling interests (39 ) 213 20 194 Balance at June 30, 2015 $ (230 ) $ (680 ) $ 38 $ (872 )
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) [Table Text Block]	Amounts reclassified out of accumulated other comprehensive loss into the statement of operations are as follows: Details about accumulated other comprehensive loss components Amount reclassified from accumulated other comprehensive loss Affected line item in the statement of operations Three months ended June 30, 2015 2014 (millions) Gains and losses on cash flow hedges (Note 9) Interest rate swaps $ — $ (1 ) Investment income Foreign exchange contracts (1 ) 6 Other income (expense), net Treasury lock — (1 ) Interest expense (1 ) 4 Total before tax Tax — — $ (1 ) $ 4 Net of tax Amortization of defined benefit pension items (Note 7) Prior service gain $ (6 ) $ — Salaries and benefits Net actuarial loss 12 12 Salaries and benefits 6 12 Total before tax Tax (1 ) (2 ) $ 5 $ 10 Net of tax Total reclassifications for the period $ 4 $ 14 Details about accumulated other comprehensive (loss) income components Amount reclassified from accumulated other comprehensive (loss) income Affected line item in the statement of operations Six months ended June 30, 2015 2014 (millions) Gains and losses on cash flow hedges (Note 9) Interest rate swaps $ (1 ) $ (3 ) Investment income Foreign exchange contracts — 7 Other income (expense), net Treasury lock — (1 ) Interest expense (1 ) 3 Total before tax Tax — — $ (1 ) $ 3 Net of tax Amortization of defined benefit pension items (Note 7) Prior service gain $ (8 ) $ (1 ) Salaries and benefits Net actuarial loss 24 24 Salaries and benefits 16 23 Total before tax Tax (3 ) (4 ) $ 13 $ 19 Net of tax Total reclassifications for the period $ 12 $ 22

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	6 Months Ended
	Jun. 30, 2015
Segment Reporting Information [Line Items]
Information Regarding Company's Segments	Selected information regarding the Company’s segments is as follows: Three months ended June 30, 2015 Commissions Investment Other Total Depreciation Segment operating (millions) Willis GB $ 170 $ 1 $ — $ 171 $ 6 $ 39 Willis Capital, Wholesale and Reinsurance 190 1 — 191 5 36 Willis North America 314 — 2 316 16 32 Willis International 243 1 — 244 10 19 Total Segments 917 3 2 922 37 126 Corporate and Other (i) — — — 2 (21 ) Total Consolidated $ 917 $ 3 $ 2 $ 922 $ 39 $ 105 Three months ended June 30, 2014 Commissions Investment Other Total Depreciation Segment operating (millions) Willis GB $ 187 $ 2 $ 1 $ 190 $ 8 $ 57 Willis Capital, Wholesale and Reinsurance 192 1 — 193 2 63 Willis North America 323 — — 323 18 47 Willis International 228 1 — 229 6 23 Total Segments 930 4 1 935 34 190 Corporate and Other (i) — — — — 2 (42 ) Total Consolidated $ 930 $ 4 $ 1 $ 935 $ 36 $ 148 ________________________________ (i) See the following table for an analysis of ‘Corporate and Other’. Six months ended June 30, 2015 2014 (millions) Costs of the holding company $ (10 ) $ (7 ) Costs related to Group functions, leadership and projects (75 ) (89 ) Non-servicing elements of defined benefit pensions 51 27 Operational Improvement Program (a) (16 ) (2 ) Other — (2 ) Total Corporate and Other $ (50 ) $ (73 ) ___________________________ (a) Restructuring charge relating to the Operational Improvement Program. See Note 3 — 'Restructuring Costs', above. Three months ended June 30, 2015 2014 (millions) Costs of the holding company $ (7 ) $ (5 ) Costs related to Group functions, leadership and projects (36 ) (47 ) Non-servicing elements of defined benefit pensions 27 14 Operational Improvement Program (a) (5 ) (2 ) Other — (2 ) Total Corporate and Other $ (21 ) $ (42 ) Six months ended June 30, 2015 Commissions Investment Other Total Depreciation Segment operating (millions) Willis GB $ 312 $ 2 $ — $ 314 $ 12 $ 60 Willis Capital, Wholesale and Reinsurance 486 2 — 488 8 189 Willis North America 670 — 5 675 32 110 Willis International 530 2 — 532 19 89 Total Segments 1,998 6 5 2,009 71 448 Corporate and Other (i) — — — — 4 (50 ) Total Consolidated $ 1,998 $ 6 $ 5 $ 2,009 $ 75 $ 398 Six months ended June 30, 2014 Commissions Investment Other Total Depreciation Segment operating (millions) Willis GB $ 337 $ 3 $ 3 $ 343 $ 15 $ 79 Willis Capital, Wholesale and Reinsurance 495 2 — 497 5 231 Willis North America 677 — 1 678 36 130 Willis International 511 3 — 514 12 107 Total Segments 2,020 8 4 2,032 68 547 Corporate and Other (i) — — — — 4 (73 ) Total Consolidated $ 2,020 $ 8 $ 4 $ 2,032 $ 72 $ 474
Total Consolidated Operating Income	The following table reconciles total consolidated operating income, as disclosed in the segment tables above, to consolidated income before income taxes and interest in earnings of associates: Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 (millions) Total consolidated operating income $ 105 $ 148 $ 398 $ 474 Other income (expense), net 23 (3 ) 17 (3 ) Interest expense (35 ) (35 ) (68 ) (67 ) Income before income taxes and interest in earnings of associates $ 93 $ 110 $ 347 $ 404

FINANCIAL INFORMATION FOR PAR44

FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Tables)	6 Months Ended
	Jun. 30, 2015
Condensed Financial Information of Parent Company Only Disclosure [Abstract]
Condensed Consolidated Statement of Comprehensive Income	Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 150 $ 154 $ 4 $ 176 $ (328 ) $ 156 Less: comprehensive income attributable to noncontrolling interests — — — (6 ) — (6 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 150 $ 154 $ 4 $ 170 $ (328 ) $ 150 Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 326 $ 352 $ 75 $ 357 $ (779 ) $ 331 Less: comprehensive income attributable to noncontrolling interests — — — (5 ) — (5 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 326 $ 352 $ 75 $ 352 $ (779 ) $ 326 Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 474 $ 508 $ 55 $ 546 $ (1,106 ) $ 477 Less: comprehensive income attributable to noncontrolling interests — — — (3 ) — (3 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 474 $ 508 $ 55 $ 543 $ (1,106 ) $ 474 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 72 $ 88 $ 24 $ 76 $ (187 ) $ 73 Less: comprehensive income attributable to noncontrolling interests — — — (1 ) — (1 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 72 $ 88 $ 24 $ 75 $ (187 ) $ 72 Six months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 326 $ 352 $ 357 $ (704 ) $ 331 Less: comprehensive income attributable to noncontrolling interests — — (5 ) — (5 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 326 $ 352 $ 352 $ (704 ) $ 326 Three months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 150 $ 154 $ 176 $ (324 ) $ 156 Less: comprehensive income attributable to noncontrolling interests — — (6 ) — (6 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 150 $ 154 $ 170 $ (324 ) $ 150 Three months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 72 $ 88 $ 76 $ (163 ) $ 73 Less: comprehensive income attributable to noncontrolling interests — — (1 ) — (1 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 72 $ 88 $ 75 $ (163 ) $ 72 Six months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 474 $ 508 $ 546 $ (1,051 ) $ 477 Less: comprehensive income attributable to noncontrolling interests — — (3 ) — (3 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 474 $ 508 $ 543 $ (1,051 ) $ 474 Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 326 $ 352 $ 299 $ 357 $ (1,003 ) $ 331 Less: comprehensive income attributable to noncontrolling interests — — — (5 ) — (5 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 326 $ 352 $ 299 $ 352 $ (1,003 ) $ 326 Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 150 $ 154 $ 127 $ 176 $ (451 ) $ 156 Less: comprehensive income attributable to noncontrolling interests — — — (6 ) — (6 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 150 $ 154 $ 127 $ 170 $ (451 ) $ 150 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 72 $ 88 $ 71 $ 76 $ (234 ) $ 73 Less: comprehensive income attributable to noncontrolling interests — — — (1 ) — (1 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 72 $ 88 $ 71 $ 75 $ (234 ) $ 72 Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 474 $ 508 $ 474 $ 546 $ (1,525 ) $ 477 Less: comprehensive income attributable to noncontrolling interests — — — (3 ) — (3 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 474 $ 508 $ 474 $ 543 $ (1,525 ) $ 474
Condensed Statement of Comprehensive Income [Table Text Block]	Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 4 $ 2,016 $ — $ 2,020 Investment income — — — 8 — 8 Other income — — — 4 — 4 Total revenues — — 4 2,028 — 2,032 EXPENSES Salaries and benefits (1 ) — (36 ) (1,108 ) — (1,145 ) Other operating expenses (9 ) (44 ) (36 ) (249 ) — (338 ) Depreciation expense — (2 ) (9 ) (36 ) — (47 ) Amortization of intangible assets — — — (25 ) — (25 ) Restructuring costs — (2 ) — (1 ) — (3 ) Total expenses (10 ) (48 ) (81 ) (1,419 ) — (1,558 ) OPERATING (LOSS) INCOME (10 ) (48 ) (77 ) 609 — 474 Other (expense) income, net (1 ) (228 ) — (4 ) 230 (3 ) Income from group undertakings — 116 128 54 (298 ) — Expenses due to group undertakings — (16 ) (92 ) (190 ) 298 — Interest expense (21 ) (18 ) (23 ) (5 ) — (67 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (32 ) (194 ) (64 ) 464 230 404 Income taxes — 11 18 (151 ) — (122 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (32 ) (183 ) (46 ) 313 230 282 Interest in earnings of associates, net of tax — 5 — 11 — 16 Equity account for subsidiaries 325 497 118 — (940 ) — NET INCOME 293 319 72 324 (710 ) 298 Less: Net income attributable to noncontrolling interests — — — (5 ) — (5 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 293 $ 319 $ 72 $ 319 $ (710 ) $ 293
Condensed Consolidating Statement of Operations	Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 4 $ 1,994 $ — $ 1,998 Investment income — — — 6 — 6 Other income — — — 5 — 5 Total revenues — — 4 2,005 — 2,009 EXPENSES Salaries and benefits (1 ) — (42 ) (1,085 ) — (1,128 ) Other operating expenses (9 ) (55 ) (11 ) (264 ) — (339 ) Depreciation expense — (3 ) (8 ) (34 ) — (45 ) Amortization of intangible assets — — — (30 ) — (30 ) Restructuring costs — (14 ) (13 ) (42 ) — (69 ) Total expenses (10 ) (72 ) (74 ) (1,455 ) — (1,611 ) OPERATING (LOSS) INCOME (10 ) (72 ) (70 ) 550 — 398 Other (expense) income, net (8 ) — — 24 1 17 Income from group undertakings — 110 112 49 (271 ) — Expenses due to group undertakings — (15 ) (89 ) (167 ) 271 — Interest expense (21 ) (18 ) (22 ) (7 ) — (68 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (39 ) 5 (69 ) 449 1 347 Income taxes — 17 22 (114 ) — (75 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (39 ) 22 (47 ) 335 1 272 Interest in earnings of associates, net of tax — 4 — 10 — 14 Equity account for subsidiaries 319 286 96 — (701 ) — NET INCOME 280 312 49 345 (700 ) 286 Less: Net income attributable to noncontrolling interests — — — (6 ) — (6 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 280 $ 312 $ 49 $ 339 $ (700 ) $ 280 Condensed Consolidating Statement of Operations Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 2 $ 928 $ — $ 930 Investment income — — — 4 — 4 Other income — — — 1 — 1 Total revenues — — 2 933 — 935 EXPENSES Salaries and benefits (1 ) — (17 ) (557 ) — (575 ) Other operating expenses (5 ) (20 ) (19 ) (129 ) — (173 ) Depreciation expense — (1 ) (5 ) (18 ) — (24 ) Amortization of intangible assets — — — (12 ) — (12 ) Restructuring costs — (2 ) — (1 ) — (3 ) Total expenses (6 ) (23 ) (41 ) (717 ) — (787 ) OPERATING (LOSS) INCOME (6 ) (23 ) (39 ) 216 — 148 Other (expense) income, net (1 ) (229 ) — (3 ) 230 (3 ) Income from group undertakings — 57 85 27 (169 ) — Expenses due to group undertakings — (8 ) (46 ) (115 ) 169 — Interest expense (10 ) (9 ) (12 ) (4 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (17 ) (212 ) (12 ) 121 230 110 Income taxes — 6 (1 ) (64 ) — (59 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (17 ) (206 ) (13 ) 57 230 51 Interest in earnings of associates, net of tax — 2 — (5 ) — (3 ) Equity account for subsidiaries 64 267 35 — (366 ) — NET INCOME 47 63 22 52 (136 ) 48 Less: Net income attributable to noncontrolling interests — — — (1 ) — (1 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 47 $ 63 $ 22 $ 51 $ (136 ) $ 47 Condensed Consolidating Statement of Operations Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ — $ 917 $ — $ 917 Investment income — — — 3 — 3 Other income — — — 2 — 2 Total revenues — — — 922 — 922 EXPENSES Salaries and benefits (1 ) — (22 ) (538 ) — (561 ) Other operating expenses — (41 ) (9 ) (129 ) — (179 ) Depreciation expense — (2 ) (4 ) (17 ) — (23 ) Amortization of intangible assets — — — (16 ) — (16 ) Restructuring costs — — (8 ) (30 ) (38 ) Total expenses (1 ) (43 ) (43 ) (730 ) — (817 ) OPERATING (LOSS) INCOME (1 ) (43 ) (43 ) 192 — 105 Other income (expense), net 4 (6 ) — 25 — 23 Income from group undertakings — 56 56 24 (136 ) — Expenses due to group undertakings — (7 ) (45 ) (84 ) 136 — Interest expense (10 ) (9 ) (11 ) (5 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (7 ) (9 ) (43 ) 152 — 93 Income taxes — 11 14 (44 ) — (19 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (7 ) 2 (29 ) 108 — 74 Interest in earnings of associates, net of tax — 2 — (4 ) — (2 ) Equity account for subsidiaries 77 71 30 — (178 ) — NET INCOME 70 75 1 104 (178 ) 72 Less: Net income attributable to noncontrolling interests — — — (2 ) — (2 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 70 $ 75 $ 1 $ 102 $ (178 ) $ 70 Three months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 2 $ 928 $ — $ 930 Investment income — — 4 — 4 Other income — — 1 — 1 Total revenues — 2 933 — 935 EXPENSES Salaries and benefits (1 ) (17 ) (557 ) — (575 ) Other operating expenses (5 ) (39 ) (129 ) — (173 ) Depreciation expense — (6 ) (18 ) — (24 ) Amortization of intangible assets — — (12 ) — (12 ) Restructuring costs — (2 ) (1 ) — (3 ) Total expenses (6 ) (64 ) (717 ) — (787 ) OPERATING (LOSS) INCOME (6 ) (62 ) 216 — 148 Other (expense) income, net (1 ) (229 ) (3 ) 230 (3 ) Income from group undertakings — 114 27 (141 ) — Expenses due to group undertakings — (26 ) (115 ) 141 — Interest expense (10 ) (21 ) (4 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (17 ) (224 ) 121 230 110 Income taxes — 5 (64 ) — (59 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (17 ) (219 ) 57 230 51 Interest in earnings of associates, net of tax — 2 (5 ) — (3 ) Equity account for subsidiaries 64 280 — (344 ) — NET INCOME 47 63 52 (114 ) 48 Less: Net income attributable to noncontrolling interests — — (1 ) — (1 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 47 $ 63 $ 51 $ (114 ) $ 47 Six months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ 1,994 $ — $ 1,998 Investment income — — 6 — 6 Other income — — 5 — 5 Total revenues — 4 2,005 — 2,009 EXPENSES Salaries and benefits (1 ) (42 ) (1,085 ) — (1,128 ) Other operating expenses (9 ) (66 ) (264 ) — (339 ) Depreciation expense — (11 ) (34 ) — (45 ) Amortization of intangible assets — — (30 ) — (30 ) Restructuring costs — (27 ) (42 ) — (69 ) Total expenses (10 ) (146 ) (1,455 ) — (1,611 ) OPERATING (LOSS) INCOME (10 ) (142 ) 550 — 398 Other (expense) income, net (8 ) — 24 1 17 Income from group undertakings — 167 49 (216 ) — Expenses due to group undertakings — (49 ) (167 ) 216 — Interest expense (21 ) (40 ) (7 ) — (68 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (39 ) (64 ) 449 1 347 Income taxes — 39 (114 ) — (75 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (39 ) (25 ) 335 1 272 Interest in earnings of associates, net of tax — 4 10 — 14 Equity account for subsidiaries 319 333 — (652 ) — NET INCOME 280 312 345 (651 ) 286 Less: Net income attributable to noncontrolling interests — — (6 ) — (6 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 280 $ 312 $ 339 $ (651 ) $ 280 Three months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 917 $ — $ 917 Investment income — — 3 — 3 Other income — — 2 — 2 Total revenues — — 922 — 922 EXPENSES Salaries and benefits (1 ) (22 ) (538 ) — (561 ) Other operating expenses — (50 ) (129 ) — (179 ) Depreciation expense — (6 ) (17 ) — (23 ) Amortization of intangible assets — — (16 ) — (16 ) Restructuring costs — (8 ) (30 ) — (38 ) Total expenses (1 ) (86 ) (730 ) — (817 ) OPERATING (LOSS) INCOME (1 ) (86 ) 192 — 105 Other income (expense), net 4 (6 ) 25 — 23 Income from group undertakings — 84 24 (108 ) — Expenses due to group undertakings — (24 ) (84 ) 108 — Interest expense (10 ) (20 ) (5 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (7 ) (52 ) 152 — 93 Income taxes — 25 (44 ) — (19 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (7 ) (27 ) 108 — 74 Interest in earnings of associates, net of tax — 2 (4 ) — (2 ) Equity account for subsidiaries 77 100 — (177 ) — NET INCOME 70 75 104 (177 ) 72 Less: Net income attributable to noncontrolling interests — — (2 ) — (2 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 70 $ 75 $ 102 $ (177 ) $ 70 Six months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ 2,016 $ — $ 2,020 Investment income — — 8 — 8 Other income — — 4 — 4 Total revenues — 4 2,028 — 2,032 EXPENSES Salaries and benefits (1 ) (36 ) (1,108 ) — (1,145 ) Other operating expenses (9 ) (80 ) (249 ) — (338 ) Depreciation expense — (11 ) (36 ) — (47 ) Amortization of intangible assets — — (25 ) — (25 ) Restructuring costs — (2 ) (1 ) — (3 ) Total expenses (10 ) (129 ) (1,419 ) — (1,558 ) OPERATING (LOSS) INCOME (10 ) (125 ) 609 — 474 Other (expense) income, net (1 ) (228 ) (4 ) 230 (3 ) Income from group undertakings — 189 54 (243 ) — Expenses due to group undertakings — (53 ) (190 ) 243 — Interest expense (21 ) (41 ) (5 ) — (67 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (32 ) (258 ) 464 230 404 Income taxes — 29 (151 ) — (122 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (32 ) (229 ) 313 230 282 Interest in earnings of associates, net of tax — 5 11 — 16 Equity account for subsidiaries 325 543 — (868 ) — NET INCOME 293 319 324 (638 ) 298 Less: Net income attributable to noncontrolling interests — — (5 ) — (5 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 293 $ 319 $ 319 $ (638 ) $ 293 Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ — $ 1,994 $ — $ 1,998 Investment income — — — 6 — 6 Other income — — — 5 — 5 Total revenues — 4 — 2,005 — 2,009 EXPENSES Salaries and benefits (1 ) (42 ) — (1,085 ) — (1,128 ) Other operating expenses (9 ) (66 ) — (264 ) — (339 ) Depreciation expense — (11 ) — (34 ) — (45 ) Amortization of intangible assets — — — (30 ) — (30 ) Restructuring costs — (27 ) — (42 ) — (69 ) Total expenses (10 ) (146 ) — (1,455 ) — (1,611 ) OPERATING (LOSS) INCOME (10 ) (142 ) — 550 — 398 Other (expense) income, net (8 ) — — 24 1 17 Income from group undertakings — 180 45 49 (274 ) — Expenses due to group undertakings — (93 ) (14 ) (167 ) 274 — Interest expense (21 ) (21 ) (19 ) (7 ) — (68 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (39 ) (76 ) 12 449 1 347 Income taxes — 42 (3 ) (114 ) — (75 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (39 ) (34 ) 9 335 1 272 Interest in earnings of associates, net of tax — 4 — 10 — 14 Equity account for subsidiaries 319 342 261 — (922 ) — NET INCOME 280 312 270 345 (921 ) 286 Less: Net income attributable to noncontrolling interests — — — (6 ) — (6 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 280 $ 312 $ 270 $ 339 $ (921 ) $ 280 Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ — $ 2,016 $ — $ 2,020 Investment income — — — 8 — 8 Other income — — — 4 — 4 Total revenues — 4 — 2,028 — 2,032 EXPENSES Salaries and benefits (1 ) (36 ) — (1,108 ) — (1,145 ) Other operating expenses (9 ) (80 ) — (249 ) — (338 ) Depreciation expense — (11 ) — (36 ) — (47 ) Amortization of intangible assets — — — (25 ) — (25 ) Restructuring costs — (2 ) — (1 ) (3 ) Total expenses (10 ) (129 ) — (1,419 ) — (1,558 ) OPERATING (LOSS) INCOME (10 ) (125 ) — 609 — 474 Other (expense) income, net (1 ) (228 ) — (4 ) 230 (3 ) Income from group undertakings — 203 45 54 (302 ) — Expenses due to group undertakings — (98 ) (14 ) (190 ) 302 — Interest expense (21 ) (23 ) (18 ) (5 ) — (67 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (32 ) (271 ) 13 464 230 404 Income taxes — 32 (3 ) (151 ) — (122 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (32 ) (239 ) 10 313 230 282 Interest in earnings of associates, net of tax — 5 — 11 — 16 Equity account for subsidiaries 325 553 257 — (1,135 ) — NET INCOME 293 319 267 324 (905 ) 298 Less: Net income attributable to noncontrolling interests — — — (5 ) — (5 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 293 $ 319 $ 267 $ 319 $ (905 ) $ 293 Condensed Consolidating Statement of Operations Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 2 $ — $ 928 $ — $ 930 Investment income — — — 4 — 4 Other income — — — 1 — 1 Total revenues — 2 — 933 — 935 EXPENSES Salaries and benefits (1 ) (17 ) — (557 ) — (575 ) Other operating expenses (5 ) (39 ) — (129 ) — (173 ) Depreciation expense — (6 ) — (18 ) — (24 ) Amortization of intangible assets — — — (12 ) — (12 ) Restructuring costs — (2 ) — (1 ) — (3 ) Total expenses (6 ) (64 ) — (717 ) — (787 ) OPERATING (LOSS) INCOME (6 ) (62 ) — 216 — 148 Other (expense) income, net (1 ) (229 ) — (3 ) 230 (3 ) Income from group undertakings — 121 23 27 (171 ) — Expenses due to group undertakings — (49 ) (7 ) (115 ) 171 — Interest expense (10 ) (12 ) (9 ) (4 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (17 ) (231 ) 7 121 230 110 Income taxes — 7 (2 ) (64 ) — (59 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (17 ) (224 ) 5 57 230 51 Interest in earnings of associates, net of tax — 2 — (5 ) — (3 ) Equity account for subsidiaries 64 285 42 — (391 ) — NET INCOME 47 63 47 52 (161 ) 48 Less: Net income attributable to noncontrolling interests — — — (1 ) — (1 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 47 $ 63 $ 47 $ 51 $ (161 ) $ 47 Condensed Consolidating Statement of Operations Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ — $ 917 $ — $ 917 Investment income — — — 3 — 3 Other income — — — 2 — 2 Total revenues — — — 922 — 922 EXPENSES Salaries and benefits (1 ) (22 ) — (538 ) — (561 ) Other operating expenses — (50 ) — (129 ) — (179 ) Depreciation expense — (6 ) — (17 ) — (23 ) Amortization of intangible assets — — — (16 ) — (16 ) Restructuring costs — (8 ) — (30 ) — (38 ) Total expenses (1 ) (86 ) — (730 ) — (817 ) OPERATING (LOSS) INCOME (1 ) (86 ) — 192 — 105 Other income (expense), net 4 (6 ) — 25 — 23 Income from group undertakings — 90 23 24 (137 ) — Expenses due to group undertakings — (46 ) (7 ) (84 ) 137 — Interest expense (10 ) (10 ) (10 ) (5 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (7 ) (58 ) 6 152 — 93 Income taxes — 27 (2 ) (44 ) — (19 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (7 ) (31 ) 4 108 — 74 Interest in earnings of associates, net of tax — 2 — (4 ) — (2 ) Equity account for subsidiaries 77 104 52 — (233 ) — NET INCOME 70 75 56 104 (233 ) 72 Less: Net income attributable to noncontrolling interests — — — (2 ) — (2 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 70 $ 75 $ 56 $ 102 $ (233 ) $ 70
Condensed Consolidated Balance Sheet	Condensed Consolidating Balance Sheet As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 6 $ 2 $ — $ 475 $ — $ 483 Accounts receivable, net — — 2 1,224 — 1,226 Fiduciary assets — — — 11,006 — 11,006 Deferred tax assets — — — 9 — 9 Other current assets 1 48 25 195 (47 ) 222 Amounts due from group undertakings 3,560 983 953 1,289 (6,785 ) — Total current assets 3,567 1,033 980 14,198 (6,832 ) 12,946 NON-CURRENT ASSETS Investments in subsidiaries — 3,333 824 — (4,157 ) — Fixed assets, net — 20 39 457 — 516 Goodwill — — — 3,097 — 3,097 Other intangible assets, net — — — 675 — 675 Investments in associates — 139 — 29 — 168 Deferred tax assets — 1 — 6 (1 ) 6 Pension benefits asset — — — 677 — 677 Other non-current assets 2 7 2 223 — 234 Non-current amounts due from group undertakings — 518 765 — (1,283 ) — Total non-current assets 2 4,018 1,630 5,164 (5,441 ) 5,373 TOTAL ASSETS $ 3,569 $ 5,051 $ 2,610 $ 19,362 $ (12,273 ) $ 18,319 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 11,006 $ — $ 11,006 Deferred revenue and accrued expenses 5 6 18 414 — 443 Income taxes payable — — — 82 (47 ) 35 Current portion of long-term debt 299 20 148 1 — 468 Deferred tax liabilities — — — 21 — 21 Other current liabilities 71 16 29 406 — 522 Amounts due to group undertakings — 4,484 1,519 782 (6,785 ) — Total current liabilities 375 4,526 1,714 12,712 (6,832 ) 12,495 Unaudited Condensed Consolidating Balance Sheet (continued) As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NON-CURRENT LIABILITIES Investments in subsidiaries 304 — — — (304 ) — Long-term debt 497 974 581 — — 2,052 Liabilities for pension benefits — — — 294 — 294 Deferred tax liabilities — — — 212 (1 ) 211 Provisions for liabilities — — — 220 — 220 Other non-current liabilities — 2 16 488 — 506 Non-current amounts due to group undertakings — — 518 765 (1,283 ) — Total non-current liabilities 801 976 1,115 1,979 (1,588 ) 3,283 TOTAL LIABILITIES $ 1,176 $ 5,502 $ 2,829 $ 14,691 $ (8,420 ) $ 15,778 REDEEMABLE NONCONTROLLING INTEREST — — — 52 — 52 EQUITY Total Willis Group Holdings stockholders’ equity 2,393 (451 ) (219 ) 4,523 (3,853 ) 2,393 Noncontrolling interests — — — 96 — 96 Total equity 2,393 (451 ) (219 ) 4,619 (3,853 ) 2,489 TOTAL LIABILITIES AND EQUITY $ 3,569 $ 5,051 $ 2,610 $ 19,362 $ (12,273 ) $ 18,319 Condensed Consolidating Balance Sheet As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 9 $ 2 $ — $ 624 $ — $ 635 Accounts receivable, net — — 4 1,040 — 1,044 Fiduciary assets — — — 8,948 — 8,948 Deferred tax assets — — — 12 — 12 Other current assets 1 27 10 205 (29 ) 214 Amounts due from group undertakings 3,674 924 1,057 1,114 (6,769 ) — Total current assets 3,684 953 1,071 11,943 (6,798 ) 10,853 NON-CURRENT ASSETS Investments in subsidiaries — 2,536 721 — (3,257 ) — Fixed assets, net — 20 42 421 — 483 Goodwill — — — 2,937 — 2,937 Other intangible assets, net — — — 450 — 450 Investments in associates — 147 — 22 — 169 Deferred tax assets — — — 9 — 9 Pension benefits asset — — — 314 — 314 Other non-current assets 3 8 2 207 — 220 Non-current amounts due from group undertakings — 518 740 — (1,258 ) — Total non-current assets 3 3,229 1,505 4,360 (4,515 ) 4,582 TOTAL ASSETS $ 3,687 $ 4,182 $ 2,576 $ 16,303 $ (11,313 ) $ 15,435 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 8,948 $ — $ 8,948 Deferred revenue and accrued expenses 1 4 30 584 — 619 Income taxes payable — — 7 55 (29 ) 33 Current portion of long-term debt — 17 149 1 — 167 Deferred tax liabilities — — — 21 — 21 Other current liabilities 67 11 46 320 — 444 Amounts due to Group undertakings — 4,374 1,499 896 (6,769 ) — Total current liabilities 68 4,406 1,731 10,825 (6,798 ) 10,232 NON-CURRENT LIABILITIES Investments in subsidiaries 838 — — — (838 ) — Long-term debt 796 765 581 — — 2,142 Liabilities for pension benefits — — — 284 — 284 Deferred tax liabilities — — — 128 — 128 Provisions for liabilities — — — 194 — 194 Other non-current liabilities — — 17 372 — 389 Non-current amounts due to group undertakings — — 518 740 (1,258 ) — Total non-current liabilities 1,634 765 1,116 1,718 (2,096 ) 3,137 TOTAL LIABILITIES $ 1,702 $ 5,171 $ 2,847 $ 12,543 $ (8,894 ) $ 13,369 Condensed Consolidating Balance Sheet (continued) As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REDEEMABLE NONCONTROLLING INTEREST — — — 59 — 59 EQUITY Total Willis Group Holdings stockholders’ equity 1,985 (989 ) (271 ) 3,679 (2,419 ) 1,985 Noncontrolling interests — — — 22 — 22 Total equity 1,985 (989 ) (271 ) 3,701 (2,419 ) 2,007 TOTAL LIABILITIES AND EQUITY $ 3,687 $ 4,182 $ 2,576 $ 16,303 $ (11,313 ) $ 15,435 Condensed Consolidating Balance Sheet As of June 30, 2015 Willis The Guarantors Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 6 $ 2 $ 475 $ — $ 483 Accounts receivable, net — 2 1,224 — 1,226 Fiduciary assets — — 11,006 — 11,006 Deferred tax assets — — 9 — 9 Other current assets 1 73 195 (47 ) 222 Amounts due from group undertakings 3,560 687 1,289 (5,536 ) — Total current assets 3,567 764 14,198 (5,583 ) 12,946 NON-CURRENT ASSETS Investments in subsidiaries — 4,376 — (4,376 ) — Fixed assets, net — 59 457 — 516 Goodwill — — 3,097 — 3,097 Other intangible assets, net — — 675 — 675 Investments in associates — 139 29 — 168 Deferred tax assets — 1 6 (1 ) 6 Pension benefits asset — — 677 — 677 Other non-current assets 2 9 223 — 234 Non-current amounts due from group undertakings — 765 — (765 ) — Total non-current assets 2 5,349 5,164 (5,142 ) 5,373 TOTAL ASSETS $ 3,569 $ 6,113 $ 19,362 $ (10,725 ) $ 18,319 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ 11,006 $ — $ 11,006 Deferred revenue and accrued expenses 5 24 414 — 443 Income taxes payable — — 82 (47 ) 35 Current portion of long-term debt 299 168 1 — 468 Deferred tax liabilities — — 21 — 21 Other current liabilities 71 45 406 — 522 Amounts due to group undertakings — 4,754 782 (5,536 ) — Total current liabilities 375 4,991 12,712 (5,583 ) 12,495 Unaudited Condensed Consolidating Balance Sheet (continued) As of June 30, 2015 Willis The Guarantors Other Consolidating Consolidated (millions) NON-CURRENT LIABILITIES Investments in subsidiaries 304 — — (304 ) — Long-term debt 497 1,555 — — 2,052 Liabilities for pension benefits — — 294 — 294 Deferred tax liabilities — — 212 (1 ) 211 Provisions for liabilities — — 220 — 220 Other non-current liabilities — 18 488 — 506 Non-current amounts due to group undertakings — — 765 (765 ) — Total non-current liabilities 801 1,573 1,979 (1,070 ) 3,283 TOTAL LIABILITIES $ 1,176 $ 6,564 $ 14,691 $ (6,653 ) $ 15,778 REDEEMABLE NONCONTROLLING INTEREST — — 52 — 52 EQUITY Total Willis Group Holdings stockholders’ equity 2,393 (451 ) 4,523 (4,072 ) 2,393 Noncontrolling interests — — 96 — 96 Total equity 2,393 (451 ) 4,619 (4,072 ) 2,489 TOTAL LIABILITIES AND EQUITY $ 3,569 $ 6,113 $ 19,362 $ (10,725 ) $ 18,319 Condensed Consolidating Balance Sheet As of December 31, 2014 Willis The Guarantors Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 9 $ 2 $ 624 $ — $ 635 Accounts receivable, net — 4 1,040 — 1,044 Fiduciary assets — — 8,948 — 8,948 Deferred tax assets — — 12 — 12 Other current assets 1 37 205 (29 ) 214 Amounts due from group undertakings 3,674 731 1,114 (5,519 ) — Total current assets 3,684 774 11,943 (5,548 ) 10,853 NON-CURRENT ASSETS Investments in subsidiaries — 3,528 — (3,528 ) — Fixed assets, net — 62 421 — 483 Goodwill — — 2,937 — 2,937 Other intangible assets, net — — 450 — 450 Investments in associates — 147 22 — 169 Deferred tax assets — — 9 — 9 Pension benefits asset — — 314 — 314 Other non-current assets 3 10 207 — 220 Non-current amounts due from group undertakings — 740 — (740 ) — Total non-current assets 3 4,487 4,360 (4,268 ) 4,582 TOTAL ASSETS $ 3,687 $ 5,261 $ 16,303 $ (9,816 ) $ 15,435 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ 8,948 $ — $ 8,948 Deferred revenue and accrued expenses 1 34 584 — 619 Income taxes payable — 7 55 (29 ) 33 Current portion of long-term debt — 166 1 — 167 Deferred tax liabilities — — 21 — 21 Other current liabilities 67 57 320 — 444 Amounts due to group undertakings — 4,623 896 (5,519 ) — Total current liabilities 68 4,887 10,825 (5,548 ) 10,232 NON-CURRENT LIABILITIES Investments in subsidiaries 838 — — (838 ) — Long-term debt 796 1,346 — — 2,142 Liabilities for pension benefits — — 284 — 284 Deferred tax liabilities — — 128 — 128 Provisions for liabilities — — 194 — 194 Other non-current liabilities — 17 372 — 389 Non-current amounts due to group undertakings — — 740 (740 ) — Total non-current liabilities 1,634 1,363 1,718 (1,578 ) 3,137 TOTAL LIABILITIES $ 1,702 $ 6,250 $ 12,543 $ (7,126 ) $ 13,369 Condensed Consolidating Balance Sheet (continued) As of December 31, 2014 Willis The Guarantors Other Consolidating Consolidated (millions) REDEEMABLE NONCONTROLLING INTEREST — — 59 — 59 EQUITY Total Willis Group Holdings stockholders’ equity 1,985 (989 ) 3,679 (2,690 ) 1,985 Noncontrolling interests — — 22 — 22 Total equity 1,985 (989 ) 3,701 (2,690 ) 2,007 TOTAL LIABILITIES AND EQUITY $ 3,687 $ 5,261 $ 16,303 $ (9,816 ) $ 15,435 Condensed Consolidating Balance Sheet As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 6 $ 2 $ — $ 475 $ — $ 483 Accounts receivable, net — 2 — 1,224 — 1,226 Fiduciary assets — — — 11,006 — 11,006 Deferred tax assets — — — 9 — 9 Other current assets 1 80 1 195 (55 ) 222 Amounts due from group undertakings 3,560 1,036 870 1,289 (6,755 ) — Total current assets 3,567 1,120 871 14,198 (6,810 ) 12,946 NON-CURRENT ASSETS Investments in subsidiaries — 4,337 3,071 — (7,408 ) — Fixed assets, net — 59 — 457 — 516 Goodwill — — — 3,097 — 3,097 Other intangible assets, net — — — 675 — 675 Investments in associates — 139 — 29 — 168 Deferred tax assets — 1 — 6 (1 ) 6 Pension benefits asset — — — 677 — 677 Other non-current assets 2 2 7 223 — 234 Non-current amounts due from group undertakings — 765 518 — (1,283 ) — Total non-current assets 2 5,303 3,596 5,164 (8,692 ) 5,373 TOTAL ASSETS $ 3,569 $ 6,423 $ 4,467 $ 19,362 $ (15,502 ) $ 18,319 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 11,006 $ — $ 11,006 Deferred revenue and accrued expenses 5 24 — 414 — 443 Income taxes payable — — 8 82 (55 ) 35 Current portion of long-term debt 299 148 20 1 — 468 Deferred tax liabilities — — — 21 — 21 Other current liabilities 71 34 11 406 — 522 Amounts due to group undertakings — 5,551 422 782 (6,755 ) — Total current liabilities 375 5,757 461 12,712 (6,810 ) 12,495 Unaudited Condensed Consolidating Balance Sheet (continued) As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NON-CURRENT LIABILITIES Investments in subsidiaries 304 — — — (304 ) — Long-term debt 497 581 974 — — 2,052 Liabilities for pension benefits — — — 294 — 294 Deferred tax liabilities — — — 212 (1 ) 211 Provisions for liabilities — — — 220 — 220 Other non-current liabilities — 18 — 488 — 506 Non-current amounts due to group undertakings — 518 — 765 (1,283 ) — Total non-current liabilities 801 1,117 974 1,979 (1,588 ) 3,283 TOTAL LIABILITIES $ 1,176 $ 6,874 $ 1,435 $ 14,691 $ (8,398 ) $ 15,778 REDEEMABLE NONCONTROLLING INTEREST — — — 52 — 52 EQUITY Total Willis Group Holdings stockholders’ equity 2,393 (451 ) 3,032 4,523 (7,104 ) 2,393 Noncontrolling interests — — — 96 — 96 Total equity 2,393 (451 ) 3,032 4,619 (7,104 ) 2,489 TOTAL LIABILITIES AND EQUITY $ 3,569 $ 6,423 $ 4,467 $ 19,362 $ (15,502 ) $ 18,319 Condensed Consolidating Balance Sheet As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 9 $ 2 $ — $ 624 $ — $ 635 Accounts receivable, net — 4 — 1,040 — 1,044 Fiduciary assets — — — 8,948 — 8,948 Deferred tax assets — — — 12 — 12 Other current assets 1 41 1 205 (34 ) 214 Amounts due from group undertakings 3,674 1,154 797 1,114 (6,739 ) — Total current assets 3,684 1,201 798 11,943 (6,773 ) 10,853 NON-CURRENT ASSETS Investments in subsidiaries — 3,478 2,578 — (6,056 ) — Fixed assets, net — 62 — 421 — 483 Goodwill — — — 2,937 — 2,937 Other intangible assets, net — — — 450 — 450 Investments in associates — 147 — 22 — 169 Deferred tax assets — — — 9 — 9 Pension benefits asset — — — 314 — 314 Other non-current assets 3 2 8 207 — 220 Non-current amounts due from group undertakings — 740 518 — (1,258 ) — Total non-current assets 3 4,429 3,104 4,360 (7,314 ) 4,582 TOTAL ASSETS $ 3,687 $ 5,630 $ 3,902 $ 16,303 $ (14,087 ) $ 15,435 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 8,948 $ — $ 8,948 Deferred revenue and accrued expenses 1 34 — 584 — 619 Income taxes payable — 7 5 55 (34 ) 33 Current portion of long-term debt — 149 17 1 — 167 Deferred tax liabilities — — — 21 — 21 Other current liabilities 67 46 11 320 — 444 Amounts due to group undertakings — 5,267 576 896 (6,739 ) — Total current liabilities 68 5,503 609 10,825 (6,773 ) 10,232 NON-CURRENT LIABILITIES Investments in subsidiaries 838 — — — (838 ) — Long-term debt 796 581 765 — — 2,142 Liabilities for pension benefits — — — 284 — 284 Deferred tax liabilities — — — 128 — 128 Provisions for liabilities — — — 194 — 194 Other non-current liabilities — 17 — 372 — 389 Non-current amounts due to group undertakings — 518 — 740 (1,258 ) — Total non-current liabilities 1,634 1,116 765 1,718 (2,096 ) 3,137 TOTAL LIABILITIES $ 1,702 $ 6,619 $ 1,374 $ 12,543 $ (8,869 ) $ 13,369 Condensed Consolidating Balance Sheet (continued) As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REDEEMABLE NONCONTROLLING INTEREST — — — 59 — 59 EQUITY Total Willis Group Holdings stockholders’ equity 1,985 (989 ) 2,528 3,679 (5,218 ) 1,985 Noncontrolling interests — — — 22 — 22 Total equity 1,985 (989 ) 2,528 3,701 (5,218 ) 2,007 TOTAL LIABILITIES AND EQUITY $ 3,687 $ 5,630 $ 3,902 $ 16,303 $ (14,087 ) $ 15,435
Condensed Consolidating Statement of Cash Flows	Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (18 ) $ 124 $ 44 $ 238 $ (236 ) $ 152 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — 1 2 (1 ) 2 Additions to fixed assets — (4 ) (7 ) (44 ) 1 (54 ) Additions to intangible assets — — — (1 ) — (1 ) Acquisitions of subsidiaries, net of cash acquired — — — (41 ) — (41 ) Payments to acquire other investments — — — (6 ) — (6 ) Proceeds from sale of operations, net of cash disposed — — — 18 — 18 Proceeds from intercompany investing activities 145 12 120 283 (560 ) — Repayments of intercompany investing activities — — — (37 ) 37 — Net cash provided by (used in) investing activities 145 8 114 174 (523 ) (82 ) CASH FLOWS FROM FINANCING ACTIVITIES Debt issuance costs — — — (3 ) — (3 ) Repayments of debt — (8 ) — — — (8 ) Repurchase of shares (117 ) — — — — (117 ) Proceeds from issue of shares 93 — — — — 93 Excess tax benefits from share-based payment arrangements — — — 2 — 2 Dividends paid (103 ) — — (236 ) 236 (103 ) Acquisition of noncontrolling interests — (4 ) — — — (4 ) Dividends paid to noncontrolling interests — — — (15 ) — (15 ) Proceeds from intercompany financing activities — 37 — — (37 ) — Repayments of intercompany financing activities — (156 ) (158 ) (246 ) 560 — Net cash used in financing activities (127 ) (131 ) (158 ) (498 ) 759 (155 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 1 — (86 ) — (85 ) Effect of exchange rate changes on cash and cash equivalents — — — (3 ) — (3 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3 3 — 790 — 796 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 3 $ 4 $ — $ 701 $ — $ 708 Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (4 ) $ 62 $ 17 $ (68 ) $ — $ 7 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — — 9 — 9 Additions to fixed assets — (4 ) (5 ) (38 ) — (47 ) Additions to intangible assets — — — (10 ) — (10 ) Acquisitions of operations, net of cash acquired — — — (228 ) — (228 ) Proceeds from disposal of operations, net of cash disposed — — — 28 — 28 Proceeds from intercompany investing activities 105 49 — 153 (307 ) — Repayments of intercompany investing activities — (72 ) (14 ) (218 ) 304 — Intercompany investing in subsidiaries — (274 ) — — 274 — Net cash provided by (used in) investing activities 105 (301 ) (19 ) (304 ) 271 (248 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from draw down of revolving credit facility — 220 — — — 220 Debt issuance costs — — — (1 ) — (1 ) Repayments of debt — (8 ) — — — (8 ) Repurchase of shares (79 ) — — — — (79 ) Proceeds from issue of shares 84 — — 274 (274 ) 84 Excess tax benefits from share-based payment arrangements — — — 5 — 5 Dividends paid (109 ) — — — — (109 ) Dividends paid to noncontrolling interests — — — (8 ) — (8 ) Proceeds from intercompany financing activities — 216 2 86 (304 ) — Repayments of intercompany financing activities — (189 ) — (118 ) 307 — Net cash (used in) provided by financing activities (104 ) 239 2 238 (271 ) 104 DECREASE IN CASH AND CASH EQUIVALENTS (3 ) — — (134 ) — (137 ) Effect of exchange rate changes on cash and cash equivalents — — — (15 ) — (15 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 9 2 — 624 — 635 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 6 $ 2 $ — $ 475 $ — $ 483 Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 Willis The Guarantors Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (4 ) $ 79 $ (68 ) $ — $ 7 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — 9 — 9 Additions to fixed assets — (9 ) (38 ) — (47 ) Additions to intangible assets — — (10 ) — (10 ) Acquisitions of operations, net of cash acquired — — (228 ) — (228 ) Proceeds from disposal of operations, net of cash disposed — — 28 — 28 Proceeds from intercompany investing activities 105 49 153 (307 ) — Repayments of intercompany investing activities — (86 ) (218 ) 304 — Intercompany investing in subsidiaries — (274 ) — 274 — Net cash provided by (used in) investing activities 105 (320 ) (304 ) 271 (248 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from draw down of revolving credit facility — 220 — — 220 Debt issuance costs — — (1 ) — (1 ) Repayments of debt — (8 ) — — (8 ) Repurchase of shares (79 ) — — — (79 ) Proceeds from issue of shares 84 — 274 (274 ) 84 Excess tax benefits from share-based payment arrangement — — 5 — 5 Dividends paid (109 ) — — — (109 ) Dividends paid to noncontrolling interests — — (8 ) — (8 ) Proceeds from intercompany financing activities — 218 86 (304 ) — Repayments of intercompany financing activities — (189 ) (118 ) 307 — Net cash (used in) provided by financing activities (104 ) 241 238 (271 ) 104 DECREASE IN CASH AND CASH EQUIVALENTS (3 ) — (134 ) — (137 ) Effect of exchange rate changes on cash and cash equivalents — — (15 ) — (15 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 9 2 624 — 635 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 6 $ 2 $ 475 $ — $ 483 Unaudited Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2014 Willis The Guarantors Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (18 ) $ 168 $ 238 $ (236 ) $ 152 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — 1 2 (1 ) 2 Additions to fixed assets — (11 ) (44 ) 1 (54 ) Additions to intangible assets — — (1 ) — (1 ) Acquisitions of subsidiaries, net of cash acquired — — (41 ) — (41 ) Payments to acquire other investments — — (6 ) — (6 ) Proceeds from disposal of operations, net of cash disposed — — 18 — 18 Proceeds from intercompany investing activities 145 120 283 (548 ) — Repayments of intercompany investing activities — — (37 ) 37 — Net cash provided by (used in) investing activities 145 110 174 (511 ) (82 ) CASH FLOWS FROM FINANCING ACTIVITIES Debt issuance costs — — (3 ) — (3 ) Repayments of debt — (8 ) — — (8 ) Repurchase of shares (117 ) — — — (117 ) Proceeds from issue of shares 93 — — — 93 Excess tax benefits from share-based payment arrangement — — 2 — 2 Dividends paid (103 ) — (236 ) 236 (103 ) Acquisition of noncontrolling interests — (4 ) — — (4 ) Dividends paid to noncontrolling interests — — (15 ) — (15 ) Proceeds from intercompany financing activities — 37 — (37 ) — Repayments of intercompany financing activities — (302 ) (246 ) 548 — Net cash used in financing activities (127 ) (277 ) (498 ) 747 (155 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 1 (86 ) — (85 ) Effect of exchange rate changes on cash and cash equivalents — — (3 ) — (3 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3 3 790 — 796 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 3 $ 4 $ 701 $ — $ 708 Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (4 ) $ 70 $ 9 $ (68 ) $ — $ 7 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — — 9 — 9 Additions to fixed assets — (9 ) — (38 ) — (47 ) Additions to intangible assets — — — (10 ) — (10 ) Acquisitions of operations, net of cash acquired — — — (228 ) — (228 ) Proceeds from disposal of operations, net of cash disposed — — — 28 — 28 Proceeds from intercompany investing activities 105 49 — 153 (307 ) — Repayments of intercompany investing activities — (14 ) (72 ) (218 ) 304 — Intercompany investing in subsidiaries — (274 ) — — 274 — Net cash provided by (used in) investing activities 105 (248 ) (72 ) (304 ) 271 (248 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from draw down of revolving credit facility — — 220 — — 220 Debt issuance costs — — — (1 ) — (1 ) Repayments of debt — — (8 ) — — (8 ) Repurchase of shares (79 ) — — — — (79 ) Proceeds from issue of shares 84 — — 274 (274 ) 84 Excess tax benefits from share-based payment arrangements — — — 5 — 5 Dividends paid (109 ) — — — — (109 ) Dividends paid to noncontrolling interests — — — (8 ) — (8 ) Proceeds from intercompany financing activities — 218 — 86 (304 ) — Repayments of intercompany financing activities — (40 ) (149 ) (118 ) 307 — Net cash (used in) provided by financing activities (104 ) 178 63 238 (271 ) 104 DECREASE IN CASH AND CASH EQUIVALENTS (3 ) — — (134 ) — (137 ) Effect of exchange rate changes on cash and cash equivalents — — — (15 ) — (15 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 9 2 — 624 — 635 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 6 $ 2 $ — $ 475 $ — $ 483 Unaudited Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (18 ) $ 186 $ (18 ) $ 238 $ (236 ) $ 152 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — 1 — 2 (1 ) 2 Additions to fixed assets — (11 ) — (44 ) 1 (54 ) Additions to intangible assets — — — (1 ) — (1 ) Acquisitions of subsidiaries, net of cash acquired — — — (41 ) — (41 ) Payments to acquire other investments — — — (6 ) — (6 ) Proceeds from disposal of operations, net of cash disposed — — — 18 — 18 Proceeds from intercompany investing activities 145 120 13 283 (561 ) — Repayments of intercompany investing activities — — — (37 ) 37 — Net cash provided by (used in) investing activities 145 110 13 174 (524 ) (82 ) CASH FLOWS FROM FINANCING ACTIVITIES Debt issuance costs — — — (3 ) — (3 ) Repayments of debt — — (8 ) — — (8 ) Repurchase of shares (117 ) — — — — (117 ) Proceeds from issue of shares 93 — — — — 93 Excess tax benefits from share-based payment arrangements — — — 2 — 2 Dividends paid (103 ) — — (236 ) 236 (103 ) Acquisition of noncontrolling interests — (4 ) — — — (4 ) Dividends paid to noncontrolling interests — — — (15 ) — (15 ) Proceeds from intercompany financing activities — 24 13 — (37 ) — Repayments of intercompany financing activities — (315 ) — (246 ) 561 — Net cash (used in) provided by financing activities (127 ) (295 ) 5 (498 ) 760 (155 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 1 — (86 ) — (85 ) Effect of exchange rate changes on cash and cash equivalents — — — (3 ) — (3 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3 3 — 790 — 796 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 3 $ 4 $ — $ 701 $ — $ 708

FINANCIAL INFORMATION FOR PAR45

FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Tables)	6 Months Ended
	Jun. 30, 2015
Condensed Financial Information of Parent Company Only Disclosure [Abstract]
Condensed Consolidated Statement of Comprehensive Income	Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 150 $ 154 $ 4 $ 176 $ (328 ) $ 156 Less: comprehensive income attributable to noncontrolling interests — — — (6 ) — (6 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 150 $ 154 $ 4 $ 170 $ (328 ) $ 150 Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 326 $ 352 $ 75 $ 357 $ (779 ) $ 331 Less: comprehensive income attributable to noncontrolling interests — — — (5 ) — (5 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 326 $ 352 $ 75 $ 352 $ (779 ) $ 326 Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 474 $ 508 $ 55 $ 546 $ (1,106 ) $ 477 Less: comprehensive income attributable to noncontrolling interests — — — (3 ) — (3 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 474 $ 508 $ 55 $ 543 $ (1,106 ) $ 474 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 72 $ 88 $ 24 $ 76 $ (187 ) $ 73 Less: comprehensive income attributable to noncontrolling interests — — — (1 ) — (1 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 72 $ 88 $ 24 $ 75 $ (187 ) $ 72 Six months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 326 $ 352 $ 357 $ (704 ) $ 331 Less: comprehensive income attributable to noncontrolling interests — — (5 ) — (5 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 326 $ 352 $ 352 $ (704 ) $ 326 Three months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 150 $ 154 $ 176 $ (324 ) $ 156 Less: comprehensive income attributable to noncontrolling interests — — (6 ) — (6 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 150 $ 154 $ 170 $ (324 ) $ 150 Three months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 72 $ 88 $ 76 $ (163 ) $ 73 Less: comprehensive income attributable to noncontrolling interests — — (1 ) — (1 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 72 $ 88 $ 75 $ (163 ) $ 72 Six months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 474 $ 508 $ 546 $ (1,051 ) $ 477 Less: comprehensive income attributable to noncontrolling interests — — (3 ) — (3 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 474 $ 508 $ 543 $ (1,051 ) $ 474 Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 326 $ 352 $ 299 $ 357 $ (1,003 ) $ 331 Less: comprehensive income attributable to noncontrolling interests — — — (5 ) — (5 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 326 $ 352 $ 299 $ 352 $ (1,003 ) $ 326 Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 150 $ 154 $ 127 $ 176 $ (451 ) $ 156 Less: comprehensive income attributable to noncontrolling interests — — — (6 ) — (6 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 150 $ 154 $ 127 $ 170 $ (451 ) $ 150 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 72 $ 88 $ 71 $ 76 $ (234 ) $ 73 Less: comprehensive income attributable to noncontrolling interests — — — (1 ) — (1 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 72 $ 88 $ 71 $ 75 $ (234 ) $ 72 Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 474 $ 508 $ 474 $ 546 $ (1,525 ) $ 477 Less: comprehensive income attributable to noncontrolling interests — — — (3 ) — (3 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 474 $ 508 $ 474 $ 543 $ (1,525 ) $ 474
Condensed Consolidating Statement of Operations	Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 4 $ 1,994 $ — $ 1,998 Investment income — — — 6 — 6 Other income — — — 5 — 5 Total revenues — — 4 2,005 — 2,009 EXPENSES Salaries and benefits (1 ) — (42 ) (1,085 ) — (1,128 ) Other operating expenses (9 ) (55 ) (11 ) (264 ) — (339 ) Depreciation expense — (3 ) (8 ) (34 ) — (45 ) Amortization of intangible assets — — — (30 ) — (30 ) Restructuring costs — (14 ) (13 ) (42 ) — (69 ) Total expenses (10 ) (72 ) (74 ) (1,455 ) — (1,611 ) OPERATING (LOSS) INCOME (10 ) (72 ) (70 ) 550 — 398 Other (expense) income, net (8 ) — — 24 1 17 Income from group undertakings — 110 112 49 (271 ) — Expenses due to group undertakings — (15 ) (89 ) (167 ) 271 — Interest expense (21 ) (18 ) (22 ) (7 ) — (68 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (39 ) 5 (69 ) 449 1 347 Income taxes — 17 22 (114 ) — (75 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (39 ) 22 (47 ) 335 1 272 Interest in earnings of associates, net of tax — 4 — 10 — 14 Equity account for subsidiaries 319 286 96 — (701 ) — NET INCOME 280 312 49 345 (700 ) 286 Less: Net income attributable to noncontrolling interests — — — (6 ) — (6 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 280 $ 312 $ 49 $ 339 $ (700 ) $ 280 Condensed Consolidating Statement of Operations Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 2 $ 928 $ — $ 930 Investment income — — — 4 — 4 Other income — — — 1 — 1 Total revenues — — 2 933 — 935 EXPENSES Salaries and benefits (1 ) — (17 ) (557 ) — (575 ) Other operating expenses (5 ) (20 ) (19 ) (129 ) — (173 ) Depreciation expense — (1 ) (5 ) (18 ) — (24 ) Amortization of intangible assets — — — (12 ) — (12 ) Restructuring costs — (2 ) — (1 ) — (3 ) Total expenses (6 ) (23 ) (41 ) (717 ) — (787 ) OPERATING (LOSS) INCOME (6 ) (23 ) (39 ) 216 — 148 Other (expense) income, net (1 ) (229 ) — (3 ) 230 (3 ) Income from group undertakings — 57 85 27 (169 ) — Expenses due to group undertakings — (8 ) (46 ) (115 ) 169 — Interest expense (10 ) (9 ) (12 ) (4 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (17 ) (212 ) (12 ) 121 230 110 Income taxes — 6 (1 ) (64 ) — (59 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (17 ) (206 ) (13 ) 57 230 51 Interest in earnings of associates, net of tax — 2 — (5 ) — (3 ) Equity account for subsidiaries 64 267 35 — (366 ) — NET INCOME 47 63 22 52 (136 ) 48 Less: Net income attributable to noncontrolling interests — — — (1 ) — (1 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 47 $ 63 $ 22 $ 51 $ (136 ) $ 47 Condensed Consolidating Statement of Operations Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ — $ 917 $ — $ 917 Investment income — — — 3 — 3 Other income — — — 2 — 2 Total revenues — — — 922 — 922 EXPENSES Salaries and benefits (1 ) — (22 ) (538 ) — (561 ) Other operating expenses — (41 ) (9 ) (129 ) — (179 ) Depreciation expense — (2 ) (4 ) (17 ) — (23 ) Amortization of intangible assets — — — (16 ) — (16 ) Restructuring costs — — (8 ) (30 ) (38 ) Total expenses (1 ) (43 ) (43 ) (730 ) — (817 ) OPERATING (LOSS) INCOME (1 ) (43 ) (43 ) 192 — 105 Other income (expense), net 4 (6 ) — 25 — 23 Income from group undertakings — 56 56 24 (136 ) — Expenses due to group undertakings — (7 ) (45 ) (84 ) 136 — Interest expense (10 ) (9 ) (11 ) (5 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (7 ) (9 ) (43 ) 152 — 93 Income taxes — 11 14 (44 ) — (19 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (7 ) 2 (29 ) 108 — 74 Interest in earnings of associates, net of tax — 2 — (4 ) — (2 ) Equity account for subsidiaries 77 71 30 — (178 ) — NET INCOME 70 75 1 104 (178 ) 72 Less: Net income attributable to noncontrolling interests — — — (2 ) — (2 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 70 $ 75 $ 1 $ 102 $ (178 ) $ 70 Three months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 2 $ 928 $ — $ 930 Investment income — — 4 — 4 Other income — — 1 — 1 Total revenues — 2 933 — 935 EXPENSES Salaries and benefits (1 ) (17 ) (557 ) — (575 ) Other operating expenses (5 ) (39 ) (129 ) — (173 ) Depreciation expense — (6 ) (18 ) — (24 ) Amortization of intangible assets — — (12 ) — (12 ) Restructuring costs — (2 ) (1 ) — (3 ) Total expenses (6 ) (64 ) (717 ) — (787 ) OPERATING (LOSS) INCOME (6 ) (62 ) 216 — 148 Other (expense) income, net (1 ) (229 ) (3 ) 230 (3 ) Income from group undertakings — 114 27 (141 ) — Expenses due to group undertakings — (26 ) (115 ) 141 — Interest expense (10 ) (21 ) (4 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (17 ) (224 ) 121 230 110 Income taxes — 5 (64 ) — (59 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (17 ) (219 ) 57 230 51 Interest in earnings of associates, net of tax — 2 (5 ) — (3 ) Equity account for subsidiaries 64 280 — (344 ) — NET INCOME 47 63 52 (114 ) 48 Less: Net income attributable to noncontrolling interests — — (1 ) — (1 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 47 $ 63 $ 51 $ (114 ) $ 47 Six months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ 1,994 $ — $ 1,998 Investment income — — 6 — 6 Other income — — 5 — 5 Total revenues — 4 2,005 — 2,009 EXPENSES Salaries and benefits (1 ) (42 ) (1,085 ) — (1,128 ) Other operating expenses (9 ) (66 ) (264 ) — (339 ) Depreciation expense — (11 ) (34 ) — (45 ) Amortization of intangible assets — — (30 ) — (30 ) Restructuring costs — (27 ) (42 ) — (69 ) Total expenses (10 ) (146 ) (1,455 ) — (1,611 ) OPERATING (LOSS) INCOME (10 ) (142 ) 550 — 398 Other (expense) income, net (8 ) — 24 1 17 Income from group undertakings — 167 49 (216 ) — Expenses due to group undertakings — (49 ) (167 ) 216 — Interest expense (21 ) (40 ) (7 ) — (68 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (39 ) (64 ) 449 1 347 Income taxes — 39 (114 ) — (75 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (39 ) (25 ) 335 1 272 Interest in earnings of associates, net of tax — 4 10 — 14 Equity account for subsidiaries 319 333 — (652 ) — NET INCOME 280 312 345 (651 ) 286 Less: Net income attributable to noncontrolling interests — — (6 ) — (6 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 280 $ 312 $ 339 $ (651 ) $ 280 Three months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 917 $ — $ 917 Investment income — — 3 — 3 Other income — — 2 — 2 Total revenues — — 922 — 922 EXPENSES Salaries and benefits (1 ) (22 ) (538 ) — (561 ) Other operating expenses — (50 ) (129 ) — (179 ) Depreciation expense — (6 ) (17 ) — (23 ) Amortization of intangible assets — — (16 ) — (16 ) Restructuring costs — (8 ) (30 ) — (38 ) Total expenses (1 ) (86 ) (730 ) — (817 ) OPERATING (LOSS) INCOME (1 ) (86 ) 192 — 105 Other income (expense), net 4 (6 ) 25 — 23 Income from group undertakings — 84 24 (108 ) — Expenses due to group undertakings — (24 ) (84 ) 108 — Interest expense (10 ) (20 ) (5 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (7 ) (52 ) 152 — 93 Income taxes — 25 (44 ) — (19 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (7 ) (27 ) 108 — 74 Interest in earnings of associates, net of tax — 2 (4 ) — (2 ) Equity account for subsidiaries 77 100 — (177 ) — NET INCOME 70 75 104 (177 ) 72 Less: Net income attributable to noncontrolling interests — — (2 ) — (2 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 70 $ 75 $ 102 $ (177 ) $ 70 Six months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ 2,016 $ — $ 2,020 Investment income — — 8 — 8 Other income — — 4 — 4 Total revenues — 4 2,028 — 2,032 EXPENSES Salaries and benefits (1 ) (36 ) (1,108 ) — (1,145 ) Other operating expenses (9 ) (80 ) (249 ) — (338 ) Depreciation expense — (11 ) (36 ) — (47 ) Amortization of intangible assets — — (25 ) — (25 ) Restructuring costs — (2 ) (1 ) — (3 ) Total expenses (10 ) (129 ) (1,419 ) — (1,558 ) OPERATING (LOSS) INCOME (10 ) (125 ) 609 — 474 Other (expense) income, net (1 ) (228 ) (4 ) 230 (3 ) Income from group undertakings — 189 54 (243 ) — Expenses due to group undertakings — (53 ) (190 ) 243 — Interest expense (21 ) (41 ) (5 ) — (67 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (32 ) (258 ) 464 230 404 Income taxes — 29 (151 ) — (122 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (32 ) (229 ) 313 230 282 Interest in earnings of associates, net of tax — 5 11 — 16 Equity account for subsidiaries 325 543 — (868 ) — NET INCOME 293 319 324 (638 ) 298 Less: Net income attributable to noncontrolling interests — — (5 ) — (5 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 293 $ 319 $ 319 $ (638 ) $ 293 Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ — $ 1,994 $ — $ 1,998 Investment income — — — 6 — 6 Other income — — — 5 — 5 Total revenues — 4 — 2,005 — 2,009 EXPENSES Salaries and benefits (1 ) (42 ) — (1,085 ) — (1,128 ) Other operating expenses (9 ) (66 ) — (264 ) — (339 ) Depreciation expense — (11 ) — (34 ) — (45 ) Amortization of intangible assets — — — (30 ) — (30 ) Restructuring costs — (27 ) — (42 ) — (69 ) Total expenses (10 ) (146 ) — (1,455 ) — (1,611 ) OPERATING (LOSS) INCOME (10 ) (142 ) — 550 — 398 Other (expense) income, net (8 ) — — 24 1 17 Income from group undertakings — 180 45 49 (274 ) — Expenses due to group undertakings — (93 ) (14 ) (167 ) 274 — Interest expense (21 ) (21 ) (19 ) (7 ) — (68 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (39 ) (76 ) 12 449 1 347 Income taxes — 42 (3 ) (114 ) — (75 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (39 ) (34 ) 9 335 1 272 Interest in earnings of associates, net of tax — 4 — 10 — 14 Equity account for subsidiaries 319 342 261 — (922 ) — NET INCOME 280 312 270 345 (921 ) 286 Less: Net income attributable to noncontrolling interests — — — (6 ) — (6 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 280 $ 312 $ 270 $ 339 $ (921 ) $ 280 Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ — $ 2,016 $ — $ 2,020 Investment income — — — 8 — 8 Other income — — — 4 — 4 Total revenues — 4 — 2,028 — 2,032 EXPENSES Salaries and benefits (1 ) (36 ) — (1,108 ) — (1,145 ) Other operating expenses (9 ) (80 ) — (249 ) — (338 ) Depreciation expense — (11 ) — (36 ) — (47 ) Amortization of intangible assets — — — (25 ) — (25 ) Restructuring costs — (2 ) — (1 ) (3 ) Total expenses (10 ) (129 ) — (1,419 ) — (1,558 ) OPERATING (LOSS) INCOME (10 ) (125 ) — 609 — 474 Other (expense) income, net (1 ) (228 ) — (4 ) 230 (3 ) Income from group undertakings — 203 45 54 (302 ) — Expenses due to group undertakings — (98 ) (14 ) (190 ) 302 — Interest expense (21 ) (23 ) (18 ) (5 ) — (67 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (32 ) (271 ) 13 464 230 404 Income taxes — 32 (3 ) (151 ) — (122 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (32 ) (239 ) 10 313 230 282 Interest in earnings of associates, net of tax — 5 — 11 — 16 Equity account for subsidiaries 325 553 257 — (1,135 ) — NET INCOME 293 319 267 324 (905 ) 298 Less: Net income attributable to noncontrolling interests — — — (5 ) — (5 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 293 $ 319 $ 267 $ 319 $ (905 ) $ 293 Condensed Consolidating Statement of Operations Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 2 $ — $ 928 $ — $ 930 Investment income — — — 4 — 4 Other income — — — 1 — 1 Total revenues — 2 — 933 — 935 EXPENSES Salaries and benefits (1 ) (17 ) — (557 ) — (575 ) Other operating expenses (5 ) (39 ) — (129 ) — (173 ) Depreciation expense — (6 ) — (18 ) — (24 ) Amortization of intangible assets — — — (12 ) — (12 ) Restructuring costs — (2 ) — (1 ) — (3 ) Total expenses (6 ) (64 ) — (717 ) — (787 ) OPERATING (LOSS) INCOME (6 ) (62 ) — 216 — 148 Other (expense) income, net (1 ) (229 ) — (3 ) 230 (3 ) Income from group undertakings — 121 23 27 (171 ) — Expenses due to group undertakings — (49 ) (7 ) (115 ) 171 — Interest expense (10 ) (12 ) (9 ) (4 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (17 ) (231 ) 7 121 230 110 Income taxes — 7 (2 ) (64 ) — (59 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (17 ) (224 ) 5 57 230 51 Interest in earnings of associates, net of tax — 2 — (5 ) — (3 ) Equity account for subsidiaries 64 285 42 — (391 ) — NET INCOME 47 63 47 52 (161 ) 48 Less: Net income attributable to noncontrolling interests — — — (1 ) — (1 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 47 $ 63 $ 47 $ 51 $ (161 ) $ 47 Condensed Consolidating Statement of Operations Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ — $ 917 $ — $ 917 Investment income — — — 3 — 3 Other income — — — 2 — 2 Total revenues — — — 922 — 922 EXPENSES Salaries and benefits (1 ) (22 ) — (538 ) — (561 ) Other operating expenses — (50 ) — (129 ) — (179 ) Depreciation expense — (6 ) — (17 ) — (23 ) Amortization of intangible assets — — — (16 ) — (16 ) Restructuring costs — (8 ) — (30 ) — (38 ) Total expenses (1 ) (86 ) — (730 ) — (817 ) OPERATING (LOSS) INCOME (1 ) (86 ) — 192 — 105 Other income (expense), net 4 (6 ) — 25 — 23 Income from group undertakings — 90 23 24 (137 ) — Expenses due to group undertakings — (46 ) (7 ) (84 ) 137 — Interest expense (10 ) (10 ) (10 ) (5 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (7 ) (58 ) 6 152 — 93 Income taxes — 27 (2 ) (44 ) — (19 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (7 ) (31 ) 4 108 — 74 Interest in earnings of associates, net of tax — 2 — (4 ) — (2 ) Equity account for subsidiaries 77 104 52 — (233 ) — NET INCOME 70 75 56 104 (233 ) 72 Less: Net income attributable to noncontrolling interests — — — (2 ) — (2 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 70 $ 75 $ 56 $ 102 $ (233 ) $ 70
Condensed Consolidated Balance Sheet	Condensed Consolidating Balance Sheet As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 6 $ 2 $ — $ 475 $ — $ 483 Accounts receivable, net — — 2 1,224 — 1,226 Fiduciary assets — — — 11,006 — 11,006 Deferred tax assets — — — 9 — 9 Other current assets 1 48 25 195 (47 ) 222 Amounts due from group undertakings 3,560 983 953 1,289 (6,785 ) — Total current assets 3,567 1,033 980 14,198 (6,832 ) 12,946 NON-CURRENT ASSETS Investments in subsidiaries — 3,333 824 — (4,157 ) — Fixed assets, net — 20 39 457 — 516 Goodwill — — — 3,097 — 3,097 Other intangible assets, net — — — 675 — 675 Investments in associates — 139 — 29 — 168 Deferred tax assets — 1 — 6 (1 ) 6 Pension benefits asset — — — 677 — 677 Other non-current assets 2 7 2 223 — 234 Non-current amounts due from group undertakings — 518 765 — (1,283 ) — Total non-current assets 2 4,018 1,630 5,164 (5,441 ) 5,373 TOTAL ASSETS $ 3,569 $ 5,051 $ 2,610 $ 19,362 $ (12,273 ) $ 18,319 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 11,006 $ — $ 11,006 Deferred revenue and accrued expenses 5 6 18 414 — 443 Income taxes payable — — — 82 (47 ) 35 Current portion of long-term debt 299 20 148 1 — 468 Deferred tax liabilities — — — 21 — 21 Other current liabilities 71 16 29 406 — 522 Amounts due to group undertakings — 4,484 1,519 782 (6,785 ) — Total current liabilities 375 4,526 1,714 12,712 (6,832 ) 12,495 Unaudited Condensed Consolidating Balance Sheet (continued) As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NON-CURRENT LIABILITIES Investments in subsidiaries 304 — — — (304 ) — Long-term debt 497 974 581 — — 2,052 Liabilities for pension benefits — — — 294 — 294 Deferred tax liabilities — — — 212 (1 ) 211 Provisions for liabilities — — — 220 — 220 Other non-current liabilities — 2 16 488 — 506 Non-current amounts due to group undertakings — — 518 765 (1,283 ) — Total non-current liabilities 801 976 1,115 1,979 (1,588 ) 3,283 TOTAL LIABILITIES $ 1,176 $ 5,502 $ 2,829 $ 14,691 $ (8,420 ) $ 15,778 REDEEMABLE NONCONTROLLING INTEREST — — — 52 — 52 EQUITY Total Willis Group Holdings stockholders’ equity 2,393 (451 ) (219 ) 4,523 (3,853 ) 2,393 Noncontrolling interests — — — 96 — 96 Total equity 2,393 (451 ) (219 ) 4,619 (3,853 ) 2,489 TOTAL LIABILITIES AND EQUITY $ 3,569 $ 5,051 $ 2,610 $ 19,362 $ (12,273 ) $ 18,319 Condensed Consolidating Balance Sheet As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 9 $ 2 $ — $ 624 $ — $ 635 Accounts receivable, net — — 4 1,040 — 1,044 Fiduciary assets — — — 8,948 — 8,948 Deferred tax assets — — — 12 — 12 Other current assets 1 27 10 205 (29 ) 214 Amounts due from group undertakings 3,674 924 1,057 1,114 (6,769 ) — Total current assets 3,684 953 1,071 11,943 (6,798 ) 10,853 NON-CURRENT ASSETS Investments in subsidiaries — 2,536 721 — (3,257 ) — Fixed assets, net — 20 42 421 — 483 Goodwill — — — 2,937 — 2,937 Other intangible assets, net — — — 450 — 450 Investments in associates — 147 — 22 — 169 Deferred tax assets — — — 9 — 9 Pension benefits asset — — — 314 — 314 Other non-current assets 3 8 2 207 — 220 Non-current amounts due from group undertakings — 518 740 — (1,258 ) — Total non-current assets 3 3,229 1,505 4,360 (4,515 ) 4,582 TOTAL ASSETS $ 3,687 $ 4,182 $ 2,576 $ 16,303 $ (11,313 ) $ 15,435 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 8,948 $ — $ 8,948 Deferred revenue and accrued expenses 1 4 30 584 — 619 Income taxes payable — — 7 55 (29 ) 33 Current portion of long-term debt — 17 149 1 — 167 Deferred tax liabilities — — — 21 — 21 Other current liabilities 67 11 46 320 — 444 Amounts due to Group undertakings — 4,374 1,499 896 (6,769 ) — Total current liabilities 68 4,406 1,731 10,825 (6,798 ) 10,232 NON-CURRENT LIABILITIES Investments in subsidiaries 838 — — — (838 ) — Long-term debt 796 765 581 — — 2,142 Liabilities for pension benefits — — — 284 — 284 Deferred tax liabilities — — — 128 — 128 Provisions for liabilities — — — 194 — 194 Other non-current liabilities — — 17 372 — 389 Non-current amounts due to group undertakings — — 518 740 (1,258 ) — Total non-current liabilities 1,634 765 1,116 1,718 (2,096 ) 3,137 TOTAL LIABILITIES $ 1,702 $ 5,171 $ 2,847 $ 12,543 $ (8,894 ) $ 13,369 Condensed Consolidating Balance Sheet (continued) As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REDEEMABLE NONCONTROLLING INTEREST — — — 59 — 59 EQUITY Total Willis Group Holdings stockholders’ equity 1,985 (989 ) (271 ) 3,679 (2,419 ) 1,985 Noncontrolling interests — — — 22 — 22 Total equity 1,985 (989 ) (271 ) 3,701 (2,419 ) 2,007 TOTAL LIABILITIES AND EQUITY $ 3,687 $ 4,182 $ 2,576 $ 16,303 $ (11,313 ) $ 15,435 Condensed Consolidating Balance Sheet As of June 30, 2015 Willis The Guarantors Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 6 $ 2 $ 475 $ — $ 483 Accounts receivable, net — 2 1,224 — 1,226 Fiduciary assets — — 11,006 — 11,006 Deferred tax assets — — 9 — 9 Other current assets 1 73 195 (47 ) 222 Amounts due from group undertakings 3,560 687 1,289 (5,536 ) — Total current assets 3,567 764 14,198 (5,583 ) 12,946 NON-CURRENT ASSETS Investments in subsidiaries — 4,376 — (4,376 ) — Fixed assets, net — 59 457 — 516 Goodwill — — 3,097 — 3,097 Other intangible assets, net — — 675 — 675 Investments in associates — 139 29 — 168 Deferred tax assets — 1 6 (1 ) 6 Pension benefits asset — — 677 — 677 Other non-current assets 2 9 223 — 234 Non-current amounts due from group undertakings — 765 — (765 ) — Total non-current assets 2 5,349 5,164 (5,142 ) 5,373 TOTAL ASSETS $ 3,569 $ 6,113 $ 19,362 $ (10,725 ) $ 18,319 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ 11,006 $ — $ 11,006 Deferred revenue and accrued expenses 5 24 414 — 443 Income taxes payable — — 82 (47 ) 35 Current portion of long-term debt 299 168 1 — 468 Deferred tax liabilities — — 21 — 21 Other current liabilities 71 45 406 — 522 Amounts due to group undertakings — 4,754 782 (5,536 ) — Total current liabilities 375 4,991 12,712 (5,583 ) 12,495 Unaudited Condensed Consolidating Balance Sheet (continued) As of June 30, 2015 Willis The Guarantors Other Consolidating Consolidated (millions) NON-CURRENT LIABILITIES Investments in subsidiaries 304 — — (304 ) — Long-term debt 497 1,555 — — 2,052 Liabilities for pension benefits — — 294 — 294 Deferred tax liabilities — — 212 (1 ) 211 Provisions for liabilities — — 220 — 220 Other non-current liabilities — 18 488 — 506 Non-current amounts due to group undertakings — — 765 (765 ) — Total non-current liabilities 801 1,573 1,979 (1,070 ) 3,283 TOTAL LIABILITIES $ 1,176 $ 6,564 $ 14,691 $ (6,653 ) $ 15,778 REDEEMABLE NONCONTROLLING INTEREST — — 52 — 52 EQUITY Total Willis Group Holdings stockholders’ equity 2,393 (451 ) 4,523 (4,072 ) 2,393 Noncontrolling interests — — 96 — 96 Total equity 2,393 (451 ) 4,619 (4,072 ) 2,489 TOTAL LIABILITIES AND EQUITY $ 3,569 $ 6,113 $ 19,362 $ (10,725 ) $ 18,319 Condensed Consolidating Balance Sheet As of December 31, 2014 Willis The Guarantors Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 9 $ 2 $ 624 $ — $ 635 Accounts receivable, net — 4 1,040 — 1,044 Fiduciary assets — — 8,948 — 8,948 Deferred tax assets — — 12 — 12 Other current assets 1 37 205 (29 ) 214 Amounts due from group undertakings 3,674 731 1,114 (5,519 ) — Total current assets 3,684 774 11,943 (5,548 ) 10,853 NON-CURRENT ASSETS Investments in subsidiaries — 3,528 — (3,528 ) — Fixed assets, net — 62 421 — 483 Goodwill — — 2,937 — 2,937 Other intangible assets, net — — 450 — 450 Investments in associates — 147 22 — 169 Deferred tax assets — — 9 — 9 Pension benefits asset — — 314 — 314 Other non-current assets 3 10 207 — 220 Non-current amounts due from group undertakings — 740 — (740 ) — Total non-current assets 3 4,487 4,360 (4,268 ) 4,582 TOTAL ASSETS $ 3,687 $ 5,261 $ 16,303 $ (9,816 ) $ 15,435 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ 8,948 $ — $ 8,948 Deferred revenue and accrued expenses 1 34 584 — 619 Income taxes payable — 7 55 (29 ) 33 Current portion of long-term debt — 166 1 — 167 Deferred tax liabilities — — 21 — 21 Other current liabilities 67 57 320 — 444 Amounts due to group undertakings — 4,623 896 (5,519 ) — Total current liabilities 68 4,887 10,825 (5,548 ) 10,232 NON-CURRENT LIABILITIES Investments in subsidiaries 838 — — (838 ) — Long-term debt 796 1,346 — — 2,142 Liabilities for pension benefits — — 284 — 284 Deferred tax liabilities — — 128 — 128 Provisions for liabilities — — 194 — 194 Other non-current liabilities — 17 372 — 389 Non-current amounts due to group undertakings — — 740 (740 ) — Total non-current liabilities 1,634 1,363 1,718 (1,578 ) 3,137 TOTAL LIABILITIES $ 1,702 $ 6,250 $ 12,543 $ (7,126 ) $ 13,369 Condensed Consolidating Balance Sheet (continued) As of December 31, 2014 Willis The Guarantors Other Consolidating Consolidated (millions) REDEEMABLE NONCONTROLLING INTEREST — — 59 — 59 EQUITY Total Willis Group Holdings stockholders’ equity 1,985 (989 ) 3,679 (2,690 ) 1,985 Noncontrolling interests — — 22 — 22 Total equity 1,985 (989 ) 3,701 (2,690 ) 2,007 TOTAL LIABILITIES AND EQUITY $ 3,687 $ 5,261 $ 16,303 $ (9,816 ) $ 15,435 Condensed Consolidating Balance Sheet As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 6 $ 2 $ — $ 475 $ — $ 483 Accounts receivable, net — 2 — 1,224 — 1,226 Fiduciary assets — — — 11,006 — 11,006 Deferred tax assets — — — 9 — 9 Other current assets 1 80 1 195 (55 ) 222 Amounts due from group undertakings 3,560 1,036 870 1,289 (6,755 ) — Total current assets 3,567 1,120 871 14,198 (6,810 ) 12,946 NON-CURRENT ASSETS Investments in subsidiaries — 4,337 3,071 — (7,408 ) — Fixed assets, net — 59 — 457 — 516 Goodwill — — — 3,097 — 3,097 Other intangible assets, net — — — 675 — 675 Investments in associates — 139 — 29 — 168 Deferred tax assets — 1 — 6 (1 ) 6 Pension benefits asset — — — 677 — 677 Other non-current assets 2 2 7 223 — 234 Non-current amounts due from group undertakings — 765 518 — (1,283 ) — Total non-current assets 2 5,303 3,596 5,164 (8,692 ) 5,373 TOTAL ASSETS $ 3,569 $ 6,423 $ 4,467 $ 19,362 $ (15,502 ) $ 18,319 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 11,006 $ — $ 11,006 Deferred revenue and accrued expenses 5 24 — 414 — 443 Income taxes payable — — 8 82 (55 ) 35 Current portion of long-term debt 299 148 20 1 — 468 Deferred tax liabilities — — — 21 — 21 Other current liabilities 71 34 11 406 — 522 Amounts due to group undertakings — 5,551 422 782 (6,755 ) — Total current liabilities 375 5,757 461 12,712 (6,810 ) 12,495 Unaudited Condensed Consolidating Balance Sheet (continued) As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NON-CURRENT LIABILITIES Investments in subsidiaries 304 — — — (304 ) — Long-term debt 497 581 974 — — 2,052 Liabilities for pension benefits — — — 294 — 294 Deferred tax liabilities — — — 212 (1 ) 211 Provisions for liabilities — — — 220 — 220 Other non-current liabilities — 18 — 488 — 506 Non-current amounts due to group undertakings — 518 — 765 (1,283 ) — Total non-current liabilities 801 1,117 974 1,979 (1,588 ) 3,283 TOTAL LIABILITIES $ 1,176 $ 6,874 $ 1,435 $ 14,691 $ (8,398 ) $ 15,778 REDEEMABLE NONCONTROLLING INTEREST — — — 52 — 52 EQUITY Total Willis Group Holdings stockholders’ equity 2,393 (451 ) 3,032 4,523 (7,104 ) 2,393 Noncontrolling interests — — — 96 — 96 Total equity 2,393 (451 ) 3,032 4,619 (7,104 ) 2,489 TOTAL LIABILITIES AND EQUITY $ 3,569 $ 6,423 $ 4,467 $ 19,362 $ (15,502 ) $ 18,319 Condensed Consolidating Balance Sheet As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 9 $ 2 $ — $ 624 $ — $ 635 Accounts receivable, net — 4 — 1,040 — 1,044 Fiduciary assets — — — 8,948 — 8,948 Deferred tax assets — — — 12 — 12 Other current assets 1 41 1 205 (34 ) 214 Amounts due from group undertakings 3,674 1,154 797 1,114 (6,739 ) — Total current assets 3,684 1,201 798 11,943 (6,773 ) 10,853 NON-CURRENT ASSETS Investments in subsidiaries — 3,478 2,578 — (6,056 ) — Fixed assets, net — 62 — 421 — 483 Goodwill — — — 2,937 — 2,937 Other intangible assets, net — — — 450 — 450 Investments in associates — 147 — 22 — 169 Deferred tax assets — — — 9 — 9 Pension benefits asset — — — 314 — 314 Other non-current assets 3 2 8 207 — 220 Non-current amounts due from group undertakings — 740 518 — (1,258 ) — Total non-current assets 3 4,429 3,104 4,360 (7,314 ) 4,582 TOTAL ASSETS $ 3,687 $ 5,630 $ 3,902 $ 16,303 $ (14,087 ) $ 15,435 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 8,948 $ — $ 8,948 Deferred revenue and accrued expenses 1 34 — 584 — 619 Income taxes payable — 7 5 55 (34 ) 33 Current portion of long-term debt — 149 17 1 — 167 Deferred tax liabilities — — — 21 — 21 Other current liabilities 67 46 11 320 — 444 Amounts due to group undertakings — 5,267 576 896 (6,739 ) — Total current liabilities 68 5,503 609 10,825 (6,773 ) 10,232 NON-CURRENT LIABILITIES Investments in subsidiaries 838 — — — (838 ) — Long-term debt 796 581 765 — — 2,142 Liabilities for pension benefits — — — 284 — 284 Deferred tax liabilities — — — 128 — 128 Provisions for liabilities — — — 194 — 194 Other non-current liabilities — 17 — 372 — 389 Non-current amounts due to group undertakings — 518 — 740 (1,258 ) — Total non-current liabilities 1,634 1,116 765 1,718 (2,096 ) 3,137 TOTAL LIABILITIES $ 1,702 $ 6,619 $ 1,374 $ 12,543 $ (8,869 ) $ 13,369 Condensed Consolidating Balance Sheet (continued) As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REDEEMABLE NONCONTROLLING INTEREST — — — 59 — 59 EQUITY Total Willis Group Holdings stockholders’ equity 1,985 (989 ) 2,528 3,679 (5,218 ) 1,985 Noncontrolling interests — — — 22 — 22 Total equity 1,985 (989 ) 2,528 3,701 (5,218 ) 2,007 TOTAL LIABILITIES AND EQUITY $ 3,687 $ 5,630 $ 3,902 $ 16,303 $ (14,087 ) $ 15,435
Condensed Consolidating Statement of Cash Flows	Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (18 ) $ 124 $ 44 $ 238 $ (236 ) $ 152 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — 1 2 (1 ) 2 Additions to fixed assets — (4 ) (7 ) (44 ) 1 (54 ) Additions to intangible assets — — — (1 ) — (1 ) Acquisitions of subsidiaries, net of cash acquired — — — (41 ) — (41 ) Payments to acquire other investments — — — (6 ) — (6 ) Proceeds from sale of operations, net of cash disposed — — — 18 — 18 Proceeds from intercompany investing activities 145 12 120 283 (560 ) — Repayments of intercompany investing activities — — — (37 ) 37 — Net cash provided by (used in) investing activities 145 8 114 174 (523 ) (82 ) CASH FLOWS FROM FINANCING ACTIVITIES Debt issuance costs — — — (3 ) — (3 ) Repayments of debt — (8 ) — — — (8 ) Repurchase of shares (117 ) — — — — (117 ) Proceeds from issue of shares 93 — — — — 93 Excess tax benefits from share-based payment arrangements — — — 2 — 2 Dividends paid (103 ) — — (236 ) 236 (103 ) Acquisition of noncontrolling interests — (4 ) — — — (4 ) Dividends paid to noncontrolling interests — — — (15 ) — (15 ) Proceeds from intercompany financing activities — 37 — — (37 ) — Repayments of intercompany financing activities — (156 ) (158 ) (246 ) 560 — Net cash used in financing activities (127 ) (131 ) (158 ) (498 ) 759 (155 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 1 — (86 ) — (85 ) Effect of exchange rate changes on cash and cash equivalents — — — (3 ) — (3 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3 3 — 790 — 796 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 3 $ 4 $ — $ 701 $ — $ 708 Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (4 ) $ 62 $ 17 $ (68 ) $ — $ 7 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — — 9 — 9 Additions to fixed assets — (4 ) (5 ) (38 ) — (47 ) Additions to intangible assets — — — (10 ) — (10 ) Acquisitions of operations, net of cash acquired — — — (228 ) — (228 ) Proceeds from disposal of operations, net of cash disposed — — — 28 — 28 Proceeds from intercompany investing activities 105 49 — 153 (307 ) — Repayments of intercompany investing activities — (72 ) (14 ) (218 ) 304 — Intercompany investing in subsidiaries — (274 ) — — 274 — Net cash provided by (used in) investing activities 105 (301 ) (19 ) (304 ) 271 (248 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from draw down of revolving credit facility — 220 — — — 220 Debt issuance costs — — — (1 ) — (1 ) Repayments of debt — (8 ) — — — (8 ) Repurchase of shares (79 ) — — — — (79 ) Proceeds from issue of shares 84 — — 274 (274 ) 84 Excess tax benefits from share-based payment arrangements — — — 5 — 5 Dividends paid (109 ) — — — — (109 ) Dividends paid to noncontrolling interests — — — (8 ) — (8 ) Proceeds from intercompany financing activities — 216 2 86 (304 ) — Repayments of intercompany financing activities — (189 ) — (118 ) 307 — Net cash (used in) provided by financing activities (104 ) 239 2 238 (271 ) 104 DECREASE IN CASH AND CASH EQUIVALENTS (3 ) — — (134 ) — (137 ) Effect of exchange rate changes on cash and cash equivalents — — — (15 ) — (15 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 9 2 — 624 — 635 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 6 $ 2 $ — $ 475 $ — $ 483 Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 Willis The Guarantors Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (4 ) $ 79 $ (68 ) $ — $ 7 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — 9 — 9 Additions to fixed assets — (9 ) (38 ) — (47 ) Additions to intangible assets — — (10 ) — (10 ) Acquisitions of operations, net of cash acquired — — (228 ) — (228 ) Proceeds from disposal of operations, net of cash disposed — — 28 — 28 Proceeds from intercompany investing activities 105 49 153 (307 ) — Repayments of intercompany investing activities — (86 ) (218 ) 304 — Intercompany investing in subsidiaries — (274 ) — 274 — Net cash provided by (used in) investing activities 105 (320 ) (304 ) 271 (248 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from draw down of revolving credit facility — 220 — — 220 Debt issuance costs — — (1 ) — (1 ) Repayments of debt — (8 ) — — (8 ) Repurchase of shares (79 ) — — — (79 ) Proceeds from issue of shares 84 — 274 (274 ) 84 Excess tax benefits from share-based payment arrangement — — 5 — 5 Dividends paid (109 ) — — — (109 ) Dividends paid to noncontrolling interests — — (8 ) — (8 ) Proceeds from intercompany financing activities — 218 86 (304 ) — Repayments of intercompany financing activities — (189 ) (118 ) 307 — Net cash (used in) provided by financing activities (104 ) 241 238 (271 ) 104 DECREASE IN CASH AND CASH EQUIVALENTS (3 ) — (134 ) — (137 ) Effect of exchange rate changes on cash and cash equivalents — — (15 ) — (15 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 9 2 624 — 635 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 6 $ 2 $ 475 $ — $ 483 Unaudited Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2014 Willis The Guarantors Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (18 ) $ 168 $ 238 $ (236 ) $ 152 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — 1 2 (1 ) 2 Additions to fixed assets — (11 ) (44 ) 1 (54 ) Additions to intangible assets — — (1 ) — (1 ) Acquisitions of subsidiaries, net of cash acquired — — (41 ) — (41 ) Payments to acquire other investments — — (6 ) — (6 ) Proceeds from disposal of operations, net of cash disposed — — 18 — 18 Proceeds from intercompany investing activities 145 120 283 (548 ) — Repayments of intercompany investing activities — — (37 ) 37 — Net cash provided by (used in) investing activities 145 110 174 (511 ) (82 ) CASH FLOWS FROM FINANCING ACTIVITIES Debt issuance costs — — (3 ) — (3 ) Repayments of debt — (8 ) — — (8 ) Repurchase of shares (117 ) — — — (117 ) Proceeds from issue of shares 93 — — — 93 Excess tax benefits from share-based payment arrangement — — 2 — 2 Dividends paid (103 ) — (236 ) 236 (103 ) Acquisition of noncontrolling interests — (4 ) — — (4 ) Dividends paid to noncontrolling interests — — (15 ) — (15 ) Proceeds from intercompany financing activities — 37 — (37 ) — Repayments of intercompany financing activities — (302 ) (246 ) 548 — Net cash used in financing activities (127 ) (277 ) (498 ) 747 (155 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 1 (86 ) — (85 ) Effect of exchange rate changes on cash and cash equivalents — — (3 ) — (3 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3 3 790 — 796 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 3 $ 4 $ 701 $ — $ 708 Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (4 ) $ 70 $ 9 $ (68 ) $ — $ 7 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — — 9 — 9 Additions to fixed assets — (9 ) — (38 ) — (47 ) Additions to intangible assets — — — (10 ) — (10 ) Acquisitions of operations, net of cash acquired — — — (228 ) — (228 ) Proceeds from disposal of operations, net of cash disposed — — — 28 — 28 Proceeds from intercompany investing activities 105 49 — 153 (307 ) — Repayments of intercompany investing activities — (14 ) (72 ) (218 ) 304 — Intercompany investing in subsidiaries — (274 ) — — 274 — Net cash provided by (used in) investing activities 105 (248 ) (72 ) (304 ) 271 (248 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from draw down of revolving credit facility — — 220 — — 220 Debt issuance costs — — — (1 ) — (1 ) Repayments of debt — — (8 ) — — (8 ) Repurchase of shares (79 ) — — — — (79 ) Proceeds from issue of shares 84 — — 274 (274 ) 84 Excess tax benefits from share-based payment arrangements — — — 5 — 5 Dividends paid (109 ) — — — — (109 ) Dividends paid to noncontrolling interests — — — (8 ) — (8 ) Proceeds from intercompany financing activities — 218 — 86 (304 ) — Repayments of intercompany financing activities — (40 ) (149 ) (118 ) 307 — Net cash (used in) provided by financing activities (104 ) 178 63 238 (271 ) 104 DECREASE IN CASH AND CASH EQUIVALENTS (3 ) — — (134 ) — (137 ) Effect of exchange rate changes on cash and cash equivalents — — — (15 ) — (15 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 9 2 — 624 — 635 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 6 $ 2 $ — $ 475 $ — $ 483 Unaudited Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (18 ) $ 186 $ (18 ) $ 238 $ (236 ) $ 152 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — 1 — 2 (1 ) 2 Additions to fixed assets — (11 ) — (44 ) 1 (54 ) Additions to intangible assets — — — (1 ) — (1 ) Acquisitions of subsidiaries, net of cash acquired — — — (41 ) — (41 ) Payments to acquire other investments — — — (6 ) — (6 ) Proceeds from disposal of operations, net of cash disposed — — — 18 — 18 Proceeds from intercompany investing activities 145 120 13 283 (561 ) — Repayments of intercompany investing activities — — — (37 ) 37 — Net cash provided by (used in) investing activities 145 110 13 174 (524 ) (82 ) CASH FLOWS FROM FINANCING ACTIVITIES Debt issuance costs — — — (3 ) — (3 ) Repayments of debt — — (8 ) — — (8 ) Repurchase of shares (117 ) — — — — (117 ) Proceeds from issue of shares 93 — — — — 93 Excess tax benefits from share-based payment arrangements — — — 2 — 2 Dividends paid (103 ) — — (236 ) 236 (103 ) Acquisition of noncontrolling interests — (4 ) — — — (4 ) Dividends paid to noncontrolling interests — — — (15 ) — (15 ) Proceeds from intercompany financing activities — 24 13 — (37 ) — Repayments of intercompany financing activities — (315 ) — (246 ) 561 — Net cash (used in) provided by financing activities (127 ) (295 ) 5 (498 ) 760 (155 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 1 — (86 ) — (85 ) Effect of exchange rate changes on cash and cash equivalents — — — (3 ) — (3 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3 3 — 790 — 796 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 3 $ 4 $ — $ 701 $ — $ 708

FINANCIAL INFORMATION FOR ISS46

FINANCIAL INFORMATION FOR ISSUER, PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Tables)	6 Months Ended
	Jun. 30, 2015
Condensed Financial Statements, Captions [Line Items]
Condensed Consolidated Statement of Comprehensive Income	Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 150 $ 154 $ 4 $ 176 $ (328 ) $ 156 Less: comprehensive income attributable to noncontrolling interests — — — (6 ) — (6 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 150 $ 154 $ 4 $ 170 $ (328 ) $ 150 Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 326 $ 352 $ 75 $ 357 $ (779 ) $ 331 Less: comprehensive income attributable to noncontrolling interests — — — (5 ) — (5 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 326 $ 352 $ 75 $ 352 $ (779 ) $ 326 Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 474 $ 508 $ 55 $ 546 $ (1,106 ) $ 477 Less: comprehensive income attributable to noncontrolling interests — — — (3 ) — (3 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 474 $ 508 $ 55 $ 543 $ (1,106 ) $ 474 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 72 $ 88 $ 24 $ 76 $ (187 ) $ 73 Less: comprehensive income attributable to noncontrolling interests — — — (1 ) — (1 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 72 $ 88 $ 24 $ 75 $ (187 ) $ 72 Six months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 326 $ 352 $ 357 $ (704 ) $ 331 Less: comprehensive income attributable to noncontrolling interests — — (5 ) — (5 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 326 $ 352 $ 352 $ (704 ) $ 326 Three months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 150 $ 154 $ 176 $ (324 ) $ 156 Less: comprehensive income attributable to noncontrolling interests — — (6 ) — (6 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 150 $ 154 $ 170 $ (324 ) $ 150 Three months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 72 $ 88 $ 76 $ (163 ) $ 73 Less: comprehensive income attributable to noncontrolling interests — — (1 ) — (1 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 72 $ 88 $ 75 $ (163 ) $ 72 Six months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) Comprehensive income $ 474 $ 508 $ 546 $ (1,051 ) $ 477 Less: comprehensive income attributable to noncontrolling interests — — (3 ) — (3 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 474 $ 508 $ 543 $ (1,051 ) $ 474 Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 326 $ 352 $ 299 $ 357 $ (1,003 ) $ 331 Less: comprehensive income attributable to noncontrolling interests — — — (5 ) — (5 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 326 $ 352 $ 299 $ 352 $ (1,003 ) $ 326 Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 150 $ 154 $ 127 $ 176 $ (451 ) $ 156 Less: comprehensive income attributable to noncontrolling interests — — — (6 ) — (6 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 150 $ 154 $ 127 $ 170 $ (451 ) $ 150 Unaudited Condensed Consolidating Statement of Comprehensive Income Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 72 $ 88 $ 71 $ 76 $ (234 ) $ 73 Less: comprehensive income attributable to noncontrolling interests — — — (1 ) — (1 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 72 $ 88 $ 71 $ 75 $ (234 ) $ 72 Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) Comprehensive income $ 474 $ 508 $ 474 $ 546 $ (1,525 ) $ 477 Less: comprehensive income attributable to noncontrolling interests — — — (3 ) — (3 ) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 474 $ 508 $ 474 $ 543 $ (1,525 ) $ 474
Condensed Consolidating Statement of Operations	Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 4 $ 1,994 $ — $ 1,998 Investment income — — — 6 — 6 Other income — — — 5 — 5 Total revenues — — 4 2,005 — 2,009 EXPENSES Salaries and benefits (1 ) — (42 ) (1,085 ) — (1,128 ) Other operating expenses (9 ) (55 ) (11 ) (264 ) — (339 ) Depreciation expense — (3 ) (8 ) (34 ) — (45 ) Amortization of intangible assets — — — (30 ) — (30 ) Restructuring costs — (14 ) (13 ) (42 ) — (69 ) Total expenses (10 ) (72 ) (74 ) (1,455 ) — (1,611 ) OPERATING (LOSS) INCOME (10 ) (72 ) (70 ) 550 — 398 Other (expense) income, net (8 ) — — 24 1 17 Income from group undertakings — 110 112 49 (271 ) — Expenses due to group undertakings — (15 ) (89 ) (167 ) 271 — Interest expense (21 ) (18 ) (22 ) (7 ) — (68 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (39 ) 5 (69 ) 449 1 347 Income taxes — 17 22 (114 ) — (75 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (39 ) 22 (47 ) 335 1 272 Interest in earnings of associates, net of tax — 4 — 10 — 14 Equity account for subsidiaries 319 286 96 — (701 ) — NET INCOME 280 312 49 345 (700 ) 286 Less: Net income attributable to noncontrolling interests — — — (6 ) — (6 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 280 $ 312 $ 49 $ 339 $ (700 ) $ 280 Condensed Consolidating Statement of Operations Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 2 $ 928 $ — $ 930 Investment income — — — 4 — 4 Other income — — — 1 — 1 Total revenues — — 2 933 — 935 EXPENSES Salaries and benefits (1 ) — (17 ) (557 ) — (575 ) Other operating expenses (5 ) (20 ) (19 ) (129 ) — (173 ) Depreciation expense — (1 ) (5 ) (18 ) — (24 ) Amortization of intangible assets — — — (12 ) — (12 ) Restructuring costs — (2 ) — (1 ) — (3 ) Total expenses (6 ) (23 ) (41 ) (717 ) — (787 ) OPERATING (LOSS) INCOME (6 ) (23 ) (39 ) 216 — 148 Other (expense) income, net (1 ) (229 ) — (3 ) 230 (3 ) Income from group undertakings — 57 85 27 (169 ) — Expenses due to group undertakings — (8 ) (46 ) (115 ) 169 — Interest expense (10 ) (9 ) (12 ) (4 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (17 ) (212 ) (12 ) 121 230 110 Income taxes — 6 (1 ) (64 ) — (59 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (17 ) (206 ) (13 ) 57 230 51 Interest in earnings of associates, net of tax — 2 — (5 ) — (3 ) Equity account for subsidiaries 64 267 35 — (366 ) — NET INCOME 47 63 22 52 (136 ) 48 Less: Net income attributable to noncontrolling interests — — — (1 ) — (1 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 47 $ 63 $ 22 $ 51 $ (136 ) $ 47 Condensed Consolidating Statement of Operations Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ — $ 917 $ — $ 917 Investment income — — — 3 — 3 Other income — — — 2 — 2 Total revenues — — — 922 — 922 EXPENSES Salaries and benefits (1 ) — (22 ) (538 ) — (561 ) Other operating expenses — (41 ) (9 ) (129 ) — (179 ) Depreciation expense — (2 ) (4 ) (17 ) — (23 ) Amortization of intangible assets — — — (16 ) — (16 ) Restructuring costs — — (8 ) (30 ) (38 ) Total expenses (1 ) (43 ) (43 ) (730 ) — (817 ) OPERATING (LOSS) INCOME (1 ) (43 ) (43 ) 192 — 105 Other income (expense), net 4 (6 ) — 25 — 23 Income from group undertakings — 56 56 24 (136 ) — Expenses due to group undertakings — (7 ) (45 ) (84 ) 136 — Interest expense (10 ) (9 ) (11 ) (5 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (7 ) (9 ) (43 ) 152 — 93 Income taxes — 11 14 (44 ) — (19 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (7 ) 2 (29 ) 108 — 74 Interest in earnings of associates, net of tax — 2 — (4 ) — (2 ) Equity account for subsidiaries 77 71 30 — (178 ) — NET INCOME 70 75 1 104 (178 ) 72 Less: Net income attributable to noncontrolling interests — — — (2 ) — (2 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 70 $ 75 $ 1 $ 102 $ (178 ) $ 70 Three months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 2 $ 928 $ — $ 930 Investment income — — 4 — 4 Other income — — 1 — 1 Total revenues — 2 933 — 935 EXPENSES Salaries and benefits (1 ) (17 ) (557 ) — (575 ) Other operating expenses (5 ) (39 ) (129 ) — (173 ) Depreciation expense — (6 ) (18 ) — (24 ) Amortization of intangible assets — — (12 ) — (12 ) Restructuring costs — (2 ) (1 ) — (3 ) Total expenses (6 ) (64 ) (717 ) — (787 ) OPERATING (LOSS) INCOME (6 ) (62 ) 216 — 148 Other (expense) income, net (1 ) (229 ) (3 ) 230 (3 ) Income from group undertakings — 114 27 (141 ) — Expenses due to group undertakings — (26 ) (115 ) 141 — Interest expense (10 ) (21 ) (4 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (17 ) (224 ) 121 230 110 Income taxes — 5 (64 ) — (59 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (17 ) (219 ) 57 230 51 Interest in earnings of associates, net of tax — 2 (5 ) — (3 ) Equity account for subsidiaries 64 280 — (344 ) — NET INCOME 47 63 52 (114 ) 48 Less: Net income attributable to noncontrolling interests — — (1 ) — (1 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 47 $ 63 $ 51 $ (114 ) $ 47 Six months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ 1,994 $ — $ 1,998 Investment income — — 6 — 6 Other income — — 5 — 5 Total revenues — 4 2,005 — 2,009 EXPENSES Salaries and benefits (1 ) (42 ) (1,085 ) — (1,128 ) Other operating expenses (9 ) (66 ) (264 ) — (339 ) Depreciation expense — (11 ) (34 ) — (45 ) Amortization of intangible assets — — (30 ) — (30 ) Restructuring costs — (27 ) (42 ) — (69 ) Total expenses (10 ) (146 ) (1,455 ) — (1,611 ) OPERATING (LOSS) INCOME (10 ) (142 ) 550 — 398 Other (expense) income, net (8 ) — 24 1 17 Income from group undertakings — 167 49 (216 ) — Expenses due to group undertakings — (49 ) (167 ) 216 — Interest expense (21 ) (40 ) (7 ) — (68 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (39 ) (64 ) 449 1 347 Income taxes — 39 (114 ) — (75 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (39 ) (25 ) 335 1 272 Interest in earnings of associates, net of tax — 4 10 — 14 Equity account for subsidiaries 319 333 — (652 ) — NET INCOME 280 312 345 (651 ) 286 Less: Net income attributable to noncontrolling interests — — (6 ) — (6 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 280 $ 312 $ 339 $ (651 ) $ 280 Three months ended June 30, 2015 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ 917 $ — $ 917 Investment income — — 3 — 3 Other income — — 2 — 2 Total revenues — — 922 — 922 EXPENSES Salaries and benefits (1 ) (22 ) (538 ) — (561 ) Other operating expenses — (50 ) (129 ) — (179 ) Depreciation expense — (6 ) (17 ) — (23 ) Amortization of intangible assets — — (16 ) — (16 ) Restructuring costs — (8 ) (30 ) — (38 ) Total expenses (1 ) (86 ) (730 ) — (817 ) OPERATING (LOSS) INCOME (1 ) (86 ) 192 — 105 Other income (expense), net 4 (6 ) 25 — 23 Income from group undertakings — 84 24 (108 ) — Expenses due to group undertakings — (24 ) (84 ) 108 — Interest expense (10 ) (20 ) (5 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (7 ) (52 ) 152 — 93 Income taxes — 25 (44 ) — (19 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (7 ) (27 ) 108 — 74 Interest in earnings of associates, net of tax — 2 (4 ) — (2 ) Equity account for subsidiaries 77 100 — (177 ) — NET INCOME 70 75 104 (177 ) 72 Less: Net income attributable to noncontrolling interests — — (2 ) — (2 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 70 $ 75 $ 102 $ (177 ) $ 70 Six months ended June 30, 2014 Willis The Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ 2,016 $ — $ 2,020 Investment income — — 8 — 8 Other income — — 4 — 4 Total revenues — 4 2,028 — 2,032 EXPENSES Salaries and benefits (1 ) (36 ) (1,108 ) — (1,145 ) Other operating expenses (9 ) (80 ) (249 ) — (338 ) Depreciation expense — (11 ) (36 ) — (47 ) Amortization of intangible assets — — (25 ) — (25 ) Restructuring costs — (2 ) (1 ) — (3 ) Total expenses (10 ) (129 ) (1,419 ) — (1,558 ) OPERATING (LOSS) INCOME (10 ) (125 ) 609 — 474 Other (expense) income, net (1 ) (228 ) (4 ) 230 (3 ) Income from group undertakings — 189 54 (243 ) — Expenses due to group undertakings — (53 ) (190 ) 243 — Interest expense (21 ) (41 ) (5 ) — (67 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (32 ) (258 ) 464 230 404 Income taxes — 29 (151 ) — (122 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (32 ) (229 ) 313 230 282 Interest in earnings of associates, net of tax — 5 11 — 16 Equity account for subsidiaries 325 543 — (868 ) — NET INCOME 293 319 324 (638 ) 298 Less: Net income attributable to noncontrolling interests — — (5 ) — (5 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 293 $ 319 $ 319 $ (638 ) $ 293 Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ — $ 1,994 $ — $ 1,998 Investment income — — — 6 — 6 Other income — — — 5 — 5 Total revenues — 4 — 2,005 — 2,009 EXPENSES Salaries and benefits (1 ) (42 ) — (1,085 ) — (1,128 ) Other operating expenses (9 ) (66 ) — (264 ) — (339 ) Depreciation expense — (11 ) — (34 ) — (45 ) Amortization of intangible assets — — — (30 ) — (30 ) Restructuring costs — (27 ) — (42 ) — (69 ) Total expenses (10 ) (146 ) — (1,455 ) — (1,611 ) OPERATING (LOSS) INCOME (10 ) (142 ) — 550 — 398 Other (expense) income, net (8 ) — — 24 1 17 Income from group undertakings — 180 45 49 (274 ) — Expenses due to group undertakings — (93 ) (14 ) (167 ) 274 — Interest expense (21 ) (21 ) (19 ) (7 ) — (68 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (39 ) (76 ) 12 449 1 347 Income taxes — 42 (3 ) (114 ) — (75 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (39 ) (34 ) 9 335 1 272 Interest in earnings of associates, net of tax — 4 — 10 — 14 Equity account for subsidiaries 319 342 261 — (922 ) — NET INCOME 280 312 270 345 (921 ) 286 Less: Net income attributable to noncontrolling interests — — — (6 ) — (6 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 280 $ 312 $ 270 $ 339 $ (921 ) $ 280 Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 4 $ — $ 2,016 $ — $ 2,020 Investment income — — — 8 — 8 Other income — — — 4 — 4 Total revenues — 4 — 2,028 — 2,032 EXPENSES Salaries and benefits (1 ) (36 ) — (1,108 ) — (1,145 ) Other operating expenses (9 ) (80 ) — (249 ) — (338 ) Depreciation expense — (11 ) — (36 ) — (47 ) Amortization of intangible assets — — — (25 ) — (25 ) Restructuring costs — (2 ) — (1 ) (3 ) Total expenses (10 ) (129 ) — (1,419 ) — (1,558 ) OPERATING (LOSS) INCOME (10 ) (125 ) — 609 — 474 Other (expense) income, net (1 ) (228 ) — (4 ) 230 (3 ) Income from group undertakings — 203 45 54 (302 ) — Expenses due to group undertakings — (98 ) (14 ) (190 ) 302 — Interest expense (21 ) (23 ) (18 ) (5 ) — (67 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (32 ) (271 ) 13 464 230 404 Income taxes — 32 (3 ) (151 ) — (122 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (32 ) (239 ) 10 313 230 282 Interest in earnings of associates, net of tax — 5 — 11 — 16 Equity account for subsidiaries 325 553 257 — (1,135 ) — NET INCOME 293 319 267 324 (905 ) 298 Less: Net income attributable to noncontrolling interests — — — (5 ) — (5 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 293 $ 319 $ 267 $ 319 $ (905 ) $ 293 Condensed Consolidating Statement of Operations Three months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ 2 $ — $ 928 $ — $ 930 Investment income — — — 4 — 4 Other income — — — 1 — 1 Total revenues — 2 — 933 — 935 EXPENSES Salaries and benefits (1 ) (17 ) — (557 ) — (575 ) Other operating expenses (5 ) (39 ) — (129 ) — (173 ) Depreciation expense — (6 ) — (18 ) — (24 ) Amortization of intangible assets — — — (12 ) — (12 ) Restructuring costs — (2 ) — (1 ) — (3 ) Total expenses (6 ) (64 ) — (717 ) — (787 ) OPERATING (LOSS) INCOME (6 ) (62 ) — 216 — 148 Other (expense) income, net (1 ) (229 ) — (3 ) 230 (3 ) Income from group undertakings — 121 23 27 (171 ) — Expenses due to group undertakings — (49 ) (7 ) (115 ) 171 — Interest expense (10 ) (12 ) (9 ) (4 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (17 ) (231 ) 7 121 230 110 Income taxes — 7 (2 ) (64 ) — (59 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (17 ) (224 ) 5 57 230 51 Interest in earnings of associates, net of tax — 2 — (5 ) — (3 ) Equity account for subsidiaries 64 285 42 — (391 ) — NET INCOME 47 63 47 52 (161 ) 48 Less: Net income attributable to noncontrolling interests — — — (1 ) — (1 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 47 $ 63 $ 47 $ 51 $ (161 ) $ 47 Condensed Consolidating Statement of Operations Three months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) REVENUES Commissions and fees $ — $ — $ — $ 917 $ — $ 917 Investment income — — — 3 — 3 Other income — — — 2 — 2 Total revenues — — — 922 — 922 EXPENSES Salaries and benefits (1 ) (22 ) — (538 ) — (561 ) Other operating expenses — (50 ) — (129 ) — (179 ) Depreciation expense — (6 ) — (17 ) — (23 ) Amortization of intangible assets — — — (16 ) — (16 ) Restructuring costs — (8 ) — (30 ) — (38 ) Total expenses (1 ) (86 ) — (730 ) — (817 ) OPERATING (LOSS) INCOME (1 ) (86 ) — 192 — 105 Other income (expense), net 4 (6 ) — 25 — 23 Income from group undertakings — 90 23 24 (137 ) — Expenses due to group undertakings — (46 ) (7 ) (84 ) 137 — Interest expense (10 ) (10 ) (10 ) (5 ) — (35 ) (LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES (7 ) (58 ) 6 152 — 93 Income taxes — 27 (2 ) (44 ) — (19 ) (LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES (7 ) (31 ) 4 108 — 74 Interest in earnings of associates, net of tax — 2 — (4 ) — (2 ) Equity account for subsidiaries 77 104 52 — (233 ) — NET INCOME 70 75 56 104 (233 ) 72 Less: Net income attributable to noncontrolling interests — — — (2 ) — (2 ) NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS $ 70 $ 75 $ 56 $ 102 $ (233 ) $ 70
Condensed Consolidated Balance Sheet	Condensed Consolidating Balance Sheet As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 6 $ 2 $ — $ 475 $ — $ 483 Accounts receivable, net — — 2 1,224 — 1,226 Fiduciary assets — — — 11,006 — 11,006 Deferred tax assets — — — 9 — 9 Other current assets 1 48 25 195 (47 ) 222 Amounts due from group undertakings 3,560 983 953 1,289 (6,785 ) — Total current assets 3,567 1,033 980 14,198 (6,832 ) 12,946 NON-CURRENT ASSETS Investments in subsidiaries — 3,333 824 — (4,157 ) — Fixed assets, net — 20 39 457 — 516 Goodwill — — — 3,097 — 3,097 Other intangible assets, net — — — 675 — 675 Investments in associates — 139 — 29 — 168 Deferred tax assets — 1 — 6 (1 ) 6 Pension benefits asset — — — 677 — 677 Other non-current assets 2 7 2 223 — 234 Non-current amounts due from group undertakings — 518 765 — (1,283 ) — Total non-current assets 2 4,018 1,630 5,164 (5,441 ) 5,373 TOTAL ASSETS $ 3,569 $ 5,051 $ 2,610 $ 19,362 $ (12,273 ) $ 18,319 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 11,006 $ — $ 11,006 Deferred revenue and accrued expenses 5 6 18 414 — 443 Income taxes payable — — — 82 (47 ) 35 Current portion of long-term debt 299 20 148 1 — 468 Deferred tax liabilities — — — 21 — 21 Other current liabilities 71 16 29 406 — 522 Amounts due to group undertakings — 4,484 1,519 782 (6,785 ) — Total current liabilities 375 4,526 1,714 12,712 (6,832 ) 12,495 Unaudited Condensed Consolidating Balance Sheet (continued) As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NON-CURRENT LIABILITIES Investments in subsidiaries 304 — — — (304 ) — Long-term debt 497 974 581 — — 2,052 Liabilities for pension benefits — — — 294 — 294 Deferred tax liabilities — — — 212 (1 ) 211 Provisions for liabilities — — — 220 — 220 Other non-current liabilities — 2 16 488 — 506 Non-current amounts due to group undertakings — — 518 765 (1,283 ) — Total non-current liabilities 801 976 1,115 1,979 (1,588 ) 3,283 TOTAL LIABILITIES $ 1,176 $ 5,502 $ 2,829 $ 14,691 $ (8,420 ) $ 15,778 REDEEMABLE NONCONTROLLING INTEREST — — — 52 — 52 EQUITY Total Willis Group Holdings stockholders’ equity 2,393 (451 ) (219 ) 4,523 (3,853 ) 2,393 Noncontrolling interests — — — 96 — 96 Total equity 2,393 (451 ) (219 ) 4,619 (3,853 ) 2,489 TOTAL LIABILITIES AND EQUITY $ 3,569 $ 5,051 $ 2,610 $ 19,362 $ (12,273 ) $ 18,319 Condensed Consolidating Balance Sheet As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 9 $ 2 $ — $ 624 $ — $ 635 Accounts receivable, net — — 4 1,040 — 1,044 Fiduciary assets — — — 8,948 — 8,948 Deferred tax assets — — — 12 — 12 Other current assets 1 27 10 205 (29 ) 214 Amounts due from group undertakings 3,674 924 1,057 1,114 (6,769 ) — Total current assets 3,684 953 1,071 11,943 (6,798 ) 10,853 NON-CURRENT ASSETS Investments in subsidiaries — 2,536 721 — (3,257 ) — Fixed assets, net — 20 42 421 — 483 Goodwill — — — 2,937 — 2,937 Other intangible assets, net — — — 450 — 450 Investments in associates — 147 — 22 — 169 Deferred tax assets — — — 9 — 9 Pension benefits asset — — — 314 — 314 Other non-current assets 3 8 2 207 — 220 Non-current amounts due from group undertakings — 518 740 — (1,258 ) — Total non-current assets 3 3,229 1,505 4,360 (4,515 ) 4,582 TOTAL ASSETS $ 3,687 $ 4,182 $ 2,576 $ 16,303 $ (11,313 ) $ 15,435 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 8,948 $ — $ 8,948 Deferred revenue and accrued expenses 1 4 30 584 — 619 Income taxes payable — — 7 55 (29 ) 33 Current portion of long-term debt — 17 149 1 — 167 Deferred tax liabilities — — — 21 — 21 Other current liabilities 67 11 46 320 — 444 Amounts due to Group undertakings — 4,374 1,499 896 (6,769 ) — Total current liabilities 68 4,406 1,731 10,825 (6,798 ) 10,232 NON-CURRENT LIABILITIES Investments in subsidiaries 838 — — — (838 ) — Long-term debt 796 765 581 — — 2,142 Liabilities for pension benefits — — — 284 — 284 Deferred tax liabilities — — — 128 — 128 Provisions for liabilities — — — 194 — 194 Other non-current liabilities — — 17 372 — 389 Non-current amounts due to group undertakings — — 518 740 (1,258 ) — Total non-current liabilities 1,634 765 1,116 1,718 (2,096 ) 3,137 TOTAL LIABILITIES $ 1,702 $ 5,171 $ 2,847 $ 12,543 $ (8,894 ) $ 13,369 Condensed Consolidating Balance Sheet (continued) As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REDEEMABLE NONCONTROLLING INTEREST — — — 59 — 59 EQUITY Total Willis Group Holdings stockholders’ equity 1,985 (989 ) (271 ) 3,679 (2,419 ) 1,985 Noncontrolling interests — — — 22 — 22 Total equity 1,985 (989 ) (271 ) 3,701 (2,419 ) 2,007 TOTAL LIABILITIES AND EQUITY $ 3,687 $ 4,182 $ 2,576 $ 16,303 $ (11,313 ) $ 15,435 Condensed Consolidating Balance Sheet As of June 30, 2015 Willis The Guarantors Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 6 $ 2 $ 475 $ — $ 483 Accounts receivable, net — 2 1,224 — 1,226 Fiduciary assets — — 11,006 — 11,006 Deferred tax assets — — 9 — 9 Other current assets 1 73 195 (47 ) 222 Amounts due from group undertakings 3,560 687 1,289 (5,536 ) — Total current assets 3,567 764 14,198 (5,583 ) 12,946 NON-CURRENT ASSETS Investments in subsidiaries — 4,376 — (4,376 ) — Fixed assets, net — 59 457 — 516 Goodwill — — 3,097 — 3,097 Other intangible assets, net — — 675 — 675 Investments in associates — 139 29 — 168 Deferred tax assets — 1 6 (1 ) 6 Pension benefits asset — — 677 — 677 Other non-current assets 2 9 223 — 234 Non-current amounts due from group undertakings — 765 — (765 ) — Total non-current assets 2 5,349 5,164 (5,142 ) 5,373 TOTAL ASSETS $ 3,569 $ 6,113 $ 19,362 $ (10,725 ) $ 18,319 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ 11,006 $ — $ 11,006 Deferred revenue and accrued expenses 5 24 414 — 443 Income taxes payable — — 82 (47 ) 35 Current portion of long-term debt 299 168 1 — 468 Deferred tax liabilities — — 21 — 21 Other current liabilities 71 45 406 — 522 Amounts due to group undertakings — 4,754 782 (5,536 ) — Total current liabilities 375 4,991 12,712 (5,583 ) 12,495 Unaudited Condensed Consolidating Balance Sheet (continued) As of June 30, 2015 Willis The Guarantors Other Consolidating Consolidated (millions) NON-CURRENT LIABILITIES Investments in subsidiaries 304 — — (304 ) — Long-term debt 497 1,555 — — 2,052 Liabilities for pension benefits — — 294 — 294 Deferred tax liabilities — — 212 (1 ) 211 Provisions for liabilities — — 220 — 220 Other non-current liabilities — 18 488 — 506 Non-current amounts due to group undertakings — — 765 (765 ) — Total non-current liabilities 801 1,573 1,979 (1,070 ) 3,283 TOTAL LIABILITIES $ 1,176 $ 6,564 $ 14,691 $ (6,653 ) $ 15,778 REDEEMABLE NONCONTROLLING INTEREST — — 52 — 52 EQUITY Total Willis Group Holdings stockholders’ equity 2,393 (451 ) 4,523 (4,072 ) 2,393 Noncontrolling interests — — 96 — 96 Total equity 2,393 (451 ) 4,619 (4,072 ) 2,489 TOTAL LIABILITIES AND EQUITY $ 3,569 $ 6,113 $ 19,362 $ (10,725 ) $ 18,319 Condensed Consolidating Balance Sheet As of December 31, 2014 Willis The Guarantors Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 9 $ 2 $ 624 $ — $ 635 Accounts receivable, net — 4 1,040 — 1,044 Fiduciary assets — — 8,948 — 8,948 Deferred tax assets — — 12 — 12 Other current assets 1 37 205 (29 ) 214 Amounts due from group undertakings 3,674 731 1,114 (5,519 ) — Total current assets 3,684 774 11,943 (5,548 ) 10,853 NON-CURRENT ASSETS Investments in subsidiaries — 3,528 — (3,528 ) — Fixed assets, net — 62 421 — 483 Goodwill — — 2,937 — 2,937 Other intangible assets, net — — 450 — 450 Investments in associates — 147 22 — 169 Deferred tax assets — — 9 — 9 Pension benefits asset — — 314 — 314 Other non-current assets 3 10 207 — 220 Non-current amounts due from group undertakings — 740 — (740 ) — Total non-current assets 3 4,487 4,360 (4,268 ) 4,582 TOTAL ASSETS $ 3,687 $ 5,261 $ 16,303 $ (9,816 ) $ 15,435 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ 8,948 $ — $ 8,948 Deferred revenue and accrued expenses 1 34 584 — 619 Income taxes payable — 7 55 (29 ) 33 Current portion of long-term debt — 166 1 — 167 Deferred tax liabilities — — 21 — 21 Other current liabilities 67 57 320 — 444 Amounts due to group undertakings — 4,623 896 (5,519 ) — Total current liabilities 68 4,887 10,825 (5,548 ) 10,232 NON-CURRENT LIABILITIES Investments in subsidiaries 838 — — (838 ) — Long-term debt 796 1,346 — — 2,142 Liabilities for pension benefits — — 284 — 284 Deferred tax liabilities — — 128 — 128 Provisions for liabilities — — 194 — 194 Other non-current liabilities — 17 372 — 389 Non-current amounts due to group undertakings — — 740 (740 ) — Total non-current liabilities 1,634 1,363 1,718 (1,578 ) 3,137 TOTAL LIABILITIES $ 1,702 $ 6,250 $ 12,543 $ (7,126 ) $ 13,369 Condensed Consolidating Balance Sheet (continued) As of December 31, 2014 Willis The Guarantors Other Consolidating Consolidated (millions) REDEEMABLE NONCONTROLLING INTEREST — — 59 — 59 EQUITY Total Willis Group Holdings stockholders’ equity 1,985 (989 ) 3,679 (2,690 ) 1,985 Noncontrolling interests — — 22 — 22 Total equity 1,985 (989 ) 3,701 (2,690 ) 2,007 TOTAL LIABILITIES AND EQUITY $ 3,687 $ 5,261 $ 16,303 $ (9,816 ) $ 15,435 Condensed Consolidating Balance Sheet As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 6 $ 2 $ — $ 475 $ — $ 483 Accounts receivable, net — 2 — 1,224 — 1,226 Fiduciary assets — — — 11,006 — 11,006 Deferred tax assets — — — 9 — 9 Other current assets 1 80 1 195 (55 ) 222 Amounts due from group undertakings 3,560 1,036 870 1,289 (6,755 ) — Total current assets 3,567 1,120 871 14,198 (6,810 ) 12,946 NON-CURRENT ASSETS Investments in subsidiaries — 4,337 3,071 — (7,408 ) — Fixed assets, net — 59 — 457 — 516 Goodwill — — — 3,097 — 3,097 Other intangible assets, net — — — 675 — 675 Investments in associates — 139 — 29 — 168 Deferred tax assets — 1 — 6 (1 ) 6 Pension benefits asset — — — 677 — 677 Other non-current assets 2 2 7 223 — 234 Non-current amounts due from group undertakings — 765 518 — (1,283 ) — Total non-current assets 2 5,303 3,596 5,164 (8,692 ) 5,373 TOTAL ASSETS $ 3,569 $ 6,423 $ 4,467 $ 19,362 $ (15,502 ) $ 18,319 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 11,006 $ — $ 11,006 Deferred revenue and accrued expenses 5 24 — 414 — 443 Income taxes payable — — 8 82 (55 ) 35 Current portion of long-term debt 299 148 20 1 — 468 Deferred tax liabilities — — — 21 — 21 Other current liabilities 71 34 11 406 — 522 Amounts due to group undertakings — 5,551 422 782 (6,755 ) — Total current liabilities 375 5,757 461 12,712 (6,810 ) 12,495 Unaudited Condensed Consolidating Balance Sheet (continued) As of June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NON-CURRENT LIABILITIES Investments in subsidiaries 304 — — — (304 ) — Long-term debt 497 581 974 — — 2,052 Liabilities for pension benefits — — — 294 — 294 Deferred tax liabilities — — — 212 (1 ) 211 Provisions for liabilities — — — 220 — 220 Other non-current liabilities — 18 — 488 — 506 Non-current amounts due to group undertakings — 518 — 765 (1,283 ) — Total non-current liabilities 801 1,117 974 1,979 (1,588 ) 3,283 TOTAL LIABILITIES $ 1,176 $ 6,874 $ 1,435 $ 14,691 $ (8,398 ) $ 15,778 REDEEMABLE NONCONTROLLING INTEREST — — — 52 — 52 EQUITY Total Willis Group Holdings stockholders’ equity 2,393 (451 ) 3,032 4,523 (7,104 ) 2,393 Noncontrolling interests — — — 96 — 96 Total equity 2,393 (451 ) 3,032 4,619 (7,104 ) 2,489 TOTAL LIABILITIES AND EQUITY $ 3,569 $ 6,423 $ 4,467 $ 19,362 $ (15,502 ) $ 18,319 Condensed Consolidating Balance Sheet As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) ASSETS CURRENT ASSETS Cash and cash equivalents $ 9 $ 2 $ — $ 624 $ — $ 635 Accounts receivable, net — 4 — 1,040 — 1,044 Fiduciary assets — — — 8,948 — 8,948 Deferred tax assets — — — 12 — 12 Other current assets 1 41 1 205 (34 ) 214 Amounts due from group undertakings 3,674 1,154 797 1,114 (6,739 ) — Total current assets 3,684 1,201 798 11,943 (6,773 ) 10,853 NON-CURRENT ASSETS Investments in subsidiaries — 3,478 2,578 — (6,056 ) — Fixed assets, net — 62 — 421 — 483 Goodwill — — — 2,937 — 2,937 Other intangible assets, net — — — 450 — 450 Investments in associates — 147 — 22 — 169 Deferred tax assets — — — 9 — 9 Pension benefits asset — — — 314 — 314 Other non-current assets 3 2 8 207 — 220 Non-current amounts due from group undertakings — 740 518 — (1,258 ) — Total non-current assets 3 4,429 3,104 4,360 (7,314 ) 4,582 TOTAL ASSETS $ 3,687 $ 5,630 $ 3,902 $ 16,303 $ (14,087 ) $ 15,435 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Fiduciary liabilities $ — $ — $ — $ 8,948 $ — $ 8,948 Deferred revenue and accrued expenses 1 34 — 584 — 619 Income taxes payable — 7 5 55 (34 ) 33 Current portion of long-term debt — 149 17 1 — 167 Deferred tax liabilities — — — 21 — 21 Other current liabilities 67 46 11 320 — 444 Amounts due to group undertakings — 5,267 576 896 (6,739 ) — Total current liabilities 68 5,503 609 10,825 (6,773 ) 10,232 NON-CURRENT LIABILITIES Investments in subsidiaries 838 — — — (838 ) — Long-term debt 796 581 765 — — 2,142 Liabilities for pension benefits — — — 284 — 284 Deferred tax liabilities — — — 128 — 128 Provisions for liabilities — — — 194 — 194 Other non-current liabilities — 17 — 372 — 389 Non-current amounts due to group undertakings — 518 — 740 (1,258 ) — Total non-current liabilities 1,634 1,116 765 1,718 (2,096 ) 3,137 TOTAL LIABILITIES $ 1,702 $ 6,619 $ 1,374 $ 12,543 $ (8,869 ) $ 13,369 Condensed Consolidating Balance Sheet (continued) As of December 31, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) REDEEMABLE NONCONTROLLING INTEREST — — — 59 — 59 EQUITY Total Willis Group Holdings stockholders’ equity 1,985 (989 ) 2,528 3,679 (5,218 ) 1,985 Noncontrolling interests — — — 22 — 22 Total equity 1,985 (989 ) 2,528 3,701 (5,218 ) 2,007 TOTAL LIABILITIES AND EQUITY $ 3,687 $ 5,630 $ 3,902 $ 16,303 $ (14,087 ) $ 15,435
Condensed Consolidating Statement of Cash Flows	Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (18 ) $ 124 $ 44 $ 238 $ (236 ) $ 152 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — 1 2 (1 ) 2 Additions to fixed assets — (4 ) (7 ) (44 ) 1 (54 ) Additions to intangible assets — — — (1 ) — (1 ) Acquisitions of subsidiaries, net of cash acquired — — — (41 ) — (41 ) Payments to acquire other investments — — — (6 ) — (6 ) Proceeds from sale of operations, net of cash disposed — — — 18 — 18 Proceeds from intercompany investing activities 145 12 120 283 (560 ) — Repayments of intercompany investing activities — — — (37 ) 37 — Net cash provided by (used in) investing activities 145 8 114 174 (523 ) (82 ) CASH FLOWS FROM FINANCING ACTIVITIES Debt issuance costs — — — (3 ) — (3 ) Repayments of debt — (8 ) — — — (8 ) Repurchase of shares (117 ) — — — — (117 ) Proceeds from issue of shares 93 — — — — 93 Excess tax benefits from share-based payment arrangements — — — 2 — 2 Dividends paid (103 ) — — (236 ) 236 (103 ) Acquisition of noncontrolling interests — (4 ) — — — (4 ) Dividends paid to noncontrolling interests — — — (15 ) — (15 ) Proceeds from intercompany financing activities — 37 — — (37 ) — Repayments of intercompany financing activities — (156 ) (158 ) (246 ) 560 — Net cash used in financing activities (127 ) (131 ) (158 ) (498 ) 759 (155 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 1 — (86 ) — (85 ) Effect of exchange rate changes on cash and cash equivalents — — — (3 ) — (3 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3 3 — 790 — 796 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 3 $ 4 $ — $ 701 $ — $ 708 Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (4 ) $ 62 $ 17 $ (68 ) $ — $ 7 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — — 9 — 9 Additions to fixed assets — (4 ) (5 ) (38 ) — (47 ) Additions to intangible assets — — — (10 ) — (10 ) Acquisitions of operations, net of cash acquired — — — (228 ) — (228 ) Proceeds from disposal of operations, net of cash disposed — — — 28 — 28 Proceeds from intercompany investing activities 105 49 — 153 (307 ) — Repayments of intercompany investing activities — (72 ) (14 ) (218 ) 304 — Intercompany investing in subsidiaries — (274 ) — — 274 — Net cash provided by (used in) investing activities 105 (301 ) (19 ) (304 ) 271 (248 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from draw down of revolving credit facility — 220 — — — 220 Debt issuance costs — — — (1 ) — (1 ) Repayments of debt — (8 ) — — — (8 ) Repurchase of shares (79 ) — — — — (79 ) Proceeds from issue of shares 84 — — 274 (274 ) 84 Excess tax benefits from share-based payment arrangements — — — 5 — 5 Dividends paid (109 ) — — — — (109 ) Dividends paid to noncontrolling interests — — — (8 ) — (8 ) Proceeds from intercompany financing activities — 216 2 86 (304 ) — Repayments of intercompany financing activities — (189 ) — (118 ) 307 — Net cash (used in) provided by financing activities (104 ) 239 2 238 (271 ) 104 DECREASE IN CASH AND CASH EQUIVALENTS (3 ) — — (134 ) — (137 ) Effect of exchange rate changes on cash and cash equivalents — — — (15 ) — (15 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 9 2 — 624 — 635 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 6 $ 2 $ — $ 475 $ — $ 483 Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 Willis The Guarantors Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (4 ) $ 79 $ (68 ) $ — $ 7 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — 9 — 9 Additions to fixed assets — (9 ) (38 ) — (47 ) Additions to intangible assets — — (10 ) — (10 ) Acquisitions of operations, net of cash acquired — — (228 ) — (228 ) Proceeds from disposal of operations, net of cash disposed — — 28 — 28 Proceeds from intercompany investing activities 105 49 153 (307 ) — Repayments of intercompany investing activities — (86 ) (218 ) 304 — Intercompany investing in subsidiaries — (274 ) — 274 — Net cash provided by (used in) investing activities 105 (320 ) (304 ) 271 (248 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from draw down of revolving credit facility — 220 — — 220 Debt issuance costs — — (1 ) — (1 ) Repayments of debt — (8 ) — — (8 ) Repurchase of shares (79 ) — — — (79 ) Proceeds from issue of shares 84 — 274 (274 ) 84 Excess tax benefits from share-based payment arrangement — — 5 — 5 Dividends paid (109 ) — — — (109 ) Dividends paid to noncontrolling interests — — (8 ) — (8 ) Proceeds from intercompany financing activities — 218 86 (304 ) — Repayments of intercompany financing activities — (189 ) (118 ) 307 — Net cash (used in) provided by financing activities (104 ) 241 238 (271 ) 104 DECREASE IN CASH AND CASH EQUIVALENTS (3 ) — (134 ) — (137 ) Effect of exchange rate changes on cash and cash equivalents — — (15 ) — (15 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 9 2 624 — 635 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 6 $ 2 $ 475 $ — $ 483 Unaudited Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2014 Willis The Guarantors Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (18 ) $ 168 $ 238 $ (236 ) $ 152 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — 1 2 (1 ) 2 Additions to fixed assets — (11 ) (44 ) 1 (54 ) Additions to intangible assets — — (1 ) — (1 ) Acquisitions of subsidiaries, net of cash acquired — — (41 ) — (41 ) Payments to acquire other investments — — (6 ) — (6 ) Proceeds from disposal of operations, net of cash disposed — — 18 — 18 Proceeds from intercompany investing activities 145 120 283 (548 ) — Repayments of intercompany investing activities — — (37 ) 37 — Net cash provided by (used in) investing activities 145 110 174 (511 ) (82 ) CASH FLOWS FROM FINANCING ACTIVITIES Debt issuance costs — — (3 ) — (3 ) Repayments of debt — (8 ) — — (8 ) Repurchase of shares (117 ) — — — (117 ) Proceeds from issue of shares 93 — — — 93 Excess tax benefits from share-based payment arrangement — — 2 — 2 Dividends paid (103 ) — (236 ) 236 (103 ) Acquisition of noncontrolling interests — (4 ) — — (4 ) Dividends paid to noncontrolling interests — — (15 ) — (15 ) Proceeds from intercompany financing activities — 37 — (37 ) — Repayments of intercompany financing activities — (302 ) (246 ) 548 — Net cash used in financing activities (127 ) (277 ) (498 ) 747 (155 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 1 (86 ) — (85 ) Effect of exchange rate changes on cash and cash equivalents — — (3 ) — (3 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3 3 790 — 796 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 3 $ 4 $ 701 $ — $ 708 Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2015 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (4 ) $ 70 $ 9 $ (68 ) $ — $ 7 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — — — 9 — 9 Additions to fixed assets — (9 ) — (38 ) — (47 ) Additions to intangible assets — — — (10 ) — (10 ) Acquisitions of operations, net of cash acquired — — — (228 ) — (228 ) Proceeds from disposal of operations, net of cash disposed — — — 28 — 28 Proceeds from intercompany investing activities 105 49 — 153 (307 ) — Repayments of intercompany investing activities — (14 ) (72 ) (218 ) 304 — Intercompany investing in subsidiaries — (274 ) — — 274 — Net cash provided by (used in) investing activities 105 (248 ) (72 ) (304 ) 271 (248 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from draw down of revolving credit facility — — 220 — — 220 Debt issuance costs — — — (1 ) — (1 ) Repayments of debt — — (8 ) — — (8 ) Repurchase of shares (79 ) — — — — (79 ) Proceeds from issue of shares 84 — — 274 (274 ) 84 Excess tax benefits from share-based payment arrangements — — — 5 — 5 Dividends paid (109 ) — — — — (109 ) Dividends paid to noncontrolling interests — — — (8 ) — (8 ) Proceeds from intercompany financing activities — 218 — 86 (304 ) — Repayments of intercompany financing activities — (40 ) (149 ) (118 ) 307 — Net cash (used in) provided by financing activities (104 ) 178 63 238 (271 ) 104 DECREASE IN CASH AND CASH EQUIVALENTS (3 ) — — (134 ) — (137 ) Effect of exchange rate changes on cash and cash equivalents — — — (15 ) — (15 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 9 2 — 624 — 635 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 6 $ 2 $ — $ 475 $ — $ 483 Unaudited Condensed Consolidating Statement of Cash Flows Six months ended June 30, 2014 Willis The Other The Issuer Other Consolidating Consolidated (millions) NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ (18 ) $ 186 $ (18 ) $ 238 $ (236 ) $ 152 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds on disposal of fixed and intangible assets — 1 — 2 (1 ) 2 Additions to fixed assets — (11 ) — (44 ) 1 (54 ) Additions to intangible assets — — — (1 ) — (1 ) Acquisitions of subsidiaries, net of cash acquired — — — (41 ) — (41 ) Payments to acquire other investments — — — (6 ) — (6 ) Proceeds from disposal of operations, net of cash disposed — — — 18 — 18 Proceeds from intercompany investing activities 145 120 13 283 (561 ) — Repayments of intercompany investing activities — — — (37 ) 37 — Net cash provided by (used in) investing activities 145 110 13 174 (524 ) (82 ) CASH FLOWS FROM FINANCING ACTIVITIES Debt issuance costs — — — (3 ) — (3 ) Repayments of debt — — (8 ) — — (8 ) Repurchase of shares (117 ) — — — — (117 ) Proceeds from issue of shares 93 — — — — 93 Excess tax benefits from share-based payment arrangements — — — 2 — 2 Dividends paid (103 ) — — (236 ) 236 (103 ) Acquisition of noncontrolling interests — (4 ) — — — (4 ) Dividends paid to noncontrolling interests — — — (15 ) — (15 ) Proceeds from intercompany financing activities — 24 13 — (37 ) — Repayments of intercompany financing activities — (315 ) — (246 ) 561 — Net cash (used in) provided by financing activities (127 ) (295 ) 5 (498 ) 760 (155 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 1 — (86 ) — (85 ) Effect of exchange rate changes on cash and cash equivalents — — — (3 ) — (3 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3 3 — 790 — 796 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 3 $ 4 $ — $ 701 $ — $ 708

RESTRUCTURING COSTS (Details)

RESTRUCTURING COSTS (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended	18 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014	Jun. 30, 2015
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	$ 38	$ 3	$ 69	$ 3	$ 36	$ 105
Payments for Restructuring			50		25
North America [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	8	1	15	1		18
International [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	7	0	10	0		15
Willis GB [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	17	0	21	0		31
Capital, Wholesale & Reinsurance [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	1	0	7	0		8
Corporate [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	5	2	16	2		33
Contract Termination [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	20	1	30	1	16	46
Payments for Restructuring			11		11
Contract Termination [Member] | North America [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	3	1	5	1	3	8
Contract Termination [Member] | International [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	1	0	3	0	3	6
Contract Termination [Member] | Willis GB [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	13	0	13	0	9	22
Contract Termination [Member] | Capital, Wholesale & Reinsurance [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	0	0	6	0	1	7
Contract Termination [Member] | Corporate [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	3	0	3	0	0	3
Others [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	18	2	39	2	20	59
Payments for Restructuring			39		14
Others [Member] | North America [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	5	0	10	0	0	10
Others [Member] | International [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	6	0	7	0	2	9
Others [Member] | Willis GB [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	4	0	8	0	1	9
Others [Member] | Capital, Wholesale & Reinsurance [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	1	0	1	0	0	1
Others [Member] | Corporate [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	$ 2	$ 2	$ 13	$ 2	$ 17	$ 30

RESTRUCTURING COSTS (Restructur

RESTRUCTURING COSTS (Restructuring Reserve) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended	18 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014	Jun. 30, 2015
Restructuring Reserve [Roll Forward]
Beginning balance			$ 11	$ 0	$ 0	$ 0
Restructuring Costs	$ 38	$ 3	69	3	36	105
Cash payments			(50)		(25)
Ending balance	30		30		11	30
Contract Termination [Member]
Restructuring Reserve [Roll Forward]
Beginning balance			5	0	0	0
Restructuring Costs	20	1	30	1	16	46
Cash payments			(11)		(11)
Ending balance	24		24		5	24
Others [Member]
Restructuring Reserve [Roll Forward]
Beginning balance			6	0	0	0
Restructuring Costs	18	2	39	2	20	59
Cash payments			(39)		(14)
Ending balance	6		6		6	6
North America [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	8	1	15	1		18
North America [Member] | Contract Termination [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	3	1	5	1	3	8
North America [Member] | Others [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	5	0	10	0	0	10
Corporate [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	5	2	16	2		33
Corporate [Member] | Contract Termination [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	3	0	3	0	0	3
Corporate [Member] | Others [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	2	2	13	2	17	30
International [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	7	0	10	0		15
International [Member] | Contract Termination [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	1	0	3	0	3	6
International [Member] | Others [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	$ 6	$ 0	$ 7	$ 0	$ 2	$ 9

OTHER INCOME (EXPENSE), NET (De

OTHER INCOME (EXPENSE), NET (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Other Income Expense [Abstract]
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal	$ 7	$ 2	$ 11	$ (1)
Foreign Currency Transaction Gain (Loss), Realized	16	(5)	6	(2)
Other Nonoperating Income (Expense)	$ 23	$ (3)	$ 17	$ (3)

INCOME TAXES (Components of Tax

INCOME TAXES (Components of Tax Charge) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended	21 Months Ended	36 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Mar. 31, 2021	Mar. 31, 2017	Mar. 31, 2020
Income Tax Examination [Line Items]
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	$ 93	$ 110	$ 347	$ 404
Tax amount as reported	$ (19)	$ (59)	$ (75)	$ (122)
Effective tax rate as reported	20.00%	54.00%	22.00%	30.00%
Discontinued Operation, Tax (Expense) Benefit from Provision for (Gain) Loss on Disposal	$ (2)	$ (2)	$ (4)	$ (1)
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal	$ 7	$ 2	$ 11	$ (1)
Effective tax rate reconciliation percent from disposal of operation loss	29.00%	100.00%	36.00%	(100.00%)
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount		$ 21		$ (21)
Net Adjustment In Respect Of Prior Periods Income Before Tax	$ 4	4	$ 12	2
Deferred Tax Assets, Valuation Allowance	164		164
Non-US income tax authorities [Member]
Income Tax Examination [Line Items]
Ordinary income taxed at estimated annual effective tax rate, Income before tax	86	108	336	405
Ordinary income taxed at estimated annual effective tax rate, Tax amount	$ (21)	$ (27)	$ (83)	$ (102)
Effective tax rate as reported	24.00%	25.00%	25.00%	25.00%
UNITED STATES
Income Tax Examination [Line Items]
Additional tax charge as a result of changes to phasing		$ (13)
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent	35.00%
Scenario, Forecast [Member] | Domestic Tax Authority [Member]
Income Tax Examination [Line Items]
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent					18.00%	20.00%	19.00%
Minimum [Member]
Income Tax Examination [Line Items]
valuation allowance release			$ 70
Maximum [Member]
Income Tax Examination [Line Items]
valuation allowance release			$ 100

EARNINGS PER SHARE (Additional

EARNINGS PER SHARE (Additional Information) (Details) - USD ($) shares in Millions, $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Net income	$ 72	$ 48	$ 286	$ 298	$ 298
Net income attributable to Willis Group Holdings	$ 70	$ 47	$ 280	$ 293
Outstanding Time Based Stock Options	4.8	5.9	4.8	5.9
Outstanding performance-based stock options	2.1	4.7	2.1	4.7
Restricted stock units outstanding	3.3	2.9	3.3	2.9
Antidilutive stock options	0.8	2.1	1.1	2

EARNINGS PER SHARE (Basic and D

EARNINGS PER SHARE (Basic and Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Earnings Per Share [Abstract]
Net income attributable to Willis Group Holdings	$ 70,000,000	$ 47,000,000	$ 280,000,000	$ 293,000,000
Basic average number of shares outstanding	180	179	179	179
Dilutive effect of potentially issuable shares	2	3	3	3
Diluted average number of shares outstanding	182	182	182	182
Income (Loss) from Continuing Operations, Per Basic Share	$ 0.39	$ 0.26	$ 1.56	$ 1.64
Net income attributable to Willis Group Holdings shareholders	$ 0.39	$ 0.26	$ 1.56	$ 1.64
Dilutive Securities, Effect on Basic Earnings Per Share	$ (0.01)	$ 0	$ (0.02)	$ (0.03)
Income (Loss) from Continuing Operations, Per Diluted Share	$ 0.38	$ 0.26	$ 1.54	$ 1.61
Net income attributable to Willis Group Holdings shareholders	$ 0.38	$ 0.26	$ 1.54	$ 1.61

PENSION PLANS (Components of Ne

PENSION PLANS (Components of Net Periodic Benefit (Income) Cost) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Defined Benefit Plan Disclosure [Line Items]
Net periodic benefit (income) cost			$ (33)	$ (8)
UK Defined Benefit Pension Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 8	$ 10	18	21
Interest cost	26	31	52	61
Expected return on plan assets	(55)	(54)	(112)	(108)
Amortization of unrecognized prior service gain	(6)	0	(8)	(1)
Defined Benefit Plan, Amortization of Gains (Losses)	9	10	18	21
Net periodic benefit (income) cost	(18)	(3)	(32)	(6)
US Defined Benefit Pension Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	0	0	0	0
Interest cost	10	10	20	20
Expected return on plan assets	(15)	(14)	(29)	(27)
Amortization of unrecognized prior service gain	0	0	0	0
Defined Benefit Plan, Amortization of Gains (Losses)	3	2	6	3
Net periodic benefit (income) cost	(2)	(2)	(3)	(4)
International and US non-qualified Defined Benefit Pension Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	0	1	1	1
Interest cost	1	2	3	4
Expected return on plan assets	(1)	(2)	(2)	(3)
Amortization of unrecognized prior service gain	0	0	0	0
Defined Benefit Plan, Amortization of Gains (Losses)	0	0	0	0
Net periodic benefit (income) cost	$ 0	$ 1	$ 2	$ 2

PENSION PLANS (Additional Infor

PENSION PLANS (Additional Information) (Details) £ in Millions, $ in Millions	3 Months Ended	6 Months Ended			12 Months Ended
	Jun. 30, 2015USD ($)	Jun. 30, 2015GBP (£)	Jun. 30, 2015USD ($)	Jun. 30, 2014USD ($)	Dec. 31, 2014USD ($)
Defined Benefit Plan Disclosure [Line Items]
Percentage of contribution based on profit share calculation expected for the current fiscal year		20.00%	20.00%
EBITDA required to trigger additional profit share contributions			$ 900
Percentage of exceptional return calculations made to shareholders		10.00%	10.00%
Maximum aggregate deficit funding and contingent contributions through to 31st December 2017 | £		£ 312
Maximum contributions payable from deficit funding contributions and profit share contributions over the six years ended December 31, 2017			$ 491
Date of announcement of UK Defined Benefit pension amendment	Mar. 6, 2015
UK Defined Benefit Pension Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Cash contributions made to defined benefit pension plans			58	$ 41
Employee cash contributions made to defined benefit pension plans			5	6
Estimated contributions made to defined benefit pension plans			96
Contribution related to on going calculations			$ 19
Contribution rate for normal on-going contributions		15.90%	15.90%
Contributions towards funding the deficit			$ 56
Exceptional return contribution in the current fiscal year			21
Estimated full year employee contributions			9
Defined Benefit Plan, Effect of Plan Amendment on Accumulated Benefit Obligation	$ 215		215
US Defined Benefit Pension Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Cash contributions made to defined benefit pension plans			0	2
Contributions made to defined benefit pension plans			10
International and US non-qualified Defined Benefit Pension Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Cash contributions made to defined benefit pension plans			6	5
Contributions made to defined benefit pension plans			14
Parent [Member]
Defined Benefit Plan Disclosure [Line Items]
Stock Repurchased During Period, Value			$ 79	$ 117	$ 213

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Additional Information) (Details) - USD ($) $ in Millions	1 Months Ended		6 Months Ended		12 Months Ended
	May. 31, 2011	Jul. 31, 2010	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2015
Loss Contingencies [Line Items]
Capital contributions			$ 0	$ 6
Trident V Parallel Fund [Member]
Loss Contingencies [Line Items]
Capital commitments		$ 25
Capital contributions			22
Dowling Capital Partners I [Member]
Loss Contingencies [Line Items]
Capital commitments	$ 10
Capital contributions			7
Net Rental [Member]
Loss Contingencies [Line Items]
Contractual Obligation			$ 180
Towers Watson [Member] | Subsequent Event
Loss Contingencies [Line Items]
Combined Equity after Merger					$ 18,000

DERIVATIVE FINANCIAL INSTRUME56

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Additional Information) (Details) - Credit Facility [Domain] $ in Millions	6 Months Ended
	Jun. 30, 2015USD ($)CreditFacility	Dec. 31, 2014USD ($)	Apr. 28, 2014USD ($)	Mar. 03, 2014USD ($)
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Asset, Fair Value, Gross Asset	$ 46	$ 26
Credit Facility restricted to regulatory purposes	20
Net derivative (gains) reclassified from accumulated comprehensive income into earnings within the next twelve months	21
Derivative Asset	29	16
Senior Notes [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Debt Instrument, Face Amount	2,054
Seven Year Term Loan Facility [Member]
Derivative Instruments, Gain (Loss) [Line Items]
5-year term loan facility balance	$ 251
Maturity Period Of Term Loan	7 years
Revolving Credit Facility Three [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Revolving credit facilities available	$ 22
Revolving Credit Facility [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Revolving credit facilities available	$ 800
Debt Instrument, Maturity Date	Jul. 23, 2018
Number of Revolving Facilities | CreditFacility	2
Revolving credit facility	$ 220	0
Revolving Credit Facility Four [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Revolving credit facilities available			$ 400	$ 300
Debt Instrument, Maturity Date	Apr. 28, 2017
Revolving credit facility	$ 0	$ 0
Senior Notes Due Two Thousand Fifteen [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Percentage of loan notes	5.625%	5.625%
Interest Rate Swaps [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Notional Amount	$ 270
Currency Swap [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Notional Amount	622	$ 352
Foreign Exchange [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Other Derivatives Not Designated as Hedging Instruments Liabilities at Fair Value	1
Derivative Asset	$ 3	$ 5
Fair Value Adjustment On Five Point Six Two Five Percentage Senior Notes Due Two Thousand Fifteen [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Percentage of loan notes	5.625%	5.625%
London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Debt Instrument, Basis Spread on Variable Rate	1.50%
London Interbank Offered Rate (LIBOR) [Member] | Seven Year Term Loan Facility [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Debt Instrument, Basis Spread on Variable Rate	1.50%
Fair Value, Measurements, Recurring [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Asset	$ 47	$ 26
Fair Value, Inputs, Level 2 [Member] | Fair Value, Measurements, Recurring [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Asset	47	26
Other Assets [Member] | Forward Contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Asset, Fair Value, Gross Asset	$ 44	$ 26

DERIVATIVE FINANCIAL INSTRUME57

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Forward Contracts by Major Currency) (Details) $ in Millions	Jun. 30, 2015USD ($)
US Dollar [Member]
Derivative [Line Items]
Derivative, Notional Amount	$ 1,004
Foreign Currency Fair Value Hedge Derivative at Fair Value	(1)
Euro [Member]
Derivative [Line Items]
Derivative, Notional Amount	202
Foreign Currency Fair Value Hedge Derivative at Fair Value	25
Japanese Yen [Member]
Derivative [Line Items]
Derivative, Notional Amount	47
Foreign Currency Fair Value Hedge Derivative at Fair Value	$ 6

DERIVATIVE FINANCIAL INSTRUME58

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Balance Sheet Disclosures) (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
Assets:
Derivative assets financial and hedging instruments, fair value	$ 46	$ 26
Liabilities:
Derivative liabilities financial and hedging instruments, fair value	15	21
Other Assets [Member] | Forward Exchange Contracts [Member]
Assets:
Derivative assets financial and hedging instruments, fair value	44	26
Other Liabilities [Member] | Forward Exchange Contracts [Member]
Liabilities:
Derivative liabilities financial and hedging instruments, fair value	13	21
Cash Flow Hedging [Member] | Other Assets [Member] | Interest Rate Swaps [Member]
Assets:
Derivative assets financial and hedging instruments, fair value	2	0
Cash Flow Hedging [Member] | Other Liabilities [Member] | Interest Rate Swaps [Member]
Liabilities:
Derivative liabilities financial and hedging instruments, fair value	$ 2	$ 0

DERIVATIVE FINANCIAL INSTRUME59

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Effects of Gains/(Losses) on Derivative Financial Instruments) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net	$ 39	$ (1)	$ 25	$ (1)
Amount of gain (loss) reclassified from accumulated OCI(i) into income (effective element)	(1)	4	(1)	3
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net	1	(1)	1	(1)
Interest Rate Swaps [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net		0	0	0
Interest Rate Swaps [Member] | Interest Expense [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of gain (loss) reclassified from accumulated OCI(i) into income (effective element)		(1)		(1)
Interest Rate Swaps [Member] | Investment Income [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of gain (loss) reclassified from accumulated OCI(i) into income (effective element)		(1)	(1)	(3)
Interest Rate Swaps [Member] | Operating Expense [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net		0	0	0
Forward Exchange Contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net	39	(1)	25	(1)
Forward Exchange Contracts [Member] | Interest Expense [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net	1	(1)	1	(1)
Forward Exchange Contracts [Member] | Operating Expense [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of gain (loss) reclassified from accumulated OCI(i) into income (effective element)	$ (1)	6	$ 0	7
Treasury Lock [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net		0		0
Treasury Lock [Member] | Interest Expense [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net		$ 0		$ 0

DERIVATIVE FINANCIAL INSTRUME60

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Fair Value Hedging Relationships) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liabilities financial and hedging instruments, fair value	$ 15		$ 15		$ 21
Derivative Asset, Fair Value, Gross Asset	46		46		26
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net	1	$ (1)	1	$ (1)
Derivative Asset	29		29		$ 16
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net	$ 39	(1)	$ 25	(1)
Five Point Six Two Five Percent Senior Notes Due Two Thousand Fifteen [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Debt Instrument, Interest Rate, Stated Percentage	5.625%		5.625%		5.625%
Interest Rate Swaps [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net		0	$ 0	0
Treasury Lock [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net		0		0
Forward Contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net	$ 39	(1)	$ 25	(1)
Senior Notes Due Two Thousand Fifteen [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Debt Instrument, Interest Rate, Stated Percentage	5.625%		5.625%		5.625%
Foreign Exchange [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Other Derivatives Not Designated as Hedging Instruments Liabilities at Fair Value	$ 1		$ 1
Derivative Asset	3		3		$ 5
Interest Expense [Member] | Treasury Lock [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net		0		0
Interest Expense [Member] | Forward Contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net	1	$ (1)	1	$ (1)
Other Assets [Member] | Forward Contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Asset, Fair Value, Gross Asset	44		44		26
Other Liabilities [Member] | Forward Contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liabilities financial and hedging instruments, fair value	$ 13		$ 13		$ 21

FAIR VALUE MEASUREMENT (Assets

FAIR VALUE MEASUREMENT (Assets and Liabilities Measured on Recurring Basis) (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
Assets at fair value:
Derivative financial instruments	$ 29	$ 16
Liabilities at fair value:
Derivative Liability, Fair Value, Gross Liability	15	21
Fair Value, Measurements, Recurring [Member]
Assets at fair value:
Derivative financial instruments	47	26
Total assets	47	26
Liabilities at fair value:
Derivative financial instruments	17	21
Total liabilities	17	21
Quoted Prices In Active Markets For Identical Assets Level 1 [Member] | Fair Value, Measurements, Recurring [Member]
Assets at fair value:
Derivative financial instruments		0
Liabilities at fair value:
Derivative financial instruments		0
Total liabilities		0
Fair Value, Inputs, Level 2 [Member] | Fair Value, Measurements, Recurring [Member]
Assets at fair value:
Derivative financial instruments	47	26
Total assets	47	26
Liabilities at fair value:
Derivative financial instruments		21
Total liabilities	17	21
Significant Other Unobservable Inputs Level 3 [Member] | Fair Value, Measurements, Recurring [Member]
Assets at fair value:
Derivative financial instruments	0	0
Total assets	0	0
Liabilities at fair value:
Derivative financial instruments	0	0
Total liabilities	0	0
Estimate of Fair Value Measurement [Member]
Assets at fair value:
Cash and cash equivalents	483	635
Fiduciary funds (included within Fiduciary assets)	2,473	$ 1,888
Forward Contracts [Member] | Fair Value, Inputs, Level 2 [Member]
Liabilities at fair value:
Derivative Liability, Fair Value, Gross Liability	$ 17

FAIR VALUE MEASUREMENT (Estimat

FAIR VALUE MEASUREMENT (Estimated Fair Values) (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Asset, Fair Value, Gross Asset	$ 46	$ 26
Derivative Asset	29	16
Liabilities:
Long-term debt	2,052	2,142
Derivative Liability, Fair Value, Gross Liability	15	21
Fair Value [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	483	635
Fiduciary funds (included within Fiduciary assets)	2,473	1,888
Liabilities:
Current portion of long-term debt	169	169
Long-term debt	2,491	2,327
Carrying Amount [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	483	635
Fiduciary funds (included within Fiduciary assets)	2,473	1,888
Liabilities:
Current portion of long-term debt	169	167
Long-term debt	2,351	2,142
Forward Exchange Contracts [Member] | Fair Value, Inputs, Level 2 [Member]
Liabilities:
Derivative Liability, Fair Value, Gross Liability	17
Forward Exchange Contracts [Member] | Other Assets [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Asset, Fair Value, Gross Asset	44	26
Forward Exchange Contracts [Member] | Other Liabilities [Member]
Liabilities:
Derivative Liability, Fair Value, Gross Liability	13	21
Fair Value, Measurements, Recurring [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Asset	47	26
Liabilities:
Derivative financial instruments	17	21
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Asset	$ 47	26
Liabilities:
Derivative financial instruments		$ 21

ACQUISITIONS (Details)

ACQUISITIONS (Details) - USD ($) number in Millions, $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014	May. 31, 2015	Apr. 01, 2015	Dec. 31, 2013
Business Acquisition [Line Items]
Goodwill	$ 3,097		$ 3,097		$ 2,937			$ 2,838
Revenues	922	$ 935	2,009	$ 2,032
NET (LOSS) INCOME	72	$ 48	286	$ 298	$ 298
Miller [Member]
Business Acquisition [Line Items]
Percentage Ownership in Subsidiary						0.00%
Business Combination, Consideration Transferred			392
Payments to Acquire Businesses, Gross			230
Business Combination, Deferred Consideration, Liability	123		123
Business Combination, Contingent Consideration, Liability	39		39
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets	1,118		1,118
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities	820		820
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net	229		229
Goodwill	172		172
Carsa [Member]
Business Acquisition [Line Items]
Percentage Ownership in Subsidiary							0.00%
Payments to Acquire Businesses, Gross			16
Business Combination, Contingent Consideration, Liability	5		5
Goodwill	9		9
Evolution Benefits Consulting [Member]
Business Acquisition [Line Items]
Business Acquisition, Transaction Costs	8		11
Payments to Acquire Businesses, Gross			19
Business Combination, Contingent Consideration, Liability	3		3
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net	11		11
Goodwill	11		11
Miller, Carsa and Evolution Acquisitions [Member]
Business Acquisition [Line Items]
Revenues			13
NET (LOSS) INCOME			0
Customer Relationships [Member] | Miller [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net	213		$ 213
Finite-Lived Intangible Asset, Useful Life			14 years
Customer Relationships [Member] | Carsa [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net	16		$ 16
Finite-Lived Intangible Asset, Useful Life			16 years
Trade Names [Member] | Miller [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net	14		$ 14
Finite-Lived Intangible Asset, Useful Life			15 years
Technology-Based Intangible Assets [Member] | Miller [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net	$ 2		$ 2
Finite-Lived Intangible Asset, Useful Life			5 years

GOODWILL (Goodwill by Segment)

GOODWILL (Goodwill by Segment) (Details) - USD ($) $ in Millions		6 Months Ended	12 Months Ended
		Jun. 30, 2015	Dec. 31, 2014	Jun. 30, 2015
Goodwill [Line Items]
Goodwill, Other Changes	[1]	$ 0	$ 0
Goodwill, Gross		3,429	3,330
Goodwill, Impaired, Accumulated Impairment Loss		(492)	(492)
Goodwill, Net		2,937	2,838
Purchase price allocation adjustments		1	13
Goodwill acquired during the period		192	184
Goodwill disposed of during the year		(12)	(48)
Foreign exchange		(21)	(50)
Goodwill, Gross		3,589	3,429
Goodwill, Impaired, Accumulated Impairment Loss		(492)	(492)
Goodwill, Ending Balance		2,937	2,838	$ 3,097
Willis GB formerly Global [Member]
Goodwill [Line Items]
Goodwill, Other Changes	[1]	(679)	88
Goodwill, Gross		1,234	1,145
Goodwill, Impaired, Accumulated Impairment Loss		0	0
Goodwill, Net		1,234	1,145
Purchase price allocation adjustments		0	3
Goodwill acquired during the period		0	5
Goodwill disposed of during the year		(2)	0
Foreign exchange		1	(7)
Goodwill, Gross		554	1,234
Goodwill, Impaired, Accumulated Impairment Loss		0	0
Goodwill, Ending Balance		1,234	1,145	554
Capital, Wholesale & Reinsurance [Member]
Goodwill [Line Items]
Goodwill, Other Changes	[1]	852	0
Goodwill, Gross		0	0
Goodwill, Impaired, Accumulated Impairment Loss		0	0
Goodwill, Net		0	0
Purchase price allocation adjustments		0	0
Goodwill acquired during the period		172	0
Goodwill disposed of during the year		0	0
Foreign exchange		4	0
Goodwill, Gross		1,028	0
Goodwill, Impaired, Accumulated Impairment Loss		0	0
Goodwill, Ending Balance		0	0	1,028
Willis North America
Goodwill [Line Items]
Goodwill, Other Changes	[1]	(174)	(45)
Goodwill, Gross		1,686	1,776
Goodwill, Impaired, Accumulated Impairment Loss		(492)	(492)
Goodwill, Net		1,194	1,284
Purchase price allocation adjustments		0	3
Goodwill acquired during the period		11	0
Goodwill disposed of during the year		(10)	(48)
Foreign exchange		(2)	0
Goodwill, Gross		1,511	1,686
Goodwill, Impaired, Accumulated Impairment Loss		(492)	(492)
Goodwill, Ending Balance		1,194	1,284	1,019
Willis International
Goodwill [Line Items]
Goodwill, Other Changes	[1]	1	(43)
Goodwill, Gross		509	409
Goodwill, Impaired, Accumulated Impairment Loss		0	0
Goodwill, Net		509	409
Purchase price allocation adjustments		1	7
Goodwill acquired during the period		9	179
Goodwill disposed of during the year		0	0
Foreign exchange		(24)	(43)
Goodwill, Gross		496	509
Goodwill, Impaired, Accumulated Impairment Loss		0	0
Goodwill, Ending Balance		$ 509	$ 409	$ 496
[1]	(i) Effective January 1, 2014, the Company changed its internal reporting structure: UK retail, previously reported within the International segment, is now reported within the Global segment; Mexico Retail, which was previously reported within the North America segment, is now reported in the International segment; and the US captive consulting and facultative reinsurance businesses, both previously reported within the North America segment, are now reported within the Global segment. Goodwill has been reallocated between segments using the relative fair value allocation approach.

OTHER INTANGIBLE ASSETS, NET (M

OTHER INTANGIBLE ASSETS, NET (Major Classes of Amortizable Intangible Assets) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	$ 16	$ 12	$ 30	$ 25
Gross carrying amount	1,019		1,019		$ 771
Accumulated amortization	(344)		(344)		(321)
Net carrying amount	675		675		450
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	924		924		689
Accumulated amortization	(336)		(336)		(316)
Net carrying amount	588		588		373
Management contracts [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	67		67		71
Accumulated amortization	(3)		(3)		(1)
Net carrying amount	64		64		70
Other Intangible Assets [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	28		28		11
Accumulated amortization	(5)		(5)		(4)
Net carrying amount	$ 23		$ 23		$ 7

OTHER INTANGIBLE ASSETS, NET (A

OTHER INTANGIBLE ASSETS, NET (Additional Information) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	$ 16	$ 12	$ 30	$ 25

OTHER INTANGIBLE ASSETS, NET (E

OTHER INTANGIBLE ASSETS, NET (Estimated Aggregate Amortization) (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Remainder of 2015	$ 37
2,016	69
2,017	64
2,018	60
2,019	56
Thereafter	389
Net carrying amount	$ 675	$ 450

OTHER ASSETS (Details)

OTHER ASSETS (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
Other current assets
Prepayments and accrued income	$ 78	$ 81
Income tax receivable	36	30
Deferred compensation plan asset current	13	17
Derivative Asset	29	16
Other Receivables, Net, Current	66	70
Total other current assets	222	214
Other non-current assets
Deferred compensation plan assets	113	92
Accounts Receivable, Net, Noncurrent	29	29
Other Investments	29	29
Derivative Asset, Noncurrent	17	10
Other receivables	46	60
Total other non-current assets	234	220
Total other assets	$ 456	$ 434

OTHER LIABILITIES (Details)

OTHER LIABILITIES (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014
Other current liabilities
Accounts payable	$ 148	$ 131
Accrued dividends payable	65	55
Accrual for Taxes Other than Income Taxes, Current	58	44
Deferred Compensation Liability, Current	13	17
contingent or deferred consideration on acquisition (current)	61	8
Other payables	177	189
Total other current liabilities	522	444
Other non-current liabilities
Incentives from lessors	167	171
Deferred compensation plan liability	113	92
contingent or deferred consideration on acquisition (noncurrent)	146	26
Other payables	80	100
Total other non-current liabilities	506	389
Total other liabilities	$ 1,028	$ 833

DEBT (Short term debt and curre

DEBT (Short term debt and current portion of long-term debt) (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2015	Dec. 31, 2014
Short-term Debt [Line Items]
Current portion of long-term debt	$ 468	$ 167
Seven Year Term Loan Facility [Member]
Short-term Debt [Line Items]
Maturity Period Of Term Loan	7 years
Current portion of 7-year term loan facility expires 2018	$ 20	17
Term Loan Facility Expires Twenty Fifteen [Member]
Short-term Debt [Line Items]
Current portion of 7-year term loan facility expires 2018	0	1
Revolving Credit Facility [Member]
Short-term Debt [Line Items]
Revolving credit facility outstanding balance at balance sheet date	220	0
Five Point Six Two Five Percent Senior Notes Due Two Thousand Fifteen [Member]
Short-term Debt [Line Items]
Senior Notes, Current	148	148
Fair Value Adjustment On Five Point Six Two Five Percentage Senior Notes Due Two Thousand Fifteen [Member]
Short-term Debt [Line Items]
Senior Notes, Current	1	1
Four Point One Two Five Percent Senior Notes Due Two Thousand Sixteen [Member]
Short-term Debt [Line Items]
Senior Notes, Current	$ 299	$ 0

DEBT (Long-term debt) (Details)

DEBT (Long-term debt) (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2015	Dec. 31, 2014	Apr. 28, 2014	Mar. 03, 2014
Debt Instrument [Line Items]
Long-term debt, Total	$ 2,052	$ 2,142
Four Point Six Two Five Senior Notes Due Two Thousand Twenty Three [Member]
Debt Instrument [Line Items]
Senior Notes, Noncurrent	$ 249	249
Percentage of loan notes	4.625%
Seven Year Term Loan Facility [Member]
Debt Instrument [Line Items]
Long term debt	$ 231	242
Six Point One Two Five Senior Notes Due Two Thousand Forty Three [Member]
Debt Instrument [Line Items]
Senior Notes, Noncurrent	$ 274	274
Percentage of loan notes	6.125%
Five Point Seven Five Zero Senior Notes Due Two Thousand Twenty One [Member]
Debt Instrument [Line Items]
Senior Notes, Noncurrent	$ 497	$ 497
Percentage of loan notes	5.75%	5.75%
Seven Percentage Senior Notes Due Two Thousand Nineteen [Member]
Debt Instrument [Line Items]
Senior Notes, Noncurrent	$ 187	$ 187
Percentage of loan notes	7.00%	7.00%
Six Point Two Percentage Senior Notes Due Two Thousand Seventeen [Member]
Debt Instrument [Line Items]
Senior Notes, Noncurrent	$ 394	$ 394
Percentage of loan notes	6.20%	6.20%
Four Point One Two Five Percent Senior Notes Due Two Thousand Sixteen [Member]
Debt Instrument [Line Items]
Senior Notes, Noncurrent	$ 0	$ 299
Percentage of loan notes	4.125%	4.125%
Fair Value Adjustment On Five Point Six Two Five Percentage Senior Notes Due Two Thousand Fifteen [Member]
Debt Instrument [Line Items]
Percentage of loan notes	5.625%	5.625%
Five Point Six Two Five Percent Senior Notes Due Two Thousand Fifteen [Member]
Debt Instrument [Line Items]
Percentage of loan notes	5.625%	5.625%
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Revolving credit facility	$ 220	$ 0
Revolving credit facilities available	$ 800
Debt Instrument, Maturity Date	Jul. 23, 2018
Revolving Credit Facility Four [Member]
Debt Instrument [Line Items]
Revolving credit facility	$ 0	$ 0
Revolving credit facilities available			$ 400	$ 300
Debt Instrument, Maturity Date	Apr. 28, 2017
London Interbank Offered Rate (LIBOR) [Member] | Seven Year Term Loan Facility [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate	1.50%
London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate	1.50%
London Interbank Offered Rate (LIBOR) [Member] | Eurocurrency Rate Loans [Member] | Minimum [Member] | Revolving Credit Facility Four [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate	1.50%

DEBT (Additional Information) (

DEBT (Additional Information) (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2015	Dec. 31, 2014	Apr. 28, 2014	Mar. 03, 2014
Revolving Credit Facility Four [Member]
Debt Instrument [Line Items]
Revolving credit facilities available			$ 400	$ 300
Facility expiration date	Apr. 28, 2017
Revolving credit facility outstanding balance at balance sheet date	$ 0	$ 0
Seven Year Term Loan Facility [Member]
Debt Instrument [Line Items]
Final repayment for credit facility	186
Outstanding Term Loan Facility Balance	251
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Revolving credit facilities available	$ 800
Facility expiration date	Jul. 23, 2018
Revolving credit facility outstanding balance at balance sheet date	$ 220	0
Four Point Six Two Five Senior Notes Due Two Thousand Twenty Three [Member]
Debt Instrument [Line Items]
Senior Notes, Noncurrent	$ 249	249
Debt Instrument, Interest Rate, Stated Percentage	4.625%
Six Point One Two Five Senior Notes Due Two Thousand Forty Three [Member]
Debt Instrument [Line Items]
Senior Notes, Noncurrent	$ 274	274
Debt Instrument, Interest Rate, Stated Percentage	6.125%
Seven Year Term Loan Facility [Member]
Debt Instrument [Line Items]
Debt 7-year term loan	$ 231	$ 242
Five Point Six Two Five Percent Senior Notes Due Two Thousand Fifteen [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage	5.625%	5.625%
Six Point Two Percentage Senior Notes Due Two Thousand Seventeen [Member]
Debt Instrument [Line Items]
Senior Notes, Noncurrent	$ 394	$ 394
Debt Instrument, Interest Rate, Stated Percentage	6.20%	6.20%
Seven Percentage Senior Notes Due Two Thousand Nineteen [Member]
Debt Instrument [Line Items]
Senior Notes, Noncurrent	$ 187	$ 187
Debt Instrument, Interest Rate, Stated Percentage	7.00%	7.00%
London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate	1.50%
London Interbank Offered Rate (LIBOR) [Member] | Seven Year Term Loan Facility [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate	1.50%
London Interbank Offered Rate (LIBOR) [Member] | Base rates loans [Member] | Revolving Credit Facility Four [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate	1.00%
Federal Funds Purchased [Member] | Base rates loans [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate	0.50%
Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | Base rates loans [Member] | Revolving Credit Facility Four [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate	0.50%
Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | Eurocurrency Rate Loans [Member] | Revolving Credit Facility Four [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate	1.50%
Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | Base rates loans [Member] | Revolving Credit Facility Four [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate	1.25%
Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | Eurocurrency Rate Loans [Member] | Revolving Credit Facility Four [Member]
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate	2.25%

COMPREHENSIVE INCOME (LOSS) (Co

COMPREHENSIVE INCOME (LOSS) (Components of OCI) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, before Tax	$ 70	$ 27	$ (42)	$ 30
Tax on Foreign Currency Translation Adjustment	0	0	0	0
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax	70	27	(42)	30
Foreign Currency Translation on Pension Funding Adjustments, Before Tax	(31)	(20)	9	(25)
Tax on Foreign Currency Translation on Pension Funding Adjustments	9	5	(1)	7
Foreign Currency Translation on Pension Funding Adjustments, Net of Tax	(22)	(15)	8	(18)
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net Unamortized Gain (Loss) Arising During Period, before Tax			25	0
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net Unamortized Gain (Loss) Arising During Period, Tax			(5)	0
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net Unamortized Gain (Loss) Arising During Period, Net of Tax			20	0
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Net Prior Service Cost (Credit) Arising During Period, before Tax			215	0
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Net Prior Service Cost (Credit), Tax			(43)	0
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Net Prior Service Cost (Credit) Arising During Period, Net of Tax			172	0
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, for Net Gain (Loss), before Tax	12	12	24	24
Tax on amortization of unrecognized actuarial loss	(2)	(2)	(4)	(4)
Amortization of unrecognized actuarial loss, Net of tax	10	10	20	20
Amortization of unrecognized prior service gain, before Tax	(6)	0	(8)	(1)
Tax on Amortization of unrecognized prior service gain	1	0	1	0
Amortization of unrecognized prior service gain, Net of Tax	(5)	0	(7)	(1)
Total Pension and Other Postretirement Benefit Plans, Adjustment, before Tax	(25)	(8)	265	(2)
Pension and Other Postretirement Benefit Plans, Tax	8	3	(52)	3
Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax	(17)	(5)	213	1
Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax			21
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	(1)	4	(1)	3
Reclassification Adjustment on Derivatives Included in Net Income, Tax	0	0	0	0
Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax	(1)	4	(1)	3
Derivatives Qualifying as Hedges, before Tax	38	3	24	2
Derivatives Qualifying as Hedges, Tax	(7)	0	(4)	0
Derivatives Qualifying as Hedges, Net of Tax	31	3	20	2
Other Comprehensive Income (Loss), before Tax	83	22	247	30
Other comprehensive income, Tax	1	3	(56)	3
Other Comprehensive Income (Loss), Net of Tax	84	25	191	33	$ 33
Other Comprehensive Income (Loss), before Tax, Portion Attributable to Noncontrolling Interest	(4)	0	3	0
Other Comprehensive Income (Loss), Tax, Portion Attributable to Noncontrolling Interest	0	0	0	0
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Noncontrolling Interest	(4)	0	3	0
Other Comprehensive Income (Loss), before Tax, Portion Attributable to Parent	79	22	250	30
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent	1	3	(56)	3
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent	80	25	194	33
Interest Rate Swaps [Member]
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	0	(1)	(1)	(3)
Reclassification Adjustment on Derivatives Included in Net Income, Tax	0	1	0	1
Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax	0	0	(1)	(2)
Foreign Exchange Forward [Member]
Unrealized Gain (Loss) on Derivatives Arising During Period, before Tax	39	(1)	25	(1)
Net gain (loss) on derivative instruments, tax	(7)	0	(4)	0
Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax	32	(1)	21	(1)
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	(1)	6	0	7
Reclassification Adjustment on Derivatives Included in Net Income, Tax	0	(1)	0	(1)
Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax	(1)	5	0	6
Treasury Lock [Member]
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	0	(1)	0	(1)
Reclassification Adjustment on Derivatives Included in Net Income, Tax	0	0	0	0
Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax	$ 0	$ (1)	$ 0	$ (1)

COMPREHENSIVE INCOME (LOSS) (74

COMPREHENSIVE INCOME (LOSS) (Components of AOCI) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest [Abstract]
Foreign Currency Translation Adjustment in AOCI, Net of Tax	$ (230)		$ (230)		$ (191)
Pension and Other Postretirement Benefit Plans in AOCI, Net of Tax	(680)		(680)		(893)
Net unrealized gain on derivative instruments	38		38		18
Accumulated Other Comprehensive Income (Loss), Net of Tax	(872)		(872)		$ (1,066)
Foreign Currency Transaction and Translation Gain (Loss) IN AOCI Arising During Period, Net of Tax			(39)
Pension and Other Postretirement Benefit Plans, Adjustment in AOCI, before Reclassification Adjustments, Net of Tax			200
Unrealized Gain (Loss) on Derivatives in AOCI Arising During Period, Net of Tax			21
Other Comprehensive Income (Loss), Before Reclassification Adjustments, Net of Tax			182
Reclassification Adjustment on Foreign Currency Transaction and Translation Gain Loss Included in Net Income, Net of Tax			0
Reclassification, Pension and Other Postretirement Benefit Plans, Net Gain (Loss) Recognized in Net Periodic Benefit Cost, Net of Tax	5	$ 10	13	$ 19
Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax	(1)	4	(1)	3
Other Comprehensive Income (Loss), Total Reclassification Adjustment on in Net Income, Net of Tax	4	14	12	22
Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax	(17)	(5)	213	1
Derivatives Qualifying as Hedges, Net of Tax	31	3	20	2
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent	$ 80	$ 25	$ 194	$ 33

COMPREHENSIVE INCOME (LOSS) (Re

COMPREHENSIVE INCOME (LOSS) (Reclassifications from OCI) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	$ (1)	$ 4	$ (1)	$ 3
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax	0	0	0	0
Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax	(1)	4	(1)	3
Defined Benefit Plan, Amounts Recognized in Other Comprehensive Income (Loss), Net Prior Service Cost (Credit), before Tax	(6)	0	(8)	(1)
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, for Net Gain (Loss), before Tax	12	12	24	24
Other Comprehensive (Income) Loss, Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, before Tax	6	12	16	23
Other Comprehensive (Income) Loss, Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, Tax	(1)	(2)	(3)	(4)
Reclassification, Pension and Other Postretirement Benefit Plans, Net Gain (Loss) Recognized in Net Periodic Benefit Cost, Net of Tax	5	10	13	19
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax	4	14	12	22
Interest Rate Swaps [Member]
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	0	(1)	(1)	(3)
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax	0	1	0	1
Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax	0	0	(1)	(2)
Treasury Lock [Member]
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	0	(1)	0	(1)
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax	0	0	0	0
Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax	0	(1)	0	(1)
Investment Income [Member] | Interest Rate Swaps [Member]
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	0	(1)	(1)	(3)
Operating Expense [Member] | Forward Exchange Contracts [Member]
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	(1)	6	0	7
Interest Expense [Member] | Treasury Lock [Member]
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	$ 0	$ (1)	$ 0	$ (1)

SEGMENT INFORMATION (Informatio

SEGMENT INFORMATION (Information Regarding Company's Segments) (Details) - USD ($) $ in Millions	3 Months Ended				6 Months Ended
	Jun. 30, 2015		Jun. 30, 2014		Jun. 30, 2015	Jun. 30, 2014
Segment Reporting Information [Line Items]
Commissions and fees	$ 917		$ 930		$ 1,998	$ 2,020
Gross Investment Income, Operating	3		4		6	8
Other income	2		1		5	4
Total revenues	922		935		2,009	2,032
Depreciation and amortization	39		36		75	72
Segment operating income	105		148		398	474
Willis GB [Member]
Segment Reporting Information [Line Items]
Commissions and fees	170		187		312	337
Gross Investment Income, Operating	1		2		2	3
Other income	0		1		0	3
Total revenues	171		190		314	343
Depreciation and amortization	6		8		12	15
Segment operating income	39		57		60	79
Capital, Wholesale & Reinsurance [Member]
Segment Reporting Information [Line Items]
Commissions and fees	190		192		486	495
Gross Investment Income, Operating	1		1		2	2
Other income	0		0		0	0
Total revenues	191		193		488	497
Depreciation and amortization	5		2		8	5
Segment operating income	36		63		189	231
Willis North America
Segment Reporting Information [Line Items]
Commissions and fees	314		323		670	677
Gross Investment Income, Operating	0		0		0	0
Other income	2		0		5	1
Total revenues	316		323		675	678
Depreciation and amortization	16		18		32	36
Segment operating income	32		47		110	130
Willis International
Segment Reporting Information [Line Items]
Commissions and fees	243		228		530	511
Gross Investment Income, Operating	1		1		2	3
Other income	0		0		0	0
Total revenues	244		229		532	514
Depreciation and amortization	10		6		19	12
Segment operating income	19		23		89	107
Total Segments
Segment Reporting Information [Line Items]
Commissions and fees	917		930		1,998	2,020
Gross Investment Income, Operating	3		4		6	8
Other income	2		1		5	4
Total revenues	922		935		2,009	2,032
Depreciation and amortization	37		34		71	68
Segment operating income	$ 126		190		448	547
Corporate
Segment Reporting Information [Line Items]
Gross Investment Income, Operating
Depreciation and amortization	$ 2		2		4	4
Segment operating income	$ (21)	[1]	$ (42)	[1]	$ (50)	$ (73)	[1]
[1]	See the following table for an analysis of ‘Corporate and Other’.

SEGMENT INFORMATION (Corporate

SEGMENT INFORMATION (Corporate and Other Information) (Details) - USD ($) $ in Millions	3 Months Ended				6 Months Ended			12 Months Ended	18 Months Ended
	Jun. 30, 2015		Jun. 30, 2014		Jun. 30, 2015	Jun. 30, 2014		Dec. 31, 2014	Jun. 30, 2015
Segment Reporting Information [Line Items]
Costs Related to Group Functions	$ (36)		$ (47)		$ (75)	$ (89)
Non-servicing Element of Defined Benefit Plan	27		14
Restructuring Costs	(38)		(3)		(69)	(3)		$ (36)	$ (105)
Segment operating income	105		148		398	474
Corporate
Segment Reporting Information [Line Items]
Non-servicing Element of Defined Benefit Plan					51	27
Restructuring Costs	(5)		(2)		(16)	(2)
Other Expenses	0		(2)		0	2
Segment operating income	(21)	[1]	(42)	[1]	(50)	(73)	[1]
Parent Company [Member]
Segment Reporting Information [Line Items]
Operating Expenses	(7)		(5)		(10)	(7)
Restructuring Costs	0		0		0	0
Segment operating income	$ (1)		$ (6)		$ (10)	$ (10)
[1]	See the following table for an analysis of ‘Corporate and Other’.

SEGMENT INFORMATION (Consolidat

SEGMENT INFORMATION (Consolidated Operating Income) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Segment Reporting [Abstract]
Total consolidated operating income	$ 105	$ 148	$ 398	$ 474
Other income (expense), net	23	(3)	17	(3)
Interest expense	(35)	(35)	(68)	(67)
Income before income taxes and interest in earnings of associates	$ 93	$ 110	$ 347	$ 404

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2015	Jun. 30, 2015	Dec. 31, 2014
Towers Watson [Member] | Subsequent Event
Subsequent Event [Line Items]
Combined Equity after Merger	$ 18,000
Five Point Six Two Five Percent Senior Notes Due Two Thousand Fifteen [Member]
Subsequent Event [Line Items]
Senior Notes, Current		$ 148	$ 148

FINANCIAL INFORMATION FOR PAR80

FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Details) - USD ($) $ in Millions	Aug. 15, 2013	Sep. 29, 2009	Mar. 28, 2007	Jul. 01, 2005
Condensed Financial Statements, Captions [Line Items]
Senior Notes	$ 525
Willis North America, Inc. [Member]
Condensed Financial Statements, Captions [Line Items]
Senior notes, outstanding balance		$ 187	$ 394	$ 148

FINANCIAL INFORMATION FOR PAR81

FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Statement of Operations) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended	18 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014	Jun. 30, 2015
REVENUES
Commissions and fees	$ 917	$ 930	$ 1,998	$ 2,020
Gross Investment Income, Operating	3	4	6	8
Other income	2	1	5	4
Total revenues	922	935	2,009	2,032
EXPENSES
Salaries and benefits	(561)	(575)	(1,128)	(1,145)
Other operating expenses	(179)	(173)	(339)	(338)
Depreciation expense	(23)	(24)	(45)	(47)
Amortization of intangible assets	(16)	(12)	(30)	(25)
Restructuring Costs	(38)	(3)	(69)	(3)	$ (36)	$ (105)
Operating Expenses	(817)	(787)	(1,611)	(1,558)
Segment operating income	105	148	398	474
Other income (expense), net	23	(3)	17	(3)
Income from group undertakings	0	0	0	0
Investment income from Group undertakings	0	0	0	0
Interest expense	(35)	(35)	(68)	(67)
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	93	110	347	404
Income taxes	(19)	(59)	(75)	(122)
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	74	51	272	282
Interest in (loss) earnings of associates, net of tax	(2)	(3)	14	16
Equity account for subsidiaries	0	0	0	0
NET (LOSS) INCOME	72	48	286	298	$ 298
Net Income (Loss) Attributable to Noncontrolling Interest	(2)	(1)	(6)	(5)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	70	47	280	293
Willis Group Holdings
REVENUES
Commissions and fees	0	0	0	0
Gross Investment Income, Operating	0	0	0	0
Other income	0	0	0	0
Total revenues	0	0	0	0
EXPENSES
Salaries and benefits	(1)	(1)	(1)	(1)
Other operating expenses	0	(5)	(9)	(9)
Depreciation expense	0	0	0	0
Amortization of intangible assets	0	0	0	0
Restructuring Costs	0	0	0	0
Operating Expenses	(1)	(6)	(10)	(10)
Segment operating income	(1)	(6)	(10)	(10)
Other income (expense), net	4	(1)	(8)	(1)
Income from group undertakings	0	0	0	0
Investment income from Group undertakings	0	0	0	0
Interest expense	(10)	(10)	(21)	(21)
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(7)	(17)	(39)	(32)
Income taxes	0	0	0	0
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	(7)	(17)	(39)	(32)
Interest in (loss) earnings of associates, net of tax	0	0	0	0
Equity account for subsidiaries	77	64	319	325
NET (LOSS) INCOME	70	47	280	293
Net Income (Loss) Attributable to Noncontrolling Interest	0	0	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	70	47	280	293
The Other Guarantors
REVENUES
Commissions and fees	0	0	0	0
Gross Investment Income, Operating	0	0	0	0
Other income	0	0	0	0
Total revenues	0	0	0	0
EXPENSES
Salaries and benefits	0	0	0	0
Other operating expenses	(41)	(20)	(55)	(44)
Depreciation expense	(2)	(1)	(3)	(2)
Amortization of intangible assets	0	0	0	0
Restructuring Costs	0	(2)	(14)	(2)
Operating Expenses	(43)	(23)	(72)	(48)
Segment operating income	(43)	(23)	(72)	(48)
Other income (expense), net	(6)	(229)	0	(228)
Income from group undertakings	56	57	110	116
Investment income from Group undertakings	(7)	(8)	(15)	(16)
Interest expense	(9)	(9)	(18)	(18)
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(9)	(212)	5	(194)
Income taxes	11	6	17	11
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	2	(206)	22	(183)
Interest in (loss) earnings of associates, net of tax	2	2	4	5
Equity account for subsidiaries	71	267	286	497
NET (LOSS) INCOME	75	63	312	319
Net Income (Loss) Attributable to Noncontrolling Interest	0	0	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	75	63	312	319
The Issuer
REVENUES
Commissions and fees	0	2	4	4
Gross Investment Income, Operating	0	0	0	0
Other income	0	0	0	0
Total revenues	0	2	4	4
EXPENSES
Salaries and benefits	(22)	(17)	(42)	(36)
Other operating expenses	(9)	(19)	(11)	(36)
Depreciation expense	(4)	(5)	(8)	(9)
Amortization of intangible assets	0	0	0	0
Restructuring Costs	(8)	0	(13)	0
Operating Expenses	(43)	(41)	(74)	(81)
Segment operating income	(43)	(39)	(70)	(77)
Other income (expense), net	0	0	0	0
Income from group undertakings	56	85	112	128
Investment income from Group undertakings	(45)	(46)	(89)	(92)
Interest expense	(11)	(12)	(22)	(23)
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(43)	(12)	(69)	(64)
Income taxes	14	(1)	22	18
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	(29)	(13)	(47)	(46)
Interest in (loss) earnings of associates, net of tax	0	0	0	0
Equity account for subsidiaries	30	35	96	118
NET (LOSS) INCOME	1	22	49	72
Net Income (Loss) Attributable to Noncontrolling Interest	0	0	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	1	22	49	72
Other
REVENUES
Commissions and fees	917	928	1,994	2,016
Gross Investment Income, Operating	3	4	6	8
Other income	2	1	5	4
Total revenues	922	933	2,005	2,028
EXPENSES
Salaries and benefits	(538)	(557)	(1,085)	(1,108)
Other operating expenses	(129)	(129)	(264)	(249)
Depreciation expense	(17)	(18)	(34)	(36)
Amortization of intangible assets	(16)	(12)	(30)	(25)
Restructuring Costs	(30)	(1)	(42)	(1)
Operating Expenses	(730)	(717)	(1,455)	(1,419)
Segment operating income	192	216	550	609
Other income (expense), net	25	(3)	24	(4)
Income from group undertakings	24	27	49	54
Investment income from Group undertakings	(84)	(115)	(167)	(190)
Interest expense	(5)	(4)	(7)	(5)
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	152	121	449	464
Income taxes	(44)	(64)	(114)	(151)
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	108	57	335	313
Interest in (loss) earnings of associates, net of tax	(4)	(5)	10	11
Equity account for subsidiaries	0	0	0	0
NET (LOSS) INCOME	104	52	345	324
Net Income (Loss) Attributable to Noncontrolling Interest	(2)	(1)	(6)	(5)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	102	51	339	319
Consolidating adjustments
REVENUES
Commissions and fees	0	0	0	0
Gross Investment Income, Operating	0	0	0	0
Other income	0	0	0	0
Total revenues	0	0	0	0
EXPENSES
Salaries and benefits	0	0	0	0
Other operating expenses	0	0	0	0
Depreciation expense	0	0	0	0
Amortization of intangible assets	$ 0	0	0	0
Restructuring Costs		0	0	0
Operating Expenses	$ 0	0	0	0
Segment operating income	0	0	0	0
Other income (expense), net	0	230	1	230
Income from group undertakings	(136)	(169)	(271)	(298)
Investment income from Group undertakings	136	169	271	298
Interest expense	0	0	0	0
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	0	230	1	230
Income taxes	0	0	0	0
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	0	230	1	230
Interest in (loss) earnings of associates, net of tax	0	0	0	0
Equity account for subsidiaries	(178)	(366)	(701)	(940)
NET (LOSS) INCOME	(178)	(136)	(700)	(710)
Net Income (Loss) Attributable to Noncontrolling Interest	0	0	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$ (178)	$ (136)	$ (700)	$ (710)

FINANCIAL INFORMATION FOR PAR82

FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Comprehensive Income) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Comprehensive income	$ 156	$ 73	$ 477	$ 331
Less: comprehensive income attributable to noncontrolling interests	(6)	(1)	(3)	(5)
Comprehensive income	150	72	474	326
Willis Group Holdings
Comprehensive income	150	72	474	326
Less: comprehensive income attributable to noncontrolling interests	0	0	0	0
Comprehensive income	150	72	474	326
The Other Guarantors
Comprehensive income	154	88	508	352
Less: comprehensive income attributable to noncontrolling interests	0	0	0	0
Comprehensive income	154	88	508	352
The Issuer
Comprehensive income	4	24	55	75
Less: comprehensive income attributable to noncontrolling interests	0	0	0	0
Comprehensive income	4	24	55	75
Other
Comprehensive income	176	76	546	357
Less: comprehensive income attributable to noncontrolling interests	(6)	(1)	(3)	(5)
Comprehensive income	170	75	543	352
Consolidating adjustments
Comprehensive income	(328)	(187)	(1,106)	(779)
Less: comprehensive income attributable to noncontrolling interests	0	0	0	0
Comprehensive income	$ (328)	$ (187)	$ (1,106)	$ (779)

FINANCIAL INFORMATION FOR PAR83

FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Balance Sheet) (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014	Jun. 30, 2014	Dec. 31, 2013
CURRENT ASSETS
Cash and cash equivalents	$ 483	$ 635	$ 708	$ 796
Accounts receivable, net	1,226	1,044
Fiduciary assets	11,006	8,948
Deferred tax assets	9	12
Other current assets	222	214
Amounts owed by group undertakings	0	0
Total current assets	12,946	10,853
Investments in subsidiaries	0	0
NON-CURRENT ASSETS
Fixed assets, net	516	483
Goodwill	3,097	2,937		2,838
Other intangible assets, net	675	450
Investments in associates	168	169
Deferred tax assets	6	9
Pension benefits asset	677	314
Other non-current assets	234	220
Non-current amounts due from group undertakings	0	0
Total non-current assets	5,373	4,582
TOTAL ASSETS	18,319	15,435
CURRENT LIABILITIES
Fiduciary liabilities	11,006	8,948
Deferred revenue and accrued expenses	443	619
Income taxes payable	35	33
Current portion of long-term debt	468	167
Deferred tax liabilities	21	21
Other current liabilities	522	444
Amounts due to group undertakings	0	0
Total current liabilities	12,495	10,232
Investments in subsidiaries	0	0
NON-CURRENT LIABILITIES
Long-term debt	2,052	2,142
Liabilities for pension benefits	294	284
Deferred tax liabilities	211	128
Provisions for liabilities	220	194
Other non-current liabilities	506	389
Noncurrent amounts due to group undertakings	0	0
Total non-current liabilities	3,283	3,137
Total liabilities	15,778	13,369
Redeemable Noncontrolling Interest, Equity, Carrying Amount	52	59
EQUITY
Total Willis Group Holdings stockholders’ equity	2,393	1,985
Noncontrolling interests	96	22
Total equity	2,489	2,007
TOTAL LIABILITIES AND EQUITY	18,319	15,435
Willis Group Holdings
CURRENT ASSETS
Cash and cash equivalents	6	9	3	3
Accounts receivable, net	0	0
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	1	1
Amounts owed by group undertakings	3,560	3,674
Total current assets	3,567	3,684
Investments in subsidiaries	0	0
NON-CURRENT ASSETS
Fixed assets, net	0	0
Goodwill	0	0
Other intangible assets, net	0	0
Investments in associates	0	0
Deferred tax assets	0	0
Pension benefits asset	0	0
Other non-current assets	2	3
Non-current amounts due from group undertakings	0	0
Total non-current assets	2	3
TOTAL ASSETS	3,569	3,687
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	5	1
Income taxes payable	0	0
Current portion of long-term debt	299	0
Deferred tax liabilities	0	0
Other current liabilities	71	67
Amounts due to group undertakings	0	0
Total current liabilities	375	68
Investments in subsidiaries	304	838
NON-CURRENT LIABILITIES
Long-term debt	497	796
Liabilities for pension benefits	0	0
Deferred tax liabilities	0	0
Provisions for liabilities	0	0
Other non-current liabilities	0	0
Noncurrent amounts due to group undertakings	0	0
Total non-current liabilities	801	1,634
Total liabilities	1,176	1,702
Redeemable Noncontrolling Interest, Equity, Carrying Amount	0	0
EQUITY
Total Willis Group Holdings stockholders’ equity	2,393	1,985
Noncontrolling interests	0	0
Total equity	2,393	1,985
TOTAL LIABILITIES AND EQUITY	3,569	3,687
The Other Guarantors
CURRENT ASSETS
Cash and cash equivalents	2	2	4	3
Accounts receivable, net	0	0
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	48	27
Amounts owed by group undertakings	983	924
Total current assets	1,033	953
Investments in subsidiaries	3,333	2,536
NON-CURRENT ASSETS
Fixed assets, net	20	20
Goodwill	0	0
Other intangible assets, net	0	0
Investments in associates	139	147
Deferred tax assets	1	0
Pension benefits asset	0	0
Other non-current assets	7	8
Non-current amounts due from group undertakings	518	518
Total non-current assets	4,018	3,229
TOTAL ASSETS	5,051	4,182
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	6	4
Income taxes payable	0	0
Current portion of long-term debt	20	17
Deferred tax liabilities	0	0
Other current liabilities	16	11
Amounts due to group undertakings	4,484	4,374
Total current liabilities	4,526	4,406
Investments in subsidiaries	0	0
NON-CURRENT LIABILITIES
Long-term debt	974	765
Liabilities for pension benefits	0	0
Deferred tax liabilities	0	0
Provisions for liabilities	0	0
Other non-current liabilities	2	0
Noncurrent amounts due to group undertakings	0	0
Total non-current liabilities	976	765
Total liabilities	5,502	5,171
Redeemable Noncontrolling Interest, Equity, Carrying Amount		0
EQUITY
Total Willis Group Holdings stockholders’ equity	(451)	(989)
Noncontrolling interests	0	0
Total equity	(451)	(989)
TOTAL LIABILITIES AND EQUITY	5,051	4,182
The Issuer
CURRENT ASSETS
Cash and cash equivalents	0	0	0	0
Accounts receivable, net	2	4
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	25	10
Amounts owed by group undertakings	953	1,057
Total current assets	980	1,071
Investments in subsidiaries	824	721
NON-CURRENT ASSETS
Fixed assets, net	39	42
Goodwill	0	0
Other intangible assets, net	0	0
Investments in associates	0	0
Deferred tax assets	0	0
Pension benefits asset	0	0
Other non-current assets	2	2
Non-current amounts due from group undertakings	765	740
Total non-current assets	1,630	1,505
TOTAL ASSETS	2,610	2,576
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	18	30
Income taxes payable	0	7
Current portion of long-term debt	148	149
Deferred tax liabilities	0	0
Other current liabilities	29	46
Amounts due to group undertakings	1,519	1,499
Total current liabilities	1,714	1,731
Investments in subsidiaries	0	0
NON-CURRENT LIABILITIES
Long-term debt	581	581
Liabilities for pension benefits	0	0
Deferred tax liabilities	0	0
Provisions for liabilities	0	0
Other non-current liabilities	16	17
Noncurrent amounts due to group undertakings	518	518
Total non-current liabilities	1,115	1,116
Total liabilities	2,829	2,847
Redeemable Noncontrolling Interest, Equity, Carrying Amount		0
EQUITY
Total Willis Group Holdings stockholders’ equity	(219)	(271)
Noncontrolling interests	0	0
Total equity	(219)	(271)
TOTAL LIABILITIES AND EQUITY	2,610	2,576
Other
CURRENT ASSETS
Cash and cash equivalents	475	624	701	790
Accounts receivable, net	1,224	1,040
Fiduciary assets	11,006	8,948
Deferred tax assets	9	12
Other current assets	195	205
Amounts owed by group undertakings	1,289	1,114
Total current assets	14,198	11,943
Investments in subsidiaries	0	0
NON-CURRENT ASSETS
Fixed assets, net	457	421
Goodwill	3,097	2,937
Other intangible assets, net	675	450
Investments in associates	29	22
Deferred tax assets	6	9
Pension benefits asset	677	314
Other non-current assets	223	207
Non-current amounts due from group undertakings	0	0
Total non-current assets	5,164	4,360
TOTAL ASSETS	19,362	16,303
CURRENT LIABILITIES
Fiduciary liabilities	11,006	8,948
Deferred revenue and accrued expenses	414	584
Income taxes payable	82	55
Current portion of long-term debt	1	1
Deferred tax liabilities	21	21
Other current liabilities	406	320
Amounts due to group undertakings	782	896
Total current liabilities	12,712	10,825
Investments in subsidiaries	0	0
NON-CURRENT LIABILITIES
Long-term debt	0	0
Liabilities for pension benefits	294	284
Deferred tax liabilities	212	128
Provisions for liabilities	220	194
Other non-current liabilities	488	372
Noncurrent amounts due to group undertakings	765	740
Total non-current liabilities	1,979	1,718
Total liabilities	14,691	12,543
Redeemable Noncontrolling Interest, Equity, Carrying Amount	52	59
EQUITY
Total Willis Group Holdings stockholders’ equity	4,523	3,679
Noncontrolling interests	96	22
Total equity	4,619	3,701
TOTAL LIABILITIES AND EQUITY	19,362	16,303
Consolidating adjustments
CURRENT ASSETS
Cash and cash equivalents	0	0	$ 0	$ 0
Accounts receivable, net	0	0
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	(47)	(29)
Amounts owed by group undertakings	(6,785)	(6,769)
Total current assets	(6,832)	(6,798)
Investments in subsidiaries	(4,157)	(3,257)
NON-CURRENT ASSETS
Fixed assets, net	0	0
Goodwill	0	0
Other intangible assets, net	0	0
Investments in associates	0	0
Deferred tax assets	(1)	0
Pension benefits asset	0	0
Other non-current assets	0	0
Non-current amounts due from group undertakings	(1,283)	(1,258)
Total non-current assets	(5,441)	(4,515)
TOTAL ASSETS	(12,273)	(11,313)
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	0	0
Income taxes payable	(47)	(29)
Current portion of long-term debt	0	0
Deferred tax liabilities	0	0
Other current liabilities	0	0
Amounts due to group undertakings	(6,785)	(6,769)
Total current liabilities	(6,832)	(6,798)
Investments in subsidiaries	(304)	(838)
NON-CURRENT LIABILITIES
Long-term debt	0	0
Liabilities for pension benefits	0	0
Deferred tax liabilities	(1)	0
Provisions for liabilities	0	0
Other non-current liabilities	0	0
Noncurrent amounts due to group undertakings	(1,283)	(1,258)
Total non-current liabilities	(1,588)	(2,096)
Total liabilities	(8,420)	(8,894)
Redeemable Noncontrolling Interest, Equity, Carrying Amount		0
EQUITY
Total Willis Group Holdings stockholders’ equity	(3,853)	(2,419)
Noncontrolling interests	0	0
Total equity	(3,853)	(2,419)
TOTAL LIABILITIES AND EQUITY	$ (12,273)	$ (11,313)

FINANCIAL INFORMATION FOR PAR84

FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Cash Flows) (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	$ 7	$ 152
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	9	2
Additions to fixed assets	(47)	(54)
Payments to Acquire Intangible Assets	(10)	(1)
Acquisitions of operations, net of cash acquired	(228)	(41)
Payments to acquire other investments, net of distributions received	0	(6)
Proceeds on sale of operations, net of cash disposed	28	18
Cash received on intercompany investing activities	0	0
Cash paid on intercompany investing activities	0	0
Additional investment in subsidiaries	0
Net cash used in investing activities	(248)	(82)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Unsecured Lines of Credit	220
Debt issuance costs	(1)	(3)
Repayments of debt	(8)	(8)
Repurchase of shares	(79)	(117)
Proceeds from issue of shares	84	93
Excess tax benefits from share-based payment arrangements	5	2
Dividends paid	(109)	(103)
Payments to Acquire Additional Interest in Subsidiaries	0	(4)
Dividends paid to noncontrolling interests	(8)	(15)
Cash received on intercompany financing activities	0	0
Cash paid on intercompany financing activities	0	0
Net cash used in financing activities	104	(155)
DECREASE IN CASH AND CASH EQUIVALENTS	(137)	(85)
Effect of exchange rate changes on cash and cash equivalents	(15)	(3)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	635	796
CASH AND CASH EQUIVALENTS, END OF PERIOD	483	708
Willis Group Holdings
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	(4)	(18)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	0	0
Additions to fixed assets	0	0
Payments to Acquire Intangible Assets	0	0
Acquisitions of operations, net of cash acquired	0	0
Payments to acquire other investments, net of distributions received		0
Proceeds on sale of operations, net of cash disposed	0	0
Cash received on intercompany investing activities	105	145
Cash paid on intercompany investing activities	0	0
Additional investment in subsidiaries	0
Net cash used in investing activities	105	145
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Unsecured Lines of Credit	0
Debt issuance costs	0	0
Repayments of debt	0	0
Repurchase of shares	(79)	(117)
Proceeds from issue of shares	84	93
Excess tax benefits from share-based payment arrangements	0	0
Dividends paid	(109)	(103)
Payments to Acquire Additional Interest in Subsidiaries		0
Dividends paid to noncontrolling interests	0	0
Cash received on intercompany financing activities	0	0
Cash paid on intercompany financing activities	0	0
Net cash used in financing activities	(104)	(127)
DECREASE IN CASH AND CASH EQUIVALENTS	(3)	0
Effect of exchange rate changes on cash and cash equivalents	0	0
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9	3
CASH AND CASH EQUIVALENTS, END OF PERIOD	6	3
The Other Guarantors
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	62	124
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	0	0
Additions to fixed assets	(4)	(4)
Payments to Acquire Intangible Assets	0	0
Acquisitions of operations, net of cash acquired	0	0
Payments to acquire other investments, net of distributions received		0
Proceeds on sale of operations, net of cash disposed	0	0
Cash received on intercompany investing activities	49	12
Cash paid on intercompany investing activities	(72)	0
Additional investment in subsidiaries	(274)
Net cash used in investing activities	(301)	8
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Unsecured Lines of Credit	220
Debt issuance costs	0	0
Repayments of debt	(8)	(8)
Repurchase of shares	0	0
Proceeds from issue of shares	0	0
Excess tax benefits from share-based payment arrangements	0	0
Dividends paid	0	0
Payments to Acquire Additional Interest in Subsidiaries		(4)
Dividends paid to noncontrolling interests	0	0
Cash received on intercompany financing activities	216	37
Cash paid on intercompany financing activities	(189)	(156)
Net cash used in financing activities	239	(131)
DECREASE IN CASH AND CASH EQUIVALENTS	0	1
Effect of exchange rate changes on cash and cash equivalents	0	0
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	2	3
CASH AND CASH EQUIVALENTS, END OF PERIOD	2	4
The Issuer
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	17	44
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	0	1
Additions to fixed assets	(5)	(7)
Payments to Acquire Intangible Assets	0	0
Acquisitions of operations, net of cash acquired	0	0
Payments to acquire other investments, net of distributions received		0
Proceeds on sale of operations, net of cash disposed	0	0
Cash received on intercompany investing activities	0	120
Cash paid on intercompany investing activities	(14)	0
Additional investment in subsidiaries	0
Net cash used in investing activities	(19)	114
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Unsecured Lines of Credit	0
Debt issuance costs	0	0
Repayments of debt	0	0
Repurchase of shares	0	0
Proceeds from issue of shares	0	0
Excess tax benefits from share-based payment arrangements	0	0
Dividends paid	0	0
Payments to Acquire Additional Interest in Subsidiaries		0
Dividends paid to noncontrolling interests	0	0
Cash received on intercompany financing activities	2	0
Cash paid on intercompany financing activities	0	(158)
Net cash used in financing activities	2	(158)
DECREASE IN CASH AND CASH EQUIVALENTS	0	0
Effect of exchange rate changes on cash and cash equivalents	0	0
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	0	0
CASH AND CASH EQUIVALENTS, END OF PERIOD	0	0
Other
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	(68)	238
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	9	2
Additions to fixed assets	(38)	(44)
Payments to Acquire Intangible Assets	(10)	(1)
Acquisitions of operations, net of cash acquired	(228)	(41)
Payments to acquire other investments, net of distributions received		(6)
Proceeds on sale of operations, net of cash disposed	28	18
Cash received on intercompany investing activities	153	283
Cash paid on intercompany investing activities	(218)	(37)
Additional investment in subsidiaries	0
Net cash used in investing activities	(304)	174
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Unsecured Lines of Credit	0
Debt issuance costs	(1)	(3)
Repayments of debt	0	0
Repurchase of shares	0	0
Proceeds from issue of shares	274	0
Excess tax benefits from share-based payment arrangements	5	2
Dividends paid	0	(236)
Payments to Acquire Additional Interest in Subsidiaries		0
Dividends paid to noncontrolling interests	(8)	(15)
Cash received on intercompany financing activities	86	0
Cash paid on intercompany financing activities	(118)	(246)
Net cash used in financing activities	238	(498)
DECREASE IN CASH AND CASH EQUIVALENTS	(134)	(86)
Effect of exchange rate changes on cash and cash equivalents	(15)	(3)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	624	790
CASH AND CASH EQUIVALENTS, END OF PERIOD	475	701
Consolidating adjustments
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	0	(236)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	0	(1)
Additions to fixed assets	0	1
Payments to Acquire Intangible Assets	0	0
Acquisitions of operations, net of cash acquired	0	0
Payments to acquire other investments, net of distributions received		0
Proceeds on sale of operations, net of cash disposed	0	0
Cash received on intercompany investing activities	(307)	(560)
Cash paid on intercompany investing activities	304	37
Additional investment in subsidiaries	274
Net cash used in investing activities	271	(523)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Unsecured Lines of Credit	0
Debt issuance costs	0	0
Repayments of debt	0	0
Repurchase of shares	0	0
Proceeds from issue of shares	(274)	0
Excess tax benefits from share-based payment arrangements	0	0
Dividends paid	0	236
Payments to Acquire Additional Interest in Subsidiaries		0
Dividends paid to noncontrolling interests	0	0
Cash received on intercompany financing activities	(304)	(37)
Cash paid on intercompany financing activities	307	560
Net cash used in financing activities	(271)	759
DECREASE IN CASH AND CASH EQUIVALENTS	0	0
Effect of exchange rate changes on cash and cash equivalents	0	0
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	0	0
CASH AND CASH EQUIVALENTS, END OF PERIOD	$ 0	$ 0

FINANCIAL INFORMATION FOR PAR85

FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Details) $ in Millions	Mar. 17, 2011USD ($)
Condensed Financial Information of Parent Company Only Disclosure [Abstract]
Senior notes issued	$ 800

FINANCIAL INFORMATION FOR PAR86

FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Statement of Operations) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended	18 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014	Jun. 30, 2015
Commissions and fees	$ 917	$ 930	$ 1,998	$ 2,020
Gross Investment Income, Operating	3	4	6	8
Other income	2	1	5	4
Total revenues	922	935	2,009	2,032
Labor and Related Expense	(561)	(575)	(1,128)	(1,145)
Other Cost and Expense, Operating	(179)	(173)	(339)	(338)
Depreciation expense	(23)	(24)	(45)	(47)
Amortization of intangible assets	(16)	(12)	(30)	(25)
Restructuring Costs	(38)	(3)	(69)	(3)	$ (36)	$ (105)
Operating Expenses	(817)	(787)	(1,611)	(1,558)
Operating Income (Loss)	105	148	398	474
Other income (expense), net	23	(3)	17	(3)
Income from group undertakings	0	0	0	0
Expenses due to group undertakings	0	0	0	0
Interest Expense	(35)	(35)	(68)	(67)
Income before income taxes and interest in earnings of associates	93	110	347	404
Income Tax Expense (Benefit)	(19)	(59)	(75)	(122)
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	74	51	272	282
Interest in (loss) earnings of associates, net of tax	(2)	(3)	14	16
Equity account for subsidiaries	0	0	0	0
NET (LOSS) INCOME	72	48	286	298	$ 298
Net Income (Loss) Attributable to Noncontrolling Interest	(2)	(1)	(6)	(5)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	70	47	280	293
Guarantor Subsidiaries
Commissions and fees	0	2	4	4
Gross Investment Income, Operating	0	0	0	0
Other income	0	0	0	0
Total revenues	0	2	4	4
Labor and Related Expense	(22)	(17)	(42)	(36)
Other Cost and Expense, Operating	(50)	(39)	(66)	(80)
Depreciation expense	(6)	(6)	(11)	(11)
Amortization of intangible assets	0	0	0	0
Restructuring Costs	(8)	(2)	(27)	(2)
Operating Expenses	(86)	(64)	(146)	(129)
Operating Income (Loss)	(86)	(62)	(142)	(125)
Other income (expense), net	(6)	(229)	0	(228)
Income from group undertakings	84	114	167	189
Expenses due to group undertakings	(24)	(26)	(49)	(53)
Interest Expense	(20)	(21)	(40)	(41)
Income before income taxes and interest in earnings of associates	(52)	(224)	(64)	(258)
Income Tax Expense (Benefit)	25	5	39	29
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	(27)	(219)	(25)	(229)
Interest in (loss) earnings of associates, net of tax	2	2	4	5
Equity account for subsidiaries	100	280	333	543
NET (LOSS) INCOME	75	63	312	319
Net Income (Loss) Attributable to Noncontrolling Interest	0	0	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	75	63	312	319
Other
Commissions and fees	917	928	1,994	2,016
Gross Investment Income, Operating	3	4	6	8
Other income	2	1	5	4
Total revenues	922	933	2,005	2,028
Labor and Related Expense	(538)	(557)	(1,085)	(1,108)
Other Cost and Expense, Operating	(129)	(129)	(264)	(249)
Depreciation expense	(17)	(18)	(34)	(36)
Amortization of intangible assets	(16)	(12)	(30)	(25)
Restructuring Costs	(30)	(1)	(42)	(1)
Operating Expenses	(730)	(717)	(1,455)	(1,419)
Operating Income (Loss)	192	216	550	609
Other income (expense), net	25	(3)	24	(4)
Income from group undertakings	24	27	49	54
Expenses due to group undertakings	(84)	(115)	(167)	(190)
Interest Expense	(5)	(4)	(7)	(5)
Income before income taxes and interest in earnings of associates	152	121	449	464
Income Tax Expense (Benefit)	(44)	(64)	(114)	(151)
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	108	57	335	313
Interest in (loss) earnings of associates, net of tax	(4)	(5)	10	11
Equity account for subsidiaries	0	0	0	0
NET (LOSS) INCOME	104	52	345	324
Net Income (Loss) Attributable to Noncontrolling Interest	(2)	(1)	(6)	(5)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	102	51	339	319
Consolidating adjustments
Commissions and fees	0	0	0	0
Gross Investment Income, Operating	0	0	0	0
Other income	0	0	0	0
Total revenues	0	0	0	0
Labor and Related Expense	0	0	0	0
Other Cost and Expense, Operating	0	0	0	0
Depreciation expense	0	0	0	0
Amortization of intangible assets	0	0	0	0
Restructuring Costs	0	0	0	0
Operating Expenses	0	0	0	0
Operating Income (Loss)	0	0	0	0
Other income (expense), net	0	230	1	230
Income from group undertakings	(108)	(141)	(216)	(243)
Expenses due to group undertakings	108	141	216	243
Interest Expense	0	0	0	0
Income before income taxes and interest in earnings of associates	0	230	1	230
Income Tax Expense (Benefit)	0	0	0	0
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	0	230	1	230
Interest in (loss) earnings of associates, net of tax	0	0	0	0
Equity account for subsidiaries	(177)	(344)	(652)	(868)
NET (LOSS) INCOME	(177)	(114)	(651)	(638)
Net Income (Loss) Attributable to Noncontrolling Interest	0	0	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	(177)	(114)	(651)	(638)
Willis Group Holdings
Commissions and fees	0	0	0	0
Gross Investment Income, Operating	0	0	0	0
Other income	0	0	0	0
Total revenues	0	0	0	0
Labor and Related Expense	(1)	(1)	(1)	(1)
Other Cost and Expense, Operating	0	(5)	(9)	(9)
Depreciation expense	0	0	0	0
Amortization of intangible assets	0	0	0	0
Restructuring Costs	0	0	0	0
Operating Expenses	(1)	(6)	(10)	(10)
Operating Income (Loss)	(1)	(6)	(10)	(10)
Other income (expense), net	4	(1)	(8)	(1)
Income from group undertakings	0	0	0	0
Expenses due to group undertakings	0	0	0	0
Interest Expense	(10)	(10)	(21)	(21)
Income before income taxes and interest in earnings of associates	(7)	(17)	(39)	(32)
Income Tax Expense (Benefit)	0	0	0	0
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	(7)	(17)	(39)	(32)
Interest in (loss) earnings of associates, net of tax	0	0	0	0
Equity account for subsidiaries	77	64	319	325
NET (LOSS) INCOME	70	47	280	293
Net Income (Loss) Attributable to Noncontrolling Interest	0	0	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$ 70	$ 47	$ 280	$ 293

FINANCIAL INFORMATION FOR PAR87

FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Comprehensive Income) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Condensed Financial Statements, Captions [Line Items]
Comprehensive income	$ 156	$ 73	$ 477	$ 331
Less: comprehensive income attributable to noncontrolling interests	(6)	(1)	(3)	(5)
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	150	72	474	326
Willis Group Holdings
Condensed Financial Statements, Captions [Line Items]
Comprehensive income	150	72	474	326
Less: comprehensive income attributable to noncontrolling interests	0	0	0	0
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	150	72	474	326
Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Comprehensive income	154	88	508	352
Less: comprehensive income attributable to noncontrolling interests	0	0	0	0
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	154	88	508	352
Other
Condensed Financial Statements, Captions [Line Items]
Comprehensive income	176	76	546	357
Less: comprehensive income attributable to noncontrolling interests	(6)	(1)	(3)	(5)
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	170	75	543	352
Consolidating adjustments
Condensed Financial Statements, Captions [Line Items]
Comprehensive income	(324)	(163)	(1,051)	(704)
Less: comprehensive income attributable to noncontrolling interests	0	0	0	0
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	$ (324)	$ (163)	$ (1,051)	$ (704)

FINANCIAL INFORMATION FOR PAR88

FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Balance Sheet) (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014	Jun. 30, 2014	Dec. 31, 2013
CURRENT ASSETS
Cash and cash equivalents	$ 483	$ 635	$ 708	$ 796
Accounts receivable, net	1,226	1,044
Fiduciary assets	11,006	8,948
Deferred tax assets	9	12
Other current assets	222	214
Amounts due from group undertakings	0	0
Total current assets	12,946	10,853
NON-CURRENT ASSETS
Investments in subsidiaries	0	0
Fixed assets, net	516	483
Goodwill	3,097	2,937		2,838
Other intangible assets, net	675	450
Investments in associates	168	169
Deferred tax assets	6	9
Pension benefits asset	677	314
Other non-current assets	234	220
Non-current amounts due from group undertakings	0	0
Total non-current assets	5,373	4,582
TOTAL ASSETS	18,319	15,435
CURRENT LIABILITIES
Fiduciary liabilities	11,006	8,948
Deferred revenue and accrued expenses	443	619
Income taxes payable	35	33
Current portion of long-term debt	468	167
Deferred tax liabilities	21	21
Other current liabilities	522	444
Amounts due to group undertakings	0	0
Total current liabilities	12,495	10,232
NON-CURRENT LIABILITIES
Investments in subsidiaries	0	0
Long-term debt	2,052	2,142
Liabilities for pension benefits	294	284
Deferred tax liabilities	211	128
Provisions for liabilities	220	194
Other non-current liabilities	506	389
Noncurrent amounts due to group undertakings	0	0
Total non-current liabilities	3,283	3,137
Total liabilities	15,778	13,369
Redeemable Noncontrolling Interest, Equity, Carrying Amount	52	59
EQUITY
Total Willis Group Holdings stockholders’ equity	2,393	1,985
Noncontrolling interests	96	22
Total equity	2,489	2,007
TOTAL LIABILITIES AND EQUITY	18,319	15,435
Willis Group Holdings
CURRENT ASSETS
Cash and cash equivalents	6	9	3	3
Accounts receivable, net	0	0
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	1	1
Amounts due from group undertakings	3,560	3,674
Total current assets	3,567	3,684
NON-CURRENT ASSETS
Investments in subsidiaries	0	0
Fixed assets, net	0	0
Goodwill	0	0
Other intangible assets, net	0	0
Investments in associates	0	0
Deferred tax assets	0	0
Pension benefits asset	0	0
Other non-current assets	2	3
Non-current amounts due from group undertakings	0	0
Total non-current assets	2	3
TOTAL ASSETS	3,569	3,687
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	5	1
Income taxes payable	0	0
Current portion of long-term debt	299	0
Deferred tax liabilities	0	0
Other current liabilities	71	67
Amounts due to group undertakings	0	0
Total current liabilities	375	68
NON-CURRENT LIABILITIES
Investments in subsidiaries	304	838
Long-term debt	497	796
Liabilities for pension benefits	0	0
Deferred tax liabilities	0	0
Provisions for liabilities	0	0
Other non-current liabilities	0	0
Noncurrent amounts due to group undertakings	0	0
Total non-current liabilities	801	1,634
Total liabilities	1,176	1,702
Redeemable Noncontrolling Interest, Equity, Carrying Amount	0	0
EQUITY
Total Willis Group Holdings stockholders’ equity	2,393	1,985
Noncontrolling interests	0	0
Total equity	2,393	1,985
TOTAL LIABILITIES AND EQUITY	3,569	3,687
Guarantor Subsidiaries
CURRENT ASSETS
Cash and cash equivalents	2	2	4	3
Accounts receivable, net	2	4
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	73	37
Amounts due from group undertakings	687	731
Total current assets	764	774
NON-CURRENT ASSETS
Investments in subsidiaries	4,376	3,528
Fixed assets, net	59	62
Goodwill	0	0
Other intangible assets, net	0	0
Investments in associates	139	147
Deferred tax assets	1	0
Pension benefits asset	0	0
Other non-current assets	9	10
Non-current amounts due from group undertakings	765	740
Total non-current assets	5,349	4,487
TOTAL ASSETS	6,113	5,261
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	24	34
Income taxes payable	0	7
Current portion of long-term debt	168	166
Deferred tax liabilities	0	0
Other current liabilities	45	57
Amounts due to group undertakings	4,754	4,623
Total current liabilities	4,991	4,887
NON-CURRENT LIABILITIES
Investments in subsidiaries	0	0
Long-term debt	1,555	1,346
Liabilities for pension benefits	0	0
Deferred tax liabilities	0	0
Provisions for liabilities	0	0
Other non-current liabilities	18	17
Noncurrent amounts due to group undertakings	0	0
Total non-current liabilities	1,573	1,363
Total liabilities	6,564	6,250
Redeemable Noncontrolling Interest, Equity, Carrying Amount	0	0
EQUITY
Total Willis Group Holdings stockholders’ equity	(451)	(989)
Noncontrolling interests	0	0
Total equity	(451)	(989)
TOTAL LIABILITIES AND EQUITY	6,113	5,261
Other
CURRENT ASSETS
Cash and cash equivalents	475	624	701	790
Accounts receivable, net	1,224	1,040
Fiduciary assets	11,006	8,948
Deferred tax assets	9	12
Other current assets	195	205
Amounts due from group undertakings	1,289	1,114
Total current assets	14,198	11,943
NON-CURRENT ASSETS
Investments in subsidiaries	0	0
Fixed assets, net	457	421
Goodwill	3,097	2,937
Other intangible assets, net	675	450
Investments in associates	29	22
Deferred tax assets	6	9
Pension benefits asset	677	314
Other non-current assets	223	207
Non-current amounts due from group undertakings	0	0
Total non-current assets	5,164	4,360
TOTAL ASSETS	19,362	16,303
CURRENT LIABILITIES
Fiduciary liabilities	11,006	8,948
Deferred revenue and accrued expenses	414	584
Income taxes payable	82	55
Current portion of long-term debt	1	1
Deferred tax liabilities	21	21
Other current liabilities	406	320
Amounts due to group undertakings	782	896
Total current liabilities	12,712	10,825
NON-CURRENT LIABILITIES
Investments in subsidiaries	0	0
Long-term debt	0	0
Liabilities for pension benefits	294	284
Deferred tax liabilities	212	128
Provisions for liabilities	220	194
Other non-current liabilities	488	372
Noncurrent amounts due to group undertakings	765	740
Total non-current liabilities	1,979	1,718
Total liabilities	14,691	12,543
Redeemable Noncontrolling Interest, Equity, Carrying Amount	52	59
EQUITY
Total Willis Group Holdings stockholders’ equity	4,523	3,679
Noncontrolling interests	96	22
Total equity	4,619	3,701
TOTAL LIABILITIES AND EQUITY	19,362	16,303
Consolidating adjustments
CURRENT ASSETS
Cash and cash equivalents	0	0	$ 0	$ 0
Accounts receivable, net	0	0
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	(47)	(29)
Amounts due from group undertakings	(5,536)	(5,519)
Total current assets	(5,583)	(5,548)
NON-CURRENT ASSETS
Investments in subsidiaries	(4,376)	(3,528)
Fixed assets, net	0	0
Goodwill	0	0
Other intangible assets, net	0	0
Investments in associates	0	0
Deferred tax assets	(1)	0
Pension benefits asset	0	0
Other non-current assets	0	0
Non-current amounts due from group undertakings	(765)	(740)
Total non-current assets	(5,142)	(4,268)
TOTAL ASSETS	(10,725)	(9,816)
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	0	0
Income taxes payable	(47)	(29)
Current portion of long-term debt	0	0
Deferred tax liabilities	0	0
Other current liabilities	0	0
Amounts due to group undertakings	(5,536)	(5,519)
Total current liabilities	(5,583)	(5,548)
NON-CURRENT LIABILITIES
Investments in subsidiaries	(304)	(838)
Long-term debt	0	0
Liabilities for pension benefits	0	0
Deferred tax liabilities	(1)	0
Provisions for liabilities	0	0
Other non-current liabilities	0	0
Noncurrent amounts due to group undertakings	(765)	(740)
Total non-current liabilities	(1,070)	(1,578)
Total liabilities	(6,653)	(7,126)
Redeemable Noncontrolling Interest, Equity, Carrying Amount	0	0
EQUITY
Total Willis Group Holdings stockholders’ equity	(4,072)	(2,690)
Noncontrolling interests	0	0
Total equity	(4,072)	(2,690)
TOTAL LIABILITIES AND EQUITY	$ (10,725)	$ (9,816)

FINANCIAL INFORMATION FOR PAR89

FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Cash Flows) (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	$ 7	$ 152
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	9	2
Additions to fixed assets	(47)	(54)
Payments to Acquire Intangible Assets	(10)	(1)
Acquisitions of operations, net of cash acquired	(228)	(41)
Payments to acquire other investments, net of distributions received	0	(6)
Proceeds on sale of operations, net of cash disposed	28	18
Cash received on intercompany investing activities	0	0
Cash paid on intercompany investing activities	0	0
Additional investment in subsidiaries	0
Net cash used in investing activities	(248)	(82)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Unsecured Lines of Credit	220
Debt issuance costs	(1)	(3)
Repayments of debt	(8)	(8)
Repurchase of shares	(79)	(117)
Proceeds from issue of shares	84	93
Excess tax benefits from share-based payment arrangements	5	2
Dividends paid	(109)	(103)
Payments to Acquire Additional Interest in Subsidiaries	0	(4)
Dividends paid to noncontrolling interests	(8)	(15)
Cash received on intercompany financing activities	0	0
Cash paid on intercompany financing activities	0	0
Net cash used in financing activities	104	(155)
DECREASE IN CASH AND CASH EQUIVALENTS	(137)	(85)
Effect of exchange rate changes on cash and cash equivalents	(15)	(3)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	635	796
CASH AND CASH EQUIVALENTS, END OF PERIOD	483	708
Willis Group Holdings
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	(4)	(18)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	0	0
Additions to fixed assets	0	0
Payments to Acquire Intangible Assets	0	0
Acquisitions of operations, net of cash acquired	0	0
Payments to acquire other investments, net of distributions received		0
Proceeds on sale of operations, net of cash disposed	0	0
Cash received on intercompany investing activities	105	145
Cash paid on intercompany investing activities	0	0
Additional investment in subsidiaries	0
Net cash used in investing activities	105	145
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Unsecured Lines of Credit	0
Debt issuance costs	0	0
Repayments of debt	0	0
Repurchase of shares	(79)	(117)
Proceeds from issue of shares	84	93
Excess tax benefits from share-based payment arrangements	0	0
Dividends paid	(109)	(103)
Payments to Acquire Additional Interest in Subsidiaries		0
Dividends paid to noncontrolling interests	0	0
Cash received on intercompany financing activities	0	0
Cash paid on intercompany financing activities	0	0
Net cash used in financing activities	(104)	(127)
DECREASE IN CASH AND CASH EQUIVALENTS	(3)	0
Effect of exchange rate changes on cash and cash equivalents	0	0
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9	3
CASH AND CASH EQUIVALENTS, END OF PERIOD	6	3
Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	79	168
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	0	1
Additions to fixed assets	(9)	(11)
Payments to Acquire Intangible Assets	0	0
Acquisitions of operations, net of cash acquired	0	0
Payments to acquire other investments, net of distributions received		0
Proceeds on sale of operations, net of cash disposed	0	0
Cash received on intercompany investing activities	49	120
Cash paid on intercompany investing activities	(86)	0
Additional investment in subsidiaries	(274)
Net cash used in investing activities	(320)	110
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Unsecured Lines of Credit	220
Debt issuance costs	0	0
Repayments of debt	(8)	(8)
Repurchase of shares	0
Proceeds from issue of shares	0	0
Excess tax benefits from share-based payment arrangements	0	0
Dividends paid	0	0
Payments to Acquire Additional Interest in Subsidiaries		(4)
Dividends paid to noncontrolling interests	0	0
Cash received on intercompany financing activities	218	37
Cash paid on intercompany financing activities	(189)	(302)
Net cash used in financing activities	241	(277)
DECREASE IN CASH AND CASH EQUIVALENTS	0	1
Effect of exchange rate changes on cash and cash equivalents	0	0
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	2	3
CASH AND CASH EQUIVALENTS, END OF PERIOD	2	4
Other
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	(68)	238
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	9	2
Additions to fixed assets	(38)	(44)
Payments to Acquire Intangible Assets	(10)	(1)
Acquisitions of operations, net of cash acquired	(228)	(41)
Payments to acquire other investments, net of distributions received		(6)
Proceeds on sale of operations, net of cash disposed	28	18
Cash received on intercompany investing activities	153	283
Cash paid on intercompany investing activities	(218)	(37)
Additional investment in subsidiaries	0
Net cash used in investing activities	(304)	174
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Unsecured Lines of Credit	0
Debt issuance costs	(1)	(3)
Repayments of debt	0	0
Repurchase of shares	0	0
Proceeds from issue of shares	274	0
Excess tax benefits from share-based payment arrangements	5	2
Dividends paid	0	(236)
Payments to Acquire Additional Interest in Subsidiaries		0
Dividends paid to noncontrolling interests	(8)	(15)
Cash received on intercompany financing activities	86	0
Cash paid on intercompany financing activities	(118)	(246)
Net cash used in financing activities	238	(498)
DECREASE IN CASH AND CASH EQUIVALENTS	(134)	(86)
Effect of exchange rate changes on cash and cash equivalents	(15)	(3)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	624	790
CASH AND CASH EQUIVALENTS, END OF PERIOD	475	701
Consolidating adjustments
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	0	(236)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	0	(1)
Additions to fixed assets	0	1
Payments to Acquire Intangible Assets	0	0
Acquisitions of operations, net of cash acquired	0	0
Payments to acquire other investments, net of distributions received		0
Proceeds on sale of operations, net of cash disposed	0	0
Cash received on intercompany investing activities	(307)	(548)
Cash paid on intercompany investing activities	304	37
Additional investment in subsidiaries	274
Net cash used in investing activities	271	(511)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Unsecured Lines of Credit	0
Debt issuance costs	0	0
Repayments of debt	0	0
Repurchase of shares	0
Proceeds from issue of shares	(274)	0
Excess tax benefits from share-based payment arrangements	0	0
Dividends paid	0	236
Payments to Acquire Additional Interest in Subsidiaries		0
Dividends paid to noncontrolling interests	0	0
Cash received on intercompany financing activities	(304)	(37)
Cash paid on intercompany financing activities	307	548
Net cash used in financing activities	(271)	747
DECREASE IN CASH AND CASH EQUIVALENTS	0	0
Effect of exchange rate changes on cash and cash equivalents	0	0
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	0	0
CASH AND CASH EQUIVALENTS, END OF PERIOD	$ 0	$ 0

FINANCIAL INFORMATION FOR ISS90

FINANCIAL INFORMATION FOR ISSUER, PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Statement of operations) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended	18 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014	Jun. 30, 2015
Condensed Financial Statements, Captions [Line Items]
Commissions and fees	$ 917	$ 930	$ 1,998	$ 2,020
Gross Investment Income, Operating	3	4	6	8
Other income	2	1	5	4
Total revenues	922	935	2,009	2,032
Labor and Related Expense	(561)	(575)	(1,128)	(1,145)
Other Cost and Expense, Operating	(179)	(173)	(339)	(338)
Depreciation	(23)	(24)	(45)	(47)
Amortization of Intangible Assets	(16)	(12)	(30)	(25)
Restructuring Costs	(38)	(3)	(69)	(3)	$ (36)	$ (105)
Operating Expenses	(817)	(787)	(1,611)	(1,558)
Operating Income (Loss)	105	148	398	474
Other income (expense), net	23	(3)	17	(3)
Income from group undertakings	0	0	0	0
Expenses due to group undertakings	0	0	0	0
Interest Expense	(35)	(35)	(68)	(67)
Income before income taxes and interest in earnings of associates	93	110	347	404
Income Tax Expense (Benefit)	(19)	(59)	(75)	(122)
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	74	51	272	282
Interest in (loss) earnings of associates, net of tax	(2)	(3)	14	16
Equity account for subsidiaries	0	0	0	0
NET (LOSS) INCOME	72	48	286	298	$ 298
Net Income (Loss) Attributable to Noncontrolling Interest	(2)	(1)	(6)	(5)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	70	47	280	293
Willis Group Holdings
Condensed Financial Statements, Captions [Line Items]
Commissions and fees	0	0	0	0
Gross Investment Income, Operating	0	0	0	0
Other income	0	0	0	0
Total revenues	0	0	0	0
Labor and Related Expense	(1)	(1)	(1)	(1)
Other Cost and Expense, Operating	0	(5)	(9)	(9)
Depreciation	0	0	0	0
Amortization of Intangible Assets	0	0	0	0
Restructuring Costs	0	0	0	0
Operating Expenses	(1)	(6)	(10)	(10)
Operating Income (Loss)	(1)	(6)	(10)	(10)
Other income (expense), net	4	(1)	(8)	(1)
Income from group undertakings	0	0	0	0
Expenses due to group undertakings	0	0	0	0
Interest Expense	(10)	(10)	(21)	(21)
Income before income taxes and interest in earnings of associates	(7)	(17)	(39)	(32)
Income Tax Expense (Benefit)	0	0	0	0
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	(7)	(17)	(39)	(32)
Interest in (loss) earnings of associates, net of tax	0	0	0	0
Equity account for subsidiaries	77	64	319	325
NET (LOSS) INCOME	70	47	280	293
Net Income (Loss) Attributable to Noncontrolling Interest	0	0	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	70	47	280	293
Guarantor companies [Member]
Condensed Financial Statements, Captions [Line Items]
Commissions and fees	0	2	4	4
Gross Investment Income, Operating	0	0	0	0
Other income	0	0	0	0
Total revenues	0	2	4	4
Labor and Related Expense	(22)	(17)	(42)	(36)
Other Cost and Expense, Operating	(50)	(39)	(66)	(80)
Depreciation	(6)	(6)	(11)	(11)
Amortization of Intangible Assets	0	0	0	0
Restructuring Costs	(8)	(2)	(27)	(2)
Operating Expenses	(86)	(64)	(146)	(129)
Operating Income (Loss)	(86)	(62)	(142)	(125)
Other income (expense), net	(6)	(229)	0	(228)
Income from group undertakings	90	121	180	203
Expenses due to group undertakings	(46)	(49)	(93)	(98)
Interest Expense	(10)	(12)	(21)	(23)
Income before income taxes and interest in earnings of associates	(58)	(231)	(76)	(271)
Income Tax Expense (Benefit)	27	7	42	32
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	(31)	(224)	(34)	(239)
Interest in (loss) earnings of associates, net of tax	2	2	4	5
Equity account for subsidiaries	104	285	342	553
NET (LOSS) INCOME	75	63	312	319
Net Income (Loss) Attributable to Noncontrolling Interest	0	0	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	75	63	312	319
Trinity Acquisition Limited [Member]
Condensed Financial Statements, Captions [Line Items]
Commissions and fees	0	0	0	0
Gross Investment Income, Operating	0	0	0	0
Other income	0	0	0	0
Total revenues	0	0	0	0
Labor and Related Expense	0	0	0	0
Other Cost and Expense, Operating	0	0	0	0
Depreciation	0	0	0	0
Amortization of Intangible Assets	0	0	0	0
Restructuring Costs	0	0	0	0
Operating Expenses	0	0	0	0
Operating Income (Loss)	0	0	0	0
Other income (expense), net	0	0	0	0
Income from group undertakings	23	23	45	45
Expenses due to group undertakings	(7)	(7)	(14)	(14)
Interest Expense	(10)	(9)	(19)	(18)
Income before income taxes and interest in earnings of associates	6	7	12	13
Income Tax Expense (Benefit)	(2)	(2)	(3)	(3)
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	4	5	9	10
Interest in (loss) earnings of associates, net of tax	0	0	0	0
Equity account for subsidiaries	52	42	261	257
NET (LOSS) INCOME	56	47	270	267
Net Income (Loss) Attributable to Noncontrolling Interest	0	0	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	56	47	270	267
Other
Condensed Financial Statements, Captions [Line Items]
Commissions and fees	917	928	1,994	2,016
Gross Investment Income, Operating	3	4	6	8
Other income	2	1	5	4
Total revenues	922	933	2,005	2,028
Labor and Related Expense	(538)	(557)	(1,085)	(1,108)
Other Cost and Expense, Operating	(129)	(129)	(264)	(249)
Depreciation	(17)	(18)	(34)	(36)
Amortization of Intangible Assets	(16)	(12)	(30)	(25)
Restructuring Costs	(30)	(1)	(42)	(1)
Operating Expenses	(730)	(717)	(1,455)	(1,419)
Operating Income (Loss)	192	216	550	609
Other income (expense), net	25	(3)	24	(4)
Income from group undertakings	24	27	49	54
Expenses due to group undertakings	(84)	(115)	(167)	(190)
Interest Expense	(5)	(4)	(7)	(5)
Income before income taxes and interest in earnings of associates	152	121	449	464
Income Tax Expense (Benefit)	(44)	(64)	(114)	(151)
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	108	57	335	313
Interest in (loss) earnings of associates, net of tax	(4)	(5)	10	11
Equity account for subsidiaries	0	0	0	0
NET (LOSS) INCOME	104	52	345	324
Net Income (Loss) Attributable to Noncontrolling Interest	(2)	(1)	(6)	(5)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	102	51	339	319
Consolidation entries [Member]
Condensed Financial Statements, Captions [Line Items]
Commissions and fees	0	0	0	0
Gross Investment Income, Operating	0	0	0	0
Other income	0	0	0	0
Total revenues	0	0	0	0
Labor and Related Expense	0	0	0	0
Other Cost and Expense, Operating	0	0	0	0
Depreciation	0	0	0	0
Amortization of Intangible Assets	0	0	0	0
Restructuring Costs	0	0	0
Operating Expenses	0	0	0	0
Operating Income (Loss)	0	0	0	0
Other income (expense), net	0	230	1	230
Income from group undertakings	(137)	(171)	(274)	(302)
Expenses due to group undertakings	137	171	274	302
Interest Expense	0	0	0	0
Income before income taxes and interest in earnings of associates	0	230	1	230
Income Tax Expense (Benefit)	0	0	0	0
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	0	230	1	230
Interest in (loss) earnings of associates, net of tax	0	0	0	0
Equity account for subsidiaries	(233)	(391)	(922)	(1,135)
NET (LOSS) INCOME	(233)	(161)	(921)	(905)
Net Income (Loss) Attributable to Noncontrolling Interest	0	0	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$ (233)	$ (161)	$ (921)	$ (905)

FINANCIAL INFORMATION FOR ISS91

FINANCIAL INFORMATION FOR ISSUER, PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Comprehensive income) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Condensed Financial Statements, Captions [Line Items]
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	$ 156	$ 73	$ 477	$ 331
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest	(6)	(1)	(3)	(5)
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	150	72	474	326
Willis Group Holdings
Condensed Financial Statements, Captions [Line Items]
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	150	72	474	326
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest	0	0	0	0
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	150	72	474	326
Guarantor companies [Member]
Condensed Financial Statements, Captions [Line Items]
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	154	88	508	352
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest	0	0	0	0
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	154	88	508	352
Trinity Acquisition Limited [Member]
Condensed Financial Statements, Captions [Line Items]
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	127	71	474	299
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest	0	0	0	0
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	127	71	474	299
Other
Condensed Financial Statements, Captions [Line Items]
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	176	76	546	357
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest	(6)	(1)	(3)	(5)
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	170	75	543	352
Consolidation entries [Member]
Condensed Financial Statements, Captions [Line Items]
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	(451)	(234)	(1,525)	(1,003)
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest	0	0	0	0
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	$ (451)	$ (234)	$ (1,525)	$ (1,003)

FINANCIAL INFORMATION FOR ISS92

FINANCIAL INFORMATION FOR ISSUER, PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Balance sheet) (Details) - USD ($) $ in Millions	Jun. 30, 2015	Dec. 31, 2014	Dec. 31, 2013
Condensed Financial Statements, Captions [Line Items]
Accounts receivable, net	$ 1,226	$ 1,044
Fiduciary assets	11,006	8,948
Deferred tax assets	9	12
Other current assets	222	214
Amounts owed by group undertakings	0	0
Total current assets	12,946	10,853
Investments in subsidiaries	0	0
Fixed assets, net	516	483
Goodwill	3,097	2,937	$ 2,838
Other intangible assets, net	675	450
Investments in associates	168	169
Deferred tax assets	6	9
Pension benefits asset	677	314
Other non-current assets	234	220
Non-current amounts due from group undertakings	0	0
Total non-current assets	5,373	4,582
TOTAL ASSETS	18,319	15,435
Fiduciary liabilities	11,006	8,948
Deferred revenue and accrued expenses	443	619
Income taxes payable	35	33
Current portion of long-term debt	468	167
Deferred tax liabilities	21	21
Other current liabilities	522	444
Amounts due to group undertakings	0	0
Total current liabilities	12,495	10,232
Investments in subsidiaries	0	0
Long-term debt	2,052	2,142
Liabilities for pension benefits	294	284
Deferred tax liabilities	211	128
Provisions for liabilities	220	194
Other non-current liabilities	506	389
Noncurrent amounts due to group undertakings	0	0
Total non-current liabilities	3,283	3,137
Total liabilities	15,778	13,369
Redeemable Noncontrolling Interest, Equity, Carrying Amount	52	59
Total Willis Group Holdings stockholders’ equity	2,393	1,985
Noncontrolling interests	96	22
Total equity	2,489	2,007
TOTAL LIABILITIES AND EQUITY	18,319	15,435
Willis Group Holdings
Condensed Financial Statements, Captions [Line Items]
Accounts receivable, net	0	0
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	1	1
Amounts owed by group undertakings	3,560	3,674
Total current assets	3,567	3,684
Investments in subsidiaries	0	0
Fixed assets, net	0	0
Goodwill	0	0
Other intangible assets, net	0	0
Investments in associates	0	0
Deferred tax assets	0	0
Pension benefits asset	0	0
Other non-current assets	2	3
Non-current amounts due from group undertakings	0	0
Total non-current assets	2	3
TOTAL ASSETS	3,569	3,687
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	5	1
Income taxes payable	0	0
Current portion of long-term debt	299	0
Deferred tax liabilities	0	0
Other current liabilities	71	67
Amounts due to group undertakings	0	0
Total current liabilities	375	68
Investments in subsidiaries	304	838
Long-term debt	497	796
Liabilities for pension benefits	0	0
Deferred tax liabilities	0	0
Provisions for liabilities	0	0
Other non-current liabilities	0	0
Noncurrent amounts due to group undertakings	0	0
Total non-current liabilities	801	1,634
Total liabilities	1,176	1,702
Redeemable Noncontrolling Interest, Equity, Carrying Amount	0	0
Total Willis Group Holdings stockholders’ equity	2,393	1,985
Noncontrolling interests	0	0
Total equity	2,393	1,985
TOTAL LIABILITIES AND EQUITY	3,569	3,687
Guarantor companies [Member]
Condensed Financial Statements, Captions [Line Items]
Accounts receivable, net	2	4
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	80	41
Amounts owed by group undertakings	1,036	1,154
Total current assets	1,120	1,201
Investments in subsidiaries	4,337	3,478
Fixed assets, net	59	62
Goodwill	0	0
Other intangible assets, net	0	0
Investments in associates	139	147
Deferred tax assets	1	0
Pension benefits asset	0	0
Other non-current assets	2	2
Non-current amounts due from group undertakings	765	740
Total non-current assets	5,303	4,429
TOTAL ASSETS	6,423	5,630
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	24	34
Income taxes payable	0	7
Current portion of long-term debt	148	149
Deferred tax liabilities	0	0
Other current liabilities	34	46
Amounts due to group undertakings	5,551	5,267
Total current liabilities	5,757	5,503
Investments in subsidiaries	0	0
Long-term debt	581	581
Liabilities for pension benefits	0	0
Deferred tax liabilities	0	0
Provisions for liabilities	0	0
Other non-current liabilities	18	17
Noncurrent amounts due to group undertakings	518	518
Total non-current liabilities	1,117	1,116
Total liabilities	6,874	6,619
Redeemable Noncontrolling Interest, Equity, Carrying Amount	0	0
Total Willis Group Holdings stockholders’ equity	(451)	(989)
Noncontrolling interests	0	0
Total equity	(451)	(989)
TOTAL LIABILITIES AND EQUITY	6,423	5,630
Trinity Acquisition Limited [Member]
Condensed Financial Statements, Captions [Line Items]
Accounts receivable, net	0	0
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	1	1
Amounts owed by group undertakings	870	797
Total current assets	871	798
Investments in subsidiaries	3,071	2,578
Fixed assets, net	0	0
Goodwill	0	0
Other intangible assets, net	0	0
Investments in associates	0	0
Deferred tax assets	0	0
Pension benefits asset	0	0
Other non-current assets	7	8
Non-current amounts due from group undertakings	518	518
Total non-current assets	3,596	3,104
TOTAL ASSETS	4,467	3,902
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	0	0
Income taxes payable	8	5
Current portion of long-term debt	20	17
Deferred tax liabilities	0	0
Other current liabilities	11	11
Amounts due to group undertakings	422	576
Total current liabilities	461	609
Investments in subsidiaries	0	0
Long-term debt	974	765
Liabilities for pension benefits	0	0
Deferred tax liabilities	0	0
Provisions for liabilities	0	0
Other non-current liabilities	0	0
Noncurrent amounts due to group undertakings	0	0
Total non-current liabilities	974	765
Total liabilities	1,435	1,374
Redeemable Noncontrolling Interest, Equity, Carrying Amount	0	0
Total Willis Group Holdings stockholders’ equity	3,032	2,528
Noncontrolling interests	0	0
Total equity	3,032	2,528
TOTAL LIABILITIES AND EQUITY	4,467	3,902
Other
Condensed Financial Statements, Captions [Line Items]
Accounts receivable, net	1,224	1,040
Fiduciary assets	11,006	8,948
Deferred tax assets	9	12
Other current assets	195	205
Amounts owed by group undertakings	1,289	1,114
Total current assets	14,198	11,943
Investments in subsidiaries	0	0
Fixed assets, net	457	421
Goodwill	3,097	2,937
Other intangible assets, net	675	450
Investments in associates	29	22
Deferred tax assets	6	9
Pension benefits asset	677	314
Other non-current assets	223	207
Non-current amounts due from group undertakings	0	0
Total non-current assets	5,164	4,360
TOTAL ASSETS	19,362	16,303
Fiduciary liabilities	11,006	8,948
Deferred revenue and accrued expenses	414	584
Income taxes payable	82	55
Current portion of long-term debt	1	1
Deferred tax liabilities	21	21
Other current liabilities	406	320
Amounts due to group undertakings	782	896
Total current liabilities	12,712	10,825
Investments in subsidiaries	0	0
Long-term debt	0	0
Liabilities for pension benefits	294	284
Deferred tax liabilities	212	128
Provisions for liabilities	220	194
Other non-current liabilities	488	372
Noncurrent amounts due to group undertakings	765	740
Total non-current liabilities	1,979	1,718
Total liabilities	14,691	12,543
Redeemable Noncontrolling Interest, Equity, Carrying Amount	52	59
Total Willis Group Holdings stockholders’ equity	4,523	3,679
Noncontrolling interests	96	22
Total equity	4,619	3,701
TOTAL LIABILITIES AND EQUITY	19,362	16,303
Consolidation entries [Member]
Condensed Financial Statements, Captions [Line Items]
Accounts receivable, net	0	0
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	(55)	(34)
Amounts owed by group undertakings	(6,755)	(6,739)
Total current assets	(6,810)	(6,773)
Investments in subsidiaries	(7,408)	(6,056)
Fixed assets, net	0	0
Goodwill	0	0
Other intangible assets, net	0	0
Investments in associates	0	0
Deferred tax assets	(1)	0
Pension benefits asset	0	0
Other non-current assets	0	0
Non-current amounts due from group undertakings	(1,283)	(1,258)
Total non-current assets	(8,692)	(7,314)
TOTAL ASSETS	(15,502)	(14,087)
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	0	0
Income taxes payable	(55)	(34)
Current portion of long-term debt	0	0
Deferred tax liabilities	0	0
Other current liabilities	0	0
Amounts due to group undertakings	(6,755)	(6,739)
Total current liabilities	(6,810)	(6,773)
Investments in subsidiaries	(304)	(838)
Long-term debt	0	0
Liabilities for pension benefits	0	0
Deferred tax liabilities	(1)	0
Provisions for liabilities	0	0
Other non-current liabilities	0	0
Noncurrent amounts due to group undertakings	(1,283)	(1,258)
Total non-current liabilities	(1,588)	(2,096)
Total liabilities	(8,398)	(8,869)
Redeemable Noncontrolling Interest, Equity, Carrying Amount	0	0
Total Willis Group Holdings stockholders’ equity	(7,104)	(5,218)
Noncontrolling interests	0	0
Total equity	(7,104)	(5,218)
TOTAL LIABILITIES AND EQUITY	$ (15,502)	$ (14,087)

FINANCIAL INFORMATION FOR ISS93

FINANCIAL INFORMATION FOR ISSUER, PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Cash flows) (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Condensed Financial Statements, Captions [Line Items]
Payments to Acquire Additional Interest in Subsidiaries	$ 0	$ (4)
Net Cash Provided by (Used in) Operating Activities	7	152
Proceeds on disposal of fixed and intangible assets	9	2
Payments to Acquire Property, Plant, and Equipment	(47)	(54)
Payments to Acquire Intangible Assets	(10)	(1)
Payments to Acquire Businesses, Net of Cash Acquired	(228)	(41)
Payments to Acquire Other Investments	0	(6)
Proceeds on sale of operations, net of cash disposed	28	18
Cash received on intercompany investing activities	0	0
Cash paid on intercompany investing activities	0	0
Additional investment in subsidiaries	0
Net cash used in investing activities	(248)	(82)
Proceeds from Other Debt	220
Debt issuance costs	(1)	(3)
Repayments of Other Debt	(8)	(8)
Payments for Repurchase of Common Stock	(79)	(117)
Proceeds from issue of shares	84	93
Excess tax benefits from share-based payment arrangements	5	2
Payments of Ordinary Dividends, Common Stock	(109)	(103)
Payments of Ordinary Dividends, Noncontrolling Interest	(8)	(15)
Cash received on intercompany financing activities	0	0
Cash paid on intercompany financing activities	0	0
Net cash used in financing activities	104	(155)
DECREASE IN CASH AND CASH EQUIVALENTS	(137)	(85)
Effect of exchange rate changes on cash and cash equivalents	(15)	(3)
CASH AND CASH EQUIVALENTS, END OF PERIOD	483	708
Willis Group Holdings
Condensed Financial Statements, Captions [Line Items]
Payments to Acquire Additional Interest in Subsidiaries		0
Net Cash Provided by (Used in) Operating Activities	(4)	(18)
Proceeds on disposal of fixed and intangible assets	0	0
Payments to Acquire Property, Plant, and Equipment	0	0
Payments to Acquire Intangible Assets	0	0
Payments to Acquire Businesses, Net of Cash Acquired	0	0
Payments to Acquire Other Investments		0
Proceeds on sale of operations, net of cash disposed	0	0
Cash received on intercompany investing activities	105	145
Cash paid on intercompany investing activities	0	0
Additional investment in subsidiaries	0
Net cash used in investing activities	105	145
Proceeds from Other Debt	0
Debt issuance costs	0	0
Repayments of Other Debt	0	0
Payments for Repurchase of Common Stock	(79)	(117)
Proceeds from issue of shares	84	93
Excess tax benefits from share-based payment arrangements	0	0
Payments of Ordinary Dividends, Common Stock	(109)	(103)
Payments of Ordinary Dividends, Noncontrolling Interest	0	0
Cash received on intercompany financing activities	0	0
Cash paid on intercompany financing activities	0	0
Net cash used in financing activities	(104)	(127)
DECREASE IN CASH AND CASH EQUIVALENTS	(3)	0
Effect of exchange rate changes on cash and cash equivalents	0	0
CASH AND CASH EQUIVALENTS, END OF PERIOD	6	3
Guarantor companies [Member]
Condensed Financial Statements, Captions [Line Items]
Payments to Acquire Additional Interest in Subsidiaries		(4)
Net Cash Provided by (Used in) Operating Activities	70	186
Proceeds on disposal of fixed and intangible assets	0	1
Payments to Acquire Property, Plant, and Equipment	(9)	(11)
Payments to Acquire Intangible Assets	0	0
Payments to Acquire Businesses, Net of Cash Acquired	0	0
Payments to Acquire Other Investments		0
Proceeds on sale of operations, net of cash disposed	0	0
Cash received on intercompany investing activities	49	120
Cash paid on intercompany investing activities	(14)	0
Additional investment in subsidiaries	(274)
Net cash used in investing activities	(248)	110
Proceeds from Other Debt	0
Debt issuance costs	0	0
Repayments of Other Debt	0	0
Payments for Repurchase of Common Stock	0	0
Proceeds from issue of shares	0	0
Excess tax benefits from share-based payment arrangements	0	0
Payments of Ordinary Dividends, Common Stock	0	0
Payments of Ordinary Dividends, Noncontrolling Interest	0	0
Cash received on intercompany financing activities	218	24
Cash paid on intercompany financing activities	(40)	(315)
Net cash used in financing activities	178	(295)
DECREASE IN CASH AND CASH EQUIVALENTS	0	1
Effect of exchange rate changes on cash and cash equivalents	0	0
CASH AND CASH EQUIVALENTS, END OF PERIOD	2	4
Trinity Acquisition Limited [Member]
Condensed Financial Statements, Captions [Line Items]
Payments to Acquire Additional Interest in Subsidiaries		0
Net Cash Provided by (Used in) Operating Activities	9	(18)
Proceeds on disposal of fixed and intangible assets	0	0
Payments to Acquire Property, Plant, and Equipment	0	0
Payments to Acquire Intangible Assets	0	0
Payments to Acquire Businesses, Net of Cash Acquired	0	0
Payments to Acquire Other Investments		0
Proceeds on sale of operations, net of cash disposed	0	0
Cash received on intercompany investing activities	0	13
Cash paid on intercompany investing activities	(72)	0
Additional investment in subsidiaries	0
Net cash used in investing activities	(72)	13
Proceeds from Other Debt	220
Debt issuance costs	0	0
Repayments of Other Debt	(8)	(8)
Payments for Repurchase of Common Stock	0	0
Proceeds from issue of shares	0	0
Excess tax benefits from share-based payment arrangements	0	0
Payments of Ordinary Dividends, Common Stock	0	0
Payments of Ordinary Dividends, Noncontrolling Interest	0	0
Cash received on intercompany financing activities	0	13
Cash paid on intercompany financing activities	(149)	0
Net cash used in financing activities	63	5
DECREASE IN CASH AND CASH EQUIVALENTS	0	0
Effect of exchange rate changes on cash and cash equivalents	0	0
CASH AND CASH EQUIVALENTS, END OF PERIOD	0	0
Other
Condensed Financial Statements, Captions [Line Items]
Payments to Acquire Additional Interest in Subsidiaries		0
Net Cash Provided by (Used in) Operating Activities	(68)	238
Proceeds on disposal of fixed and intangible assets	9	2
Payments to Acquire Property, Plant, and Equipment	(38)	(44)
Payments to Acquire Intangible Assets	(10)	(1)
Payments to Acquire Businesses, Net of Cash Acquired	(228)	(41)
Payments to Acquire Other Investments		(6)
Proceeds on sale of operations, net of cash disposed	28	18
Cash received on intercompany investing activities	153	283
Cash paid on intercompany investing activities	(218)	(37)
Additional investment in subsidiaries	0
Net cash used in investing activities	(304)	174
Proceeds from Other Debt	0
Debt issuance costs	(1)	(3)
Repayments of Other Debt	0	0
Payments for Repurchase of Common Stock	0	0
Proceeds from issue of shares	274	0
Excess tax benefits from share-based payment arrangements	5	2
Payments of Ordinary Dividends, Common Stock	0	(236)
Payments of Ordinary Dividends, Noncontrolling Interest	(8)	(15)
Cash received on intercompany financing activities	86	0
Cash paid on intercompany financing activities	(118)	(246)
Net cash used in financing activities	238	(498)
DECREASE IN CASH AND CASH EQUIVALENTS	(134)	(86)
Effect of exchange rate changes on cash and cash equivalents	(15)	(3)
CASH AND CASH EQUIVALENTS, END OF PERIOD	475	701
Consolidation entries [Member]
Condensed Financial Statements, Captions [Line Items]
Payments to Acquire Additional Interest in Subsidiaries		0
Net Cash Provided by (Used in) Operating Activities	0	(236)
Proceeds on disposal of fixed and intangible assets	0	(1)
Payments to Acquire Property, Plant, and Equipment	0	1
Payments to Acquire Intangible Assets	0	0
Payments to Acquire Businesses, Net of Cash Acquired	0	0
Payments to Acquire Other Investments		0
Proceeds on sale of operations, net of cash disposed	0	0
Cash received on intercompany investing activities	(307)	(561)
Cash paid on intercompany investing activities	304	37
Additional investment in subsidiaries	274
Net cash used in investing activities	271	(524)
Proceeds from Other Debt	0
Debt issuance costs	0	0
Repayments of Other Debt	0	0
Payments for Repurchase of Common Stock	0	0
Proceeds from issue of shares	(274)	0
Excess tax benefits from share-based payment arrangements	0	0
Payments of Ordinary Dividends, Common Stock	0	236
Payments of Ordinary Dividends, Noncontrolling Interest	0	0
Cash received on intercompany financing activities	(304)	(37)
Cash paid on intercompany financing activities	307	561
Net cash used in financing activities	(271)	760
DECREASE IN CASH AND CASH EQUIVALENTS	0	0
Effect of exchange rate changes on cash and cash equivalents	0	0
CASH AND CASH EQUIVALENTS, END OF PERIOD	$ 0	$ 0

Uncategorized Items - wsh-20150

Label	Element	Value
Consolidation entries [Member]
Cash and Cash Equivalents, at Carrying Value	us-gaap_CashAndCashEquivalentsAtCarryingValue	$ 0
Cash and Cash Equivalents, at Carrying Value	us-gaap_CashAndCashEquivalentsAtCarryingValue	0
Guarantor Companies [Member]
Cash and Cash Equivalents, at Carrying Value	us-gaap_CashAndCashEquivalentsAtCarryingValue	2
Cash and Cash Equivalents, at Carrying Value	us-gaap_CashAndCashEquivalentsAtCarryingValue	3
Trinity Acquisition Limited [Member]
Cash and Cash Equivalents, at Carrying Value	us-gaap_CashAndCashEquivalentsAtCarryingValue	0
Cash and Cash Equivalents, at Carrying Value	us-gaap_CashAndCashEquivalentsAtCarryingValue	$ 0