Document and Entity Information	3 Months Ended
Document and Entity Information	Mar. 31, 2015	May 01, 2015
Document Documentand Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2015
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q1
Trading Symbol	WSH
Entity Registrant Name	WILLIS GROUP HOLDINGS PLC
Entity Central Index Key	0001140536
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		179,316,364

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
REVENUES
Commissions and fees	$ 1,081	$ 1,090
Gross Investment Income, Operating	3	4
Other income	3	3
Total revenues	1,087	1,097
EXPENSES
Salaries and benefits	(567)	(570)
Other operating expenses	(160)	(165)
Depreciation expense	(22)	(23)
Amortization of intangible assets	(14)	(13)
Restructuring Costs	(31)	0
Total expenses	(794)	(771)
OPERATING INCOME	293	326
Other (expense) income, net	(6)	0
Interest expense	(33)	(32)
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	254	294
Income taxes	(56)	(63)
INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	198	231
Interest in earnings of associates, net of tax	16	19
NET INCOME	214	250
Less: net income attributable to noncontrolling interests	(4)	(4)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$ 210	$ 246
EARNINGS PER SHARE — BASIC AND DILUTED
— Basic earnings per share	$ 1.17	$ 1.37
— Diluted earnings per share	$ 1.15	$ 1.35
CASH DIVIDENDS DECLARED PER SHARE	$ 0.31	$ 0.30

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Statement of Comprehensive Income [Abstract]
Net income	$ 214	$ 250
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax	(112)	3
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax	230	6
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax	(11)	(1)
Other Comprehensive Income (Loss), Net of Tax	107	8
Comprehensive income	321	258
Less: comprehensive income attributable to noncontrolling interests	3	(4)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$ 324	$ 254

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)	Mar. 31, 2015	Dec. 31, 2014
CURRENT ASSETS
Cash and cash equivalents	$ 503,000,000	$ 635,000,000
Accounts receivable, net	1,150,000,000	1,044,000,000
Fiduciary assets	9,444,000,000	8,948,000,000
Deferred tax assets	13,000,000	12,000,000
Other current assets	218,000,000	214,000,000
Total current assets	11,328,000,000	10,853,000,000
NON-CURRENT ASSETS
Fixed assets, net	462,000,000	483,000,000
Goodwill	2,889,000,000	2,937,000,000
Other intangible assets, net	418,000,000	450,000,000
Investments in associates	167,000,000	169,000,000
Deferred tax assets	6,000,000	9,000,000
Pension benefits asset	606,000,000	314,000,000
Other non-current assets	229,000,000	220,000,000
Total non-current assets	4,777,000,000	4,582,000,000
TOTAL ASSETS	16,105,000,000	15,435,000,000
CURRENT LIABILITIES
Fiduciary liabilities	9,444,000,000	8,948,000,000
Deferred revenue and accrued expenses	408,000,000	619,000,000
Income taxes payable	49,000,000	33,000,000
Current portion of long-term debt	168,000,000	167,000,000
Deferred tax liabilities	18,000,000	21,000,000
Other current liabilities	461,000,000	444,000,000
Total current liabilities	10,548,000,000	10,232,000,000
NON-CURRENT LIABILITIES
Long-term debt	2,137,000,000	2,142,000,000
Liability for pension benefits	277,000,000	284,000,000
Deferred tax liabilities	185,000,000	128,000,000
Provisions for liabilities	188,000,000	194,000,000
Other non-current liabilities	398,000,000	389,000,000
Total non-current liabilities	3,185,000,000	3,137,000,000
Total liabilities	13,733,000,000	13,369,000,000
COMMITMENTS AND CONTINGENCIES
Redeemable Noncontrolling Interest, Equity, Carrying Amount	51,000,000	59,000,000
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	1,584,000,000	1,524,000,000
Retained earnings	1,669,000,000	1,530,000,000
Accumulated Other Comprehensive Income (Loss), Net of Tax	(952,000,000)	(1,066,000,000)
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	(3,000,000)	(3,000,000)
Total Willis Group Holdings stockholders’ equity	2,298,000,000	1,985,000,000
Noncontrolling interests	23,000,000	22,000,000
Total equity	2,321,000,000	2,007,000,000
TOTAL LIABILITIES AND EQUITY	16,105,000,000	15,435,000,000
Nominal Value In Dollars [Member]
EQUITY
Ordinary shares	0	0
Nominal Value In Euros [Member]
EQUITY
Ordinary shares	$ 0	$ 0

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical)	Mar. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)	Mar. 31, 2015 Nominal Value In Dollars [Member] USD ($)	Dec. 31, 2014 Nominal Value In Dollars [Member] USD ($)	Mar. 31, 2015 Nominal Value In Euros [Member] EUR (€)	Dec. 31, 2014 Nominal Value In Euros [Member] EUR (€)
Ordinary shares, nominal value			$ 0.000115	$ 0.000115	€ 1	€ 1
Ordinary shares, shares authorized			4,000,000,000	4,000,000,000	40,000	40,000
Common Stock, Shares, Issued			179,586,740	178,701,479	40,000	40,000
Preference shares, nominal value	$ 0.000115	$ 0.000115
Preference shares, shares authorized	1,000,000,000	1,000,000,000
Preference shares, shares issued	0	0
Treasury shares, nominal value			$ 0.000115	$ 0.000115	€ 1	€ 1
Treasury stock, shares			46,408	46,408	40,000	40,000

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$ 214	$ 250
Adjustments to reconcile net income to total net cash provided by operating activities:
Net (gain) loss on disposal of operations and fixed and intangible assets	(7)	2
Depreciation expense	22	23
Amortization of intangible assets	14	13
Amortization of cash retention awards	3	2
Net periodic income of defined benefit pension plans	(13)	(4)
Provision for doubtful debts		1
Provision for deferred income taxes	12	13
Excess tax benefits from share-based payment arrangements	(3)	(1)
Share-based compensation	18	14
Gain on derivative instruments	1	(3)
Undistributed earnings of associates	(16)	(19)
Effect of exchange rate changes on net income	41	1
Change in operating assets and liabilities, net of effects from purchase of subsidiaries:
Accounts receivable	(152)	(140)
Fiduciary assets	(749)	(871)
Fiduciary liabilities	749	871
Cash incentives paid	(306)	(315)
Funding of defined benefit pension plans	(44)	(28)
Other assets	(4)
Other liabilities	157	192
Movement on provisions	(1)	4
Net cash (used in) provided by operating activities	(64)	5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	4	1
Additions to fixed assets	(16)	(22)
Payments to Acquire Intangible Assets	(1)	(1)
Acquisitions of operations, net of cash acquired	(8)
Payments to acquire other investments, net of distributions received	0	(4)
Proceeds on sale of operations, net of cash disposed	13	5
Net cash used in investing activities	(8)	(21)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	(1)	(2)
Repayments of debt	(4)	(4)
Repurchase of shares	(15)	(35)
Proceeds from issue of shares	35	43
Excess tax benefits from share-based payment arrangements	3	1
Dividends paid	(54)	(50)
Dividends paid to noncontrolling interests	(3)	(2)
Net cash used in financing activities	(39)	(49)
DECREASE IN CASH AND CASH EQUIVALENTS	(111)	(65)
Effect of exchange rate changes on cash and cash equivalents	(21)	3
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	635	796
CASH AND CASH EQUIVALENTS, END OF PERIOD	$ 503	$ 734

CONDENSED CONSOLIDATED STATEMENT OF EQUITY Statement (USD $)	3 Months Ended	12 Months Ended		3 Months Ended			3 Months Ended			3 Months Ended			3 Months Ended
	Mar. 31, 2015 Parent [Member]	Dec. 31, 2014 Parent [Member]	Dec. 31, 2013 Parent [Member]	Mar. 31, 2015 Irredeemable Noncontrolling Interest [Member]	Dec. 31, 2014 Irredeemable Noncontrolling Interest [Member]	Dec. 31, 2013 Noncontrolling Interest [Member]	Mar. 31, 2015 Stockholders' Equity, Total [Member]	Dec. 31, 2014 Stockholders' Equity, Total [Member]	Dec. 31, 2013 Stockholders' Equity, Total [Member]	Mar. 31, 2015 Redeemable noncontrolling interest [Member]	Dec. 31, 2014 Redeemable noncontrolling interest [Member]	Dec. 31, 2013 Redeemable noncontrolling interest [Member]	Mar. 31, 2015 United States of America, Dollars	Dec. 31, 2014 United States of America, Dollars	Dec. 31, 2013 United States of America, Dollars
Common Stock, Shares, Issued													179,587,000	178,701,000	178,861,000
Additional paid-in capital	$ 1,584,000,000	$ 1,524,000,000	$ 1,316,000,000
Retained earnings	1,669,000,000	1,530,000,000	1,595,000,000
Treasury Stock, Value	(3,000,000)	(3,000,000)	(3,000,000)
Accumulated Other Comprehensive Income (Loss), Net of Tax	(952,000,000)	(1,066,000,000)	(693,000,000)
Total Willis Group Holdings stockholders’ equity	2,298,000,000	1,985,000,000	2,215,000,000
Noncontrolling interests				23,000,000	22,000,000	28,000,000
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest							2,321,000,000	2,007,000,000	2,243,000,000
Redeemable Noncontrolling Interest, Equity, Carrying Amount										51,000,000	59,000,000	0
Stock Repurchased During Period, Shares													(289,000)
Stock Repurchased During Period, Value	(15,000,000)	(213,000,000)					(15,000,000)
Net income				3,000,000			213,000,000			1,000,000
Net income attributable to Willis Group Holdings	210,000,000
Dividends, Common Stock, Cash	(56,000,000)			(1,000,000)			(57,000,000)			(3,000,000)
Other Comprehensive Income (Loss), Net of Tax	114,000,000			(1,000,000)			113,000,000			(6,000,000)
Exercise of Stock Options and Release of Non Vested Shares													1,175,000
Proceeds from Issuance of Shares under Incentive and Share-based Compensation Plans, Including Stock Options	37,000,000						37,000,000
Adjustments to Additional Paid in Capital, Share-based Compensation, Stock Options, Requisite Service Period Recognition	18,000,000						18,000,000
Adjustments to Additional Paid In Capital, foreign exchange	$ 5,000,000						$ 5,000,000

NATURE OF OPERATIONS	3 Months Ended
NATURE OF OPERATIONS	Mar. 31, 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 SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 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 three months ended March 31, 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 FASB issued 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

3 Months Ended

Mar. 31, 2015

Restructuring and Related Activities [Abstract]

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 program, which is expected to be completed by the end of 2017, include the following:


•	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;


•	net workforce reductions in support positions;


•	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 $31 million in the three months ended March 31, 2015 related to its Operational Improvement Program (three months ended March 31, 2014: $nil).

An analysis of the cost for restructuring recognized in the statement of operations by reportable segment in the three months ended March 31, 2015 is as follows:



	Willis North America		Willis International		Willis GB		Willis Capital, Wholesale & Reinsurance		Corporate & other		Total
					(millions)

Termination benefits	$	2	$	2	$	—	$	6	$	—	$	10
Professional services and other	5		1		4		—		11		21
Total	$	7	$	3	$	4	$	6	$	11	$	31

An analysis of the total cumulative restructuring costs recognized for the Operational Improvement Program from commencement to March 31, 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	$	2	$	2	$	—	$	6	$	—	$	10
Professional services and other	5		1		4		—		11		21

Total
Termination benefits	$	5	$	5	$	9	$	7	$	—	$	26
Professional services and other	5		3		5		—		28		41
Total	$	10	$	8	$	14	$	7	$	28	$	67

At March 31, 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	10			21			31
Cash payments	(4		)	(15		)	(19		)
Foreign exchange	(1		)	—			(1		)
Balance at March 31, 2015	$	10		$	12		$	22

- Definition

The entire disclosure for restructuring and related activities. Description of restructuring activities such as exit and disposal activities, include facts and circumstances leading to the plan, the expected plan completion date, the major types of costs associated with the plan activities, total expected costs, the accrual balance at the end of the period, and the periods over which the remaining accrual will be settled.

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INCOME TAXES

3 Months Ended

Mar. 31, 2015

Income Tax Disclosure [Abstract]

INCOME TAXES

The tables below reflect the components of the tax charge for the three months ended March 31, 2015 and 2014 :



	Income before tax			Tax			Effective tax rate
	(millions, except percentages)
Three months ended March 31, 2015
Ordinary income taxed at estimated annual effective tax rate	$	250		$	(62	)	25	%
Items where tax effect is treated discretely:
Gain on disposal of operations	4			(2		)	50	%
Net adjustment in respect of prior periods	—			8			—	%
As reported	$	254		$	(56	)	22	%

Three months ended March 31, 2014
Non-US ordinary income taxed at estimated annual effective tax rate	$	232		$	(50	)	22	%
US ordinary income and tax charge	65			(12		)	18	%
Items where tax effect is treated discretely:
Loss on disposal of operations	(3		)	1			33	%
Net adjustment in respect of prior periods	—			(2		)	—	%
As reported	$	294		$	(63	)	21	%

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 March 31, 2015 was 22 percent compared with 21 percent for the same period of 2014. 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.

Considering the Company's recent US earnings experience, including profits before tax in the first quarter, 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 $163 million as at March 31, 2015. The exact timing and amount of future valuation release is subject to change on the basis of the level of profitability the Company is able to achieve.

- Definition

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

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EARNINGS PER SHARE

3 Months Ended

Mar. 31, 2015

Earnings Per Share [Abstract]

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 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 March 31, 2015, time-based and performance-based options to purchase 5.0 million and 3.1 million shares (March 31, 2014: 7.0 million and 5.0 million), respectively, and 3.4 million restricted stock units (March 31, 2014: 2.9 million) were outstanding.

Basic and diluted earnings per share are as follows:



	Three months ended March 31,
	2015			2014
	(millions, except per share data)
Net income attributable to Willis Group Holdings	$	210		$	246

Basic average number of shares outstanding	179			179
Dilutive effect of potentially issuable shares	3			3
Diluted average number of shares outstanding	182			182

Basic earnings per share:
Net income attributable to Willis Group Holdings shareholders	$	1.17		$	1.37
Dilutive effect of potentially issuable shares	(0.02		)	(0.02		)

Diluted earnings per share:
Net income attributable to Willis Group Holdings shareholders	$	1.15		$	1.35

Options to purchase 1.4 million shares were not included in the computation of the dilutive effect of stock options for the three months ended March 31, 2015 because the effect was antidilutive (three months ended March 31, 2014: 1.8 million shares).

- Definition

The entire disclosure for earnings per share.

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PENSION PLANS

3 Months Ended

Mar. 31, 2015

Defined Contribution Pension and Other Postretirement Plans Disclosure [Abstract]

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 March 31,
	UK Pension Benefits						US Pension Benefits						Other Pension Benefits
	2015			2014			2015			2014			2015			2014
	(millions)
Components of net periodic benefit (income) cost:
Service cost	$	10		$	11		$	—		$	—		$	1		$	—
Interest cost	26			30			10			10			2			2
Expected return on plan assets	(57		)	(54		)	(14		)	(13		)	(1		)	(1		)
Amortization of unrecognized prior service gain	(2		)	(1		)	—			—			—			—
Amortization of unrecognized actuarial loss	9			11			3			1			—			—
Net periodic (income) benefit cost	$	(14	)	$	(3	)	$	(1	)	$	(2	)	$	2		$	1

During the three months ended March 31, 2015, the Company made cash contributions of $40 million (2014: $21 million) into the UK defined benefit pension plan. In addition to this, a further payment of $2 million (2014: $3 million) was made in respect of employees’ salary sacrifice contributions. Cash contributions of $nil and $2 million (2014: $2 million and $2 million) were made to the US plan and other defined benefit pension plans, respectively.

Contributions to the UK defined benefit pension plan in 2015 are expected to total $93 million, of which approximately $18 million relates to ongoing contributions calculated as 15.9 percent of active plan members’ pensionable salaries, approximately $54 million relates to contributions towards funding the deficit and $21 million represents an exceptional return payment related to 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. The Company also expects to contribute approximately $10 million to the US plan and $10 million to the other defined benefit pension plans for the full year 2015 (inclusive of amounts contributed in the year to date).

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 ($463 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 Trustee 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 has 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.

- Definition

The entire disclosure for pension and other postretirement benefits.

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COMMITMENTS AND CONTINGENCIES

3 Months Ended

Mar. 31, 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’.

Other Contractual Obligations

In July 2010, the Company made a capital commitment of $25 million to Trident V Parallel Fund, LP. As of March 31, 2015, there had been approximately $22 million of capital contributions towards this commitment.

In May 2011, the Company made a capital commitment of $10 million to Dowling Capital Partners I, LP. As of March 31, 2015, there had been approximately $7 million of capital contributions 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 Litigation

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. That motion has now been fully briefed by the parties and awaits disposition by the court.

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, provides 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 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 have until June 4, 2015 to file a sur-reply in further opposition to the motion.

•

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. 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 answered the complaint in the Casanova action.

•

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. 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, the Fifth Circuit dismissed the Barbar appeal sua sponte for lack of jurisdiction. We believe the dismissal was in error and that the appeal is likely to be reinstated. The Ranni appeal is currently pending.

On April 1, 2015, the defendants filed motions to dismiss the complaints in Zacarias, Tisminesky and de Gadala-Maria, which motions are currently pending. 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.

- Definition

The entire disclosure for commitments and contingencies.

+ References+ Details

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES

3 Months Ended

Mar. 31, 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.

Interest Rate Risk — Interest Expense

The Company's operations are financed principally by $2,054 million fixed rate senior notes maturing through 2043 and $255 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 March 31, 2015 $nil (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 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 15 — ‘Debt’.

During the three months ended March 31, 2015 and three months ended March 31, 2014, the Company had no derivative financial instruments that were designated as cash flow hedges of interest rate risk.

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 its London market operations earn the majority of their revenues in US dollars and incur 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; and

•

to the extent the UK operations 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, we are also exposed to foreign exchange risk on any net sterling asset or liability position in our London market operations.

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 interest expense. Amounts held in comprehensive income are reclassified into earnings when the hedged exposure affects earnings.

At March 31, 2015 and December 31, 2014, the Company’s foreign currency contracts were all designated as hedging instruments except 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 Euro and Japanese yen. Foreign currency notional amounts are reported in US dollars translated at contracted exchange rates.



	Sell		Fair value
	(millions)
US dollar	$	727	$	(47	)
Euro	197		32
Japanese yen	55		7

In addition to forward exchange contracts, we undertake 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 March 31, 2015 and December 31, 2014 were immaterial.

During the three months ended March 31, 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 $606 million (December 31, 2014: $352 million). In respect of these transactions, $2 million has been recognized as an asset within other current assets and an equivalent gain has been recognized in other (expense) income, net, for the period.

Derivative financial instruments

The table below presents the fair value of the Company’s derivative financial instruments and their balance sheet classification at March 31, 2015 and December 31, 2014:



		Fair value
Derivative financial instruments designated as hedging instruments:	Balance sheet classification	March 31, 2015		December 31, 2014
		(millions)
Assets:
Forward exchange contracts	Other assets	$	39	$	26
Total derivatives designated as hedging instruments		$	39	$	26
Liabilities:
Forward exchange contracts	Other liabilities	$	47	$	21
Total derivatives designated as hedging instruments		$	47	$	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 months ended March 31, 2015 and 2014:



Derivatives in cash flow hedging relationships	Amount of gain (loss) recognized in OCI⁽ⁱ⁾on derivative (effective element)			Location of gain (loss) reclassified from accumulated OCI⁽ⁱ⁾ into income (effective element)	Amount of gain (loss) reclassified from accumulated OCI⁽ⁱ⁾ into income (effective element)			Location of gain (loss) recognized in income on derivative (ineffective hedges and ineffective element of effective hedges)	Amount of gain (loss) recognized in income on derivative (ineffective hedges and ineffective element of effective hedges)
	(millions)				(millions)				(millions)
Three months ended March 31, 2015
Interest rate swaps	$	—		Investment income	$	(1	)	Other operating expenses	$	—
Forward exchange contracts	(14		)	Other (expense) income, net	1			Interest expense	—
Total	$	(14	)		$	—			$	—
Three months ended March 31, 2014
Interest rate swaps	$	—		Investment income	$	(2	)	Other operating expenses	$	—
Forward exchange contracts	—			Other (expense) income, net	1			Interest expense	—
Total	$	—			$	(1	)		$	—

____________________

Amounts above shown gross of tax.

⁽ⁱ⁾ Other Comprehensive Loss

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 March 31, 2015, the Company estimates there will be $1 million of net derivative gains 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 March 31, 2015.

- Definition

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

+ References

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

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+ Details

FAIR VALUE MEASUREMENT

3 Months Ended

Mar. 31, 2015

Fair Value Disclosures [Abstract]

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.



	March 31, 2015
	Quoted prices in active markets for identical assets		Significant other observable inputs		Significant other unobservable inputs
	Level 1		Level 2		Level 3		Total
	(millions)
Assets at fair value:
Derivative financial instruments	—		39		—		39
Total assets	$	—	$	39	$	—	$	39
Liabilities at fair value:
Derivative financial instruments	—		47		—		47
Total liabilities	$	—	$	47	$	—	$	47



	December 31, 2014
	Quoted prices in active markets for identical assets		Significant other observable inputs		Significant other unobservable inputs
	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.



	March 31, 2015				December 31, 2014
	Carrying amount		Fair value		Carrying amount		Fair value
	(millions)
Assets:
Cash and cash equivalents	$	503	$	503	$	635	$	635
Fiduciary funds (included within Fiduciary assets)	$	2,015	$	2,015	$	1,888	$	1,888
Liabilities:
Current portion of long term debt	$	168	$	169	$	167	$	169
Long-term debt	2,137		2,330		2,142		2,327

- Definition

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

+ References+ Details

GOODWILL

3 Months Ended

Mar. 31, 2015

Goodwill and Intangible Assets Disclosure [Abstract]

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: North America, International, Willis Capital, Wholesale and Reinsurance and Willis GB - see Note 17 - '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 disposed entity 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 three months ended March 31, 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			—
Goodwill disposed of during the period	—			—			(6		)	—			(6		)
Foreign exchange	(4		)	(1		)	(1		)	(36		)	(42		)
Balance at March 31, 2015
Goodwill, gross	$	551		$	851		$	1,505		$	474		$	3,381
Accumulated impairment losses	—			—			(492		)	—			(492		)
Goodwill, net	$	551		$	851		$	1,013		$	474		$	2,889

________________________________

⁽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

3 Months Ended

Mar. 31, 2015

Intangible Assets, Net (Excluding Goodwill) [Abstract]

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:



	March 31, 2015							December 31, 2014
	Gross carrying amount		Accumulated amortization			Net carrying amount		Gross carrying amount		Accumulated amortization			Net carrying amount
	(millions)
Customer and Marketing Related:
Client relationships	$	672	$	(323	)	$	349	$	689	$	(316	)	$	373
Management contracts	65		(2		)	63		71		(1		)	70
Other	10		(4		)	6		11		(4		)	7
Total amortizable intangible assets	$	747	$	(329	)	$	418	$	771	$	(321	)	$	450

The aggregate amortization of intangible assets for the three months ended March 31, 2015 was $14 million (three months ended March 31, 2014: $13 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	$	41	$	49	$	44	$	40	$	36	$	208	$	418

OTHER LIABILITIES

3 Months Ended

Mar. 31, 2015

Other Liabilities [Abstract]

OTHER LIABILITIES

An analysis of other liabilities is as follows:



	March 31, 2015		December 31, 2014
	(millions)
Other current liabilities
Accounts payable	$	130	$	131
Accrued dividends payable	58		55
Other taxes payable	103		44
Derivatives	23		12
Deferred compensation plan liability	12		17
Other payables	135		185
Total other current liabilities	$	461	$	444
Other non-current liabilities
Incentives from lessors	$	164	$	171
Deferred compensation plan liability	90		92
Accounts payable	18		14
Derivatives	24		9
Other payables	102		103
Total other non-current liabilities	$	398	$	389
Total other liabilities	$	859	$	833

DEBT

3 Months Ended

Mar. 31, 2015

Debt Disclosure [Abstract]

DEBT

Short-term debt and current portion of the long-term debt consists of the following:



	March 31, 2015		December 31, 2014
	(millions)
Current portion of 7-year term loan facility expiring 2018	$	18	$	17
5.625% senior notes due 2015	148		148
Fair value adjustment on 5.625% senior notes due 2015	1		1
3-year term loan facility expires 2015	1		1
	$	168	$	167

Long-term debt consists of the following:



	March 31, 2015		December 31, 2014
	(millions)
7-year term loan facility expiring 2018	$	237	$	242
4.125% senior notes due 2016	299		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
	$	2,137	$	2,142

Term loan

The 7-year term loan facility expiring 2018 bears interest at LIBOR plus 1.50% and is repayable in quarterly instalments 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 March 31, 2015 $nil 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 shall 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 March 31, 2015 $nil was outstanding under the $400 million WSI revolving credit facility (December 31, 2014: $nil).

- Definition

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

+ References+ Details

COMPREHENSIVE INCOME

3 Months Ended

Mar. 31, 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 (loss) are as follows:



	Three months ended March 31,
	2015									2014
	Before tax amount			Tax			Net of tax amount			Before tax amount			Tax			Net of tax amount
	(millions)
Other comprehensive income (loss):
Foreign currency translation adjustments	$	(112	)	$	—		$	(112	)	$	3		$	—		$	3
Pension funding adjustments:
Foreign currency translation on pension funding adjustments	40			(10		)	30			(5		)	2			(3		)
Net actuarial gain	25			(5		)	20			—			—			—
Prior service gain	215			(43		)	172			—			—			—
Amortization of unrecognized actuarial loss	12			(2		)	10			12			(2		)	10
Amortization of unrecognized prior service gain	(2		)	—			(2		)	(1		)	—			(1		)
	290			(60		)	230			6			—			6
Derivative instruments:
Interest rate swap reclassification adjustment	(1		)	—			(1		)	(2		)	—			(2		)
Loss on forward exchange contracts (effective element)	(14		)	3			(11		)	—			—			—
Forward exchange contracts reclassification adjustment	1			—			1			1			—			1
	(14		)	3			(11		)	(1		)	—			(1		)
Other comprehensive income	164			(57		)	107			8			—			8
Less: Other comprehensive loss attributable to noncontrolling interests	7			—			7			—			—			—
Other comprehensive income attributable to Willis Group Holdings	$	171		$	(57	)	$	114		$	8		$	—		$	8

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	(105		)	222			(11		)	106
Amounts reclassified from accumulated other comprehensive income	—			8			—			8
Net current-period other comprehensive (loss) income, net of tax and noncontrolling interests	(105		)	230			(11		)	114
Balance at March 31, 2015	$	(296	)	$	(663	)	$	7		$	(952	)

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 March 31,
	2015			2014
	(millions)
Gains and losses on cash flow hedges (Note 9)
Interest rate swaps	$	(1	)	$	(2	)	Investment income
Foreign exchange contracts	1			1			Other (expense) income, net
	—			(1		)	Total before tax
Tax	—			—
	$	—		$	(1	)	Net of tax
Amortization of defined benefit pension items (Note 7)
Prior service gain	$	(2	)	$	(1	)	Salaries and benefits
Net actuarial loss	12			12			Salaries and benefits
	10			11			Total before tax
Tax	(2		)	(2		)
	$	8		$	9		Net of tax

Total reclassifications for the period	$	8		$	8

- Definition

The entire disclosure for comprehensive income, which includes, but is not limited to, 1) the amount of income tax expense or benefit allocated to each component of other comprehensive income, including reclassification adjustments, 2) the reclassification adjustments for each classification of other comprehensive income and 3) the ending accumulated balances for each component of comprehensive income.

+ References

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-Glossary Reclassification Adjustments

-URI http://asc.fasb.org/extlink&oid=6522872

+ Details

SEGMENT INFORMATION

3 Months Ended

Mar. 31, 2015

Segment Reporting [Abstract]

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 Capital, Wholesale and Reinsurance ('Willis CWR'); Willis North America Inc. ('Willis North America'); Willis International; and Willis GB.

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 which includes all of the Company's activities that provide these services; and


•	Willis GB includes the Company's UK retail business, facultative business and London Specialty business.

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)	significant legal and regulatory settlements which are managed centrally;


(iv)	non-servicing elements of the defined benefit pension schemes cost (income); and


(v)	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 March 31, 2015
	Commissions and fees		Investment income		Other income		Total revenues		Depreciation and amortization		Segment operating income
	(millions)
Willis GB	$	142	$	1	$	—	$	143	$	6	$	21
Willis Capital, Wholesale and Reinsurance	296		1		—		297		2		153
Willis North America	356		—		3		359		16		78
Willis International	287		1		—		288		9		70
Total Segments	1,081		3		3		1,087		33		322
Corporate and Other ⁽ⁱ⁾	—		—		—		—		3		(29		)
Total Consolidated	$	1,081	$	3	$	3	$	1,087	$	36	$	293


	Three months ended March 31, 2014
	Commissions and fees		Investment income		Other income		Total revenues		Depreciation and amortization		Segment operating income
	(millions)
Willis GB	$	150	$	1	$	2	$	153	$	7	$	22
Willis Capital, Wholesale and Reinsurance	303		1		—		304		2		168
Willis North America	354		—		1		355		18		83
Willis International	283		2		—		285		6		84
Total Segments	1,090		4		3		1,097		33		357
Corporate and Other ⁽ⁱ⁾	—		—		—		—		3		(31		)
Total Consolidated	$	1,090	$	4	$	3	$	1,097	$	36	$	326

________________________________


⁽ⁱ⁾	See the following table for an analysis of the ‘Corporate and Other’ line.



	Three months ended March 31,
	2015			2014
	(millions)
Costs of the holding company	$	(2	)	$	(2	)
Costs related to Group functions, leadership and projects	(37		)	(41		)
Non-servicing elements of defined benefit pensions	22			13
Operational Improvement Program ^(a)	(11		)	—
Other	(1		)	(1		)
Total Corporate and Other	$	(29	)	$	(31	)

___________________________


^(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 March 31,
	2015			2014
	(millions)
Total consolidated operating income	$	293		$	326
Other (expense) income, net	(6		)	—
Interest expense	(33		)	(32		)
Income before income taxes and interest in earnings of associates	$	254		$	294

- Definition

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

+ References

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

-Publisher FASB

-Name Accounting Standards Codification

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+ Details

SUBSEQUENT EVENTS (Notes)	3 Months Ended
SUBSEQUENT EVENTS (Notes)	Mar. 31, 2015
Subsequent Events [Abstract]
Subsequent Events [Text Block]	. SUBSEQUENT EVENTS On April 22, 2015, the Company announced that it had made a firm offer to acquire the remaining 70 percent of Gras Savoye that it currently does not own for approximately €550 million (approximately $592 million), which includes the repayment of outstanding third-party debt, estimated to be approximately €40 million (approximately $43 million). The transaction, which is subject to regulatory approval and Gras Savoye's workers councils' consultation, is expected to close on or around December 31, 2015. In addition to this firm offer, the Company has issued notice preserving its right under an existing shareholder agreement to acquire the remaining shares in Gras Savoye in June 2016, should the firm offer not be accepted. In that case, the purchase price would be determined by a formula under that agreement and the expected closing of the transaction would be mid-2016.

FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES

3 Months Ended

Mar. 31, 2015

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

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 March 31, 2015 of Willis Group Holdings, the Other Guarantors and the Issuer.

The entities included in the Other Guarantors column as of March 31, 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 March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	—		$	4		$	1,077		$	—		$	1,081
Investment income	—			—			—			3			—			3
Other income	—			—			—			3			—			3
Total revenues	—			—			4			1,083			—			1,087
EXPENSES
Salaries and benefits	—			—			(20		)	(547		)	—			(567		)
Other operating expenses	(9		)	(14		)	(2		)	(135		)	—			(160		)
Depreciation expense	—			(1		)	(4		)	(17		)	—			(22		)
Amortization of intangible assets	—			—			—			(14		)	—			(14		)
Restructuring costs	—			(14		)	(5		)	(12		)				(31		)
Total expenses	(9		)	(29		)	(31		)	(725		)	—			(794		)
OPERATING (LOSS) INCOME	(9		)	(29		)	(27		)	358			—			293
Other (expense) income, net	(12		)	6			—			(1		)	1			(6		)
Income from group undertakings	—			54			56			25			(135		)	—
Expenses due to group undertakings	—			(8		)	(44		)	(83		)	135			—
Interest expense	(11		)	(9		)	(11		)	(2		)	—			(33		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(32		)	14			(26		)	297			1			254
Income taxes	—			6			8			(70		)	—			(56		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(32		)	20			(18		)	227			1			198
Interest in earnings of associates, net of tax	—			2			—			14			—			16
Equity account for subsidiaries	242			215			66			—			(523		)	—
NET INCOME	210			237			48			241			(522		)	214
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	210		$	237		$	48		$	237		$	(522	)	$	210

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	324	$	354	$	51	$	370	$	(778	)	$	321
Less: comprehensive loss attributable to noncontrolling interests	—		—		—		3		—			3
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	324	$	354	$	51	$	373	$	(778	)	$	324

Unaudited Condensed Consolidating Statement of Operations



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	—		$	2		$	1,088		$	—		$	1,090
Investment income	—			—			—			4			—			4
Other income	—			—			—			3			—			3
Total revenues	—			—			2			1,095			—			1,097
EXPENSES
Salaries and benefits	—			—			(19		)	(551		)	—			(570		)
Other operating expenses	(4		)	(24		)	(17		)	(120		)	—			(165		)
Depreciation expense	—			(1		)	(4		)	(18		)	—			(23		)
Amortization of intangible assets	—			—			—			(13		)	—			(13		)
Total expenses	(4		)	(25		)	(40		)	(702		)	—			(771		)
OPERATING (LOSS) INCOME	(4		)	(25		)	(38		)	393			—			326
Other income (expense), net	—			1			—			(1		)	—			—
Income from group undertakings	—			59			43			27			(129		)	—
Expenses due to group undertakings	—			(8		)	(46		)	(75		)	129			—
Interest expense	(11		)	(9		)	(11		)	(1		)	—			(32		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(15		)	18			(52		)	343			—			294
Income taxes	—			5			19			(87		)	—			(63		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(15		)	23			(33		)	256			—			231
Interest in earnings of associates, net of tax	—			3			—			16			—			19
Equity account for subsidiaries	261			230			83			—			(574		)	—
NET INCOME	246			256			50			272			(574		)	250
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	246		$	256		$	50		$	268		$	(574	)	$	246

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other			Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	254	$	264	$	51	$	281		$	(592	)	$	258
Less: comprehensive income attributable to noncontrolling interests	—		—		—		(4		)	—			(4		)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	254	$	264	$	51	$	277		$	(592	)	$	254

Unaudited Condensed Consolidating Balance Sheet



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	6	$	—	$	—	$	497	$	—		$	503
Accounts receivable, net	—		—		6		1,144		—			1,150
Fiduciary assets	—		—		—		9,444		—			9,444
Deferred tax assets	—		—		—		13		—			13
Other current assets	1		37		21		192		(33		)	218
Amounts due from group undertakings	3,611		936		971		1,137		(6,655		)	—
Total current assets	3,618		973		998		12,427		(6,688		)	11,328
NON-CURRENT ASSETS
Investments in subsidiaries	—		2,910		787		—		(3,697		)	—
Fixed assets, net	—		21		40		401		—			462
Goodwill	—		—		—		2,889		—			2,889
Other intangible assets, net	—		—		—		418		—			418
Investments in associates	—		133		—		34		—			167
Deferred tax assets	—		—		—		6		—			6
Pension benefits asset	—		—		—		606		—			606
Other non-current assets	2		8		2		217		—			229
Non-current amounts due from group undertakings	—		518		752		—		(1,270		)	—
Total non-current assets	2		3,590		1,581		4,571		(4,967		)	4,777
TOTAL ASSETS	$	3,620	$	4,563	$	2,579	$	16,998	$	(11,655	)	$	16,105
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Fiduciary liabilities	$	—	$	—	$	—	$	9,444	$	—		$	9,444
Deferred revenue and accrued expenses	1		12		24		371		—			408
Income taxes payable	—		—		—		82		(33		)	49
Short-term debt and current portion of long-term debt	—		18		149		1		—			168
Deferred tax liabilities	—		—		—		18		—			18
Other current liabilities	60		4		16		381		—			461
Amounts due to group undertakings	—		4,373		1,497		785		(6,655		)	—
Total current liabilities	61		4,407		1,686		11,082		(6,688		)	10,548

Unaudited Condensed Consolidating Balance Sheet (continued)



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors			The Issuer			Other		Consolidating adjustments			Consolidated
	(millions)
NON-CURRENT LIABILITIES
Investments in subsidiaries	465		—			—			—		(465		)	—
Long-term debt	796		760			581			—		—			2,137
Liabilities for pension benefits	—		—			—			277		—			277
Deferred tax liabilities	—		—			—			185		—			185
Provisions for liabilities	—		—			—			188		—			188
Other non-current liabilities	—		—			16			382		—			398
Non-current amounts due to group undertakings	—		—			518			752		(1,270		)	—
Total non-current liabilities	1,261		760			1,115			1,784		(1,735		)	3,185
TOTAL LIABILITIES	$	1,322	$	5,167		$	2,801		$	12,866	$	(8,423	)	$	13,733

REDEEMABLE NONCONTROLLING INTEREST	—		—			—			51		—			51

EQUITY
Total Willis Group Holdings stockholders’ equity	2,298		(604		)	(222		)	4,058		(3,232		)	2,298
Noncontrolling interests	—		—			—			23		—			23
Total equity	2,298		(604		)	(222		)	4,081		(3,232		)	2,321
TOTAL LIABILITIES AND EQUITY	$	3,620	$	4,563		$	2,579		$	16,998	$	(11,655	)	$	16,105

Condensed Consolidating Balance Sheet



	As of December 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			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
Short-term debt and 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 Group Holdings		The Other Guarantors			The Issuer			Other		Consolidating adjustments			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



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(20	)	$	13		$	(47	)	$	(10	)	$	—		$	(64	)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			—			4			—			4
Additions to fixed assets	—			(3		)	(1		)	(12		)	—			(16		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Acquisitions of operations, net of cash acquired	—			—			—			(8		)	—			(8		)
Proceeds from disposal of operations, net of cash disposed	—			—			—			13			—			13
Proceeds from intercompany investing activities	51			—			48			—			(99		)	—
Repayments of intercompany investing activities	—			(11		)	—			(26		)	37			—
Net cash provided by (used in) investing activities	51			(14		)	47			(30		)	(62		)	(8		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(1		)	—			(1		)
Repayments of debt	—			(4		)	—			—			—			(4		)
Repurchase of shares	(15		)	—			—			—			—			(15		)
Proceeds from issue of shares	35			—			—			—			—			35
Excess tax benefits from share-based payment arrangements	—			—			—			3			—			3
Dividends paid	(54		)	—			—			—			—			(54		)
Dividends paid to noncontrolling interests	—			—			—			(3		)	—			(3		)
Proceeds from intercompany financing activities	—			26			—			11			(37		)	—
Repayments of intercompany financing activities	—			(23		)	—			(76		)	99			—
Net cash used in financing activities	(34		)	(1		)	—			(66		)	62			(39		)
DECREASE IN CASH AND CASH EQUIVALENTS	(3		)	(2		)	—			(106		)	—			(111		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			(21		)	—			(21		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9			2			—			624			—			635
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	6		$	—		$	—		$	497		$	—		$	503

Unaudited Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(23	)	$	25		$	(21	)	$	25		$	(1	)	$	5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			1			1			(1		)	1
Additions to fixed assets	—			(2		)	(2		)	(19		)	1			(22		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Payments to acquire other investments	—			—			—			(4		)	—			(4		)
Proceeds from sale of operations, net of cash disposed	—			—			—			5			—			5
Proceeds from intercompany investing activities	65			12			120			115			(312		)	—
Repayments of intercompany investing activities	—			—			—			(16		)	16			—
Net cash provided by (used in) investing activities	65			10			119			81			(296		)	(21		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(2		)	—			(2		)
Repayments of debt	—			(4		)	—			—			—			(4		)
Repurchase of shares	(35		)	—			—			—			—			(35		)
Proceeds from issue of shares	43			—			—			—			—			43
Excess tax benefits from share-based payment arrangements	—			—			—			1			—			1
Dividends paid	(50		)	—			—			(1		)	1			(50		)
Dividends paid to noncontrolling interests	—			—			—			(2		)	—			(2		)
Proceeds from intercompany financing activities	—			16			—			—			(16		)	—
Repayments of intercompany financing activities	—			(47		)	(98		)	(167		)	312			—
Net cash used in financing activities	(42		)	(35		)	(98		)	(171		)	297			(49		)
DECREASE IN CASH AND CASH EQUIVALENTS	—			—			—			(65		)	—			(65		)
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		$	3		$	—		$	728		$	—		$	734

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 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 March 31, 2015 of Willis Group Holdings, the Other Guarantors, and the Issuer.

The entities included in the Other Guarantors column as of March 31, 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 March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	4		$	—		$	1,077		$	—		$	1,081
Investment income	—			—			—			3			—			3
Other income	—			—			—			3			—			3
Total revenues	—			4			—			1,083			—			1,087
EXPENSES
Salaries and benefits	—			(20		)	—			(547		)	—			(567		)
Other operating expenses	(9		)	(16		)	—			(135		)	—			(160		)
Depreciation expense	—			(5		)	—			(17		)	—			(22		)
Amortization of intangible assets	—			—			—			(14		)	—			(14		)
Restructuring costs	—			(19		)	—			(12		)	—			(31		)
Total expenses	(9		)	(60		)	—			(725		)	—			(794		)
OPERATING (LOSS) INCOME	(9		)	(56		)	—			358			—			293
Other (expense) income, net	(12		)	6			—			(1		)	1			(6		)
Income from group undertakings	—			90			22			25			(137		)	—
Expenses due to group undertakings	—			(47		)	(7		)	(83		)	137			—
Interest expense	(11		)	(11		)	(9		)	(2		)	—			(33		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(32		)	(18		)	6			297			1			254
Income taxes	—			15			(1		)	(70		)	—			(56		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(32		)	(3		)	5			227			1			198
Interest in earnings of associates, net of tax	—			2			—			14			—			16
Equity account for subsidiaries	242			238			209			—			(689		)	—
NET INCOME	210			237			214			241			(688		)	214
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	210		$	237		$	214		$	237		$	(688	)	$	210

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	324	$	354	$	347	$	370	$	(1,074	)	$	321
Less: comprehensive loss attributable to noncontrolling interests	—		—		—		3		—			3
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	324	$	354	$	347	$	373	$	(1,074	)	$	324

Unaudited Condensed Consolidating Statement of Operations



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	2		$	—		$	1,088		$	—		$	1,090
Investment income	—			—			—			4			—			4
Other income	—			—			—			3			—			3
Total revenues	—			2			—			1,095			—			1,097
EXPENSES
Salaries and benefits	—			(19		)	—			(551		)	—			(570		)
Other operating expenses	(4		)	(41		)	—			(120		)	—			(165		)
Depreciation expense	—			(5		)	—			(18		)	—			(23		)
Amortization of intangible assets	—			—			—			(13		)	—			(13		)
Total expenses	(4		)	(65		)	—			(702		)	—			(771		)
OPERATING (LOSS) INCOME	(4		)	(63		)	—			393			—			326
Other income (expense), net	—			1			—			(1		)	—			—
Income from group undertakings	—			82			22			27			(131		)	—
Expenses due to group undertakings	—			(49		)	(7		)	(75		)	131			—
Interest expense	(11		)	(11		)	(9		)	(1		)	—			(32		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(40		)	6			343			—			294
Income taxes	—			25			(1		)	(87		)	—			(63		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(15		)	5			256			—			231
Interest in earnings of associates, net of tax	—			3			—			16			—			19
Equity account for subsidiaries	261			268			215			—			(744		)	—
NET INCOME	246			256			220			272			(744		)	250
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	246		$	256		$	220		$	268		$	(744	)	$	246

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other			Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	254	$	264	$	228	$	281		$	(769	)	$	258
Less: comprehensive income attributable to noncontrolling interests	—		—		—		(4		)	—			(4		)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	254	$	264	$	228	$	277		$	(769	)	$	254

Unaudited Condensed Consolidating Balance Sheet



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	6	$	—	$	—	$	497	$	—		$	503
Accounts receivable, net	—		6		—		1,144		—			1,150
Fiduciary assets	—		—		—		9,444		—			9,444
Deferred tax assets	—		—		—		13		—			13
Other current assets	1		63		2		192		(40		)	218
Amounts due from group undertakings	3,611		1,076		803		1,137		(6,627		)	—
Total current assets	3,618		1,145		805		12,427		(6,667		)	11,328
NON-CURRENT ASSETS
Investments in subsidiaries	—		3,875		2,949		—		(6,824		)	—
Fixed assets, net	—		61		—		401		—			462
Goodwill	—		—		—		2,889		—			2,889
Other intangible assets, net	—		—		—		418		—			418
Investments in associates	—		133		—		34		—			167
Deferred tax assets	—		—		—		6		—			6
Pension benefits asset	—		—		—		606		—			606
Other non-current assets	2		2		8		217		—			229
Non-current amounts due from group undertakings	—		752		518		—		(1,270		)	—
Total non-current assets	2		4,823		3,475		4,571		(8,094		)	4,777
TOTAL ASSETS	$	3,620	$	5,968	$	4,280	$	16,998	$	(14,761	)	$	16,105
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Fiduciary liabilities	$	—	$	—	$	—	$	9,444	$	—		$	9,444
Deferred revenue and accrued expenses	1		36		—		371		—			408
Income taxes payable	—		—		7		82		(40		)	49
Short-term debt and current portion of long-term debt	—		149		18		1		—			168
Deferred tax liabilities	—		—		—		18		—			18
Other current liabilities	60		16		4		381		—			461
Amounts due to group undertakings	—		5,256		586		785		(6,627		)	—
Total current liabilities	61		5,457		615		11,082		(6,667		)	10,548

Unaudited Condensed Consolidating Balance Sheet (continued)



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors			The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)
NON-CURRENT LIABILITIES
Investments in subsidiaries	465		—			—		—		(465		)	—
Long-term debt	796		581			760		—		—			2,137
Liabilities for pension benefits	—		—			—		277		—			277
Deferred tax liabilities	—		—			—		185		—			185
Provisions for liabilities	—		—			—		188		—			188
Other non-current liabilities	—		16			—		382		—			398
Non-current amounts due to group undertakings	—		518			—		752		(1,270		)	—
Total non-current liabilities	1,261		1,115			760		1,784		(1,735		)	3,185
TOTAL LIABILITIES	$	1,322	$	6,572		$	1,375	$	12,866	$	(8,402	)	$	13,733

REDEEMABLE NONCONTROLLING INTEREST	—		—			—		51		—			51

EQUITY
Total Willis Group Holdings stockholders’ equity	2,298		(604		)	2,905		4,058		(6,359		)	2,298
Noncontrolling interests	—		—			—		23		—			23
Total equity	2,298		(604		)	2,905		4,081		(6,359		)	2,321
TOTAL LIABILITIES AND EQUITY	$	3,620	$	5,968		$	4,280	$	16,998	$	(14,761	)	$	16,105

Condensed Consolidating Balance Sheet



	As of December 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			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
Short-term debt and 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 Group Holdings		The Other Guarantors			The Issuer		Other		Consolidating adjustments			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



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(20	)	$	(35	)	$	1		$	(10	)	$	—		$	(64	)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			—			4			—			4
Additions to fixed assets	—			(4		)	—			(12		)	—			(16		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Acquisitions of operations, net of cash acquired	—			—			—			(8		)	—			(8		)
Proceeds from disposal of operations, net of cash disposed	—			—			—			13			—			13
Proceeds from intercompany investing activities	51			48			—			—			(99		)	—
Repayments of intercompany investing activities	—			(11		)	—			(26		)	37			—
Net cash provided by (used in) investing activities	51			33			—			(30		)	(62		)	(8		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(1		)	—			(1		)
Repayments of debt	—			—			(4		)	—			—			(4		)
Repurchase of shares	(15		)	—			—			—			—			(15		)
Proceeds from issue of shares	35			—			—			—			—			35
Excess tax benefits from share-based payment arrangements	—			—			—			3			—			3
Dividends paid	(54		)	—			—			—			—			(54		)
Dividends paid to noncontrolling interests	—			—			—			(3		)	—			(3		)
Proceeds from intercompany financing activities	—			23			3			11			(37		)	—
Repayments of intercompany financing activities	—			(23		)	—			(76		)	99			—
Net cash used in financing activities	(34		)	—			(1		)	(66		)	62			(39		)
DECREASE IN CASH AND CASH EQUIVALENTS	(3		)	(2		)	—			(106		)	—			(111		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			(21		)	—			(21		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9			2			—			624			—			635
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	6		$	—		$	—		$	497		$	—		$	503

Unaudited Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(23	)	$	28		$	(24	)	$	25		$	(1	)	$	5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			1			—			1			(1		)	1
Additions to fixed assets	—			(4		)	—			(19		)	1			(22		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Payments to acquire other investments	—			—			—			(4		)	—			(4		)
Proceeds from disposal of operations, net of cash disposed	—			—			—			5			—			5
Proceeds from intercompany investing activities	65			120			12			115			(312		)	—
Repayments of intercompany investing activities	—			—			—			(16		)	16			—
Net cash provided by (used in) investing activities	65			117			12			81			(296		)	(21		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(2		)	—			(2		)
Repayments of debt	—			—			(4		)	—			—			(4		)
Repurchase of shares	(35		)	—			—			—			—			(35		)
Proceeds from issue of shares	43			—			—			—			—			43
Excess tax benefits from share-based payment arrangements	—			—			—			1			—			1
Dividends paid	(50		)	—			—			(1		)	1			(50		)
Dividends paid to noncontrolling interests	—			—			—			(2		)	—			(2		)
Proceeds from intercompany financing activities	—			—			16			—			(16		)	—
Repayments of intercompany financing activities	—			(145		)	—			(167		)	312			—
Net cash (used in) provided by financing activities	(42		)	(145		)	12			(171		)	297			(49		)
DECREASE IN CASH AND CASH EQUIVALENTS	—			—			—			(65		)	—			(65		)
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		$	3		$	—		$	728		$	—		$	734

- Definition

The entire disclosure for condensed financial information, including the financial position, cash flows, and the results of operations of the registrant (parent company) as of the same dates or for the same periods for which audited consolidated financial statements are being presented. Alternatively, the details of this disclosure can be reported by the specific parent company taxonomy elements, indicating the appropriate date and period contexts in an instance document.

+ References+ Details

FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES

3 Months Ended

Mar. 31, 2015

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES


20.	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 19) in that Willis Group Holdings is the Parent Issuer and Willis North America is a subsidiary guarantor.

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 March 31, 2015 of Willis Group Holdings and the Guarantors.

The entities included in the Guarantors column as of March 31, 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 March 31, 2015
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	4		$	1,077		$	—		$	1,081
Investment income	—			—			3			—			3
Other income	—			—			3			—			3
Total revenues	—			4			1,083			—			1,087
EXPENSES
Salaries and benefits	—			(20		)	(547		)	—			(567		)
Other operating expenses	(9		)	(16		)	(135		)	—			(160		)
Depreciation expense	—			(5		)	(17		)	—			(22		)
Amortization of intangible assets	—			—			(14		)	—			(14		)
Restructuring costs	—			(19		)	(12		)	—			(31		)
Total expenses	(9		)	(60		)	(725		)	—			(794		)
OPERATING (LOSS) INCOME	(9		)	(56		)	358			—			293
Other (expense) income, net	(12		)	6			(1		)	1			(6		)
Income from group undertakings	—			83			25			(108		)	—
Expenses due to group undertakings	—			(25		)	(83		)	108			—
Interest expense	(11		)	(20		)	(2		)	—			(33		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(32		)	(12		)	297			1			254
Income taxes	—			14			(70		)	—			(56		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(32		)	2			227			1			198
Interest in earnings of associates, net of tax	—			2			14			—			16
Equity account for subsidiaries	242			233			—			(475		)	—
NET INCOME	210			237			241			(474		)	214
Less: Net income attributable to noncontrolling interests	—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	210		$	237		$	237		$	(474	)	$	210

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2015
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other		Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	324	$	354	$	370	$	(727	)	$	321
Less: comprehensive loss attributable to noncontrolling interests	—		—		3		—			3
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	324	$	354	$	373	$	(727	)	$	324

Unaudited Condensed Consolidating Statement of Operations



	Three months ended March 31, 2014
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	2		$	1,088		$	—		$	1,090
Investment income	—			—			4			—			4
Other income	—			—			3			—			3
Total revenues	—			2			1,095			—			1,097
EXPENSES
Salaries and benefits	—			(19		)	(551		)	—			(570		)
Other operating expenses	(4		)	(41		)	(120		)	—			(165		)
Depreciation expense	—			(5		)	(18		)	—			(23		)
Amortization of intangible assets	—			—			(13		)	—			(13		)
Total expenses	(4		)	(65		)	(702		)	—			(771		)
OPERATING (LOSS) INCOME	(4		)	(63		)	393			—			326
Other income (expense), net	—			1			(1		)	—			—
Income from group undertakings	—			75			27			(102		)	—
Expenses due to group undertakings	—			(27		)	(75		)	102			—
Interest expense	(11		)	(20		)	(1		)	—			(32		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(34		)	343			—			294
Income taxes	—			24			(87		)	—			(63		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(10		)	256			—			231
Interest in earnings of associates, net of tax	—			3			16			—			19
Equity account for subsidiaries	261			263			—			(524		)	—
NET INCOME	246			256			272			(524		)	250
Less: Net income attributable to noncontrolling interests	—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	246		$	256		$	268		$	(524	)	$	246

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2014
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other			Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	254	$	264	$	281		$	(541	)	$	258
Less: comprehensive income attributable to noncontrolling interests	—		—		(4		)	—			(4		)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	254	$	264	$	277		$	(541	)	$	254

Unaudited Condensed Consolidating Balance Sheet



	As of March 31, 2015
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other		Consolidating adjustments			Consolidated
	(millions)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	6	$	—	$	497	$	—		$	503
Accounts receivable, net	—		6		1,144		—			1,150
Fiduciary assets	—		—		9,444		—			9,444
Deferred tax assets	—		—		13		—			13
Other current assets	1		58		192		(33		)	218
Amounts due from group undertakings	3,611		648		1,137		(5,396		)	—
Total current assets	3,618		712		12,427		(5,429		)	11,328
NON-CURRENT ASSETS
Investments in subsidiaries	—		3,919		—		(3,919		)	—
Fixed assets, net	—		61		401		—			462
Goodwill	—		—		2,889		—			2,889
Other intangible assets, net	—		—		418		—			418
Investments in associates	—		133		34		—			167
Deferred tax assets	—		—		6		—			6
Pension benefits asset	—		—		606		—			606
Other non-current assets	2		10		217		—			229
Non-current amounts due from group undertakings	—		752		—		(752		)	—
Total non-current assets	2		4,875		4,571		(4,671		)	4,777
TOTAL ASSETS	$	3,620	$	5,587	$	16,998	$	(10,100	)	$	16,105
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Fiduciary liabilities	$	—	$	—	$	9,444	$	—		$	9,444
Deferred revenue and accrued expenses	1		36		371		—			408
Income taxes payable	—		—		82		(33		)	49
Short-term debt and current portion of long-term debt	—		167		1		—			168
Deferred tax liabilities	—		—		18		—			18
Other current liabilities	60		20		381		—			461
Amounts due to group undertakings	—		4,611		785		(5,396		)	—
Total current liabilities	61		4,834		11,082		(5,429		)	10,548

Unaudited Condensed Consolidating Balance Sheet (continued)



	As of March 31, 2015
	Willis Group Holdings - the Parent Issuer		The Guarantors			Other		Consolidating adjustments			Consolidated
	(millions)
NON-CURRENT LIABILITIES
Investments in subsidiaries	465		—			—		(465		)	—
Long-term debt	796		1,341			—		—			2,137
Liabilities for pension benefits	—		—			277		—			277
Deferred tax liabilities	—		—			185		—			185
Provisions for liabilities	—		—			188		—			188
Other non-current liabilities	—		16			382		—			398
Non-current amounts due to group undertakings	—		—			752		(752		)	—
Total non-current liabilities	1,261		1,357			1,784		(1,217		)	3,185
TOTAL LIABILITIES	$	1,322	$	6,191		$	12,866	$	(6,646	)	$	13,733

REDEEMABLE NONCONTROLLING INTEREST	—		—			51		—			51

EQUITY
Total Willis Group Holdings stockholders’ equity	2,298		(604		)	4,058		(3,454		)	2,298
Noncontrolling interests	—		—			23		—			23
Total equity	2,298		(604		)	4,081		(3,454		)	2,321
TOTAL LIABILITIES AND EQUITY	$	3,620	$	5,587		$	16,998	$	(10,100	)	$	16,105

Condensed Consolidating Balance Sheet



	As of December 31, 2014
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other		Consolidating adjustments			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 to 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 to 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
Short-term debt and 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 Group Holdings - the Parent Issuer		The Guarantors			Other		Consolidating adjustments			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



	Three months ended March 31, 2015
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH USED IN OPERATING ACTIVITIES	$	(20	)	$	(34	)	$	(10	)	$	—		$	(64	)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			4			—			4
Additions to fixed assets	—			(4		)	(12		)	—			(16		)
Additions to intangible assets	—			—			(1		)	—			(1		)
Acquisitions of operations, net of cash acquired	—			—			(8		)	—			(8		)
Proceeds from disposal of operations, net of cash disposed	—			—			13			—			13
Proceeds from intercompany investing activities	51			48			—			(99		)	—
Repayments of intercompany investing activities	—			(11		)	(26		)	37			—
Net cash provided by (used in) investing activities	51			33			(30		)	(62		)	(8		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			(1		)	—			(1		)
Repayments of debt	—			(4		)	—			—			(4		)
Repurchase of shares	(15		)	—			—			—			(15		)
Proceeds from issue of shares	35			—			—			—			35
Excess tax benefits from share-based payment arrangement	—			—			3			—			3
Dividends paid	(54		)	—			—			—			(54		)
Dividends paid to noncontrolling interests	—			—			(3		)	—			(3		)
Proceeds from intercompany financing activities	—			26			11			(37		)	—
Repayments of intercompany financing activities	—			(23		)	(76		)	99			—
Net cash used in financing activities	(34		)	(1		)	(66		)	62			(39		)
DECREASE IN CASH AND CASH EQUIVALENTS	(3		)	(2		)	(106		)	—			(111		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(21		)	—			(21		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9			2			624			—			635
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	6		$	—		$	497		$	—		$	503

Unaudited Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2014
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(23	)	$	4		$	25		$	(1	)	$	5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			1			1			(1		)	1
Additions to fixed assets	—			(4		)	(19		)	1			(22		)
Additions to intangible assets	—			—			(1		)	—			(1		)
Payments to acquire other investments	—			—			(4		)	—			(4		)
Proceeds from disposal of operations, net of cash disposed	—			—			5			—			5
Proceeds from intercompany investing activities	65			120			115			(300		)	—
Repayments of intercompany investing activities	—			—			(16		)	16			—
Net cash provided by (used in) investing activities	65			117			81			(284		)	(21		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			(2		)	—			(2		)
Repayments of debt	—			(4		)	—			—			(4		)
Repurchase of shares	(35		)	—			—			—			(35		)
Proceeds from issue of shares	43			—			—			—			43
Excess tax benefits from share-based payment arrangement	—			—			1			—			1
Dividends paid	(50		)	—			(1		)	1			(50		)
Dividends paid to noncontrolling interests	—			—			(2		)	—			(2		)
Proceeds from intercompany financing activities	—			16			—			(16		)	—
Repayments of intercompany financing activities	—			(133		)	(167		)	300			—
Net cash used in financing activities	(42		)	(121		)	(171		)	285			(49		)
DECREASE IN CASH AND CASH EQUIVALENTS	—			—			(65		)	—			(65		)
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		$	3		$	728		$	—		$	734

FINANCIAL INFORMATION FOR ISSUER, PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Notes)

3 Months Ended

Mar. 31, 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

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.

Unaudited Condensed Consolidating Statement of Operations



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	—		$	4		$	1,077		$	—		$	1,081
Investment income	—			—			—			3			—			3
Other income	—			—			—			3			—			3
Total revenues	—			—			4			1,083			—			1,087
EXPENSES
Salaries and benefits	—			—			(20		)	(547		)	—			(567		)
Other operating expenses	(9		)	(14		)	(2		)	(135		)	—			(160		)
Depreciation expense	—			(1		)	(4		)	(17		)	—			(22		)
Amortization of intangible assets	—			—			—			(14		)	—			(14		)
Restructuring costs	—			(14		)	(5		)	(12		)				(31		)
Total expenses	(9		)	(29		)	(31		)	(725		)	—			(794		)
OPERATING (LOSS) INCOME	(9		)	(29		)	(27		)	358			—			293
Other (expense) income, net	(12		)	6			—			(1		)	1			(6		)
Income from group undertakings	—			54			56			25			(135		)	—
Expenses due to group undertakings	—			(8		)	(44		)	(83		)	135			—
Interest expense	(11		)	(9		)	(11		)	(2		)	—			(33		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(32		)	14			(26		)	297			1			254
Income taxes	—			6			8			(70		)	—			(56		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(32		)	20			(18		)	227			1			198
Interest in earnings of associates, net of tax	—			2			—			14			—			16
Equity account for subsidiaries	242			215			66			—			(523		)	—
NET INCOME	210			237			48			241			(522		)	214
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	210		$	237		$	48		$	237		$	(522	)	$	210

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	324	$	354	$	51	$	370	$	(778	)	$	321
Less: comprehensive loss attributable to noncontrolling interests	—		—		—		3		—			3
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	324	$	354	$	51	$	373	$	(778	)	$	324

Unaudited Condensed Consolidating Statement of Operations



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	—		$	2		$	1,088		$	—		$	1,090
Investment income	—			—			—			4			—			4
Other income	—			—			—			3			—			3
Total revenues	—			—			2			1,095			—			1,097
EXPENSES
Salaries and benefits	—			—			(19		)	(551		)	—			(570		)
Other operating expenses	(4		)	(24		)	(17		)	(120		)	—			(165		)
Depreciation expense	—			(1		)	(4		)	(18		)	—			(23		)
Amortization of intangible assets	—			—			—			(13		)	—			(13		)
Total expenses	(4		)	(25		)	(40		)	(702		)	—			(771		)
OPERATING (LOSS) INCOME	(4		)	(25		)	(38		)	393			—			326
Other income (expense), net	—			1			—			(1		)	—			—
Income from group undertakings	—			59			43			27			(129		)	—
Expenses due to group undertakings	—			(8		)	(46		)	(75		)	129			—
Interest expense	(11		)	(9		)	(11		)	(1		)	—			(32		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(15		)	18			(52		)	343			—			294
Income taxes	—			5			19			(87		)	—			(63		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(15		)	23			(33		)	256			—			231
Interest in earnings of associates, net of tax	—			3			—			16			—			19
Equity account for subsidiaries	261			230			83			—			(574		)	—
NET INCOME	246			256			50			272			(574		)	250
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	246		$	256		$	50		$	268		$	(574	)	$	246

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other			Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	254	$	264	$	51	$	281		$	(592	)	$	258
Less: comprehensive income attributable to noncontrolling interests	—		—		—		(4		)	—			(4		)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	254	$	264	$	51	$	277		$	(592	)	$	254

Unaudited Condensed Consolidating Balance Sheet



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	6	$	—	$	—	$	497	$	—		$	503
Accounts receivable, net	—		—		6		1,144		—			1,150
Fiduciary assets	—		—		—		9,444		—			9,444
Deferred tax assets	—		—		—		13		—			13
Other current assets	1		37		21		192		(33		)	218
Amounts due from group undertakings	3,611		936		971		1,137		(6,655		)	—
Total current assets	3,618		973		998		12,427		(6,688		)	11,328
NON-CURRENT ASSETS
Investments in subsidiaries	—		2,910		787		—		(3,697		)	—
Fixed assets, net	—		21		40		401		—			462
Goodwill	—		—		—		2,889		—			2,889
Other intangible assets, net	—		—		—		418		—			418
Investments in associates	—		133		—		34		—			167
Deferred tax assets	—		—		—		6		—			6
Pension benefits asset	—		—		—		606		—			606
Other non-current assets	2		8		2		217		—			229
Non-current amounts due from group undertakings	—		518		752		—		(1,270		)	—
Total non-current assets	2		3,590		1,581		4,571		(4,967		)	4,777
TOTAL ASSETS	$	3,620	$	4,563	$	2,579	$	16,998	$	(11,655	)	$	16,105
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Fiduciary liabilities	$	—	$	—	$	—	$	9,444	$	—		$	9,444
Deferred revenue and accrued expenses	1		12		24		371		—			408
Income taxes payable	—		—		—		82		(33		)	49
Short-term debt and current portion of long-term debt	—		18		149		1		—			168
Deferred tax liabilities	—		—		—		18		—			18
Other current liabilities	60		4		16		381		—			461
Amounts due to group undertakings	—		4,373		1,497		785		(6,655		)	—
Total current liabilities	61		4,407		1,686		11,082		(6,688		)	10,548

Unaudited Condensed Consolidating Balance Sheet (continued)



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors			The Issuer			Other		Consolidating adjustments			Consolidated
	(millions)
NON-CURRENT LIABILITIES
Investments in subsidiaries	465		—			—			—		(465		)	—
Long-term debt	796		760			581			—		—			2,137
Liabilities for pension benefits	—		—			—			277		—			277
Deferred tax liabilities	—		—			—			185		—			185
Provisions for liabilities	—		—			—			188		—			188
Other non-current liabilities	—		—			16			382		—			398
Non-current amounts due to group undertakings	—		—			518			752		(1,270		)	—
Total non-current liabilities	1,261		760			1,115			1,784		(1,735		)	3,185
TOTAL LIABILITIES	$	1,322	$	5,167		$	2,801		$	12,866	$	(8,423	)	$	13,733

REDEEMABLE NONCONTROLLING INTEREST	—		—			—			51		—			51

EQUITY
Total Willis Group Holdings stockholders’ equity	2,298		(604		)	(222		)	4,058		(3,232		)	2,298
Noncontrolling interests	—		—			—			23		—			23
Total equity	2,298		(604		)	(222		)	4,081		(3,232		)	2,321
TOTAL LIABILITIES AND EQUITY	$	3,620	$	4,563		$	2,579		$	16,998	$	(11,655	)	$	16,105

Condensed Consolidating Balance Sheet



	As of December 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			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
Short-term debt and 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 Group Holdings		The Other Guarantors			The Issuer			Other		Consolidating adjustments			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



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(20	)	$	13		$	(47	)	$	(10	)	$	—		$	(64	)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			—			4			—			4
Additions to fixed assets	—			(3		)	(1		)	(12		)	—			(16		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Acquisitions of operations, net of cash acquired	—			—			—			(8		)	—			(8		)
Proceeds from disposal of operations, net of cash disposed	—			—			—			13			—			13
Proceeds from intercompany investing activities	51			—			48			—			(99		)	—
Repayments of intercompany investing activities	—			(11		)	—			(26		)	37			—
Net cash provided by (used in) investing activities	51			(14		)	47			(30		)	(62		)	(8		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(1		)	—			(1		)
Repayments of debt	—			(4		)	—			—			—			(4		)
Repurchase of shares	(15		)	—			—			—			—			(15		)
Proceeds from issue of shares	35			—			—			—			—			35
Excess tax benefits from share-based payment arrangements	—			—			—			3			—			3
Dividends paid	(54		)	—			—			—			—			(54		)
Dividends paid to noncontrolling interests	—			—			—			(3		)	—			(3		)
Proceeds from intercompany financing activities	—			26			—			11			(37		)	—
Repayments of intercompany financing activities	—			(23		)	—			(76		)	99			—
Net cash used in financing activities	(34		)	(1		)	—			(66		)	62			(39		)
DECREASE IN CASH AND CASH EQUIVALENTS	(3		)	(2		)	—			(106		)	—			(111		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			(21		)	—			(21		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9			2			—			624			—			635
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	6		$	—		$	—		$	497		$	—		$	503

Unaudited Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(23	)	$	25		$	(21	)	$	25		$	(1	)	$	5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			1			1			(1		)	1
Additions to fixed assets	—			(2		)	(2		)	(19		)	1			(22		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Payments to acquire other investments	—			—			—			(4		)	—			(4		)
Proceeds from sale of operations, net of cash disposed	—			—			—			5			—			5
Proceeds from intercompany investing activities	65			12			120			115			(312		)	—
Repayments of intercompany investing activities	—			—			—			(16		)	16			—
Net cash provided by (used in) investing activities	65			10			119			81			(296		)	(21		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(2		)	—			(2		)
Repayments of debt	—			(4		)	—			—			—			(4		)
Repurchase of shares	(35		)	—			—			—			—			(35		)
Proceeds from issue of shares	43			—			—			—			—			43
Excess tax benefits from share-based payment arrangements	—			—			—			1			—			1
Dividends paid	(50		)	—			—			(1		)	1			(50		)
Dividends paid to noncontrolling interests	—			—			—			(2		)	—			(2		)
Proceeds from intercompany financing activities	—			16			—			—			(16		)	—
Repayments of intercompany financing activities	—			(47		)	(98		)	(167		)	312			—
Net cash used in financing activities	(42		)	(35		)	(98		)	(171		)	297			(49		)
DECREASE IN CASH AND CASH EQUIVALENTS	—			—			—			(65		)	—			(65		)
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		$	3		$	—		$	728		$	—		$	734

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.

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 March 31, 2015 of Willis Group Holdings, the Other Guarantors, and the Issuer.

Unaudited Condensed Consolidating Statement of Operations



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	4		$	—		$	1,077		$	—		$	1,081
Investment income	—			—			—			3			—			3
Other income	—			—			—			3			—			3
Total revenues	—			4			—			1,083			—			1,087
EXPENSES
Salaries and benefits	—			(20		)	—			(547		)	—			(567		)
Other operating expenses	(9		)	(16		)	—			(135		)	—			(160		)
Depreciation expense	—			(5		)	—			(17		)	—			(22		)
Amortization of intangible assets	—			—			—			(14		)	—			(14		)
Restructuring costs	—			(19		)	—			(12		)	—			(31		)
Total expenses	(9		)	(60		)	—			(725		)	—			(794		)
OPERATING (LOSS) INCOME	(9		)	(56		)	—			358			—			293
Other (expense) income, net	(12		)	6			—			(1		)	1			(6		)
Income from group undertakings	—			90			22			25			(137		)	—
Expenses due to group undertakings	—			(47		)	(7		)	(83		)	137			—
Interest expense	(11		)	(11		)	(9		)	(2		)	—			(33		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(32		)	(18		)	6			297			1			254
Income taxes	—			15			(1		)	(70		)	—			(56		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(32		)	(3		)	5			227			1			198
Interest in earnings of associates, net of tax	—			2			—			14			—			16
Equity account for subsidiaries	242			238			209			—			(689		)	—
NET INCOME	210			237			214			241			(688		)	214
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	210		$	237		$	214		$	237		$	(688	)	$	210

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	324	$	354	$	347	$	370	$	(1,074	)	$	321
Less: comprehensive loss attributable to noncontrolling interests	—		—		—		3		—			3
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	324	$	354	$	347	$	373	$	(1,074	)	$	324

Unaudited Condensed Consolidating Statement of Operations



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	2		$	—		$	1,088		$	—		$	1,090
Investment income	—			—			—			4			—			4
Other income	—			—			—			3			—			3
Total revenues	—			2			—			1,095			—			1,097
EXPENSES
Salaries and benefits	—			(19		)	—			(551		)	—			(570		)
Other operating expenses	(4		)	(41		)	—			(120		)	—			(165		)
Depreciation expense	—			(5		)	—			(18		)	—			(23		)
Amortization of intangible assets	—			—			—			(13		)	—			(13		)
Total expenses	(4		)	(65		)	—			(702		)	—			(771		)
OPERATING (LOSS) INCOME	(4		)	(63		)	—			393			—			326
Other income (expense), net	—			1			—			(1		)	—			—
Income from group undertakings	—			82			22			27			(131		)	—
Expenses due to group undertakings	—			(49		)	(7		)	(75		)	131			—
Interest expense	(11		)	(11		)	(9		)	(1		)	—			(32		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(40		)	6			343			—			294
Income taxes	—			25			(1		)	(87		)	—			(63		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(15		)	5			256			—			231
Interest in earnings of associates, net of tax	—			3			—			16			—			19
Equity account for subsidiaries	261			268			215			—			(744		)	—
NET INCOME	246			256			220			272			(744		)	250
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	246		$	256		$	220		$	268		$	(744	)	$	246

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other			Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	254	$	264	$	228	$	281		$	(769	)	$	258
Less: comprehensive income attributable to noncontrolling interests	—		—		—		(4		)	—			(4		)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	254	$	264	$	228	$	277		$	(769	)	$	254

Unaudited Condensed Consolidating Balance Sheet



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	6	$	—	$	—	$	497	$	—		$	503
Accounts receivable, net	—		6		—		1,144		—			1,150
Fiduciary assets	—		—		—		9,444		—			9,444
Deferred tax assets	—		—		—		13		—			13
Other current assets	1		63		2		192		(40		)	218
Amounts due from group undertakings	3,611		1,076		803		1,137		(6,627		)	—
Total current assets	3,618		1,145		805		12,427		(6,667		)	11,328
NON-CURRENT ASSETS
Investments in subsidiaries	—		3,875		2,949		—		(6,824		)	—
Fixed assets, net	—		61		—		401		—			462
Goodwill	—		—		—		2,889		—			2,889
Other intangible assets, net	—		—		—		418		—			418
Investments in associates	—		133		—		34		—			167
Deferred tax assets	—		—		—		6		—			6
Pension benefits asset	—		—		—		606		—			606
Other non-current assets	2		2		8		217		—			229
Non-current amounts due from group undertakings	—		752		518		—		(1,270		)	—
Total non-current assets	2		4,823		3,475		4,571		(8,094		)	4,777
TOTAL ASSETS	$	3,620	$	5,968	$	4,280	$	16,998	$	(14,761	)	$	16,105
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Fiduciary liabilities	$	—	$	—	$	—	$	9,444	$	—		$	9,444
Deferred revenue and accrued expenses	1		36		—		371		—			408
Income taxes payable	—		—		7		82		(40		)	49
Short-term debt and current portion of long-term debt	—		149		18		1		—			168
Deferred tax liabilities	—		—		—		18		—			18
Other current liabilities	60		16		4		381		—			461
Amounts due to group undertakings	—		5,256		586		785		(6,627		)	—
Total current liabilities	61		5,457		615		11,082		(6,667		)	10,548

Unaudited Condensed Consolidating Balance Sheet (continued)



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors			The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)
NON-CURRENT LIABILITIES
Investments in subsidiaries	465		—			—		—		(465		)	—
Long-term debt	796		581			760		—		—			2,137
Liabilities for pension benefits	—		—			—		277		—			277
Deferred tax liabilities	—		—			—		185		—			185
Provisions for liabilities	—		—			—		188		—			188
Other non-current liabilities	—		16			—		382		—			398
Non-current amounts due to group undertakings	—		518			—		752		(1,270		)	—
Total non-current liabilities	1,261		1,115			760		1,784		(1,735		)	3,185
TOTAL LIABILITIES	$	1,322	$	6,572		$	1,375	$	12,866	$	(8,402	)	$	13,733

REDEEMABLE NONCONTROLLING INTEREST	—		—			—		51		—			51

EQUITY
Total Willis Group Holdings stockholders’ equity	2,298		(604		)	2,905		4,058		(6,359		)	2,298
Noncontrolling interests	—		—			—		23		—			23
Total equity	2,298		(604		)	2,905		4,081		(6,359		)	2,321
TOTAL LIABILITIES AND EQUITY	$	3,620	$	5,968		$	4,280	$	16,998	$	(14,761	)	$	16,105

Condensed Consolidating Balance Sheet



	As of December 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			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
Short-term debt and 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 Group Holdings		The Other Guarantors			The Issuer		Other		Consolidating adjustments			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



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(20	)	$	(35	)	$	1		$	(10	)	$	—		$	(64	)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			—			4			—			4
Additions to fixed assets	—			(4		)	—			(12		)	—			(16		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Acquisitions of operations, net of cash acquired	—			—			—			(8		)	—			(8		)
Proceeds from disposal of operations, net of cash disposed	—			—			—			13			—			13
Proceeds from intercompany investing activities	51			48			—			—			(99		)	—
Repayments of intercompany investing activities	—			(11		)	—			(26		)	37			—
Net cash provided by (used in) investing activities	51			33			—			(30		)	(62		)	(8		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(1		)	—			(1		)
Repayments of debt	—			—			(4		)	—			—			(4		)
Repurchase of shares	(15		)	—			—			—			—			(15		)
Proceeds from issue of shares	35			—			—			—			—			35
Excess tax benefits from share-based payment arrangements	—			—			—			3			—			3
Dividends paid	(54		)	—			—			—			—			(54		)
Dividends paid to noncontrolling interests	—			—			—			(3		)	—			(3		)
Proceeds from intercompany financing activities	—			23			3			11			(37		)	—
Repayments of intercompany financing activities	—			(23		)	—			(76		)	99			—
Net cash used in financing activities	(34		)	—			(1		)	(66		)	62			(39		)
DECREASE IN CASH AND CASH EQUIVALENTS	(3		)	(2		)	—			(106		)	—			(111		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			(21		)	—			(21		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9			2			—			624			—			635
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	6		$	—		$	—		$	497		$	—		$	503

Unaudited Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(23	)	$	28		$	(24	)	$	25		$	(1	)	$	5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			1			—			1			(1		)	1
Additions to fixed assets	—			(4		)	—			(19		)	1			(22		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Payments to acquire other investments	—			—			—			(4		)	—			(4		)
Proceeds from disposal of operations, net of cash disposed	—			—			—			5			—			5
Proceeds from intercompany investing activities	65			120			12			115			(312		)	—
Repayments of intercompany investing activities	—			—			—			(16		)	16			—
Net cash provided by (used in) investing activities	65			117			12			81			(296		)	(21		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(2		)	—			(2		)
Repayments of debt	—			—			(4		)	—			—			(4		)
Repurchase of shares	(35		)	—			—			—			—			(35		)
Proceeds from issue of shares	43			—			—			—			—			43
Excess tax benefits from share-based payment arrangements	—			—			—			1			—			1
Dividends paid	(50		)	—			—			(1		)	1			(50		)
Dividends paid to noncontrolling interests	—			—			—			(2		)	—			(2		)
Proceeds from intercompany financing activities	—			—			16			—			(16		)	—
Repayments of intercompany financing activities	—			(145		)	—			(167		)	312			—
Net cash (used in) provided by financing activities	(42		)	(145		)	12			(171		)	297			(49		)
DECREASE IN CASH AND CASH EQUIVALENTS	—			—			—			(65		)	—			(65		)
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		$	3		$	—		$	728		$	—		$	734

- Definition

+ References+ Details

RESTRUCTURING COSTS (Tables)

3 Months Ended

Mar. 31, 2015

Restructuring and Related Activities [Abstract]

Restructuring and Related Costs

r restructuring recognized in the statement of operations by reportable segment in the three months ended March 31, 2015 is as follows:



	Willis North America		Willis International		Willis GB		Willis Capital, Wholesale & Reinsurance		Corporate & other		Total
					(millions)

Termination benefits	$	2	$	2	$	—	$	6	$	—	$	10
Professional services and other	5		1		4		—		11		21
Total	$	7	$	3	$	4	$	6	$	11	$	31

An analysis of the total cumulative restructuring costs recognized for the Operational Improvement Program from commencement to March 31, 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	$	2	$	2	$	—	$	6	$	—	$	10
Professional services and other	5		1		4		—		11		21

Total
Termination benefits	$	5	$	5	$	9	$	7	$	—	$	26
Professional services and other	5		3		5		—		28		41
Total	$	10	$	8	$	14	$	7	$	28	$	67

At March 31, 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	10			21			31
Cash payments	(4		)	(15		)	(19		)
Foreign exchange	(1		)	—			(1		)
Balance at March 31, 2015	$	10		$	12		$	22

INCOME TAXES (Tables)

3 Months Ended

Mar. 31, 2015

Income Tax Disclosure [Abstract]

Components of Tax Charge

The tables below reflect the components of the tax charge for the three months ended March 31, 2015 and 2014 :



	Income before tax			Tax			Effective tax rate
	(millions, except percentages)
Three months ended March 31, 2015
Ordinary income taxed at estimated annual effective tax rate	$	250		$	(62	)	25	%
Items where tax effect is treated discretely:
Gain on disposal of operations	4			(2		)	50	%
Net adjustment in respect of prior periods	—			8			—	%
As reported	$	254		$	(56	)	22	%

Three months ended March 31, 2014
Non-US ordinary income taxed at estimated annual effective tax rate	$	232		$	(50	)	22	%
US ordinary income and tax charge	65			(12		)	18	%
Items where tax effect is treated discretely:
Loss on disposal of operations	(3		)	1			33	%
Net adjustment in respect of prior periods	—			(2		)	—	%
As reported	$	294		$	(63	)	21	%

For interim income tax

EARNINGS PER SHARE (Tables)

3 Months Ended

Mar. 31, 2015

Earnings Per Share [Abstract]

Basic and Diluted Earnings Per Share

Basic and diluted earnings per share are as follows:



	Three months ended March 31,
	2015			2014
	(millions, except per share data)
Net income attributable to Willis Group Holdings	$	210		$	246

Basic average number of shares outstanding	179			179
Dilutive effect of potentially issuable shares	3			3
Diluted average number of shares outstanding	182			182

Basic earnings per share:
Net income attributable to Willis Group Holdings shareholders	$	1.17		$	1.37
Dilutive effect of potentially issuable shares	(0.02		)	(0.02		)

Diluted earnings per share:
Net income attributable to Willis Group Holdings shareholders	$	1.15		$	1.35

PENSION PLANS (Tables)

3 Months Ended

Mar. 31, 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 March 31,
	UK Pension Benefits						US Pension Benefits						Other Pension Benefits
	2015			2014			2015			2014			2015			2014
	(millions)
Components of net periodic benefit (income) cost:
Service cost	$	10		$	11		$	—		$	—		$	1		$	—
Interest cost	26			30			10			10			2			2
Expected return on plan assets	(57		)	(54		)	(14		)	(13		)	(1		)	(1		)
Amortization of unrecognized prior service gain	(2		)	(1		)	—			—			—			—
Amortization of unrecognized actuarial loss	9			11			3			1			—			—
Net periodic (income) benefit cost	$	(14	)	$	(3	)	$	(1	)	$	(2	)	$	2		$	1

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Tables)

3 Months Ended

Mar. 31, 2015

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Summary of Contractual Amounts of Company's Forward Contracts by Major Currency



	Sell		Fair value
	(millions)
US dollar	$	727	$	(47	)
Euro	197		32
Japanese yen	55		7

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 and their balance sheet classification at March 31, 2015 and December 31, 2014:



		Fair value
Derivative financial instruments designated as hedging instruments:	Balance sheet classification	March 31, 2015		December 31, 2014
		(millions)
Assets:
Forward exchange contracts	Other assets	$	39	$	26
Total derivatives designated as hedging instruments		$	39	$	26
Liabilities:
Forward exchange contracts	Other liabilities	$	47	$	21
Total derivatives designated as hedging instruments		$	47	$	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



Derivatives in cash flow hedging relationships	Amount of gain (loss) recognized in OCI⁽ⁱ⁾on derivative (effective element)			Location of gain (loss) reclassified from accumulated OCI⁽ⁱ⁾ into income (effective element)	Amount of gain (loss) reclassified from accumulated OCI⁽ⁱ⁾ into income (effective element)			Location of gain (loss) recognized in income on derivative (ineffective hedges and ineffective element of effective hedges)	Amount of gain (loss) recognized in income on derivative (ineffective hedges and ineffective element of effective hedges)
	(millions)				(millions)				(millions)
Three months ended March 31, 2015
Interest rate swaps	$	—		Investment income	$	(1	)	Other operating expenses	$	—
Forward exchange contracts	(14		)	Other (expense) income, net	1			Interest expense	—
Total	$	(14	)		$	—			$	—
Three months ended March 31, 2014
Interest rate swaps	$	—		Investment income	$	(2	)	Other operating expenses	$	—
Forward exchange contracts	—			Other (expense) income, net	1			Interest expense	—
Total	$	—			$	(1	)		$	—

____________________

Amounts above shown gross of tax.

⁽ⁱ⁾ Other Comprehensive Loss

FAIR VALUE MEASUREMENT (Tables)

3 Months Ended

Mar. 31, 2015

Fair Value Disclosures [Abstract]

Assets and Liabilities Measured at Fair Value on Recurring Basis



	March 31, 2015
	Quoted prices in active markets for identical assets		Significant other observable inputs		Significant other unobservable inputs
	Level 1		Level 2		Level 3		Total
	(millions)
Assets at fair value:
Derivative financial instruments	—		39		—		39
Total assets	$	—	$	39	$	—	$	39
Liabilities at fair value:
Derivative financial instruments	—		47		—		47
Total liabilities	$	—	$	47	$	—	$	47



	December 31, 2014
	Quoted prices in active markets for identical assets		Significant other observable inputs		Significant other unobservable inputs
	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



	March 31, 2015				December 31, 2014
	Carrying amount		Fair value		Carrying amount		Fair value
	(millions)
Assets:
Cash and cash equivalents	$	503	$	503	$	635	$	635
Fiduciary funds (included within Fiduciary assets)	$	2,015	$	2,015	$	1,888	$	1,888
Liabilities:
Current portion of long term debt	$	168	$	169	$	167	$	169
Long-term debt	2,137		2,330		2,142		2,327

- Definition

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

+ References+ Details

GOODWILL (Tables)

3 Months Ended

Mar. 31, 2015

Goodwill and Intangible Assets Disclosure [Abstract]

Changes in Carrying Amount of Goodwill by Segment

The changes in the carrying amount of goodwill by segment for the three months ended March 31, 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			—
Goodwill disposed of during the period	—			—			(6		)	—			(6		)
Foreign exchange	(4		)	(1		)	(1		)	(36		)	(42		)
Balance at March 31, 2015
Goodwill, gross	$	551		$	851		$	1,505		$	474		$	3,381
Accumulated impairment losses	—			—			(492		)	—			(492		)
Goodwill, net	$	551		$	851		$	1,013		$	474		$	2,889

________________________________

⁽ⁱ⁾

⁽ⁱⁱ⁾

OTHER INTANGIBLE ASSETS, NET (Tables)

3 Months Ended

Mar. 31, 2015

Intangible Assets, Net (Excluding Goodwill) [Abstract]

Major Classes of Amortizable Intangible Assets

The major classes of amortizable intangible assets are as follows:



	March 31, 2015							December 31, 2014
	Gross carrying amount		Accumulated amortization			Net carrying amount		Gross carrying amount		Accumulated amortization			Net carrying amount
	(millions)
Customer and Marketing Related:
Client relationships	$	672	$	(323	)	$	349	$	689	$	(316	)	$	373
Management contracts	65		(2		)	63		71		(1		)	70
Other	10		(4		)	6		11		(4		)	7
Total amortizable intangible assets	$	747	$	(329	)	$	418	$	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	$	41	$	49	$	44	$	40	$	36	$	208	$	418

DEBT (Tables)

3 Months Ended

Mar. 31, 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:



	March 31, 2015		December 31, 2014
	(millions)
Current portion of 7-year term loan facility expiring 2018	$	18	$	17
5.625% senior notes due 2015	148		148
Fair value adjustment on 5.625% senior notes due 2015	1		1
3-year term loan facility expires 2015	1		1
	$	168	$	167

Long-Term Debt

Long-term debt consists of the following:



	March 31, 2015		December 31, 2014
	(millions)
7-year term loan facility expiring 2018	$	237	$	242
4.125% senior notes due 2016	299		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
	$	2,137	$	2,142

- Definition

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

+ References

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

-Publisher FASB

-Name Accounting Standards Codification

-Topic 235

-SubTopic 10

-Section S99

-Paragraph 1

-Subparagraph (SX 210.4-08.(e),(f))

-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

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

-Publisher FASB

-Name Accounting Standards Codification

-Topic 835

-SubTopic 30

-Section 55

-Paragraph 8

-URI http://asc.fasb.org/extlink&oid=34725769&loc=d3e28878-108400

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

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-Name Accounting Standards Codification

-Topic 835

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-Section 45

-Paragraph 2

-URI http://asc.fasb.org/extlink&oid=6451184&loc=d3e28551-108399

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

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-URI http://asc.fasb.org/extlink&oid=6451184&loc=d3e28541-108399

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

-Publisher FASB

-Name Accounting Standards Codification

-Topic 505

-SubTopic 10

-Section 50

-Paragraph 3

-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644

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

-Publisher FASB

-Name Accounting Standards Codification

-Topic 210

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-Section S99

-Paragraph 1

-Subparagraph (SX 210.5-02.22)

-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

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

-Publisher SEC

-Name Regulation S-X (SX)

-Number 210

-Section 02

-Paragraph 22

-Article 5

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

-Publisher FASB

-Name Accounting Standards Codification

-Topic 505

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-Publisher FASB

-Name Accounting Standards Codification

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-Paragraph 7

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

-Publisher FASB

-Name Accounting Standards Codification

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Reference 11: http://www.xbrl.org/2003/role/presentationRef

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-Name Accounting Standards Codification

-Topic 942

-SubTopic 470

-Section 50

-Paragraph 3

-URI http://asc.fasb.org/extlink&oid=6479336&loc=d3e64711-112823

+ Details

COMPREHENSIVE INCOME (LOSS) (Tables)

3 Months Ended

Mar. 31, 2015

Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest [Abstract]

Components of Comprehensive Income

The components of comprehensive income (loss) are as follows:



	Three months ended March 31,
	2015									2014
	Before tax amount			Tax			Net of tax amount			Before tax amount			Tax			Net of tax amount
	(millions)
Other comprehensive income (loss):
Foreign currency translation adjustments	$	(112	)	$	—		$	(112	)	$	3		$	—		$	3
Pension funding adjustments:
Foreign currency translation on pension funding adjustments	40			(10		)	30			(5		)	2			(3		)
Net actuarial gain	25			(5		)	20			—			—			—
Prior service gain	215			(43		)	172			—			—			—
Amortization of unrecognized actuarial loss	12			(2		)	10			12			(2		)	10
Amortization of unrecognized prior service gain	(2		)	—			(2		)	(1		)	—			(1		)
	290			(60		)	230			6			—			6
Derivative instruments:
Interest rate swap reclassification adjustment	(1		)	—			(1		)	(2		)	—			(2		)
Loss on forward exchange contracts (effective element)	(14		)	3			(11		)	—			—			—
Forward exchange contracts reclassification adjustment	1			—			1			1			—			1
	(14		)	3			(11		)	(1		)	—			(1		)
Other comprehensive income	164			(57		)	107			8			—			8
Less: Other comprehensive loss attributable to noncontrolling interests	7			—			7			—			—			—
Other comprehensive income attributable to Willis Group Holdings	$	171		$	(57	)	$	114		$	8		$	—		$	8

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	(105		)	222			(11		)	106
Amounts reclassified from accumulated other comprehensive income	—			8			—			8
Net current-period other comprehensive (loss) income, net of tax and noncontrolling interests	(105		)	230			(11		)	114
Balance at March 31, 2015	$	(296	)	$	(663	)	$	7		$	(952	)

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 March 31,
	2015			2014
	(millions)
Gains and losses on cash flow hedges (Note 9)
Interest rate swaps	$	(1	)	$	(2	)	Investment income
Foreign exchange contracts	1			1			Other (expense) income, net
	—			(1		)	Total before tax
Tax	—			—
	$	—		$	(1	)	Net of tax
Amortization of defined benefit pension items (Note 7)
Prior service gain	$	(2	)	$	(1	)	Salaries and benefits
Net actuarial loss	12			12			Salaries and benefits
	10			11			Total before tax
Tax	(2		)	(2		)
	$	8		$	9		Net of tax

Total reclassifications for the period	$	8		$	8

SEGMENT INFORMATION (Tables)

3 Months Ended

Mar. 31, 2015

Segment Reporting [Abstract]

Information Regarding Company's Segments

Selected information regarding the Company’s segments is as follows:



	Three months ended March 31, 2015
	Commissions and fees		Investment income		Other income		Total revenues		Depreciation and amortization		Segment operating income
	(millions)
Willis GB	$	142	$	1	$	—	$	143	$	6	$	21
Willis Capital, Wholesale and Reinsurance	296		1		—		297		2		153
Willis North America	356		—		3		359		16		78
Willis International	287		1		—		288		9		70
Total Segments	1,081		3		3		1,087		33		322
Corporate and Other ⁽ⁱ⁾	—		—		—		—		3		(29		)
Total Consolidated	$	1,081	$	3	$	3	$	1,087	$	36	$	293


	Three months ended March 31, 2014
	Commissions and fees		Investment income		Other income		Total revenues		Depreciation and amortization		Segment operating income
	(millions)
Willis GB	$	150	$	1	$	2	$	153	$	7	$	22
Willis Capital, Wholesale and Reinsurance	303		1		—		304		2		168
Willis North America	354		—		1		355		18		83
Willis International	283		2		—		285		6		84
Total Segments	1,090		4		3		1,097		33		357
Corporate and Other ⁽ⁱ⁾	—		—		—		—		3		(31		)
Total Consolidated	$	1,090	$	4	$	3	$	1,097	$	36	$	326

________________________________


⁽ⁱ⁾	See the following table for an analysis of the ‘Corporate and Other’ line.



	Three months ended March 31,
	2015			2014
	(millions)
Costs of the holding company	$	(2	)	$	(2	)
Costs related to Group functions, leadership and projects	(37		)	(41		)
Non-servicing elements of defined benefit pensions	22			13
Operational Improvement Program ^(a)	(11		)	—
Other	(1		)	(1		)
Total Corporate and Other	$	(29	)	$	(31	)

___________________________


^(a)	Restructuring charge relating to the Operational Improvement Program. See Note 3 — 'Restructuring Costs', above.

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 March 31,
	2015			2014
	(millions)
Total consolidated operating income	$	293		$	326
Other (expense) income, net	(6		)	—
Interest expense	(33		)	(32		)
Income before income taxes and interest in earnings of associates	$	254		$	294

- Definition

Tabular disclosure of the profit or loss and total assets for each reportable segment. An entity discloses certain information on each reportable segment if the amounts (a) are included in the measure of segment profit or loss reviewed by the chief operating decision maker or (b) are otherwise regularly provided to the chief operating decision maker, even if not included in that measure of segment profit or loss.

+ References+ Details

FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Tables)

3 Months Ended

Mar. 31, 2015

Mar. 31, 2014

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Condensed Consolidated Statement of Comprehensive Income

Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	324	$	354	$	51	$	370	$	(778	)	$	321
Less: comprehensive loss attributable to noncontrolling interests	—		—		—		3		—			3
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	324	$	354	$	51	$	373	$	(778	)	$	324

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other			Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	254	$	264	$	51	$	281		$	(592	)	$	258
Less: comprehensive income attributable to noncontrolling interests	—		—		—		(4		)	—			(4		)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	254	$	264	$	51	$	277		$	(592	)	$	254



	Three months ended March 31, 2014
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other			Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	254	$	264	$	281		$	(541	)	$	258
Less: comprehensive income attributable to noncontrolling interests	—		—		(4		)	—			(4		)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	254	$	264	$	277		$	(541	)	$	254



	Three months ended March 31, 2015
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other		Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	324	$	354	$	370	$	(727	)	$	321
Less: comprehensive loss attributable to noncontrolling interests	—		—		3		—			3
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	324	$	354	$	373	$	(727	)	$	324

Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	324	$	354	$	347	$	370	$	(1,074	)	$	321
Less: comprehensive loss attributable to noncontrolling interests	—		—		—		3		—			3
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	324	$	354	$	347	$	373	$	(1,074	)	$	324

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other			Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	254	$	264	$	228	$	281		$	(769	)	$	258
Less: comprehensive income attributable to noncontrolling interests	—		—		—		(4		)	—			(4		)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	254	$	264	$	228	$	277		$	(769	)	$	254

Condensed Consolidating Statement of Operations



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	—		$	4		$	1,077		$	—		$	1,081
Investment income	—			—			—			3			—			3
Other income	—			—			—			3			—			3
Total revenues	—			—			4			1,083			—			1,087
EXPENSES
Salaries and benefits	—			—			(20		)	(547		)	—			(567		)
Other operating expenses	(9		)	(14		)	(2		)	(135		)	—			(160		)
Depreciation expense	—			(1		)	(4		)	(17		)	—			(22		)
Amortization of intangible assets	—			—			—			(14		)	—			(14		)
Restructuring costs	—			(14		)	(5		)	(12		)				(31		)
Total expenses	(9		)	(29		)	(31		)	(725		)	—			(794		)
OPERATING (LOSS) INCOME	(9		)	(29		)	(27		)	358			—			293
Other (expense) income, net	(12		)	6			—			(1		)	1			(6		)
Income from group undertakings	—			54			56			25			(135		)	—
Expenses due to group undertakings	—			(8		)	(44		)	(83		)	135			—
Interest expense	(11		)	(9		)	(11		)	(2		)	—			(33		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(32		)	14			(26		)	297			1			254
Income taxes	—			6			8			(70		)	—			(56		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(32		)	20			(18		)	227			1			198
Interest in earnings of associates, net of tax	—			2			—			14			—			16
Equity account for subsidiaries	242			215			66			—			(523		)	—
NET INCOME	210			237			48			241			(522		)	214
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	210		$	237		$	48		$	237		$	(522	)	$	210

Condensed Consolidating Statement of Operations



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	—		$	2		$	1,088		$	—		$	1,090
Investment income	—			—			—			4			—			4
Other income	—			—			—			3			—			3
Total revenues	—			—			2			1,095			—			1,097
EXPENSES
Salaries and benefits	—			—			(19		)	(551		)	—			(570		)
Other operating expenses	(4		)	(24		)	(17		)	(120		)	—			(165		)
Depreciation expense	—			(1		)	(4		)	(18		)	—			(23		)
Amortization of intangible assets	—			—			—			(13		)	—			(13		)
Total expenses	(4		)	(25		)	(40		)	(702		)	—			(771		)
OPERATING (LOSS) INCOME	(4		)	(25		)	(38		)	393			—			326
Other income (expense), net	—			1			—			(1		)	—			—
Income from group undertakings	—			59			43			27			(129		)	—
Expenses due to group undertakings	—			(8		)	(46		)	(75		)	129			—
Interest expense	(11		)	(9		)	(11		)	(1		)	—			(32		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(15		)	18			(52		)	343			—			294
Income taxes	—			5			19			(87		)	—			(63		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(15		)	23			(33		)	256			—			231
Interest in earnings of associates, net of tax	—			3			—			16			—			19
Equity account for subsidiaries	261			230			83			—			(574		)	—
NET INCOME	246			256			50			272			(574		)	250
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	246		$	256		$	50		$	268		$	(574	)	$	246



	Three months ended March 31, 2014
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	2		$	1,088		$	—		$	1,090
Investment income	—			—			4			—			4
Other income	—			—			3			—			3
Total revenues	—			2			1,095			—			1,097
EXPENSES
Salaries and benefits	—			(19		)	(551		)	—			(570		)
Other operating expenses	(4		)	(41		)	(120		)	—			(165		)
Depreciation expense	—			(5		)	(18		)	—			(23		)
Amortization of intangible assets	—			—			(13		)	—			(13		)
Total expenses	(4		)	(65		)	(702		)	—			(771		)
OPERATING (LOSS) INCOME	(4		)	(63		)	393			—			326
Other income (expense), net	—			1			(1		)	—			—
Income from group undertakings	—			75			27			(102		)	—
Expenses due to group undertakings	—			(27		)	(75		)	102			—
Interest expense	(11		)	(20		)	(1		)	—			(32		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(34		)	343			—			294
Income taxes	—			24			(87		)	—			(63		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(10		)	256			—			231
Interest in earnings of associates, net of tax	—			3			16			—			19
Equity account for subsidiaries	261			263			—			(524		)	—
NET INCOME	246			256			272			(524		)	250
Less: Net income attributable to noncontrolling interests	—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	246		$	256		$	268		$	(524	)	$	246



	Three months ended March 31, 2015
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	4		$	1,077		$	—		$	1,081
Investment income	—			—			3			—			3
Other income	—			—			3			—			3
Total revenues	—			4			1,083			—			1,087
EXPENSES
Salaries and benefits	—			(20		)	(547		)	—			(567		)
Other operating expenses	(9		)	(16		)	(135		)	—			(160		)
Depreciation expense	—			(5		)	(17		)	—			(22		)
Amortization of intangible assets	—			—			(14		)	—			(14		)
Restructuring costs	—			(19		)	(12		)	—			(31		)
Total expenses	(9		)	(60		)	(725		)	—			(794		)
OPERATING (LOSS) INCOME	(9		)	(56		)	358			—			293
Other (expense) income, net	(12		)	6			(1		)	1			(6		)
Income from group undertakings	—			83			25			(108		)	—
Expenses due to group undertakings	—			(25		)	(83		)	108			—
Interest expense	(11		)	(20		)	(2		)	—			(33		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(32		)	(12		)	297			1			254
Income taxes	—			14			(70		)	—			(56		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(32		)	2			227			1			198
Interest in earnings of associates, net of tax	—			2			14			—			16
Equity account for subsidiaries	242			233			—			(475		)	—
NET INCOME	210			237			241			(474		)	214
Less: Net income attributable to noncontrolling interests	—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	210		$	237		$	237		$	(474	)	$	210

Condensed Consolidating Statement of Operations



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	2		$	—		$	1,088		$	—		$	1,090
Investment income	—			—			—			4			—			4
Other income	—			—			—			3			—			3
Total revenues	—			2			—			1,095			—			1,097
EXPENSES
Salaries and benefits	—			(19		)	—			(551		)	—			(570		)
Other operating expenses	(4		)	(41		)	—			(120		)	—			(165		)
Depreciation expense	—			(5		)	—			(18		)	—			(23		)
Amortization of intangible assets	—			—			—			(13		)	—			(13		)
Total expenses	(4		)	(65		)	—			(702		)	—			(771		)
OPERATING (LOSS) INCOME	(4		)	(63		)	—			393			—			326
Other income (expense), net	—			1			—			(1		)	—			—
Income from group undertakings	—			82			22			27			(131		)	—
Expenses due to group undertakings	—			(49		)	(7		)	(75		)	131			—
Interest expense	(11		)	(11		)	(9		)	(1		)	—			(32		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(40		)	6			343			—			294
Income taxes	—			25			(1		)	(87		)	—			(63		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(15		)	5			256			—			231
Interest in earnings of associates, net of tax	—			3			—			16			—			19
Equity account for subsidiaries	261			268			215			—			(744		)	—
NET INCOME	246			256			220			272			(744		)	250
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	246		$	256		$	220		$	268		$	(744	)	$	246

Condensed Consolidating Statement of Operations



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	4		$	—		$	1,077		$	—		$	1,081
Investment income	—			—			—			3			—			3
Other income	—			—			—			3			—			3
Total revenues	—			4			—			1,083			—			1,087
EXPENSES
Salaries and benefits	—			(20		)	—			(547		)	—			(567		)
Other operating expenses	(9		)	(16		)	—			(135		)	—			(160		)
Depreciation expense	—			(5		)	—			(17		)	—			(22		)
Amortization of intangible assets	—			—			—			(14		)	—			(14		)
Restructuring costs	—			(19		)	—			(12		)	—			(31		)
Total expenses	(9		)	(60		)	—			(725		)	—			(794		)
OPERATING (LOSS) INCOME	(9		)	(56		)	—			358			—			293
Other (expense) income, net	(12		)	6			—			(1		)	1			(6		)
Income from group undertakings	—			90			22			25			(137		)	—
Expenses due to group undertakings	—			(47		)	(7		)	(83		)	137			—
Interest expense	(11		)	(11		)	(9		)	(2		)	—			(33		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(32		)	(18		)	6			297			1			254
Income taxes	—			15			(1		)	(70		)	—			(56		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(32		)	(3		)	5			227			1			198
Interest in earnings of associates, net of tax	—			2			—			14			—			16
Equity account for subsidiaries	242			238			209			—			(689		)	—
NET INCOME	210			237			214			241			(688		)	214
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	210		$	237		$	214		$	237		$	(688	)	$	210

Condensed Consolidated Balance Sheet

Condensed Consolidating Balance Sheet



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	6	$	—	$	—	$	497	$	—		$	503
Accounts receivable, net	—		—		6		1,144		—			1,150
Fiduciary assets	—		—		—		9,444		—			9,444
Deferred tax assets	—		—		—		13		—			13
Other current assets	1		37		21		192		(33		)	218
Amounts due from group undertakings	3,611		936		971		1,137		(6,655		)	—
Total current assets	3,618		973		998		12,427		(6,688		)	11,328
NON-CURRENT ASSETS
Investments in subsidiaries	—		2,910		787		—		(3,697		)	—
Fixed assets, net	—		21		40		401		—			462
Goodwill	—		—		—		2,889		—			2,889
Other intangible assets, net	—		—		—		418		—			418
Investments in associates	—		133		—		34		—			167
Deferred tax assets	—		—		—		6		—			6
Pension benefits asset	—		—		—		606		—			606
Other non-current assets	2		8		2		217		—			229
Non-current amounts due from group undertakings	—		518		752		—		(1,270		)	—
Total non-current assets	2		3,590		1,581		4,571		(4,967		)	4,777
TOTAL ASSETS	$	3,620	$	4,563	$	2,579	$	16,998	$	(11,655	)	$	16,105
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Fiduciary liabilities	$	—	$	—	$	—	$	9,444	$	—		$	9,444
Deferred revenue and accrued expenses	1		12		24		371		—			408
Income taxes payable	—		—		—		82		(33		)	49
Short-term debt and current portion of long-term debt	—		18		149		1		—			168
Deferred tax liabilities	—		—		—		18		—			18
Other current liabilities	60		4		16		381		—			461
Amounts due to group undertakings	—		4,373		1,497		785		(6,655		)	—
Total current liabilities	61		4,407		1,686		11,082		(6,688		)	10,548

Unaudited Condensed Consolidating Balance Sheet (continued)



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors			The Issuer			Other		Consolidating adjustments			Consolidated
	(millions)
NON-CURRENT LIABILITIES
Investments in subsidiaries	465		—			—			—		(465		)	—
Long-term debt	796		760			581			—		—			2,137
Liabilities for pension benefits	—		—			—			277		—			277
Deferred tax liabilities	—		—			—			185		—			185
Provisions for liabilities	—		—			—			188		—			188
Other non-current liabilities	—		—			16			382		—			398
Non-current amounts due to group undertakings	—		—			518			752		(1,270		)	—
Total non-current liabilities	1,261		760			1,115			1,784		(1,735		)	3,185
TOTAL LIABILITIES	$	1,322	$	5,167		$	2,801		$	12,866	$	(8,423	)	$	13,733

REDEEMABLE NONCONTROLLING INTEREST	—		—			—			51		—			51

EQUITY
Total Willis Group Holdings stockholders’ equity	2,298		(604		)	(222		)	4,058		(3,232		)	2,298
Noncontrolling interests	—		—			—			23		—			23
Total equity	2,298		(604		)	(222		)	4,081		(3,232		)	2,321
TOTAL LIABILITIES AND EQUITY	$	3,620	$	4,563		$	2,579		$	16,998	$	(11,655	)	$	16,105

Condensed Consolidating Balance Sheet



	As of December 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			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
Short-term debt and 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 Group Holdings		The Other Guarantors			The Issuer			Other		Consolidating adjustments			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 March 31, 2015
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other		Consolidating adjustments			Consolidated
	(millions)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	6	$	—	$	497	$	—		$	503
Accounts receivable, net	—		6		1,144		—			1,150
Fiduciary assets	—		—		9,444		—			9,444
Deferred tax assets	—		—		13		—			13
Other current assets	1		58		192		(33		)	218
Amounts due from group undertakings	3,611		648		1,137		(5,396		)	—
Total current assets	3,618		712		12,427		(5,429		)	11,328
NON-CURRENT ASSETS
Investments in subsidiaries	—		3,919		—		(3,919		)	—
Fixed assets, net	—		61		401		—			462
Goodwill	—		—		2,889		—			2,889
Other intangible assets, net	—		—		418		—			418
Investments in associates	—		133		34		—			167
Deferred tax assets	—		—		6		—			6
Pension benefits asset	—		—		606		—			606
Other non-current assets	2		10		217		—			229
Non-current amounts due from group undertakings	—		752		—		(752		)	—
Total non-current assets	2		4,875		4,571		(4,671		)	4,777
TOTAL ASSETS	$	3,620	$	5,587	$	16,998	$	(10,100	)	$	16,105
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Fiduciary liabilities	$	—	$	—	$	9,444	$	—		$	9,444
Deferred revenue and accrued expenses	1		36		371		—			408
Income taxes payable	—		—		82		(33		)	49
Short-term debt and current portion of long-term debt	—		167		1		—			168
Deferred tax liabilities	—		—		18		—			18
Other current liabilities	60		20		381		—			461
Amounts due to group undertakings	—		4,611		785		(5,396		)	—
Total current liabilities	61		4,834		11,082		(5,429		)	10,548

Unaudited Condensed Consolidating Balance Sheet (continued)



	As of March 31, 2015
	Willis Group Holdings - the Parent Issuer		The Guarantors			Other		Consolidating adjustments			Consolidated
	(millions)
NON-CURRENT LIABILITIES
Investments in subsidiaries	465		—			—		(465		)	—
Long-term debt	796		1,341			—		—			2,137
Liabilities for pension benefits	—		—			277		—			277
Deferred tax liabilities	—		—			185		—			185
Provisions for liabilities	—		—			188		—			188
Other non-current liabilities	—		16			382		—			398
Non-current amounts due to group undertakings	—		—			752		(752		)	—
Total non-current liabilities	1,261		1,357			1,784		(1,217		)	3,185
TOTAL LIABILITIES	$	1,322	$	6,191		$	12,866	$	(6,646	)	$	13,733

REDEEMABLE NONCONTROLLING INTEREST	—		—			51		—			51

EQUITY
Total Willis Group Holdings stockholders’ equity	2,298		(604		)	4,058		(3,454		)	2,298
Noncontrolling interests	—		—			23		—			23
Total equity	2,298		(604		)	4,081		(3,454		)	2,321
TOTAL LIABILITIES AND EQUITY	$	3,620	$	5,587		$	16,998	$	(10,100	)	$	16,105

Condensed Consolidating Balance Sheet



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	6	$	—	$	—	$	497	$	—		$	503
Accounts receivable, net	—		6		—		1,144		—			1,150
Fiduciary assets	—		—		—		9,444		—			9,444
Deferred tax assets	—		—		—		13		—			13
Other current assets	1		63		2		192		(40		)	218
Amounts due from group undertakings	3,611		1,076		803		1,137		(6,627		)	—
Total current assets	3,618		1,145		805		12,427		(6,667		)	11,328
NON-CURRENT ASSETS
Investments in subsidiaries	—		3,875		2,949		—		(6,824		)	—
Fixed assets, net	—		61		—		401		—			462
Goodwill	—		—		—		2,889		—			2,889
Other intangible assets, net	—		—		—		418		—			418
Investments in associates	—		133		—		34		—			167
Deferred tax assets	—		—		—		6		—			6
Pension benefits asset	—		—		—		606		—			606
Other non-current assets	2		2		8		217		—			229
Non-current amounts due from group undertakings	—		752		518		—		(1,270		)	—
Total non-current assets	2		4,823		3,475		4,571		(8,094		)	4,777
TOTAL ASSETS	$	3,620	$	5,968	$	4,280	$	16,998	$	(14,761	)	$	16,105
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Fiduciary liabilities	$	—	$	—	$	—	$	9,444	$	—		$	9,444
Deferred revenue and accrued expenses	1		36		—		371		—			408
Income taxes payable	—		—		7		82		(40		)	49
Short-term debt and current portion of long-term debt	—		149		18		1		—			168
Deferred tax liabilities	—		—		—		18		—			18
Other current liabilities	60		16		4		381		—			461
Amounts due to group undertakings	—		5,256		586		785		(6,627		)	—
Total current liabilities	61		5,457		615		11,082		(6,667		)	10,548

Unaudited Condensed Consolidating Balance Sheet (continued)



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors			The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)
NON-CURRENT LIABILITIES
Investments in subsidiaries	465		—			—		—		(465		)	—
Long-term debt	796		581			760		—		—			2,137
Liabilities for pension benefits	—		—			—		277		—			277
Deferred tax liabilities	—		—			—		185		—			185
Provisions for liabilities	—		—			—		188		—			188
Other non-current liabilities	—		16			—		382		—			398
Non-current amounts due to group undertakings	—		518			—		752		(1,270		)	—
Total non-current liabilities	1,261		1,115			760		1,784		(1,735		)	3,185
TOTAL LIABILITIES	$	1,322	$	6,572		$	1,375	$	12,866	$	(8,402	)	$	13,733

REDEEMABLE NONCONTROLLING INTEREST	—		—			—		51		—			51

EQUITY
Total Willis Group Holdings stockholders’ equity	2,298		(604		)	2,905		4,058		(6,359		)	2,298
Noncontrolling interests	—		—			—		23		—			23
Total equity	2,298		(604		)	2,905		4,081		(6,359		)	2,321
TOTAL LIABILITIES AND EQUITY	$	3,620	$	5,968		$	4,280	$	16,998	$	(14,761	)	$	16,105

Condensed Consolidating Balance Sheet



	As of December 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			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
Short-term debt and 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 Group Holdings		The Other Guarantors			The Issuer		Other		Consolidating adjustments			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 Balance Sheet



	As of December 31, 2014
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other		Consolidating adjustments			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 to 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 to 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
Short-term debt and 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 Group Holdings - the Parent Issuer		The Guarantors			Other		Consolidating adjustments			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 Statement of Cash Flows



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(23	)	$	25		$	(21	)	$	25		$	(1	)	$	5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			1			1			(1		)	1
Additions to fixed assets	—			(2		)	(2		)	(19		)	1			(22		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Payments to acquire other investments	—			—			—			(4		)	—			(4		)
Proceeds from sale of operations, net of cash disposed	—			—			—			5			—			5
Proceeds from intercompany investing activities	65			12			120			115			(312		)	—
Repayments of intercompany investing activities	—			—			—			(16		)	16			—
Net cash provided by (used in) investing activities	65			10			119			81			(296		)	(21		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(2		)	—			(2		)
Repayments of debt	—			(4		)	—			—			—			(4		)
Repurchase of shares	(35		)	—			—			—			—			(35		)
Proceeds from issue of shares	43			—			—			—			—			43
Excess tax benefits from share-based payment arrangements	—			—			—			1			—			1
Dividends paid	(50		)	—			—			(1		)	1			(50		)
Dividends paid to noncontrolling interests	—			—			—			(2		)	—			(2		)
Proceeds from intercompany financing activities	—			16			—			—			(16		)	—
Repayments of intercompany financing activities	—			(47		)	(98		)	(167		)	312			—
Net cash used in financing activities	(42		)	(35		)	(98		)	(171		)	297			(49		)
DECREASE IN CASH AND CASH EQUIVALENTS	—			—			—			(65		)	—			(65		)
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		$	3		$	—		$	728		$	—		$	734

Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(20	)	$	13		$	(47	)	$	(10	)	$	—		$	(64	)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			—			4			—			4
Additions to fixed assets	—			(3		)	(1		)	(12		)	—			(16		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Acquisitions of operations, net of cash acquired	—			—			—			(8		)	—			(8		)
Proceeds from disposal of operations, net of cash disposed	—			—			—			13			—			13
Proceeds from intercompany investing activities	51			—			48			—			(99		)	—
Repayments of intercompany investing activities	—			(11		)	—			(26		)	37			—
Net cash provided by (used in) investing activities	51			(14		)	47			(30		)	(62		)	(8		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(1		)	—			(1		)
Repayments of debt	—			(4		)	—			—			—			(4		)
Repurchase of shares	(15		)	—			—			—			—			(15		)
Proceeds from issue of shares	35			—			—			—			—			35
Excess tax benefits from share-based payment arrangements	—			—			—			3			—			3
Dividends paid	(54		)	—			—			—			—			(54		)
Dividends paid to noncontrolling interests	—			—			—			(3		)	—			(3		)
Proceeds from intercompany financing activities	—			26			—			11			(37		)	—
Repayments of intercompany financing activities	—			(23		)	—			(76		)	99			—
Net cash used in financing activities	(34		)	(1		)	—			(66		)	62			(39		)
DECREASE IN CASH AND CASH EQUIVALENTS	(3		)	(2		)	—			(106		)	—			(111		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			(21		)	—			(21		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9			2			—			624			—			635
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	6		$	—		$	—		$	497		$	—		$	503

Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2015
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH USED IN OPERATING ACTIVITIES	$	(20	)	$	(34	)	$	(10	)	$	—		$	(64	)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			4			—			4
Additions to fixed assets	—			(4		)	(12		)	—			(16		)
Additions to intangible assets	—			—			(1		)	—			(1		)
Acquisitions of operations, net of cash acquired	—			—			(8		)	—			(8		)
Proceeds from disposal of operations, net of cash disposed	—			—			13			—			13
Proceeds from intercompany investing activities	51			48			—			(99		)	—
Repayments of intercompany investing activities	—			(11		)	(26		)	37			—
Net cash provided by (used in) investing activities	51			33			(30		)	(62		)	(8		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			(1		)	—			(1		)
Repayments of debt	—			(4		)	—			—			(4		)
Repurchase of shares	(15		)	—			—			—			(15		)
Proceeds from issue of shares	35			—			—			—			35
Excess tax benefits from share-based payment arrangement	—			—			3			—			3
Dividends paid	(54		)	—			—			—			(54		)
Dividends paid to noncontrolling interests	—			—			(3		)	—			(3		)
Proceeds from intercompany financing activities	—			26			11			(37		)	—
Repayments of intercompany financing activities	—			(23		)	(76		)	99			—
Net cash used in financing activities	(34		)	(1		)	(66		)	62			(39		)
DECREASE IN CASH AND CASH EQUIVALENTS	(3		)	(2		)	(106		)	—			(111		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(21		)	—			(21		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9			2			624			—			635
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	6		$	—		$	497		$	—		$	503

Unaudited Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2014
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(23	)	$	4		$	25		$	(1	)	$	5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			1			1			(1		)	1
Additions to fixed assets	—			(4		)	(19		)	1			(22		)
Additions to intangible assets	—			—			(1		)	—			(1		)
Payments to acquire other investments	—			—			(4		)	—			(4		)
Proceeds from disposal of operations, net of cash disposed	—			—			5			—			5
Proceeds from intercompany investing activities	65			120			115			(300		)	—
Repayments of intercompany investing activities	—			—			(16		)	16			—
Net cash provided by (used in) investing activities	65			117			81			(284		)	(21		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			(2		)	—			(2		)
Repayments of debt	—			(4		)	—			—			(4		)
Repurchase of shares	(35		)	—			—			—			(35		)
Proceeds from issue of shares	43			—			—			—			43
Excess tax benefits from share-based payment arrangement	—			—			1			—			1
Dividends paid	(50		)	—			(1		)	1			(50		)
Dividends paid to noncontrolling interests	—			—			(2		)	—			(2		)
Proceeds from intercompany financing activities	—			16			—			(16		)	—
Repayments of intercompany financing activities	—			(133		)	(167		)	300			—
Net cash used in financing activities	(42		)	(121		)	(171		)	285			(49		)
DECREASE IN CASH AND CASH EQUIVALENTS	—			—			(65		)	—			(65		)
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		$	3		$	728		$	—		$	734

Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(20	)	$	(35	)	$	1		$	(10	)	$	—		$	(64	)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			—			4			—			4
Additions to fixed assets	—			(4		)	—			(12		)	—			(16		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Acquisitions of operations, net of cash acquired	—			—			—			(8		)	—			(8		)
Proceeds from disposal of operations, net of cash disposed	—			—			—			13			—			13
Proceeds from intercompany investing activities	51			48			—			—			(99		)	—
Repayments of intercompany investing activities	—			(11		)	—			(26		)	37			—
Net cash provided by (used in) investing activities	51			33			—			(30		)	(62		)	(8		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(1		)	—			(1		)
Repayments of debt	—			—			(4		)	—			—			(4		)
Repurchase of shares	(15		)	—			—			—			—			(15		)
Proceeds from issue of shares	35			—			—			—			—			35
Excess tax benefits from share-based payment arrangements	—			—			—			3			—			3
Dividends paid	(54		)	—			—			—			—			(54		)
Dividends paid to noncontrolling interests	—			—			—			(3		)	—			(3		)
Proceeds from intercompany financing activities	—			23			3			11			(37		)	—
Repayments of intercompany financing activities	—			(23		)	—			(76		)	99			—
Net cash used in financing activities	(34		)	—			(1		)	(66		)	62			(39		)
DECREASE IN CASH AND CASH EQUIVALENTS	(3		)	(2		)	—			(106		)	—			(111		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			(21		)	—			(21		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9			2			—			624			—			635
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	6		$	—		$	—		$	497		$	—		$	503

Unaudited Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(23	)	$	28		$	(24	)	$	25		$	(1	)	$	5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			1			—			1			(1		)	1
Additions to fixed assets	—			(4		)	—			(19		)	1			(22		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Payments to acquire other investments	—			—			—			(4		)	—			(4		)
Proceeds from disposal of operations, net of cash disposed	—			—			—			5			—			5
Proceeds from intercompany investing activities	65			120			12			115			(312		)	—
Repayments of intercompany investing activities	—			—			—			(16		)	16			—
Net cash provided by (used in) investing activities	65			117			12			81			(296		)	(21		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(2		)	—			(2		)
Repayments of debt	—			—			(4		)	—			—			(4		)
Repurchase of shares	(35		)	—			—			—			—			(35		)
Proceeds from issue of shares	43			—			—			—			—			43
Excess tax benefits from share-based payment arrangements	—			—			—			1			—			1
Dividends paid	(50		)	—			—			(1		)	1			(50		)
Dividends paid to noncontrolling interests	—			—			—			(2		)	—			(2		)
Proceeds from intercompany financing activities	—			—			16			—			(16		)	—
Repayments of intercompany financing activities	—			(145		)	—			(167		)	312			—
Net cash (used in) provided by financing activities	(42		)	(145		)	12			(171		)	297			(49		)
DECREASE IN CASH AND CASH EQUIVALENTS	—			—			—			(65		)	—			(65		)
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		$	3		$	—		$	728		$	—		$	734

FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Tables)

3 Months Ended

Mar. 31, 2015

Mar. 31, 2014

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Condensed Consolidated Statement of Comprehensive Income

Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	324	$	354	$	51	$	370	$	(778	)	$	321
Less: comprehensive loss attributable to noncontrolling interests	—		—		—		3		—			3
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	324	$	354	$	51	$	373	$	(778	)	$	324

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other			Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	254	$	264	$	51	$	281		$	(592	)	$	258
Less: comprehensive income attributable to noncontrolling interests	—		—		—		(4		)	—			(4		)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	254	$	264	$	51	$	277		$	(592	)	$	254



	Three months ended March 31, 2014
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other			Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	254	$	264	$	281		$	(541	)	$	258
Less: comprehensive income attributable to noncontrolling interests	—		—		(4		)	—			(4		)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	254	$	264	$	277		$	(541	)	$	254



	Three months ended March 31, 2015
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other		Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	324	$	354	$	370	$	(727	)	$	321
Less: comprehensive loss attributable to noncontrolling interests	—		—		3		—			3
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	324	$	354	$	373	$	(727	)	$	324

Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	324	$	354	$	347	$	370	$	(1,074	)	$	321
Less: comprehensive loss attributable to noncontrolling interests	—		—		—		3		—			3
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	324	$	354	$	347	$	373	$	(1,074	)	$	324

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other			Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	254	$	264	$	228	$	281		$	(769	)	$	258
Less: comprehensive income attributable to noncontrolling interests	—		—		—		(4		)	—			(4		)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	254	$	264	$	228	$	277		$	(769	)	$	254

Condensed Consolidating Statement of Operations



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	—		$	4		$	1,077		$	—		$	1,081
Investment income	—			—			—			3			—			3
Other income	—			—			—			3			—			3
Total revenues	—			—			4			1,083			—			1,087
EXPENSES
Salaries and benefits	—			—			(20		)	(547		)	—			(567		)
Other operating expenses	(9		)	(14		)	(2		)	(135		)	—			(160		)
Depreciation expense	—			(1		)	(4		)	(17		)	—			(22		)
Amortization of intangible assets	—			—			—			(14		)	—			(14		)
Restructuring costs	—			(14		)	(5		)	(12		)				(31		)
Total expenses	(9		)	(29		)	(31		)	(725		)	—			(794		)
OPERATING (LOSS) INCOME	(9		)	(29		)	(27		)	358			—			293
Other (expense) income, net	(12		)	6			—			(1		)	1			(6		)
Income from group undertakings	—			54			56			25			(135		)	—
Expenses due to group undertakings	—			(8		)	(44		)	(83		)	135			—
Interest expense	(11		)	(9		)	(11		)	(2		)	—			(33		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(32		)	14			(26		)	297			1			254
Income taxes	—			6			8			(70		)	—			(56		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(32		)	20			(18		)	227			1			198
Interest in earnings of associates, net of tax	—			2			—			14			—			16
Equity account for subsidiaries	242			215			66			—			(523		)	—
NET INCOME	210			237			48			241			(522		)	214
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	210		$	237		$	48		$	237		$	(522	)	$	210

Condensed Consolidating Statement of Operations



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	—		$	2		$	1,088		$	—		$	1,090
Investment income	—			—			—			4			—			4
Other income	—			—			—			3			—			3
Total revenues	—			—			2			1,095			—			1,097
EXPENSES
Salaries and benefits	—			—			(19		)	(551		)	—			(570		)
Other operating expenses	(4		)	(24		)	(17		)	(120		)	—			(165		)
Depreciation expense	—			(1		)	(4		)	(18		)	—			(23		)
Amortization of intangible assets	—			—			—			(13		)	—			(13		)
Total expenses	(4		)	(25		)	(40		)	(702		)	—			(771		)
OPERATING (LOSS) INCOME	(4		)	(25		)	(38		)	393			—			326
Other income (expense), net	—			1			—			(1		)	—			—
Income from group undertakings	—			59			43			27			(129		)	—
Expenses due to group undertakings	—			(8		)	(46		)	(75		)	129			—
Interest expense	(11		)	(9		)	(11		)	(1		)	—			(32		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(15		)	18			(52		)	343			—			294
Income taxes	—			5			19			(87		)	—			(63		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(15		)	23			(33		)	256			—			231
Interest in earnings of associates, net of tax	—			3			—			16			—			19
Equity account for subsidiaries	261			230			83			—			(574		)	—
NET INCOME	246			256			50			272			(574		)	250
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	246		$	256		$	50		$	268		$	(574	)	$	246



	Three months ended March 31, 2014
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	2		$	1,088		$	—		$	1,090
Investment income	—			—			4			—			4
Other income	—			—			3			—			3
Total revenues	—			2			1,095			—			1,097
EXPENSES
Salaries and benefits	—			(19		)	(551		)	—			(570		)
Other operating expenses	(4		)	(41		)	(120		)	—			(165		)
Depreciation expense	—			(5		)	(18		)	—			(23		)
Amortization of intangible assets	—			—			(13		)	—			(13		)
Total expenses	(4		)	(65		)	(702		)	—			(771		)
OPERATING (LOSS) INCOME	(4		)	(63		)	393			—			326
Other income (expense), net	—			1			(1		)	—			—
Income from group undertakings	—			75			27			(102		)	—
Expenses due to group undertakings	—			(27		)	(75		)	102			—
Interest expense	(11		)	(20		)	(1		)	—			(32		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(34		)	343			—			294
Income taxes	—			24			(87		)	—			(63		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(10		)	256			—			231
Interest in earnings of associates, net of tax	—			3			16			—			19
Equity account for subsidiaries	261			263			—			(524		)	—
NET INCOME	246			256			272			(524		)	250
Less: Net income attributable to noncontrolling interests	—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	246		$	256		$	268		$	(524	)	$	246



	Three months ended March 31, 2015
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	4		$	1,077		$	—		$	1,081
Investment income	—			—			3			—			3
Other income	—			—			3			—			3
Total revenues	—			4			1,083			—			1,087
EXPENSES
Salaries and benefits	—			(20		)	(547		)	—			(567		)
Other operating expenses	(9		)	(16		)	(135		)	—			(160		)
Depreciation expense	—			(5		)	(17		)	—			(22		)
Amortization of intangible assets	—			—			(14		)	—			(14		)
Restructuring costs	—			(19		)	(12		)	—			(31		)
Total expenses	(9		)	(60		)	(725		)	—			(794		)
OPERATING (LOSS) INCOME	(9		)	(56		)	358			—			293
Other (expense) income, net	(12		)	6			(1		)	1			(6		)
Income from group undertakings	—			83			25			(108		)	—
Expenses due to group undertakings	—			(25		)	(83		)	108			—
Interest expense	(11		)	(20		)	(2		)	—			(33		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(32		)	(12		)	297			1			254
Income taxes	—			14			(70		)	—			(56		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(32		)	2			227			1			198
Interest in earnings of associates, net of tax	—			2			14			—			16
Equity account for subsidiaries	242			233			—			(475		)	—
NET INCOME	210			237			241			(474		)	214
Less: Net income attributable to noncontrolling interests	—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	210		$	237		$	237		$	(474	)	$	210

Condensed Consolidating Statement of Operations



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	2		$	—		$	1,088		$	—		$	1,090
Investment income	—			—			—			4			—			4
Other income	—			—			—			3			—			3
Total revenues	—			2			—			1,095			—			1,097
EXPENSES
Salaries and benefits	—			(19		)	—			(551		)	—			(570		)
Other operating expenses	(4		)	(41		)	—			(120		)	—			(165		)
Depreciation expense	—			(5		)	—			(18		)	—			(23		)
Amortization of intangible assets	—			—			—			(13		)	—			(13		)
Total expenses	(4		)	(65		)	—			(702		)	—			(771		)
OPERATING (LOSS) INCOME	(4		)	(63		)	—			393			—			326
Other income (expense), net	—			1			—			(1		)	—			—
Income from group undertakings	—			82			22			27			(131		)	—
Expenses due to group undertakings	—			(49		)	(7		)	(75		)	131			—
Interest expense	(11		)	(11		)	(9		)	(1		)	—			(32		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(40		)	6			343			—			294
Income taxes	—			25			(1		)	(87		)	—			(63		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(15		)	5			256			—			231
Interest in earnings of associates, net of tax	—			3			—			16			—			19
Equity account for subsidiaries	261			268			215			—			(744		)	—
NET INCOME	246			256			220			272			(744		)	250
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	246		$	256		$	220		$	268		$	(744	)	$	246

Condensed Consolidating Statement of Operations



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	4		$	—		$	1,077		$	—		$	1,081
Investment income	—			—			—			3			—			3
Other income	—			—			—			3			—			3
Total revenues	—			4			—			1,083			—			1,087
EXPENSES
Salaries and benefits	—			(20		)	—			(547		)	—			(567		)
Other operating expenses	(9		)	(16		)	—			(135		)	—			(160		)
Depreciation expense	—			(5		)	—			(17		)	—			(22		)
Amortization of intangible assets	—			—			—			(14		)	—			(14		)
Restructuring costs	—			(19		)	—			(12		)	—			(31		)
Total expenses	(9		)	(60		)	—			(725		)	—			(794		)
OPERATING (LOSS) INCOME	(9		)	(56		)	—			358			—			293
Other (expense) income, net	(12		)	6			—			(1		)	1			(6		)
Income from group undertakings	—			90			22			25			(137		)	—
Expenses due to group undertakings	—			(47		)	(7		)	(83		)	137			—
Interest expense	(11		)	(11		)	(9		)	(2		)	—			(33		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(32		)	(18		)	6			297			1			254
Income taxes	—			15			(1		)	(70		)	—			(56		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(32		)	(3		)	5			227			1			198
Interest in earnings of associates, net of tax	—			2			—			14			—			16
Equity account for subsidiaries	242			238			209			—			(689		)	—
NET INCOME	210			237			214			241			(688		)	214
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	210		$	237		$	214		$	237		$	(688	)	$	210

Condensed Consolidated Balance Sheet

Condensed Consolidating Balance Sheet



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	6	$	—	$	—	$	497	$	—		$	503
Accounts receivable, net	—		—		6		1,144		—			1,150
Fiduciary assets	—		—		—		9,444		—			9,444
Deferred tax assets	—		—		—		13		—			13
Other current assets	1		37		21		192		(33		)	218
Amounts due from group undertakings	3,611		936		971		1,137		(6,655		)	—
Total current assets	3,618		973		998		12,427		(6,688		)	11,328
NON-CURRENT ASSETS
Investments in subsidiaries	—		2,910		787		—		(3,697		)	—
Fixed assets, net	—		21		40		401		—			462
Goodwill	—		—		—		2,889		—			2,889
Other intangible assets, net	—		—		—		418		—			418
Investments in associates	—		133		—		34		—			167
Deferred tax assets	—		—		—		6		—			6
Pension benefits asset	—		—		—		606		—			606
Other non-current assets	2		8		2		217		—			229
Non-current amounts due from group undertakings	—		518		752		—		(1,270		)	—
Total non-current assets	2		3,590		1,581		4,571		(4,967		)	4,777
TOTAL ASSETS	$	3,620	$	4,563	$	2,579	$	16,998	$	(11,655	)	$	16,105
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Fiduciary liabilities	$	—	$	—	$	—	$	9,444	$	—		$	9,444
Deferred revenue and accrued expenses	1		12		24		371		—			408
Income taxes payable	—		—		—		82		(33		)	49
Short-term debt and current portion of long-term debt	—		18		149		1		—			168
Deferred tax liabilities	—		—		—		18		—			18
Other current liabilities	60		4		16		381		—			461
Amounts due to group undertakings	—		4,373		1,497		785		(6,655		)	—
Total current liabilities	61		4,407		1,686		11,082		(6,688		)	10,548

Unaudited Condensed Consolidating Balance Sheet (continued)



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors			The Issuer			Other		Consolidating adjustments			Consolidated
	(millions)
NON-CURRENT LIABILITIES
Investments in subsidiaries	465		—			—			—		(465		)	—
Long-term debt	796		760			581			—		—			2,137
Liabilities for pension benefits	—		—			—			277		—			277
Deferred tax liabilities	—		—			—			185		—			185
Provisions for liabilities	—		—			—			188		—			188
Other non-current liabilities	—		—			16			382		—			398
Non-current amounts due to group undertakings	—		—			518			752		(1,270		)	—
Total non-current liabilities	1,261		760			1,115			1,784		(1,735		)	3,185
TOTAL LIABILITIES	$	1,322	$	5,167		$	2,801		$	12,866	$	(8,423	)	$	13,733

REDEEMABLE NONCONTROLLING INTEREST	—		—			—			51		—			51

EQUITY
Total Willis Group Holdings stockholders’ equity	2,298		(604		)	(222		)	4,058		(3,232		)	2,298
Noncontrolling interests	—		—			—			23		—			23
Total equity	2,298		(604		)	(222		)	4,081		(3,232		)	2,321
TOTAL LIABILITIES AND EQUITY	$	3,620	$	4,563		$	2,579		$	16,998	$	(11,655	)	$	16,105

Condensed Consolidating Balance Sheet



	As of December 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			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
Short-term debt and 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 Group Holdings		The Other Guarantors			The Issuer			Other		Consolidating adjustments			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 March 31, 2015
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other		Consolidating adjustments			Consolidated
	(millions)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	6	$	—	$	497	$	—		$	503
Accounts receivable, net	—		6		1,144		—			1,150
Fiduciary assets	—		—		9,444		—			9,444
Deferred tax assets	—		—		13		—			13
Other current assets	1		58		192		(33		)	218
Amounts due from group undertakings	3,611		648		1,137		(5,396		)	—
Total current assets	3,618		712		12,427		(5,429		)	11,328
NON-CURRENT ASSETS
Investments in subsidiaries	—		3,919		—		(3,919		)	—
Fixed assets, net	—		61		401		—			462
Goodwill	—		—		2,889		—			2,889
Other intangible assets, net	—		—		418		—			418
Investments in associates	—		133		34		—			167
Deferred tax assets	—		—		6		—			6
Pension benefits asset	—		—		606		—			606
Other non-current assets	2		10		217		—			229
Non-current amounts due from group undertakings	—		752		—		(752		)	—
Total non-current assets	2		4,875		4,571		(4,671		)	4,777
TOTAL ASSETS	$	3,620	$	5,587	$	16,998	$	(10,100	)	$	16,105
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Fiduciary liabilities	$	—	$	—	$	9,444	$	—		$	9,444
Deferred revenue and accrued expenses	1		36		371		—			408
Income taxes payable	—		—		82		(33		)	49
Short-term debt and current portion of long-term debt	—		167		1		—			168
Deferred tax liabilities	—		—		18		—			18
Other current liabilities	60		20		381		—			461
Amounts due to group undertakings	—		4,611		785		(5,396		)	—
Total current liabilities	61		4,834		11,082		(5,429		)	10,548

Unaudited Condensed Consolidating Balance Sheet (continued)



	As of March 31, 2015
	Willis Group Holdings - the Parent Issuer		The Guarantors			Other		Consolidating adjustments			Consolidated
	(millions)
NON-CURRENT LIABILITIES
Investments in subsidiaries	465		—			—		(465		)	—
Long-term debt	796		1,341			—		—			2,137
Liabilities for pension benefits	—		—			277		—			277
Deferred tax liabilities	—		—			185		—			185
Provisions for liabilities	—		—			188		—			188
Other non-current liabilities	—		16			382		—			398
Non-current amounts due to group undertakings	—		—			752		(752		)	—
Total non-current liabilities	1,261		1,357			1,784		(1,217		)	3,185
TOTAL LIABILITIES	$	1,322	$	6,191		$	12,866	$	(6,646	)	$	13,733

REDEEMABLE NONCONTROLLING INTEREST	—		—			51		—			51

EQUITY
Total Willis Group Holdings stockholders’ equity	2,298		(604		)	4,058		(3,454		)	2,298
Noncontrolling interests	—		—			23		—			23
Total equity	2,298		(604		)	4,081		(3,454		)	2,321
TOTAL LIABILITIES AND EQUITY	$	3,620	$	5,587		$	16,998	$	(10,100	)	$	16,105

Condensed Consolidating Balance Sheet



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	6	$	—	$	—	$	497	$	—		$	503
Accounts receivable, net	—		6		—		1,144		—			1,150
Fiduciary assets	—		—		—		9,444		—			9,444
Deferred tax assets	—		—		—		13		—			13
Other current assets	1		63		2		192		(40		)	218
Amounts due from group undertakings	3,611		1,076		803		1,137		(6,627		)	—
Total current assets	3,618		1,145		805		12,427		(6,667		)	11,328
NON-CURRENT ASSETS
Investments in subsidiaries	—		3,875		2,949		—		(6,824		)	—
Fixed assets, net	—		61		—		401		—			462
Goodwill	—		—		—		2,889		—			2,889
Other intangible assets, net	—		—		—		418		—			418
Investments in associates	—		133		—		34		—			167
Deferred tax assets	—		—		—		6		—			6
Pension benefits asset	—		—		—		606		—			606
Other non-current assets	2		2		8		217		—			229
Non-current amounts due from group undertakings	—		752		518		—		(1,270		)	—
Total non-current assets	2		4,823		3,475		4,571		(8,094		)	4,777
TOTAL ASSETS	$	3,620	$	5,968	$	4,280	$	16,998	$	(14,761	)	$	16,105
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Fiduciary liabilities	$	—	$	—	$	—	$	9,444	$	—		$	9,444
Deferred revenue and accrued expenses	1		36		—		371		—			408
Income taxes payable	—		—		7		82		(40		)	49
Short-term debt and current portion of long-term debt	—		149		18		1		—			168
Deferred tax liabilities	—		—		—		18		—			18
Other current liabilities	60		16		4		381		—			461
Amounts due to group undertakings	—		5,256		586		785		(6,627		)	—
Total current liabilities	61		5,457		615		11,082		(6,667		)	10,548

Unaudited Condensed Consolidating Balance Sheet (continued)



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors			The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)
NON-CURRENT LIABILITIES
Investments in subsidiaries	465		—			—		—		(465		)	—
Long-term debt	796		581			760		—		—			2,137
Liabilities for pension benefits	—		—			—		277		—			277
Deferred tax liabilities	—		—			—		185		—			185
Provisions for liabilities	—		—			—		188		—			188
Other non-current liabilities	—		16			—		382		—			398
Non-current amounts due to group undertakings	—		518			—		752		(1,270		)	—
Total non-current liabilities	1,261		1,115			760		1,784		(1,735		)	3,185
TOTAL LIABILITIES	$	1,322	$	6,572		$	1,375	$	12,866	$	(8,402	)	$	13,733

REDEEMABLE NONCONTROLLING INTEREST	—		—			—		51		—			51

EQUITY
Total Willis Group Holdings stockholders’ equity	2,298		(604		)	2,905		4,058		(6,359		)	2,298
Noncontrolling interests	—		—			—		23		—			23
Total equity	2,298		(604		)	2,905		4,081		(6,359		)	2,321
TOTAL LIABILITIES AND EQUITY	$	3,620	$	5,968		$	4,280	$	16,998	$	(14,761	)	$	16,105

Condensed Consolidating Balance Sheet



	As of December 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			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
Short-term debt and 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 Group Holdings		The Other Guarantors			The Issuer		Other		Consolidating adjustments			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 Balance Sheet



	As of December 31, 2014
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other		Consolidating adjustments			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 to 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 to 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
Short-term debt and 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 Group Holdings - the Parent Issuer		The Guarantors			Other		Consolidating adjustments			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 Statement of Cash Flows



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(23	)	$	25		$	(21	)	$	25		$	(1	)	$	5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			1			1			(1		)	1
Additions to fixed assets	—			(2		)	(2		)	(19		)	1			(22		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Payments to acquire other investments	—			—			—			(4		)	—			(4		)
Proceeds from sale of operations, net of cash disposed	—			—			—			5			—			5
Proceeds from intercompany investing activities	65			12			120			115			(312		)	—
Repayments of intercompany investing activities	—			—			—			(16		)	16			—
Net cash provided by (used in) investing activities	65			10			119			81			(296		)	(21		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(2		)	—			(2		)
Repayments of debt	—			(4		)	—			—			—			(4		)
Repurchase of shares	(35		)	—			—			—			—			(35		)
Proceeds from issue of shares	43			—			—			—			—			43
Excess tax benefits from share-based payment arrangements	—			—			—			1			—			1
Dividends paid	(50		)	—			—			(1		)	1			(50		)
Dividends paid to noncontrolling interests	—			—			—			(2		)	—			(2		)
Proceeds from intercompany financing activities	—			16			—			—			(16		)	—
Repayments of intercompany financing activities	—			(47		)	(98		)	(167		)	312			—
Net cash used in financing activities	(42		)	(35		)	(98		)	(171		)	297			(49		)
DECREASE IN CASH AND CASH EQUIVALENTS	—			—			—			(65		)	—			(65		)
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		$	3		$	—		$	728		$	—		$	734

Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(20	)	$	13		$	(47	)	$	(10	)	$	—		$	(64	)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			—			4			—			4
Additions to fixed assets	—			(3		)	(1		)	(12		)	—			(16		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Acquisitions of operations, net of cash acquired	—			—			—			(8		)	—			(8		)
Proceeds from disposal of operations, net of cash disposed	—			—			—			13			—			13
Proceeds from intercompany investing activities	51			—			48			—			(99		)	—
Repayments of intercompany investing activities	—			(11		)	—			(26		)	37			—
Net cash provided by (used in) investing activities	51			(14		)	47			(30		)	(62		)	(8		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(1		)	—			(1		)
Repayments of debt	—			(4		)	—			—			—			(4		)
Repurchase of shares	(15		)	—			—			—			—			(15		)
Proceeds from issue of shares	35			—			—			—			—			35
Excess tax benefits from share-based payment arrangements	—			—			—			3			—			3
Dividends paid	(54		)	—			—			—			—			(54		)
Dividends paid to noncontrolling interests	—			—			—			(3		)	—			(3		)
Proceeds from intercompany financing activities	—			26			—			11			(37		)	—
Repayments of intercompany financing activities	—			(23		)	—			(76		)	99			—
Net cash used in financing activities	(34		)	(1		)	—			(66		)	62			(39		)
DECREASE IN CASH AND CASH EQUIVALENTS	(3		)	(2		)	—			(106		)	—			(111		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			(21		)	—			(21		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9			2			—			624			—			635
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	6		$	—		$	—		$	497		$	—		$	503

Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2015
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH USED IN OPERATING ACTIVITIES	$	(20	)	$	(34	)	$	(10	)	$	—		$	(64	)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			4			—			4
Additions to fixed assets	—			(4		)	(12		)	—			(16		)
Additions to intangible assets	—			—			(1		)	—			(1		)
Acquisitions of operations, net of cash acquired	—			—			(8		)	—			(8		)
Proceeds from disposal of operations, net of cash disposed	—			—			13			—			13
Proceeds from intercompany investing activities	51			48			—			(99		)	—
Repayments of intercompany investing activities	—			(11		)	(26		)	37			—
Net cash provided by (used in) investing activities	51			33			(30		)	(62		)	(8		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			(1		)	—			(1		)
Repayments of debt	—			(4		)	—			—			(4		)
Repurchase of shares	(15		)	—			—			—			(15		)
Proceeds from issue of shares	35			—			—			—			35
Excess tax benefits from share-based payment arrangement	—			—			3			—			3
Dividends paid	(54		)	—			—			—			(54		)
Dividends paid to noncontrolling interests	—			—			(3		)	—			(3		)
Proceeds from intercompany financing activities	—			26			11			(37		)	—
Repayments of intercompany financing activities	—			(23		)	(76		)	99			—
Net cash used in financing activities	(34		)	(1		)	(66		)	62			(39		)
DECREASE IN CASH AND CASH EQUIVALENTS	(3		)	(2		)	(106		)	—			(111		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(21		)	—			(21		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9			2			624			—			635
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	6		$	—		$	497		$	—		$	503

Unaudited Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2014
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(23	)	$	4		$	25		$	(1	)	$	5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			1			1			(1		)	1
Additions to fixed assets	—			(4		)	(19		)	1			(22		)
Additions to intangible assets	—			—			(1		)	—			(1		)
Payments to acquire other investments	—			—			(4		)	—			(4		)
Proceeds from disposal of operations, net of cash disposed	—			—			5			—			5
Proceeds from intercompany investing activities	65			120			115			(300		)	—
Repayments of intercompany investing activities	—			—			(16		)	16			—
Net cash provided by (used in) investing activities	65			117			81			(284		)	(21		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			(2		)	—			(2		)
Repayments of debt	—			(4		)	—			—			(4		)
Repurchase of shares	(35		)	—			—			—			(35		)
Proceeds from issue of shares	43			—			—			—			43
Excess tax benefits from share-based payment arrangement	—			—			1			—			1
Dividends paid	(50		)	—			(1		)	1			(50		)
Dividends paid to noncontrolling interests	—			—			(2		)	—			(2		)
Proceeds from intercompany financing activities	—			16			—			(16		)	—
Repayments of intercompany financing activities	—			(133		)	(167		)	300			—
Net cash used in financing activities	(42		)	(121		)	(171		)	285			(49		)
DECREASE IN CASH AND CASH EQUIVALENTS	—			—			(65		)	—			(65		)
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		$	3		$	728		$	—		$	734

Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(20	)	$	(35	)	$	1		$	(10	)	$	—		$	(64	)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			—			4			—			4
Additions to fixed assets	—			(4		)	—			(12		)	—			(16		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Acquisitions of operations, net of cash acquired	—			—			—			(8		)	—			(8		)
Proceeds from disposal of operations, net of cash disposed	—			—			—			13			—			13
Proceeds from intercompany investing activities	51			48			—			—			(99		)	—
Repayments of intercompany investing activities	—			(11		)	—			(26		)	37			—
Net cash provided by (used in) investing activities	51			33			—			(30		)	(62		)	(8		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(1		)	—			(1		)
Repayments of debt	—			—			(4		)	—			—			(4		)
Repurchase of shares	(15		)	—			—			—			—			(15		)
Proceeds from issue of shares	35			—			—			—			—			35
Excess tax benefits from share-based payment arrangements	—			—			—			3			—			3
Dividends paid	(54		)	—			—			—			—			(54		)
Dividends paid to noncontrolling interests	—			—			—			(3		)	—			(3		)
Proceeds from intercompany financing activities	—			23			3			11			(37		)	—
Repayments of intercompany financing activities	—			(23		)	—			(76		)	99			—
Net cash used in financing activities	(34		)	—			(1		)	(66		)	62			(39		)
DECREASE IN CASH AND CASH EQUIVALENTS	(3		)	(2		)	—			(106		)	—			(111		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			(21		)	—			(21		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9			2			—			624			—			635
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	6		$	—		$	—		$	497		$	—		$	503

Unaudited Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(23	)	$	28		$	(24	)	$	25		$	(1	)	$	5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			1			—			1			(1		)	1
Additions to fixed assets	—			(4		)	—			(19		)	1			(22		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Payments to acquire other investments	—			—			—			(4		)	—			(4		)
Proceeds from disposal of operations, net of cash disposed	—			—			—			5			—			5
Proceeds from intercompany investing activities	65			120			12			115			(312		)	—
Repayments of intercompany investing activities	—			—			—			(16		)	16			—
Net cash provided by (used in) investing activities	65			117			12			81			(296		)	(21		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(2		)	—			(2		)
Repayments of debt	—			—			(4		)	—			—			(4		)
Repurchase of shares	(35		)	—			—			—			—			(35		)
Proceeds from issue of shares	43			—			—			—			—			43
Excess tax benefits from share-based payment arrangements	—			—			—			1			—			1
Dividends paid	(50		)	—			—			(1		)	1			(50		)
Dividends paid to noncontrolling interests	—			—			—			(2		)	—			(2		)
Proceeds from intercompany financing activities	—			—			16			—			(16		)	—
Repayments of intercompany financing activities	—			(145		)	—			(167		)	312			—
Net cash (used in) provided by financing activities	(42		)	(145		)	12			(171		)	297			(49		)
DECREASE IN CASH AND CASH EQUIVALENTS	—			—			—			(65		)	—			(65		)
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		$	3		$	—		$	728		$	—		$	734

FINANCIAL INFORMATION FOR ISSUER, PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Tables)

3 Months Ended

Mar. 31, 2015

Mar. 31, 2014

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Condensed Consolidated Statement of Comprehensive Income

Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	324	$	354	$	51	$	370	$	(778	)	$	321
Less: comprehensive loss attributable to noncontrolling interests	—		—		—		3		—			3
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	324	$	354	$	51	$	373	$	(778	)	$	324

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other			Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	254	$	264	$	51	$	281		$	(592	)	$	258
Less: comprehensive income attributable to noncontrolling interests	—		—		—		(4		)	—			(4		)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	254	$	264	$	51	$	277		$	(592	)	$	254



	Three months ended March 31, 2014
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other			Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	254	$	264	$	281		$	(541	)	$	258
Less: comprehensive income attributable to noncontrolling interests	—		—		(4		)	—			(4		)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	254	$	264	$	277		$	(541	)	$	254



	Three months ended March 31, 2015
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other		Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	324	$	354	$	370	$	(727	)	$	321
Less: comprehensive loss attributable to noncontrolling interests	—		—		3		—			3
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	324	$	354	$	373	$	(727	)	$	324

Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	324	$	354	$	347	$	370	$	(1,074	)	$	321
Less: comprehensive loss attributable to noncontrolling interests	—		—		—		3		—			3
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	324	$	354	$	347	$	373	$	(1,074	)	$	324

Unaudited Condensed Consolidating Statement of Comprehensive Income



	Three months ended March 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other			Consolidating adjustments			Consolidated
	(millions)

Comprehensive income	$	254	$	264	$	228	$	281		$	(769	)	$	258
Less: comprehensive income attributable to noncontrolling interests	—		—		—		(4		)	—			(4		)
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	254	$	264	$	228	$	277		$	(769	)	$	254

Condensed Consolidating Statement of Operations



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	—		$	4		$	1,077		$	—		$	1,081
Investment income	—			—			—			3			—			3
Other income	—			—			—			3			—			3
Total revenues	—			—			4			1,083			—			1,087
EXPENSES
Salaries and benefits	—			—			(20		)	(547		)	—			(567		)
Other operating expenses	(9		)	(14		)	(2		)	(135		)	—			(160		)
Depreciation expense	—			(1		)	(4		)	(17		)	—			(22		)
Amortization of intangible assets	—			—			—			(14		)	—			(14		)
Restructuring costs	—			(14		)	(5		)	(12		)				(31		)
Total expenses	(9		)	(29		)	(31		)	(725		)	—			(794		)
OPERATING (LOSS) INCOME	(9		)	(29		)	(27		)	358			—			293
Other (expense) income, net	(12		)	6			—			(1		)	1			(6		)
Income from group undertakings	—			54			56			25			(135		)	—
Expenses due to group undertakings	—			(8		)	(44		)	(83		)	135			—
Interest expense	(11		)	(9		)	(11		)	(2		)	—			(33		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(32		)	14			(26		)	297			1			254
Income taxes	—			6			8			(70		)	—			(56		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(32		)	20			(18		)	227			1			198
Interest in earnings of associates, net of tax	—			2			—			14			—			16
Equity account for subsidiaries	242			215			66			—			(523		)	—
NET INCOME	210			237			48			241			(522		)	214
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	210		$	237		$	48		$	237		$	(522	)	$	210

Condensed Consolidating Statement of Operations



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	—		$	2		$	1,088		$	—		$	1,090
Investment income	—			—			—			4			—			4
Other income	—			—			—			3			—			3
Total revenues	—			—			2			1,095			—			1,097
EXPENSES
Salaries and benefits	—			—			(19		)	(551		)	—			(570		)
Other operating expenses	(4		)	(24		)	(17		)	(120		)	—			(165		)
Depreciation expense	—			(1		)	(4		)	(18		)	—			(23		)
Amortization of intangible assets	—			—			—			(13		)	—			(13		)
Total expenses	(4		)	(25		)	(40		)	(702		)	—			(771		)
OPERATING (LOSS) INCOME	(4		)	(25		)	(38		)	393			—			326
Other income (expense), net	—			1			—			(1		)	—			—
Income from group undertakings	—			59			43			27			(129		)	—
Expenses due to group undertakings	—			(8		)	(46		)	(75		)	129			—
Interest expense	(11		)	(9		)	(11		)	(1		)	—			(32		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(15		)	18			(52		)	343			—			294
Income taxes	—			5			19			(87		)	—			(63		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(15		)	23			(33		)	256			—			231
Interest in earnings of associates, net of tax	—			3			—			16			—			19
Equity account for subsidiaries	261			230			83			—			(574		)	—
NET INCOME	246			256			50			272			(574		)	250
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	246		$	256		$	50		$	268		$	(574	)	$	246



	Three months ended March 31, 2014
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	2		$	1,088		$	—		$	1,090
Investment income	—			—			4			—			4
Other income	—			—			3			—			3
Total revenues	—			2			1,095			—			1,097
EXPENSES
Salaries and benefits	—			(19		)	(551		)	—			(570		)
Other operating expenses	(4		)	(41		)	(120		)	—			(165		)
Depreciation expense	—			(5		)	(18		)	—			(23		)
Amortization of intangible assets	—			—			(13		)	—			(13		)
Total expenses	(4		)	(65		)	(702		)	—			(771		)
OPERATING (LOSS) INCOME	(4		)	(63		)	393			—			326
Other income (expense), net	—			1			(1		)	—			—
Income from group undertakings	—			75			27			(102		)	—
Expenses due to group undertakings	—			(27		)	(75		)	102			—
Interest expense	(11		)	(20		)	(1		)	—			(32		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(34		)	343			—			294
Income taxes	—			24			(87		)	—			(63		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(10		)	256			—			231
Interest in earnings of associates, net of tax	—			3			16			—			19
Equity account for subsidiaries	261			263			—			(524		)	—
NET INCOME	246			256			272			(524		)	250
Less: Net income attributable to noncontrolling interests	—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	246		$	256		$	268		$	(524	)	$	246



	Three months ended March 31, 2015
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	4		$	1,077		$	—		$	1,081
Investment income	—			—			3			—			3
Other income	—			—			3			—			3
Total revenues	—			4			1,083			—			1,087
EXPENSES
Salaries and benefits	—			(20		)	(547		)	—			(567		)
Other operating expenses	(9		)	(16		)	(135		)	—			(160		)
Depreciation expense	—			(5		)	(17		)	—			(22		)
Amortization of intangible assets	—			—			(14		)	—			(14		)
Restructuring costs	—			(19		)	(12		)	—			(31		)
Total expenses	(9		)	(60		)	(725		)	—			(794		)
OPERATING (LOSS) INCOME	(9		)	(56		)	358			—			293
Other (expense) income, net	(12		)	6			(1		)	1			(6		)
Income from group undertakings	—			83			25			(108		)	—
Expenses due to group undertakings	—			(25		)	(83		)	108			—
Interest expense	(11		)	(20		)	(2		)	—			(33		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(32		)	(12		)	297			1			254
Income taxes	—			14			(70		)	—			(56		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(32		)	2			227			1			198
Interest in earnings of associates, net of tax	—			2			14			—			16
Equity account for subsidiaries	242			233			—			(475		)	—
NET INCOME	210			237			241			(474		)	214
Less: Net income attributable to noncontrolling interests	—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	210		$	237		$	237		$	(474	)	$	210

Condensed Consolidating Statement of Operations



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	2		$	—		$	1,088		$	—		$	1,090
Investment income	—			—			—			4			—			4
Other income	—			—			—			3			—			3
Total revenues	—			2			—			1,095			—			1,097
EXPENSES
Salaries and benefits	—			(19		)	—			(551		)	—			(570		)
Other operating expenses	(4		)	(41		)	—			(120		)	—			(165		)
Depreciation expense	—			(5		)	—			(18		)	—			(23		)
Amortization of intangible assets	—			—			—			(13		)	—			(13		)
Total expenses	(4		)	(65		)	—			(702		)	—			(771		)
OPERATING (LOSS) INCOME	(4		)	(63		)	—			393			—			326
Other income (expense), net	—			1			—			(1		)	—			—
Income from group undertakings	—			82			22			27			(131		)	—
Expenses due to group undertakings	—			(49		)	(7		)	(75		)	131			—
Interest expense	(11		)	(11		)	(9		)	(1		)	—			(32		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(40		)	6			343			—			294
Income taxes	—			25			(1		)	(87		)	—			(63		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(15		)	(15		)	5			256			—			231
Interest in earnings of associates, net of tax	—			3			—			16			—			19
Equity account for subsidiaries	261			268			215			—			(744		)	—
NET INCOME	246			256			220			272			(744		)	250
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	246		$	256		$	220		$	268		$	(744	)	$	246

Condensed Consolidating Statement of Operations



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
REVENUES
Commissions and fees	$	—		$	4		$	—		$	1,077		$	—		$	1,081
Investment income	—			—			—			3			—			3
Other income	—			—			—			3			—			3
Total revenues	—			4			—			1,083			—			1,087
EXPENSES
Salaries and benefits	—			(20		)	—			(547		)	—			(567		)
Other operating expenses	(9		)	(16		)	—			(135		)	—			(160		)
Depreciation expense	—			(5		)	—			(17		)	—			(22		)
Amortization of intangible assets	—			—			—			(14		)	—			(14		)
Restructuring costs	—			(19		)	—			(12		)	—			(31		)
Total expenses	(9		)	(60		)	—			(725		)	—			(794		)
OPERATING (LOSS) INCOME	(9		)	(56		)	—			358			—			293
Other (expense) income, net	(12		)	6			—			(1		)	1			(6		)
Income from group undertakings	—			90			22			25			(137		)	—
Expenses due to group undertakings	—			(47		)	(7		)	(83		)	137			—
Interest expense	(11		)	(11		)	(9		)	(2		)	—			(33		)
(LOSS) INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(32		)	(18		)	6			297			1			254
Income taxes	—			15			(1		)	(70		)	—			(56		)
(LOSS) INCOME BEFORE INTEREST IN EARNINGS OF ASSOCIATES	(32		)	(3		)	5			227			1			198
Interest in earnings of associates, net of tax	—			2			—			14			—			16
Equity account for subsidiaries	242			238			209			—			(689		)	—
NET INCOME	210			237			214			241			(688		)	214
Less: Net income attributable to noncontrolling interests	—			—			—			(4		)	—			(4		)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$	210		$	237		$	214		$	237		$	(688	)	$	210

Condensed Consolidated Balance Sheet

Condensed Consolidating Balance Sheet



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	6	$	—	$	—	$	497	$	—		$	503
Accounts receivable, net	—		—		6		1,144		—			1,150
Fiduciary assets	—		—		—		9,444		—			9,444
Deferred tax assets	—		—		—		13		—			13
Other current assets	1		37		21		192		(33		)	218
Amounts due from group undertakings	3,611		936		971		1,137		(6,655		)	—
Total current assets	3,618		973		998		12,427		(6,688		)	11,328
NON-CURRENT ASSETS
Investments in subsidiaries	—		2,910		787		—		(3,697		)	—
Fixed assets, net	—		21		40		401		—			462
Goodwill	—		—		—		2,889		—			2,889
Other intangible assets, net	—		—		—		418		—			418
Investments in associates	—		133		—		34		—			167
Deferred tax assets	—		—		—		6		—			6
Pension benefits asset	—		—		—		606		—			606
Other non-current assets	2		8		2		217		—			229
Non-current amounts due from group undertakings	—		518		752		—		(1,270		)	—
Total non-current assets	2		3,590		1,581		4,571		(4,967		)	4,777
TOTAL ASSETS	$	3,620	$	4,563	$	2,579	$	16,998	$	(11,655	)	$	16,105
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Fiduciary liabilities	$	—	$	—	$	—	$	9,444	$	—		$	9,444
Deferred revenue and accrued expenses	1		12		24		371		—			408
Income taxes payable	—		—		—		82		(33		)	49
Short-term debt and current portion of long-term debt	—		18		149		1		—			168
Deferred tax liabilities	—		—		—		18		—			18
Other current liabilities	60		4		16		381		—			461
Amounts due to group undertakings	—		4,373		1,497		785		(6,655		)	—
Total current liabilities	61		4,407		1,686		11,082		(6,688		)	10,548

Unaudited Condensed Consolidating Balance Sheet (continued)



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors			The Issuer			Other		Consolidating adjustments			Consolidated
	(millions)
NON-CURRENT LIABILITIES
Investments in subsidiaries	465		—			—			—		(465		)	—
Long-term debt	796		760			581			—		—			2,137
Liabilities for pension benefits	—		—			—			277		—			277
Deferred tax liabilities	—		—			—			185		—			185
Provisions for liabilities	—		—			—			188		—			188
Other non-current liabilities	—		—			16			382		—			398
Non-current amounts due to group undertakings	—		—			518			752		(1,270		)	—
Total non-current liabilities	1,261		760			1,115			1,784		(1,735		)	3,185
TOTAL LIABILITIES	$	1,322	$	5,167		$	2,801		$	12,866	$	(8,423	)	$	13,733

REDEEMABLE NONCONTROLLING INTEREST	—		—			—			51		—			51

EQUITY
Total Willis Group Holdings stockholders’ equity	2,298		(604		)	(222		)	4,058		(3,232		)	2,298
Noncontrolling interests	—		—			—			23		—			23
Total equity	2,298		(604		)	(222		)	4,081		(3,232		)	2,321
TOTAL LIABILITIES AND EQUITY	$	3,620	$	4,563		$	2,579		$	16,998	$	(11,655	)	$	16,105

Condensed Consolidating Balance Sheet



	As of December 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			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
Short-term debt and 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 Group Holdings		The Other Guarantors			The Issuer			Other		Consolidating adjustments			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 March 31, 2015
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other		Consolidating adjustments			Consolidated
	(millions)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	6	$	—	$	497	$	—		$	503
Accounts receivable, net	—		6		1,144		—			1,150
Fiduciary assets	—		—		9,444		—			9,444
Deferred tax assets	—		—		13		—			13
Other current assets	1		58		192		(33		)	218
Amounts due from group undertakings	3,611		648		1,137		(5,396		)	—
Total current assets	3,618		712		12,427		(5,429		)	11,328
NON-CURRENT ASSETS
Investments in subsidiaries	—		3,919		—		(3,919		)	—
Fixed assets, net	—		61		401		—			462
Goodwill	—		—		2,889		—			2,889
Other intangible assets, net	—		—		418		—			418
Investments in associates	—		133		34		—			167
Deferred tax assets	—		—		6		—			6
Pension benefits asset	—		—		606		—			606
Other non-current assets	2		10		217		—			229
Non-current amounts due from group undertakings	—		752		—		(752		)	—
Total non-current assets	2		4,875		4,571		(4,671		)	4,777
TOTAL ASSETS	$	3,620	$	5,587	$	16,998	$	(10,100	)	$	16,105
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Fiduciary liabilities	$	—	$	—	$	9,444	$	—		$	9,444
Deferred revenue and accrued expenses	1		36		371		—			408
Income taxes payable	—		—		82		(33		)	49
Short-term debt and current portion of long-term debt	—		167		1		—			168
Deferred tax liabilities	—		—		18		—			18
Other current liabilities	60		20		381		—			461
Amounts due to group undertakings	—		4,611		785		(5,396		)	—
Total current liabilities	61		4,834		11,082		(5,429		)	10,548

Unaudited Condensed Consolidating Balance Sheet (continued)



	As of March 31, 2015
	Willis Group Holdings - the Parent Issuer		The Guarantors			Other		Consolidating adjustments			Consolidated
	(millions)
NON-CURRENT LIABILITIES
Investments in subsidiaries	465		—			—		(465		)	—
Long-term debt	796		1,341			—		—			2,137
Liabilities for pension benefits	—		—			277		—			277
Deferred tax liabilities	—		—			185		—			185
Provisions for liabilities	—		—			188		—			188
Other non-current liabilities	—		16			382		—			398
Non-current amounts due to group undertakings	—		—			752		(752		)	—
Total non-current liabilities	1,261		1,357			1,784		(1,217		)	3,185
TOTAL LIABILITIES	$	1,322	$	6,191		$	12,866	$	(6,646	)	$	13,733

REDEEMABLE NONCONTROLLING INTEREST	—		—			51		—			51

EQUITY
Total Willis Group Holdings stockholders’ equity	2,298		(604		)	4,058		(3,454		)	2,298
Noncontrolling interests	—		—			23		—			23
Total equity	2,298		(604		)	4,081		(3,454		)	2,321
TOTAL LIABILITIES AND EQUITY	$	3,620	$	5,587		$	16,998	$	(10,100	)	$	16,105

Condensed Consolidating Balance Sheet



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	6	$	—	$	—	$	497	$	—		$	503
Accounts receivable, net	—		6		—		1,144		—			1,150
Fiduciary assets	—		—		—		9,444		—			9,444
Deferred tax assets	—		—		—		13		—			13
Other current assets	1		63		2		192		(40		)	218
Amounts due from group undertakings	3,611		1,076		803		1,137		(6,627		)	—
Total current assets	3,618		1,145		805		12,427		(6,667		)	11,328
NON-CURRENT ASSETS
Investments in subsidiaries	—		3,875		2,949		—		(6,824		)	—
Fixed assets, net	—		61		—		401		—			462
Goodwill	—		—		—		2,889		—			2,889
Other intangible assets, net	—		—		—		418		—			418
Investments in associates	—		133		—		34		—			167
Deferred tax assets	—		—		—		6		—			6
Pension benefits asset	—		—		—		606		—			606
Other non-current assets	2		2		8		217		—			229
Non-current amounts due from group undertakings	—		752		518		—		(1,270		)	—
Total non-current assets	2		4,823		3,475		4,571		(8,094		)	4,777
TOTAL ASSETS	$	3,620	$	5,968	$	4,280	$	16,998	$	(14,761	)	$	16,105
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Fiduciary liabilities	$	—	$	—	$	—	$	9,444	$	—		$	9,444
Deferred revenue and accrued expenses	1		36		—		371		—			408
Income taxes payable	—		—		7		82		(40		)	49
Short-term debt and current portion of long-term debt	—		149		18		1		—			168
Deferred tax liabilities	—		—		—		18		—			18
Other current liabilities	60		16		4		381		—			461
Amounts due to group undertakings	—		5,256		586		785		(6,627		)	—
Total current liabilities	61		5,457		615		11,082		(6,667		)	10,548

Unaudited Condensed Consolidating Balance Sheet (continued)



	As of March 31, 2015
	Willis Group Holdings		The Other Guarantors			The Issuer		Other		Consolidating adjustments			Consolidated
	(millions)
NON-CURRENT LIABILITIES
Investments in subsidiaries	465		—			—		—		(465		)	—
Long-term debt	796		581			760		—		—			2,137
Liabilities for pension benefits	—		—			—		277		—			277
Deferred tax liabilities	—		—			—		185		—			185
Provisions for liabilities	—		—			—		188		—			188
Other non-current liabilities	—		16			—		382		—			398
Non-current amounts due to group undertakings	—		518			—		752		(1,270		)	—
Total non-current liabilities	1,261		1,115			760		1,784		(1,735		)	3,185
TOTAL LIABILITIES	$	1,322	$	6,572		$	1,375	$	12,866	$	(8,402	)	$	13,733

REDEEMABLE NONCONTROLLING INTEREST	—		—			—		51		—			51

EQUITY
Total Willis Group Holdings stockholders’ equity	2,298		(604		)	2,905		4,058		(6,359		)	2,298
Noncontrolling interests	—		—			—		23		—			23
Total equity	2,298		(604		)	2,905		4,081		(6,359		)	2,321
TOTAL LIABILITIES AND EQUITY	$	3,620	$	5,968		$	4,280	$	16,998	$	(14,761	)	$	16,105

Condensed Consolidating Balance Sheet



	As of December 31, 2014
	Willis Group Holdings		The Other Guarantors		The Issuer		Other		Consolidating adjustments			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
Short-term debt and 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 Group Holdings		The Other Guarantors			The Issuer		Other		Consolidating adjustments			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 Balance Sheet



	As of December 31, 2014
	Willis Group Holdings - the Parent Issuer		The Guarantors		Other		Consolidating adjustments			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 to 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 to 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
Short-term debt and 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 Group Holdings - the Parent Issuer		The Guarantors			Other		Consolidating adjustments			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 Statement of Cash Flows



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(23	)	$	25		$	(21	)	$	25		$	(1	)	$	5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			1			1			(1		)	1
Additions to fixed assets	—			(2		)	(2		)	(19		)	1			(22		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Payments to acquire other investments	—			—			—			(4		)	—			(4		)
Proceeds from sale of operations, net of cash disposed	—			—			—			5			—			5
Proceeds from intercompany investing activities	65			12			120			115			(312		)	—
Repayments of intercompany investing activities	—			—			—			(16		)	16			—
Net cash provided by (used in) investing activities	65			10			119			81			(296		)	(21		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(2		)	—			(2		)
Repayments of debt	—			(4		)	—			—			—			(4		)
Repurchase of shares	(35		)	—			—			—			—			(35		)
Proceeds from issue of shares	43			—			—			—			—			43
Excess tax benefits from share-based payment arrangements	—			—			—			1			—			1
Dividends paid	(50		)	—			—			(1		)	1			(50		)
Dividends paid to noncontrolling interests	—			—			—			(2		)	—			(2		)
Proceeds from intercompany financing activities	—			16			—			—			(16		)	—
Repayments of intercompany financing activities	—			(47		)	(98		)	(167		)	312			—
Net cash used in financing activities	(42		)	(35		)	(98		)	(171		)	297			(49		)
DECREASE IN CASH AND CASH EQUIVALENTS	—			—			—			(65		)	—			(65		)
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		$	3		$	—		$	728		$	—		$	734

Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(20	)	$	13		$	(47	)	$	(10	)	$	—		$	(64	)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			—			4			—			4
Additions to fixed assets	—			(3		)	(1		)	(12		)	—			(16		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Acquisitions of operations, net of cash acquired	—			—			—			(8		)	—			(8		)
Proceeds from disposal of operations, net of cash disposed	—			—			—			13			—			13
Proceeds from intercompany investing activities	51			—			48			—			(99		)	—
Repayments of intercompany investing activities	—			(11		)	—			(26		)	37			—
Net cash provided by (used in) investing activities	51			(14		)	47			(30		)	(62		)	(8		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(1		)	—			(1		)
Repayments of debt	—			(4		)	—			—			—			(4		)
Repurchase of shares	(15		)	—			—			—			—			(15		)
Proceeds from issue of shares	35			—			—			—			—			35
Excess tax benefits from share-based payment arrangements	—			—			—			3			—			3
Dividends paid	(54		)	—			—			—			—			(54		)
Dividends paid to noncontrolling interests	—			—			—			(3		)	—			(3		)
Proceeds from intercompany financing activities	—			26			—			11			(37		)	—
Repayments of intercompany financing activities	—			(23		)	—			(76		)	99			—
Net cash used in financing activities	(34		)	(1		)	—			(66		)	62			(39		)
DECREASE IN CASH AND CASH EQUIVALENTS	(3		)	(2		)	—			(106		)	—			(111		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			(21		)	—			(21		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9			2			—			624			—			635
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	6		$	—		$	—		$	497		$	—		$	503

Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2015
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH USED IN OPERATING ACTIVITIES	$	(20	)	$	(34	)	$	(10	)	$	—		$	(64	)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			4			—			4
Additions to fixed assets	—			(4		)	(12		)	—			(16		)
Additions to intangible assets	—			—			(1		)	—			(1		)
Acquisitions of operations, net of cash acquired	—			—			(8		)	—			(8		)
Proceeds from disposal of operations, net of cash disposed	—			—			13			—			13
Proceeds from intercompany investing activities	51			48			—			(99		)	—
Repayments of intercompany investing activities	—			(11		)	(26		)	37			—
Net cash provided by (used in) investing activities	51			33			(30		)	(62		)	(8		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			(1		)	—			(1		)
Repayments of debt	—			(4		)	—			—			(4		)
Repurchase of shares	(15		)	—			—			—			(15		)
Proceeds from issue of shares	35			—			—			—			35
Excess tax benefits from share-based payment arrangement	—			—			3			—			3
Dividends paid	(54		)	—			—			—			(54		)
Dividends paid to noncontrolling interests	—			—			(3		)	—			(3		)
Proceeds from intercompany financing activities	—			26			11			(37		)	—
Repayments of intercompany financing activities	—			(23		)	(76		)	99			—
Net cash used in financing activities	(34		)	(1		)	(66		)	62			(39		)
DECREASE IN CASH AND CASH EQUIVALENTS	(3		)	(2		)	(106		)	—			(111		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(21		)	—			(21		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9			2			624			—			635
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	6		$	—		$	497		$	—		$	503

Unaudited Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2014
	Willis Group Holdings - the Parent Issuer			The Guarantors			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(23	)	$	4		$	25		$	(1	)	$	5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			1			1			(1		)	1
Additions to fixed assets	—			(4		)	(19		)	1			(22		)
Additions to intangible assets	—			—			(1		)	—			(1		)
Payments to acquire other investments	—			—			(4		)	—			(4		)
Proceeds from disposal of operations, net of cash disposed	—			—			5			—			5
Proceeds from intercompany investing activities	65			120			115			(300		)	—
Repayments of intercompany investing activities	—			—			(16		)	16			—
Net cash provided by (used in) investing activities	65			117			81			(284		)	(21		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			(2		)	—			(2		)
Repayments of debt	—			(4		)	—			—			(4		)
Repurchase of shares	(35		)	—			—			—			(35		)
Proceeds from issue of shares	43			—			—			—			43
Excess tax benefits from share-based payment arrangement	—			—			1			—			1
Dividends paid	(50		)	—			(1		)	1			(50		)
Dividends paid to noncontrolling interests	—			—			(2		)	—			(2		)
Proceeds from intercompany financing activities	—			16			—			(16		)	—
Repayments of intercompany financing activities	—			(133		)	(167		)	300			—
Net cash used in financing activities	(42		)	(121		)	(171		)	285			(49		)
DECREASE IN CASH AND CASH EQUIVALENTS	—			—			(65		)	—			(65		)
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		$	3		$	728		$	—		$	734

Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2015
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(20	)	$	(35	)	$	1		$	(10	)	$	—		$	(64	)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			—			—			4			—			4
Additions to fixed assets	—			(4		)	—			(12		)	—			(16		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Acquisitions of operations, net of cash acquired	—			—			—			(8		)	—			(8		)
Proceeds from disposal of operations, net of cash disposed	—			—			—			13			—			13
Proceeds from intercompany investing activities	51			48			—			—			(99		)	—
Repayments of intercompany investing activities	—			(11		)	—			(26		)	37			—
Net cash provided by (used in) investing activities	51			33			—			(30		)	(62		)	(8		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(1		)	—			(1		)
Repayments of debt	—			—			(4		)	—			—			(4		)
Repurchase of shares	(15		)	—			—			—			—			(15		)
Proceeds from issue of shares	35			—			—			—			—			35
Excess tax benefits from share-based payment arrangements	—			—			—			3			—			3
Dividends paid	(54		)	—			—			—			—			(54		)
Dividends paid to noncontrolling interests	—			—			—			(3		)	—			(3		)
Proceeds from intercompany financing activities	—			23			3			11			(37		)	—
Repayments of intercompany financing activities	—			(23		)	—			(76		)	99			—
Net cash used in financing activities	(34		)	—			(1		)	(66		)	62			(39		)
DECREASE IN CASH AND CASH EQUIVALENTS	(3		)	(2		)	—			(106		)	—			(111		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			(21		)	—			(21		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	9			2			—			624			—			635
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	6		$	—		$	—		$	497		$	—		$	503

Unaudited Condensed Consolidating Statement of Cash Flows



	Three months ended March 31, 2014
	Willis Group Holdings			The Other Guarantors			The Issuer			Other			Consolidating adjustments			Consolidated
	(millions)
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	$	(23	)	$	28		$	(24	)	$	25		$	(1	)	$	5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	—			1			—			1			(1		)	1
Additions to fixed assets	—			(4		)	—			(19		)	1			(22		)
Additions to intangible assets	—			—			—			(1		)	—			(1		)
Payments to acquire other investments	—			—			—			(4		)	—			(4		)
Proceeds from disposal of operations, net of cash disposed	—			—			—			5			—			5
Proceeds from intercompany investing activities	65			120			12			115			(312		)	—
Repayments of intercompany investing activities	—			—			—			(16		)	16			—
Net cash provided by (used in) investing activities	65			117			12			81			(296		)	(21		)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	—			—			—			(2		)	—			(2		)
Repayments of debt	—			—			(4		)	—			—			(4		)
Repurchase of shares	(35		)	—			—			—			—			(35		)
Proceeds from issue of shares	43			—			—			—			—			43
Excess tax benefits from share-based payment arrangements	—			—			—			1			—			1
Dividends paid	(50		)	—			—			(1		)	1			(50		)
Dividends paid to noncontrolling interests	—			—			—			(2		)	—			(2		)
Proceeds from intercompany financing activities	—			—			16			—			(16		)	—
Repayments of intercompany financing activities	—			(145		)	—			(167		)	312			—
Net cash (used in) provided by financing activities	(42		)	(145		)	12			(171		)	297			(49		)
DECREASE IN CASH AND CASH EQUIVALENTS	—			—			—			(65		)	—			(65		)
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		$	3		$	—		$	728		$	—		$	734

RESTRUCTURING COSTS (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended	15 Months Ended
	Mar. 31, 2015 Positions	Mar. 31, 2014	Dec. 31, 2014	Mar. 31, 2015
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Expected Number of Positions Eliminated	3,500
Restructuring Costs	$ 31	$ 0	$ 36	$ 67
Payments for Restructuring	19		25
North America [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	7			10
International [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	3			8
Willis GB [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	4			14
Capital, Wholesale & Reinsurance [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	6			7
Corporate [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	11			28
Contract Termination [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	10		16	26
Payments for Restructuring	4		11
Contract Termination [Member] \| North America [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	2		3	5
Contract Termination [Member] \| International [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	2		3	5
Contract Termination [Member] \| Willis GB [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	0		9	9
Contract Termination [Member] \| Capital, Wholesale & Reinsurance [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	6		1	7
Contract Termination [Member] \| Corporate [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	0		0	0
Others [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	21		20	41
Payments for Restructuring	15		14
Others [Member] \| North America [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	5		0	5
Others [Member] \| International [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	1		2	3
Others [Member] \| Willis GB [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	4		1	5
Others [Member] \| Capital, Wholesale & Reinsurance [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	0		0	0
Others [Member] \| Corporate [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Costs	$ 11		$ 17	$ 28

RESTRUCTURING COSTS (Restructuring Reserve) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended	15 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014	Mar. 31, 2015
Restructuring Reserve [Roll Forward]
Beginning balance	$ 11	$ 0	$ 0	$ 0
Restructuring Costs	31	0	36	67
Cash payments	(19)		(25)
Restructuring Reserve, Translation Adjustment	(1)
Ending balance	22		11	22
Contract Termination [Member]
Restructuring Reserve [Roll Forward]
Beginning balance	5	0	0	0
Restructuring Costs	10		16	26
Cash payments	(4)		(11)
Restructuring Reserve, Translation Adjustment	(1)
Ending balance	10		5	10
Others [Member]
Restructuring Reserve [Roll Forward]
Beginning balance	6	0	0	0
Restructuring Costs	21		20	41
Cash payments	(15)		(14)
Restructuring Reserve, Translation Adjustment	0
Ending balance	12		6	12
North America [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	7			10
North America [Member] \| Contract Termination [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	2		3	5
North America [Member] \| Others [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	5		0	5
Corporate [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	11			28
Corporate [Member] \| Contract Termination [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	0		0	0
Corporate [Member] \| Others [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	11		17	28
International [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	3			8
International [Member] \| Contract Termination [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	2		3	5
International [Member] \| Others [Member]
Restructuring Reserve [Roll Forward]
Restructuring Costs	$ 1		$ 2	$ 3

OTHER INCOME (EXPENSE), NET (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Other Income Expense [Abstract]
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal	$ 4	$ (3)
Foreign Currency Transaction Gain (Loss), Realized	(10)	3
Other Nonoperating Income (Expense)	$ (6)	$ 0

INCOME TAXES (Components of Tax Charge) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Income Tax Examination [Line Items]
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	$ 254	$ 294
Tax amount as reported	(56)	(63)
Effective tax rate as reported	22.00%	21.00%
Discontinued Operation, Tax (Expense) Benefit from Provision for (Gain) Loss on Disposal	(2)	1
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal	4	(3)
Effective tax rate reconciliation percent from disposal of operation loss	50.00%	33.00%
Net Adjustment In Respect Of Prior Periods Income Before Tax	8	(2)
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent	35.00%
Deferred Tax Assets, Valuation Allowance	163
Non-US income tax authorities [Member]
Income Tax Examination [Line Items]
Ordinary income taxed at estimated annual effective tax rate, Income before tax	250	232
Ordinary income taxed at estimated annual effective tax rate, Tax amount	(62)	(50)
Effective tax rate as reported	25.00%	22.00%
UNITED STATES
Income Tax Examination [Line Items]
Ordinary income taxed at estimated annual effective tax rate, Income before tax		65
Ordinary income taxed at estimated annual effective tax rate, Tax amount		$ (12)
Effective tax rate as reported		18.00%

EARNINGS PER SHARE (Additional Information) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Net income	$ 214	$ 250
Net income attributable to Willis Group Holdings	$ 210	$ 246
Outstanding Time Based Stock Options	5.0	7.0
Outstanding performance-based stock options	3.1	5.0
Restricted stock units outstanding	3.4	2.9
Antidilutive stock options	1.4	1.8

- Definition

Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented.

+ References+ Details

- Definition

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

+ References+ Details

EARNINGS PER SHARE (Basic and Diluted Earnings Per Share) (Details) (USD $) Share data in Millions, except Per Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Earnings Per Share [Abstract]
Net income attributable to Willis Group Holdings	$ 210,000,000	$ 246,000,000
Basic average number of shares outstanding	179	179
Dilutive effect of potentially issuable shares	3	3
Diluted average number of shares outstanding	182	182
Income (Loss) from Continuing Operations, Per Basic Share	$ 1.17	$ 1.37
Net income attributable to Willis Group Holdings shareholders	$ 1.17	$ 1.37
Dilutive Securities, Effect on Basic Earnings Per Share	$ (0.02)	$ (0.02)
Income (Loss) from Continuing Operations, Per Diluted Share	$ 1.15	$ 1.35
Net income attributable to Willis Group Holdings shareholders	$ 1.15	$ 1.35

PENSION PLANS (Components of Net Periodic Benefit (Income) Cost) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Defined Benefit Plan Disclosure [Line Items]
Net periodic benefit (income) cost	$ (13)	$ (4)
UK Defined Benefit Pension Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	10	11
Interest cost	26	30
Expected return on plan assets	(57)	(54)
Amortization of unrecognized prior service gain	(2)	(1)
Defined Benefit Plan, Amortization of Gains (Losses)	9	11
Net periodic benefit (income) cost	(14)	(3)
US Defined Benefit Pension Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	0	0
Interest cost	10	10
Expected return on plan assets	(14)	(13)
Amortization of unrecognized prior service gain	0	0
Defined Benefit Plan, Amortization of Gains (Losses)	3	1
Net periodic benefit (income) cost	(1)	(2)
International and US non-qualified Defined Benefit Pension Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	1	0
Interest cost	2	2
Expected return on plan assets	(1)	(1)
Amortization of unrecognized prior service gain	0	0
Defined Benefit Plan, Amortization of Gains (Losses)	0	0
Net periodic benefit (income) cost	$ 2	$ 1

PENSION PLANS (Additional Information) (Details) In Millions, unless otherwise specified	3 Months Ended									12 Months Ended
	Mar. 31, 2015 USD ($)	Mar. 31, 2015 GBP (£)	Mar. 31, 2015 UK Defined Benefit Pension Plan [Member] USD ($)	Mar. 31, 2014 UK Defined Benefit Pension Plan [Member] USD ($)	Mar. 31, 2015 US Defined Benefit Pension Plans [Member] USD ($)	Mar. 31, 2014 US Defined Benefit Pension Plans [Member] USD ($)	Mar. 31, 2015 International and US non-qualified Defined Benefit Pension Plans [Member] USD ($)	Mar. 31, 2014 International and US non-qualified Defined Benefit Pension Plans [Member] USD ($)	Mar. 31, 2015 Parent [Member] USD ($)	Dec. 31, 2014 Parent [Member] USD ($)
Defined Benefit Plan Disclosure [Line Items]
Cash contributions made to defined benefit pension plans			$ 40	$ 21	$ 0	$ 2	$ 2	$ 2
Employee cash contributions made to defined benefit pension plans			2	3
Estimated contributions made to defined benefit pension plans			93
Contribution related to on going calculations			18
Contribution rate for normal on-going contributions			15.90%
Contributions towards funding the deficit			54
Exceptional return contribution in the current fiscal year			21
Stock Repurchased During Period, Value									15	213
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	463
Date of announcement of UK Defined Benefit pension amendment	Mar. 06, 2015	Mar. 06, 2015
Estimated full year employee contributions			9
Contributions made to defined benefit pension plans					10		10
Defined Benefit Plan, Effect of Plan Amendment on Accumulated Benefit Obligation			$ 215

COMMITMENTS AND CONTINGENCIES (Additional Information) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		1 Months Ended	3 Months Ended	1 Months Ended	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Jul. 31, 2010 Trident V Parallel Fund [Member]	Mar. 31, 2015 Trident V Parallel Fund [Member]	May 31, 2011 Dowling Capital Partners I [Member]	Mar. 31, 2015 Dowling Capital Partners I [Member]
Loss Contingencies [Line Items]
Capital commitments			$ 25		$ 10
Capital contributions	$ 0	$ 4		$ 22		$ 7

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Additional Information) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Dec. 31, 2014	Apr. 28, 2014	Mar. 03, 2014
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Asset, Fair Value, Gross Asset	$ 39	$ 26
Credit Facility restricted to regulatory purposes	20
Net derivative (gains) reclassified from accumulated comprehensive income into earnings within the next twelve months	1
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	255
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]
Line of Credit Facility, Interest Rate Description	LIBOR plus 1.50%
Revolving credit facilities available	800
Debt Instrument, Maturity Date	Jul. 23, 2018
Number of Revolving Facilities	2
Revolving credit facility	0	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%
Currency Swap [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Notional Amount	606	352
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%
Eurocurrency Rate Loans [Member] \| Revolving Credit Facility Four [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Line of Credit Facility, Interest Rate Description	LIBOR plus 1.50% to 2.25%
Federal Funds Purchased [Member] \| Revolving Credit Facility Four [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Line of Credit Facility, Interest Rate Description	Federal Funds rates plus 0.5%
Variable based on LIBOR [Member] \| Revolving Credit Facility Four [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Line of Credit Facility, Interest Rate Description	LIBOR plus 1.00%, plus 0.5% to 1.25%
Other Assets [Member] \| Forward Contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Asset, Fair Value, Gross Asset	$ 39	$ 26

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Forward Contracts by Major Currency) (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2015
US Dollar [Member]
Derivative [Line Items]
Derivative, Notional Amount	$ 727
Foreign Currency Fair Value Hedge Derivative at Fair Value	(47)
Euro [Member]
Derivative [Line Items]
Derivative, Notional Amount	197
Foreign Currency Fair Value Hedge Derivative at Fair Value	32
Japanese Yen [Member]
Derivative [Line Items]
Derivative, Notional Amount	55
Foreign Currency Fair Value Hedge Derivative at Fair Value	$ 7

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Balance Sheet Disclosures) (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Assets:
Derivative assets financial and hedging instruments, fair value	$ 39	$ 26
Liabilities:
Derivative liabilities financial and hedging instruments, fair value	47	21
Other Assets [Member] \| Forward Exchange Contracts [Member]
Assets:
Derivative assets financial and hedging instruments, fair value	39	26
Other Liabilities [Member] \| Forward Exchange Contracts [Member]
Liabilities:
Derivative liabilities financial and hedging instruments, fair value		$ 21

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Effects of Gains/(Losses) on Derivative Financial Instruments) (Details) (USD $)
In Millions, unless otherwise specified

3 Months Ended

Mar. 31, 2015

Mar. 31, 2014

Derivative Instruments, Gain (Loss) [Line Items]

Amount of gain (loss) recognized in OCI(i) (effective element)

$ (14)

^[1]

$ 0

^[1]

Amount of gain (loss) reclassified from accumulated OCI(i) into income (effective element)

^[1]

(1)

^[1]

Amount of gain (loss) recognized in income (ineffective hedges and ineffective element of effective hedges)

Interest Rate Swaps [Member]

Derivative Instruments, Gain (Loss) [Line Items]

Amount of gain (loss) recognized in OCI(i) (effective element)

^[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]

(2)

^[1]

Interest Rate Swaps [Member] | Operating Expense [Member]

Derivative Instruments, Gain (Loss) [Line Items]

Amount of gain (loss) recognized in income (ineffective hedges and ineffective element of effective hedges)

Forward Exchange Contracts [Member]

Derivative Instruments, Gain (Loss) [Line Items]

Amount of gain (loss) recognized in OCI(i) (effective element)

(14)

^[1]

Forward Exchange Contracts [Member] | Interest Expense [Member]

Derivative Instruments, Gain (Loss) [Line Items]

Amount of gain (loss) recognized in income (ineffective hedges and ineffective element of effective hedges)

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

^[1]

[1]	Other Comprehensive Loss

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Fair Value Hedging Relationships) (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Asset	$ 22	$ 16
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%
Senior Notes Due Two Thousand Fifteen [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Debt Instrument, Interest Rate, Stated Percentage	5.625%	5.625%
Foreign Exchange [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Asset	$ 2

- Definition

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

+ References+ Details

FAIR VALUE MEASUREMENT (Assets and Liabilities Measured on Recurring Basis) (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Assets at fair value:
Derivative financial instruments	$ 22	$ 16
Liabilities at fair value:
Derivative Liability, Fair Value, Gross Liability	47	21
Fair Value, Measurements, Recurring [Member]
Assets at fair value:
Derivative financial instruments	39	26
Total assets	39	26
Liabilities at fair value:
Derivative financial instruments	47	21
Total liabilities	47	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	39	26
Total assets	39	26
Liabilities at fair value:
Derivative financial instruments		21
Total liabilities	47	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	503	635
Fiduciary funds (included within Fiduciary assets)	2,015	1,888
Forward Contracts [Member] \| Fair Value, Inputs, Level 2 [Member]
Liabilities at fair value:
Derivative Liability, Fair Value, Gross Liability	$ 47

- Definition

+ References+ Details

- Definition

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

+ References+ Details

FAIR VALUE MEASUREMENT (Estimated Fair Values) (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Asset, Fair Value, Gross Asset	$ 39	$ 26
Derivative Asset	22	16
Liabilities:
Long-term debt	2,137	2,142
Derivative Liability, Fair Value, Gross Liability	47	21
Fair Value [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	503	635
Fiduciary funds (included within Fiduciary assets)	2,015	1,888
Liabilities:
Current portion of long-term debt	169	169
Long-term debt	2,330	2,327
Carrying Amount [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	503	635
Fiduciary funds (included within Fiduciary assets)	2,015	1,888
Liabilities:
Current portion of long-term debt	168	167
Long-term debt	2,137	2,142
Forward Exchange Contracts [Member] \| Fair Value, Inputs, Level 2 [Member]
Liabilities:
Derivative Liability, Fair Value, Gross Liability	47
Forward Exchange Contracts [Member] \| Other Assets [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Asset, Fair Value, Gross Asset	39	26
Forward Exchange Contracts [Member] \| Other Liabilities [Member]
Liabilities:
Derivative Liability, Fair Value, Gross Liability		21
Fair Value, Measurements, Recurring [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Asset	39	26
Liabilities:
Derivative financial instruments	47	21
Fair Value, Measurements, Recurring [Member] \| Fair Value, Inputs, Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative Asset	39	26
Liabilities:
Derivative financial instruments		$ 21

GOODWILL (Goodwill by Segment) (Details) (USD $)
In Millions, unless otherwise specified

3 Months Ended

12 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Goodwill [Line Items]

Goodwill, Gross

$ 3,429

$ 3,330

Goodwill, Impaired, Accumulated Impairment Loss

(492)

Goodwill, Net

2,937

2,838

Goodwill, Other Changes

^[1]

Purchase price allocation adjustments

Goodwill acquired during the period

184

Goodwill disposed of during the year

(6)

(48)

Foreign exchange

(42)

(50)

Goodwill, Gross

3,381

3,429

Goodwill, Impaired, Accumulated Impairment Loss

(492)

Goodwill, Ending Balance

2,889

2,937

Willis GB formerly Global [Member]

Goodwill [Line Items]

Goodwill, Gross

1,234

1,145

Goodwill, Impaired, Accumulated Impairment Loss

Goodwill, Net

1,234

1,145

Goodwill, Other Changes

(679)

^[1]

Purchase price allocation adjustments

Goodwill acquired during the period

Goodwill disposed of during the year

Foreign exchange

(4)

(7)

Goodwill, Gross

551

1,234

Goodwill, Impaired, Accumulated Impairment Loss

Goodwill, Ending Balance

551

1,234

Capital, Wholesale & Reinsurance [Member]

Goodwill [Line Items]

Goodwill, Gross

Goodwill, Impaired, Accumulated Impairment Loss

Goodwill, Net

Goodwill, Other Changes

852

^[1]

Purchase price allocation adjustments

Goodwill acquired during the period

Goodwill disposed of during the year

Foreign exchange

(1)

Goodwill, Gross

851

Goodwill, Impaired, Accumulated Impairment Loss

Goodwill, Ending Balance

851

Willis North America

Goodwill [Line Items]

Goodwill, Gross

1,686

1,776

Goodwill, Impaired, Accumulated Impairment Loss

(492)

Goodwill, Net

1,194

1,284

Goodwill, Other Changes

(174)

^[1]

(45)

^[1]

Purchase price allocation adjustments

Goodwill acquired during the period

Goodwill disposed of during the year

(6)

(48)

Foreign exchange

(1)

Goodwill, Gross

1,505

1,686

Goodwill, Impaired, Accumulated Impairment Loss

(492)

Goodwill, Ending Balance

1,013

1,194

Willis International

Goodwill [Line Items]

Goodwill, Gross

509

409

Goodwill, Impaired, Accumulated Impairment Loss

Goodwill, Net

509

409

Goodwill, Other Changes

^[1]

(43)

^[1]

Purchase price allocation adjustments

Goodwill acquired during the period

179

Goodwill disposed of during the year

Foreign exchange

(36)

(43)

Goodwill, Gross

474

509

Goodwill, Impaired, Accumulated Impairment Loss

Goodwill, Ending Balance

$ 474

$ 509

[1]

OTHER INTANGIBLE ASSETS, NET (Major Classes of Amortizable Intangible Assets) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	$ 14	$ 13
Gross carrying amount	747		771
Accumulated amortization	(329)		(321)
Net carrying amount	418		450
Client Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	672		689
Accumulated amortization	(323)		(316)
Net carrying amount	349		373
Management contracts [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	65		71
Accumulated amortization	(2)		(1)
Net carrying amount	63		70
Other Intangible Assets [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	10		11
Accumulated amortization	(4)		(4)
Net carrying amount	$ 6		$ 7

OTHER INTANGIBLE ASSETS, NET (Additional Information) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Amortization of intangible assets	$ 14	$ 13

OTHER INTANGIBLE ASSETS, NET (Estimated Aggregate Amortization) (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Remainder of 2015	$ 41
2016	49
2017	44
2018	40
2019	36
Thereafter	208
Net carrying amount	$ 418	$ 450

OTHER ASSETS (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Other current assets
Prepayments and accrued income	$ 89	$ 81
Income tax receivable	28	30
Deferred compensation plan asset current	12	17
Derivative Asset	22	16
Other Receivables, Net, Current	67	70
Total other current assets	218	214
Other non-current assets
Deferred compensation plan assets	90	92
Accounts Receivable, Net, Noncurrent	29	29
Other Investments	29	29
Derivative Asset, Noncurrent	17	10
Other receivables	64	60
Total other non-current assets	229	220
Total other assets	$ 447	$ 434

OTHER LIABILITIES (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Other current liabilities
Accounts payable	$ 130	$ 131
Accrued dividends payable	58	55
Accrual for Taxes Other than Income Taxes, Current	103	44
Derivative Liability, Current	23	12
Deferred Compensation Liability, Current	12	17
Other payables	135	185
Total other current liabilities	461	444
Other non-current liabilities
Incentives from lessors	164	171
Deferred compensation plan liability	90	92
Accounts Payable and Accrued Liabilities, Noncurrent	18	14
Derivative Liability, Noncurrent	24	9
Other payables	102	103
Total other non-current liabilities	398	389
Total other liabilities	$ 859	$ 833

DEBT (Short term debt and current portion of long-term debt) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Short-term Debt [Line Items]
Current portion of long-term debt	$ 168	$ 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 2016	18	17
Term Loan Facility Expires Twenty Fifteen [Member]
Short-term Debt [Line Items]
Current portion of 7-year term loan facility expires 2016	1	1
Revolving Credit Facility [Member]
Short-term Debt [Line Items]
Revolving credit facility outstanding balance at balance sheet date	0	0
Five Point Six Two Five Percent Senior Notes Due Two Thousand Fifteen [Member]
Short-term Debt [Line Items]
Senior Notes, Noncurrent	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, Noncurrent	$ 1	$ 1

- Definition

The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.

+ References+ Details

DEBT (Long-term debt) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Long-term debt, Total	$ 2,137	$ 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	237	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	299	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	0	0
Revolving credit facilities available	$ 800
Debt Instrument, Maturity Date	Jul. 23, 2018

- Definition

+ References+ Details

DEBT (Additional Information) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 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	255
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Revolving credit facilities available	800
Line of Credit Facility, Interest Rate Description	LIBOR plus 1.50%
Facility expiration date	Jul. 23, 2018
Revolving credit facility outstanding balance at balance sheet date	0	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 5-year term loan	237	242
Line of Credit Facility, Interest Rate Description	LIBOR plus 1.50%
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%
Eurocurrency Rate Loans [Member] \| Revolving Credit Facility Four [Member]
Debt Instrument [Line Items]
Line of Credit Facility, Interest Rate Description	LIBOR plus 1.50% to 2.25%
Variable based on LIBOR [Member] \| Revolving Credit Facility Four [Member]
Debt Instrument [Line Items]
Line of Credit Facility, Interest Rate Description	LIBOR plus 1.00%, plus 0.5% to 1.25%
Federal Funds Purchased [Member] \| Revolving Credit Facility Four [Member]
Debt Instrument [Line Items]
Line of Credit Facility, Interest Rate Description	Federal Funds rates plus 0.5%

COMPREHENSIVE INCOME (LOSS) (Components of OCI) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, before Tax	$ (112)	$ 3
Tax on Foreign Currency Translation Adjustment	0	0
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax	(112)	3
Foreign Currency Translation on Pension Funding Adjustments, Before Tax	40	(5)
Tax on Foreign Currency Translation on Pension Funding Adjustments	(10)	2
Foreign Currency Translation on Pension Funding Adjustments, Net of Tax	30	(3)
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
Tax on amortization of unrecognized actuarial loss	(2)	(2)
Amortization of unrecognized actuarial loss, Net of tax	10	10
Amortization of unrecognized prior service gain, before Tax	(2)	(1)
Tax on Amortization of unrecognized prior service gain	0	0
Amortization of unrecognized prior service gain, Net of Tax	(2)	(1)
Total Pension and Other Postretirement Benefit Plans, Adjustment, before Tax	290	6
Pension and Other Postretirement Benefit Plans, Tax	(60)	0
Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax	230	6
Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax	(11)
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	0	(1)
Reclassification Adjustment on Derivatives Included in Net Income, Tax	0	0
Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax	0	(1)
Derivatives Qualifying as Hedges, before Tax	(14)	(1)
Derivatives Qualifying as Hedges, Tax	3	0
Derivatives Qualifying as Hedges, Net of Tax	(11)	(1)
Other Comprehensive Income (Loss), before Tax	164	8
Other comprehensive income, Tax	(57)	0
Other Comprehensive Income (Loss), Net of Tax	107	8
Other Comprehensive Income (Loss), before Tax, Portion Attributable to Noncontrolling Interest	7	0
Other Comprehensive Income (Loss), Tax, Portion Attributable to Noncontrolling Interest	0	0
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Noncontrolling Interest	7	0
Other Comprehensive Income (Loss), before Tax, Portion Attributable to Parent	171	8
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent	(57)	0
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent	114	8
Interest Rate Swaps [Member]
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	(1)	(2)
Reclassification Adjustment on Derivatives Included in Net Income, Tax	0	0
Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax	(1)	(2)
Foreign Exchange Forward [Member]
Unrealized Gain (Loss) on Derivatives Arising During Period, before Tax	(14)	0
Net gain (loss) on derivative instruments, tax	3	0
Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax	(11)	0
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	1	1
Reclassification Adjustment on Derivatives Included in Net Income, Tax	0	0
Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax	$ 1	$ 1

COMPREHENSIVE INCOME (LOSS) (Components of AOCI) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 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	$ (296)		$ (191)
Pension and Other Postretirement Benefit Plans in AOCI, Net of Tax	(663)		(893)
Net unrealized gain on derivative instruments	7		18
Accumulated Other Comprehensive Income (Loss), Net of Tax	(952)		(1,066)
Foreign Currency Transaction and Translation Gain (Loss) IN AOCI Arising During Period, Net of Tax	(105)
Pension and Other Postretirement Benefit Plans, Adjustment in AOCI, before Reclassification Adjustments, Net of Tax	222
Unrealized Gain (Loss) on Derivatives in AOCI Arising During Period, Net of Tax	(11)
Other Comprehensive Income (Loss), Before Reclassification Adjustments, Net of Tax	106
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	8	9
Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax	0	(1)
Other Comprehensive Income (Loss), Total Reclassification Adjustment on in Net Income, Net of Tax	8	8
Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax	230	6
Derivatives Qualifying as Hedges, Net of Tax	(11)	(1)
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent	$ 114	$ 8

COMPREHENSIVE INCOME (LOSS) (Reclassifications from OCI) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	$ 0	$ (1)
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax	0	0
Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax	0	(1)
Defined Benefit Plan, Amounts Recognized in Other Comprehensive Income (Loss), Net Prior Service Cost (Credit), before Tax	(2)	(1)
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, for Net Gain (Loss), before Tax	12	12
Other Comprehensive (Income) Loss, Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, before Tax	10	11
Other Comprehensive (Income) Loss, Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, Tax	(2)	(2)
Reclassification, Pension and Other Postretirement Benefit Plans, Net Gain (Loss) Recognized in Net Periodic Benefit Cost, Net of Tax	8	9
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax	8	8
Interest Rate Swaps [Member]
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	(1)	(2)
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax	0	0
Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax	(1)	(2)
Investment Income [Member] \| Interest Rate Swaps [Member]
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	(1)	(2)
Operating Expense [Member] \| Forward Exchange Contracts [Member]
Reclassification Adjustment on Derivatives Included in Net Income, before Tax	$ 1	$ 1

- Definition

Amount before tax of reclassification adjustment from accumulated other comprehensive income (loss) for actuarial gain (loss) related to pension and other postretirement benefit plans.

+ References+ Details

SEGMENT INFORMATION (Information Regarding Company's Segments) (Details) (USD $)
In Millions, unless otherwise specified

3 Months Ended

Mar. 31, 2015

Mar. 31, 2014

Segment Reporting Information [Line Items]

Commissions and fees

$ 1,081

$ 1,090

Investment income

Other income

Total revenues

1,087

1,097

Depreciation and amortization

Segment operating income

293

326

Willis GB [Member]

Segment Reporting Information [Line Items]

Commissions and fees

142

150

Investment income

Other income

Total revenues

143

153

Depreciation and amortization

Segment operating income

Capital, Wholesale & Reinsurance [Member]

Segment Reporting Information [Line Items]

Commissions and fees

296

303

Investment income

Other income

Total revenues

297

304

Depreciation and amortization

Segment operating income

153

168

Willis North America

Segment Reporting Information [Line Items]

Commissions and fees

356

354

Investment income

Other income

Total revenues

359

355

Depreciation and amortization

Segment operating income

Willis International

Segment Reporting Information [Line Items]

Commissions and fees

287

283

Investment income

Other income

Total revenues

288

285

Depreciation and amortization

Segment operating income

Total Segments

Segment Reporting Information [Line Items]

Commissions and fees

1,081

1,090

Investment income

Other income

Total revenues

1,087

1,097

Depreciation and amortization

Segment operating income

322

357

Corporate

Segment Reporting Information [Line Items]

Depreciation and amortization

Segment operating income

$ (29)

^[1]

$ (31)

^[1]

[1]	See the following table for an analysis of the ‘Corporate and Other’ line.

SEGMENT INFORMATION (Corporate and Other Information) (Details) (USD $)
In Millions, unless otherwise specified

3 Months Ended

12 Months Ended

15 Months Ended

Mar. 31, 2015

Mar. 31, 2014

Dec. 31, 2014

Mar. 31, 2015

Segment Reporting Information [Line Items]

Costs Related to Group Functions

$ (37)

$ (41)

Non-servicing Element of Defined Benefit Plan

Restructuring Costs

(31)

(36)

(67)

Segment operating income

293

326

Corporate

Segment Reporting Information [Line Items]

Restructuring Costs

(11)

Other Expenses

(1)

Segment operating income

(29)

^[1]

(31)

^[1]

Parent Company [Member]

Segment Reporting Information [Line Items]

Operating Expenses

(2)

Restructuring Costs

Segment operating income

$ (9)

$ (4)

[1]	See the following table for an analysis of the ‘Corporate and Other’ line.

SEGMENT INFORMATION (Consolidated Operating Income) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Segment Reporting [Abstract]
Total consolidated operating income	$ 293	$ 326
Other (expense) income, net	(6)	0
Interest expense	(33)	(32)
Income before income taxes and interest in earnings of associates	$ 254	$ 294

SUBSEQUENT EVENTS (Details) (Gras Savoye [Member], Subsequent Event) In Millions, unless otherwise specified	0 Months Ended
	Dec. 31, 2015 USD ($)	Dec. 31, 2015 EUR (€)	Dec. 31, 2015 USD ($)	Dec. 31, 2015 EUR (€)
Subsequent Event [Line Items]
Business Acquisition, Percentage of Voting Interests Acquired			70.00%	70.00%
Other Payments to Acquire Businesses	$ 592	€ 550
Business Combination, Separately Recognized Transactions, Liabilities Recognized			$ 43	€ 40

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

FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Statement of Operations) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended	15 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014	Mar. 31, 2015
REVENUES
Commissions and fees	$ 1,081	$ 1,090
Gross Investment Income, Operating	3	4
Other income	3	3
Total revenues	1,087	1,097
EXPENSES
Salaries and benefits	(567)	(570)
Other operating expenses	(160)	(165)
Depreciation expense	(22)	(23)
Amortization of intangible assets	(14)	(13)
Restructuring Costs	(31)	0	(36)	(67)
Total expenses	(794)	(771)
Segment operating income	293	326
Other (expense) income, net	(6)	0
Income from group undertakings	0	0
Investment income from Group undertakings	0	0
Interest expense	(33)	(32)
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	254	294
Income taxes	(56)	(63)
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	198	231
Interest in earnings of associates, net of tax	16	19
Equity account for subsidiaries	0	0
NET (LOSS) INCOME	214	250
Net Income (Loss) Attributable to Noncontrolling Interest	(4)	(4)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	210	246
Willis Group Holdings
REVENUES
Commissions and fees	0	0
Gross Investment Income, Operating	0	0
Other income	0	0
Total revenues	0	0
EXPENSES
Salaries and benefits	0	0
Other operating expenses	(9)	(4)
Depreciation expense	0	0
Amortization of intangible assets	0	0
Restructuring Costs	0
Total expenses	(9)	(4)
Segment operating income	(9)	(4)
Other (expense) income, net	(12)	0
Income from group undertakings	0	0
Investment income from Group undertakings	0	0
Interest expense	(11)	(11)
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(32)	(15)
Income taxes	0	0
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	(32)	(15)
Interest in earnings of associates, net of tax	0	0
Equity account for subsidiaries	242	261
NET (LOSS) INCOME	210	246
Net Income (Loss) Attributable to Noncontrolling Interest	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	210	246
The Other Guarantors
REVENUES
Commissions and fees	0	0
Gross Investment Income, Operating	0	0
Other income	0	0
Total revenues	0	0
EXPENSES
Salaries and benefits	0	0
Other operating expenses	(14)	(24)
Depreciation expense	(1)	(1)
Amortization of intangible assets	0	0
Restructuring Costs	(14)
Total expenses	(29)	(25)
Segment operating income	(29)	(25)
Other (expense) income, net	6	1
Income from group undertakings	54	59
Investment income from Group undertakings	(8)	(8)
Interest expense	(9)	(9)
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	14	18
Income taxes	6	5
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	20	23
Interest in earnings of associates, net of tax	2	3
Equity account for subsidiaries	215	230
NET (LOSS) INCOME	237	256
Net Income (Loss) Attributable to Noncontrolling Interest	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	237	256
The Issuer
REVENUES
Commissions and fees	4	2
Gross Investment Income, Operating	0	0
Other income	0	0
Total revenues	4	2
EXPENSES
Salaries and benefits	(20)	(19)
Other operating expenses	(2)	(17)
Depreciation expense	(4)	(4)
Amortization of intangible assets	0	0
Restructuring Costs	(5)
Total expenses	(31)	(40)
Segment operating income	(27)	(38)
Other (expense) income, net	0	0
Income from group undertakings	56	43
Investment income from Group undertakings	(44)	(46)
Interest expense	(11)	(11)
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	(26)	(52)
Income taxes	8	19
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	(18)	(33)
Interest in earnings of associates, net of tax	0	0
Equity account for subsidiaries	66	83
NET (LOSS) INCOME	48	50
Net Income (Loss) Attributable to Noncontrolling Interest	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	48	50
Other
REVENUES
Commissions and fees	1,077	1,088
Gross Investment Income, Operating	3	4
Other income	3	3
Total revenues	1,083	1,095
EXPENSES
Salaries and benefits	(547)	(551)
Other operating expenses	(135)	(120)
Depreciation expense	(17)	(18)
Amortization of intangible assets	(14)	(13)
Restructuring Costs	(12)
Total expenses	(725)	(702)
Segment operating income	358	393
Other (expense) income, net	(1)	(1)
Income from group undertakings	25	27
Investment income from Group undertakings	(83)	(75)
Interest expense	(2)	(1)
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	297	343
Income taxes	(70)	(87)
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	227	256
Interest in earnings of associates, net of tax	14	16
Equity account for subsidiaries	0	0
NET (LOSS) INCOME	241	272
Net Income (Loss) Attributable to Noncontrolling Interest	(4)	(4)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	237	268
Consolidating adjustments
REVENUES
Commissions and fees	0	0
Gross Investment Income, Operating	0	0
Other income	0	0
Total revenues	0	0
EXPENSES
Salaries and benefits	0	0
Other operating expenses	0	0
Depreciation expense	0	0
Amortization of intangible assets	0	0
Restructuring Costs
Total expenses	0	0
Segment operating income	0	0
Other (expense) income, net	1	0
Income from group undertakings	(135)	(129)
Investment income from Group undertakings	135	129
Interest expense	0	0
INCOME BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES	1	0
Income taxes	0	0
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	1	0
Interest in earnings of associates, net of tax	0	0
Equity account for subsidiaries	(523)	(574)
NET (LOSS) INCOME	(522)	(574)
Net Income (Loss) Attributable to Noncontrolling Interest	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$ (522)	$ (574)

FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Comprehensive Income) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Comprehensive income	$ 321	$ 258
Less: comprehensive income attributable to noncontrolling interests	3	(4)
Comprehensive income	324	254
Willis Group Holdings
Comprehensive income	324	254
Less: comprehensive income attributable to noncontrolling interests	0	0
Comprehensive income	324	254
The Other Guarantors
Comprehensive income	354	264
Less: comprehensive income attributable to noncontrolling interests	0	0
Comprehensive income	354	264
The Issuer
Comprehensive income	51	51
Less: comprehensive income attributable to noncontrolling interests	0	0
Comprehensive income	51	51
Other
Comprehensive income	370	281
Less: comprehensive income attributable to noncontrolling interests	3	(4)
Comprehensive income	373	277
Consolidating adjustments
Comprehensive income	(778)	(592)
Less: comprehensive income attributable to noncontrolling interests	0	0
Comprehensive income	$ (778)	$ (592)

FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Balance Sheet) (Details) (USD $)	Mar. 31, 2015	Dec. 31, 2014	Mar. 31, 2014	Dec. 31, 2013
Condensed Financial Statements, Captions [Line Items]
Redeemable Noncontrolling Interest, Equity, Carrying Amount	$ 51,000,000	$ 59,000,000
CURRENT ASSETS
Cash and cash equivalents	503,000,000	635,000,000	734,000,000	796,000,000
Accounts receivable, net	1,150,000,000	1,044,000,000
Fiduciary assets	9,444,000,000	8,948,000,000
Deferred tax assets	13,000,000	12,000,000
Other current assets	218,000,000	214,000,000
Amounts owed by group undertakings	0	0
Total current assets	11,328,000,000	10,853,000,000
Investments in subsidiaries	0	0
NON-CURRENT ASSETS
Fixed assets, net	462,000,000	483,000,000
Goodwill	2,889,000,000	2,937,000,000		2,838,000,000
Other intangible assets, net	418,000,000	450,000,000
Investments in associates	167,000,000	169,000,000
Deferred tax assets	6,000,000	9,000,000
Pension benefits asset	606,000,000	314,000,000
Other non-current assets	229,000,000	220,000,000
Non-current amounts due from group undertakings	0	0
Total non-current assets	4,777,000,000	4,582,000,000
TOTAL ASSETS	16,105,000,000	15,435,000,000
CURRENT LIABILITIES
Fiduciary liabilities	9,444,000,000	8,948,000,000
Deferred revenue and accrued expenses	408,000,000	619,000,000
Income taxes payable	49,000,000	33,000,000
Current portion of long-term debt	168,000,000	167,000,000
Deferred tax liabilities	18,000,000	21,000,000
Other current liabilities	461,000,000	444,000,000
Amounts due to group undertakings	0	0
Total current liabilities	10,548,000,000	10,232,000,000
Investments in subsidiaries	0	0
NON-CURRENT LIABILITIES
Long-term debt	2,137,000,000	2,142,000,000
Liabilities for pension benefits	277,000,000	284,000,000
Deferred tax liabilities	185,000,000	128,000,000
Provisions for liabilities	188,000,000	194,000,000
Other non-current liabilities	398,000,000	389,000,000
Noncurrent amounts due to group undertakings	0	0
Total non-current liabilities	3,185,000,000	3,137,000,000
Total liabilities	13,733,000,000	13,369,000,000
EQUITY
Total Willis Group Holdings stockholders’ equity	2,298,000,000	1,985,000,000
Noncontrolling interests	23,000,000	22,000,000
Total equity	2,321,000,000	2,007,000,000
TOTAL LIABILITIES AND EQUITY	16,105,000,000	15,435,000,000
Willis Group Holdings
Condensed Financial Statements, Captions [Line Items]
Redeemable Noncontrolling Interest, Equity, Carrying Amount		0
CURRENT ASSETS
Cash and cash equivalents	6,000,000	9,000,000	3,000,000	3,000,000
Accounts receivable, net	0	0
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	1,000,000	1,000,000
Amounts owed by group undertakings	3,611,000,000	3,674,000,000
Total current assets	3,618,000,000	3,684,000,000
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	2,000,000	3,000,000
Non-current amounts due from group undertakings	0	0
Total non-current assets	2,000,000	3,000,000
TOTAL ASSETS	3,620,000,000	3,687,000,000
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	1,000,000	1,000,000
Income taxes payable	0	0
Current portion of long-term debt	0	0
Deferred tax liabilities	0	0
Other current liabilities	60,000,000	67,000,000
Amounts due to group undertakings	0	0
Total current liabilities	61,000,000	68,000,000
Investments in subsidiaries	465,000,000	838,000,000
NON-CURRENT LIABILITIES
Long-term debt	796,000,000	796,000,000
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	1,261,000,000	1,634,000,000
Total liabilities	1,322,000,000	1,702,000,000
EQUITY
Total Willis Group Holdings stockholders’ equity	2,298,000,000	1,985,000,000
Noncontrolling interests	0	0
Total equity	2,298,000,000	1,985,000,000
TOTAL LIABILITIES AND EQUITY	3,620,000,000	3,687,000,000
Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Redeemable Noncontrolling Interest, Equity, Carrying Amount		0
CURRENT ASSETS
Cash and cash equivalents	0	2,000,000	3,000,000	3,000,000
Accounts receivable, net	6,000,000	4,000,000
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	58,000,000	37,000,000
Amounts owed by group undertakings	648,000,000	731,000,000
Total current assets	712,000,000	774,000,000
Investments in subsidiaries	3,919,000,000	3,528,000,000
NON-CURRENT ASSETS
Fixed assets, net	61,000,000	62,000,000
Goodwill	0	0
Other intangible assets, net	0	0
Investments in associates	133,000,000	147,000,000
Deferred tax assets	0	0
Pension benefits asset	0	0
Other non-current assets	10,000,000	10,000,000
Non-current amounts due from group undertakings	752,000,000	740,000,000
Total non-current assets	4,875,000,000	4,487,000,000
TOTAL ASSETS	5,587,000,000	5,261,000,000
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	36,000,000	34,000,000
Income taxes payable	0	7,000,000
Current portion of long-term debt	167,000,000	166,000,000
Deferred tax liabilities	0	0
Other current liabilities	20,000,000	57,000,000
Amounts due to group undertakings	4,611,000,000	4,623,000,000
Total current liabilities	4,834,000,000	4,887,000,000
Investments in subsidiaries	0	0
NON-CURRENT LIABILITIES
Long-term debt	1,341,000,000	1,346,000,000
Liabilities for pension benefits	0	0
Deferred tax liabilities	0	0
Provisions for liabilities	0	0
Other non-current liabilities	16,000,000	17,000,000
Noncurrent amounts due to group undertakings	0	0
Total non-current liabilities	1,357,000,000	1,363,000,000
Total liabilities	6,191,000,000	6,250,000,000
EQUITY
Total Willis Group Holdings stockholders’ equity	(604,000,000)	(989,000,000)
Noncontrolling interests	0	0
Total equity	(604,000,000)	(989,000,000)
TOTAL LIABILITIES AND EQUITY	5,587,000,000	5,261,000,000
The Other Guarantors
Condensed Financial Statements, Captions [Line Items]
Redeemable Noncontrolling Interest, Equity, Carrying Amount		0
CURRENT ASSETS
Cash and cash equivalents	0	2,000,000	3,000,000	3,000,000
Accounts receivable, net	0	0
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	37,000,000	27,000,000
Amounts owed by group undertakings	936,000,000	924,000,000
Total current assets	973,000,000	953,000,000
Investments in subsidiaries	2,910,000,000	2,536,000,000
NON-CURRENT ASSETS
Fixed assets, net	21,000,000	20,000,000
Goodwill	0	0
Other intangible assets, net	0	0
Investments in associates	133,000,000	147,000,000
Deferred tax assets	0	0
Pension benefits asset	0	0
Other non-current assets	8,000,000	8,000,000
Non-current amounts due from group undertakings	518,000,000	518,000,000
Total non-current assets	3,590,000,000	3,229,000,000
TOTAL ASSETS	4,563,000,000	4,182,000,000
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	12,000,000	4,000,000
Income taxes payable	0	0
Current portion of long-term debt	18,000,000	17,000,000
Deferred tax liabilities	0	0
Other current liabilities	4,000,000	11,000,000
Amounts due to group undertakings	4,373,000,000	4,374,000,000
Total current liabilities	4,407,000,000	4,406,000,000
Investments in subsidiaries	0	0
NON-CURRENT LIABILITIES
Long-term debt	760,000,000	765,000,000
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	760,000,000	765,000,000
Total liabilities	5,167,000,000	5,171,000,000
EQUITY
Total Willis Group Holdings stockholders’ equity	(604,000,000)	(989,000,000)
Noncontrolling interests	0	0
Total equity	(604,000,000)	(989,000,000)
TOTAL LIABILITIES AND EQUITY	4,563,000,000	4,182,000,000
The Issuer
Condensed Financial Statements, Captions [Line Items]
Redeemable Noncontrolling Interest, Equity, Carrying Amount		0
CURRENT ASSETS
Cash and cash equivalents	0	0	0	0
Accounts receivable, net	6,000,000	4,000,000
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	21,000,000	10,000,000
Amounts owed by group undertakings	971,000,000	1,057,000,000
Total current assets	998,000,000	1,071,000,000
Investments in subsidiaries	787,000,000	721,000,000
NON-CURRENT ASSETS
Fixed assets, net	40,000,000	42,000,000
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	2,000,000	2,000,000
Non-current amounts due from group undertakings	752,000,000	740,000,000
Total non-current assets	1,581,000,000	1,505,000,000
TOTAL ASSETS	2,579,000,000	2,576,000,000
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	24,000,000	30,000,000
Income taxes payable	0	7,000,000
Current portion of long-term debt	149,000,000	149,000,000
Deferred tax liabilities	0	0
Other current liabilities	16,000,000	46,000,000
Amounts due to group undertakings	1,497,000,000	1,499,000,000
Total current liabilities	1,686,000,000	1,731,000,000
Investments in subsidiaries	0	0
NON-CURRENT LIABILITIES
Long-term debt	581,000,000	581,000,000
Liabilities for pension benefits	0	0
Deferred tax liabilities	0	0
Provisions for liabilities	0	0
Other non-current liabilities	16,000,000	17,000,000
Noncurrent amounts due to group undertakings	518,000,000	518,000,000
Total non-current liabilities	1,115,000,000	1,116,000,000
Total liabilities	2,801,000,000	2,847,000,000
EQUITY
Total Willis Group Holdings stockholders’ equity	(222,000,000)	(271,000,000)
Noncontrolling interests	0	0
Total equity	(222,000,000)	(271,000,000)
TOTAL LIABILITIES AND EQUITY	2,579,000,000	2,576,000,000
Other
Condensed Financial Statements, Captions [Line Items]
Redeemable Noncontrolling Interest, Equity, Carrying Amount	51,000,000	59,000,000
CURRENT ASSETS
Cash and cash equivalents	497,000,000	624,000,000	728,000,000	790,000,000
Accounts receivable, net	1,144,000,000	1,040,000,000
Fiduciary assets	9,444,000,000	8,948,000,000
Deferred tax assets	13,000,000	12,000,000
Other current assets	192,000,000	205,000,000
Amounts owed by group undertakings	1,137,000,000	1,114,000,000
Total current assets	12,427,000,000	11,943,000,000
Investments in subsidiaries	0	0
NON-CURRENT ASSETS
Fixed assets, net	401,000,000	421,000,000
Goodwill	2,889,000,000	2,937,000,000
Other intangible assets, net	418,000,000	450,000,000
Investments in associates	34,000,000	22,000,000
Deferred tax assets	6,000,000	9,000,000
Pension benefits asset	606,000,000	314,000,000
Other non-current assets	217,000,000	207,000,000
Non-current amounts due from group undertakings	0	0
Total non-current assets	4,571,000,000	4,360,000,000
TOTAL ASSETS	16,998,000,000	16,303,000,000
CURRENT LIABILITIES
Fiduciary liabilities	9,444,000,000	8,948,000,000
Deferred revenue and accrued expenses	371,000,000	584,000,000
Income taxes payable	82,000,000	55,000,000
Current portion of long-term debt	1,000,000	1,000,000
Deferred tax liabilities	18,000,000	21,000,000
Other current liabilities	381,000,000	320,000,000
Amounts due to group undertakings	785,000,000	896,000,000
Total current liabilities	11,082,000,000	10,825,000,000
Investments in subsidiaries	0	0
NON-CURRENT LIABILITIES
Long-term debt	0	0
Liabilities for pension benefits	277,000,000	284,000,000
Deferred tax liabilities	185,000,000	128,000,000
Provisions for liabilities	188,000,000	194,000,000
Other non-current liabilities	382,000,000	372,000,000
Noncurrent amounts due to group undertakings	752,000,000	740,000,000
Total non-current liabilities	1,784,000,000	1,718,000,000
Total liabilities	12,866,000,000	12,543,000,000
EQUITY
Total Willis Group Holdings stockholders’ equity	4,058,000,000	3,679,000,000
Noncontrolling interests	23,000,000	22,000,000
Total equity	4,081,000,000	3,701,000,000
TOTAL LIABILITIES AND EQUITY	16,998,000,000	16,303,000,000
Consolidating adjustments
Condensed Financial Statements, Captions [Line Items]
Redeemable Noncontrolling Interest, Equity, Carrying Amount		0
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	(33,000,000)	(29,000,000)
Amounts owed by group undertakings	(5,396,000,000)	(5,519,000,000)
Total current assets	(5,429,000,000)	(5,548,000,000)
Investments in subsidiaries	(3,919,000,000)	(3,528,000,000)
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	0	0
Non-current amounts due from group undertakings	(752,000,000)	(740,000,000)
Total non-current assets	(4,671,000,000)	(4,268,000,000)
TOTAL ASSETS	(10,100,000,000)	(9,816,000,000)
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	0	0
Income taxes payable	(33,000,000)	(29,000,000)
Current portion of long-term debt	0	0
Deferred tax liabilities	0	0
Other current liabilities	0	0
Amounts due to group undertakings	(5,396,000,000)	(5,519,000,000)
Total current liabilities	(5,429,000,000)	(5,548,000,000)
Investments in subsidiaries	(465,000,000)	(838,000,000)
NON-CURRENT LIABILITIES
Long-term debt	0	0
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	(752,000,000)	(740,000,000)
Total non-current liabilities	(1,217,000,000)	(1,578,000,000)
Total liabilities	(6,646,000,000)	(7,126,000,000)
EQUITY
Total Willis Group Holdings stockholders’ equity	(3,454,000,000)	(2,690,000,000)
Noncontrolling interests	0	0
Total equity	(3,454,000,000)	(2,690,000,000)
TOTAL LIABILITIES AND EQUITY	(10,100,000,000)	(9,816,000,000)
Consolidating adjustments
Condensed Financial Statements, Captions [Line Items]
Redeemable Noncontrolling Interest, Equity, Carrying Amount		0
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	(33,000,000)	(29,000,000)
Amounts owed by group undertakings	(6,655,000,000)	(6,769,000,000)
Total current assets	(6,688,000,000)	(6,798,000,000)
Investments in subsidiaries	(3,697,000,000)	(3,257,000,000)
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	0	0
Non-current amounts due from group undertakings	(1,270,000,000)	(1,258,000,000)
Total non-current assets	(4,967,000,000)	(4,515,000,000)
TOTAL ASSETS	(11,655,000,000)	(11,313,000,000)
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	0	0
Income taxes payable	(33,000,000)	(29,000,000)
Current portion of long-term debt	0	0
Deferred tax liabilities	0	0
Other current liabilities	0	0
Amounts due to group undertakings	(6,655,000,000)	(6,769,000,000)
Total current liabilities	(6,688,000,000)	(6,798,000,000)
Investments in subsidiaries	(465,000,000)	(838,000,000)
NON-CURRENT LIABILITIES
Long-term debt	0	0
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	(1,270,000,000)	(1,258,000,000)
Total non-current liabilities	(1,735,000,000)	(2,096,000,000)
Total liabilities	(8,423,000,000)	(8,894,000,000)
EQUITY
Total Willis Group Holdings stockholders’ equity	(3,232,000,000)	(2,419,000,000)
Noncontrolling interests	0	0
Total equity	(3,232,000,000)	(2,419,000,000)
TOTAL LIABILITIES AND EQUITY	$ (11,655,000,000)	$ (11,313,000,000)

FINANCIAL INFORMATION FOR PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Cash Flows) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014	Dec. 31, 2013
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	$ (64)	$ 5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	4	1
Additions to fixed assets	(16)	(22)
Payments to Acquire Intangible Assets	(1)	(1)
Acquisitions of operations, net of cash acquired	(8)
Payments to acquire other investments, net of distributions received	0	(4)
Proceeds on sale of operations, net of cash disposed	13	5
Cash received on intercompany investing activities	0	0
Cash paid on intercompany investing activities	0	0
Net cash used in investing activities	(8)	(21)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	(1)	(2)
Repayments of debt	(4)	(4)
Repurchase of shares	(15)	(35)
Proceeds from issue of shares	35	43
Excess tax benefits from share-based payment arrangements	3	1
Dividends paid	(54)	(50)
Dividends paid to noncontrolling interests	(3)	(2)
Cash received on intercompany financing activities	0	0
Cash paid on intercompany financing activities	0	0
Net cash used in financing activities	(39)	(49)
DECREASE IN CASH AND CASH EQUIVALENTS	(111)	(65)
Effect of exchange rate changes on cash and cash equivalents	(21)	3
Cash and cash equivalents	503	734	635	796
CASH AND CASH EQUIVALENTS, END OF PERIOD	503	734	635	796
Willis Group Holdings
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	(20)	(23)
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
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	51	65
Cash paid on intercompany investing activities	0	0
Net cash used in investing activities	51	65
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	0	0
Repayments of debt	0	0
Repurchase of shares	(15)	(35)
Proceeds from issue of shares	35	43
Excess tax benefits from share-based payment arrangements	0	0
Dividends paid	(54)	(50)
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	(34)	(42)
DECREASE IN CASH AND CASH EQUIVALENTS	(3)	0
Effect of exchange rate changes on cash and cash equivalents	0	0
Cash and cash equivalents	6	3	9	3
CASH AND CASH EQUIVALENTS, END OF PERIOD	6	3	9	3
The Other Guarantors
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	13	25
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	0	0
Additions to fixed assets	(3)	(2)
Payments to Acquire Intangible Assets	0	0
Acquisitions of operations, net of cash acquired	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	12
Cash paid on intercompany investing activities	(11)	0
Net cash used in investing activities	(14)	10
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	0	0
Repayments of debt	(4)	(4)
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
Dividends paid to noncontrolling interests	0	0
Cash received on intercompany financing activities	26	16
Cash paid on intercompany financing activities	(23)	(47)
Net cash used in financing activities	(1)	(35)
DECREASE IN CASH AND CASH EQUIVALENTS	(2)	0
Effect of exchange rate changes on cash and cash equivalents	0	0
Cash and cash equivalents	0	3	2	3
CASH AND CASH EQUIVALENTS, END OF PERIOD	0	3	2	3
The Issuer
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	(47)	(21)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	0	1
Additions to fixed assets	(1)	(2)
Payments to Acquire Intangible Assets	0	0
Acquisitions of operations, net of cash acquired	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	48	120
Cash paid on intercompany investing activities	0	0
Net cash used in investing activities	47	119
CASH FLOWS FROM FINANCING ACTIVITIES
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
Dividends paid to noncontrolling interests	0	0
Cash received on intercompany financing activities	0	0
Cash paid on intercompany financing activities	0	(98)
Net cash used in financing activities	0	(98)
DECREASE IN CASH AND CASH EQUIVALENTS	0	0
Effect of exchange rate changes on cash and cash equivalents	0	0
Cash and cash equivalents	0	0	0	0
CASH AND CASH EQUIVALENTS, END OF PERIOD	0	0	0	0
Other
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	(10)	25
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	4	1
Additions to fixed assets	(12)	(19)
Payments to Acquire Intangible Assets	(1)	(1)
Acquisitions of operations, net of cash acquired	(8)
Payments to acquire other investments, net of distributions received		(4)
Proceeds on sale of operations, net of cash disposed	13	5
Cash received on intercompany investing activities	0	115
Cash paid on intercompany investing activities	(26)	(16)
Net cash used in investing activities	(30)	81
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	(1)	(2)
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	3	1
Dividends paid	0	(1)
Dividends paid to noncontrolling interests	(3)	(2)
Cash received on intercompany financing activities	11	0
Cash paid on intercompany financing activities	(76)	(167)
Net cash used in financing activities	(66)	(171)
DECREASE IN CASH AND CASH EQUIVALENTS	(106)	(65)
Effect of exchange rate changes on cash and cash equivalents	(21)	3
Cash and cash equivalents	497	728	624	790
CASH AND CASH EQUIVALENTS, END OF PERIOD	497	728	624	790
Consolidating adjustments
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	0	(1)
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
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	(99)	(312)
Cash paid on intercompany investing activities	37	16
Net cash used in investing activities	(62)	(296)
CASH FLOWS FROM FINANCING ACTIVITIES
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	1
Dividends paid to noncontrolling interests	0	0
Cash received on intercompany financing activities	(37)	(16)
Cash paid on intercompany financing activities	99	312
Net cash used in financing activities	62	297
DECREASE IN CASH AND CASH EQUIVALENTS	0	0
Effect of exchange rate changes on cash and cash equivalents	0	0
Cash and cash equivalents	0	0	0	0
CASH AND CASH EQUIVALENTS, END OF PERIOD	$ 0	$ 0	$ 0	$ 0

FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Details) (USD $) In Millions, unless otherwise specified	0 Months Ended
	Mar. 17, 2011
Condensed Financial Information of Parent Company Only Disclosure [Abstract]
Senior notes issued	$ 800

FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Statement of Operations) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended	15 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014	Mar. 31, 2015
Commissions and fees	$ 1,081	$ 1,090
Gross Investment Income, Operating	3	4
Investment income	3	4
Other income	3	3
Total revenues	1,087	1,097
Labor and Related Expense	(567)	(570)
Other Cost and Expense, Operating	(160)	(165)
Depreciation expense	(22)	(23)
Amortization of intangible assets	(14)	(13)
Restructuring Costs	(31)	0	(36)	(67)
Operating Expenses	794	771
Operating Income (Loss)	293	326
Other (expense) income, net	(6)	0
Income from group undertakings	0	0
Expenses due to group undertakings	0	0
Interest Expense	(33)	(32)
Income before income taxes and interest in earnings of associates	254	294
Income Tax Expense (Benefit)	(56)	(63)
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	198	231
Interest in earnings of associates, net of tax	16	19
Equity account for subsidiaries	0	0
NET (LOSS) INCOME	214	250
Net Income (Loss) Attributable to Noncontrolling Interest	(4)	(4)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	210	246
Guarantor Subsidiaries
Commissions and fees	4	2
Gross Investment Income, Operating	0	0
Other income	0	0
Total revenues	4	2
Labor and Related Expense	(20)	(19)
Other Cost and Expense, Operating	(16)	(41)
Depreciation expense	(5)	(5)
Amortization of intangible assets	0	0
Restructuring Costs	(19)
Operating Expenses	60	65
Operating Income (Loss)	(56)	(63)
Other (expense) income, net	6	1
Income from group undertakings	83	75
Expenses due to group undertakings	(25)	(27)
Interest Expense	(20)	(20)
Income before income taxes and interest in earnings of associates	(12)	(34)
Income Tax Expense (Benefit)	14	24
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	2	(10)
Interest in earnings of associates, net of tax	2	3
Equity account for subsidiaries	233	263
NET (LOSS) INCOME	237	256
Net Income (Loss) Attributable to Noncontrolling Interest	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	237	256
Other
Commissions and fees	1,077	1,088
Gross Investment Income, Operating	3	4
Other income	3	3
Total revenues	1,083	1,095
Labor and Related Expense	(547)	(551)
Other Cost and Expense, Operating	(135)	(120)
Depreciation expense	(17)	(18)
Amortization of intangible assets	(14)	(13)
Restructuring Costs	(12)
Operating Expenses	725	702
Operating Income (Loss)	358	393
Other (expense) income, net	(1)	(1)
Income from group undertakings	25	27
Expenses due to group undertakings	(83)	(75)
Interest Expense	(2)	(1)
Income before income taxes and interest in earnings of associates	297	343
Income Tax Expense (Benefit)	(70)	(87)
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	227	256
Interest in earnings of associates, net of tax	14	16
Equity account for subsidiaries	0	0
NET (LOSS) INCOME	241	272
Net Income (Loss) Attributable to Noncontrolling Interest	(4)	(4)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	237	268
Consolidating adjustments
Commissions and fees	0	0
Gross Investment Income, Operating	0	0
Other income	0	0
Total revenues	0	0
Labor and Related Expense	0	0
Other Cost and Expense, Operating	0	0
Depreciation expense	0	0
Amortization of intangible assets	0	0
Restructuring Costs	0
Operating Expenses	0	0
Operating Income (Loss)	0	0
Other (expense) income, net	1	0
Income from group undertakings	(108)	(102)
Expenses due to group undertakings	108	102
Interest Expense	0	0
Income before income taxes and interest in earnings of associates	1	0
Income Tax Expense (Benefit)	0	0
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	1	0
Interest in earnings of associates, net of tax	0	0
Equity account for subsidiaries	(475)	(524)
NET (LOSS) INCOME	(474)	(524)
Net Income (Loss) Attributable to Noncontrolling Interest	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	(474)	(524)
Willis Group Holdings
Commissions and fees	0	0
Gross Investment Income, Operating	0	0
Other income	0	0
Total revenues	0	0
Labor and Related Expense	0	0
Other Cost and Expense, Operating	(9)	(4)
Depreciation expense	0	0
Amortization of intangible assets	0	0
Restructuring Costs	0
Operating Expenses	9	4
Operating Income (Loss)	(9)	(4)
Other (expense) income, net	(12)	0
Income from group undertakings	0	0
Expenses due to group undertakings	0	0
Interest Expense	(11)	(11)
Income before income taxes and interest in earnings of associates	(32)	(15)
Income Tax Expense (Benefit)	0	0
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	(32)	(15)
Interest in earnings of associates, net of tax	0	0
Equity account for subsidiaries	242	261
NET (LOSS) INCOME	210	246
Net Income (Loss) Attributable to Noncontrolling Interest	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	$ 210	$ 246

FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Comprehensive Income) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Condensed Financial Statements, Captions [Line Items]
Comprehensive income	$ 321	$ 258
Less: comprehensive income attributable to noncontrolling interests	3	(4)
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	324	254
Willis Group Holdings
Condensed Financial Statements, Captions [Line Items]
Comprehensive income	324	254
Less: comprehensive income attributable to noncontrolling interests	0	0
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	324	254
Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Comprehensive income	354	264
Less: comprehensive income attributable to noncontrolling interests	0	0
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	354	264
Other
Condensed Financial Statements, Captions [Line Items]
Comprehensive income	370	281
Less: comprehensive income attributable to noncontrolling interests	3	(4)
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	373	277
Consolidating adjustments
Condensed Financial Statements, Captions [Line Items]
Comprehensive income	(727)	(541)
Less: comprehensive income attributable to noncontrolling interests	0	0
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	$ (727)	$ (541)

FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Balance Sheet) (Details) (USD $) In Millions, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014	Mar. 31, 2014	Dec. 31, 2013
CURRENT ASSETS
Cash and cash equivalents	$ 503	$ 635	$ 734	$ 796
Accounts receivable, net	1,150	1,044
Fiduciary assets	9,444	8,948
Deferred tax assets	13	12
Other current assets	218	214
Amounts due from group undertakings	0	0
Total current assets	11,328	10,853
NON-CURRENT ASSETS
Investments in subsidiaries	0	0
Fixed assets, net	462	483
Goodwill	2,889	2,937		2,838
Other intangible assets, net	418	450
Investments in associates	167	169
Deferred tax assets	6	9
Pension benefits asset	606	314
Other non-current assets	229	220
Non-current amounts due from group undertakings	0	0
Total non-current assets	4,777	4,582
TOTAL ASSETS	16,105	15,435
CURRENT LIABILITIES
Fiduciary liabilities	9,444	8,948
Deferred revenue and accrued expenses	408	619
Income taxes payable	49	33
Current portion of long-term debt	168	167
Deferred tax liabilities	18	21
Other current liabilities	461	444
Amounts due to group undertakings	0	0
Total current liabilities	10,548	10,232
NON-CURRENT LIABILITIES
Investments in subsidiaries	0	0
Long-term debt	2,137	2,142
Liabilities for pension benefits	277	284
Deferred tax liabilities	185	128
Provisions for liabilities	188	194
Other non-current liabilities	398	389
Noncurrent amounts due to group undertakings	0	0
Total non-current liabilities	3,185	3,137
Total liabilities	13,733	13,369
EQUITY
Total Willis Group Holdings stockholders’ equity	2,298	1,985
Noncontrolling interests	23	22
Total equity	2,321	2,007
TOTAL LIABILITIES AND EQUITY	16,105	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	3,611	3,674
Total current assets	3,618	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	3,620	3,687
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	1	1
Income taxes payable	0	0
Current portion of long-term debt	0	0
Deferred tax liabilities	0	0
Other current liabilities	60	67
Amounts due to group undertakings	0	0
Total current liabilities	61	68
NON-CURRENT LIABILITIES
Investments in subsidiaries	465	838
Long-term debt	796	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	1,261	1,634
Total liabilities	1,322	1,702
EQUITY
Total Willis Group Holdings stockholders’ equity	2,298	1,985
Noncontrolling interests	0	0
Total equity	2,298	1,985
TOTAL LIABILITIES AND EQUITY	3,620	3,687
Guarantor Subsidiaries
CURRENT ASSETS
Cash and cash equivalents	0	2	3	3
Accounts receivable, net	6	4
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	58	37
Amounts due from group undertakings	648	731
Total current assets	712	774
NON-CURRENT ASSETS
Investments in subsidiaries	3,919	3,528
Fixed assets, net	61	62
Goodwill	0	0
Other intangible assets, net	0	0
Investments in associates	133	147
Deferred tax assets	0	0
Pension benefits asset	0	0
Other non-current assets	10	10
Non-current amounts due from group undertakings	752	740
Total non-current assets	4,875	4,487
TOTAL ASSETS	5,587	5,261
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	36	34
Income taxes payable	0	7
Current portion of long-term debt	167	166
Deferred tax liabilities	0	0
Other current liabilities	20	57
Amounts due to group undertakings	4,611	4,623
Total current liabilities	4,834	4,887
NON-CURRENT LIABILITIES
Investments in subsidiaries	0	0
Long-term debt	1,341	1,346
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	0	0
Total non-current liabilities	1,357	1,363
Total liabilities	6,191	6,250
EQUITY
Total Willis Group Holdings stockholders’ equity	(604)	(989)
Noncontrolling interests	0	0
Total equity	(604)	(989)
TOTAL LIABILITIES AND EQUITY	5,587	5,261
Other
CURRENT ASSETS
Cash and cash equivalents	497	624	728	790
Accounts receivable, net	1,144	1,040
Fiduciary assets	9,444	8,948
Deferred tax assets	13	12
Other current assets	192	205
Amounts due from group undertakings	1,137	1,114
Total current assets	12,427	11,943
NON-CURRENT ASSETS
Investments in subsidiaries	0	0
Fixed assets, net	401	421
Goodwill	2,889	2,937
Other intangible assets, net	418	450
Investments in associates	34	22
Deferred tax assets	6	9
Pension benefits asset	606	314
Other non-current assets	217	207
Non-current amounts due from group undertakings	0	0
Total non-current assets	4,571	4,360
TOTAL ASSETS	16,998	16,303
CURRENT LIABILITIES
Fiduciary liabilities	9,444	8,948
Deferred revenue and accrued expenses	371	584
Income taxes payable	82	55
Current portion of long-term debt	1	1
Deferred tax liabilities	18	21
Other current liabilities	381	320
Amounts due to group undertakings	785	896
Total current liabilities	11,082	10,825
NON-CURRENT LIABILITIES
Investments in subsidiaries	0	0
Long-term debt	0	0
Liabilities for pension benefits	277	284
Deferred tax liabilities	185	128
Provisions for liabilities	188	194
Other non-current liabilities	382	372
Noncurrent amounts due to group undertakings	752	740
Total non-current liabilities	1,784	1,718
Total liabilities	12,866	12,543
EQUITY
Total Willis Group Holdings stockholders’ equity	4,058	3,679
Noncontrolling interests	23	22
Total equity	4,081	3,701
TOTAL LIABILITIES AND EQUITY	16,998	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	(33)	(29)
Amounts due from group undertakings	(5,396)	(5,519)
Total current assets	(5,429)	(5,548)
NON-CURRENT ASSETS
Investments in subsidiaries	(3,919)	(3,528)
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	0	0
Non-current amounts due from group undertakings	(752)	(740)
Total non-current assets	(4,671)	(4,268)
TOTAL ASSETS	(10,100)	(9,816)
CURRENT LIABILITIES
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	0	0
Income taxes payable	(33)	(29)
Current portion of long-term debt	0	0
Deferred tax liabilities	0	0
Other current liabilities	0	0
Amounts due to group undertakings	(5,396)	(5,519)
Total current liabilities	(5,429)	(5,548)
NON-CURRENT LIABILITIES
Investments in subsidiaries	(465)	(838)
Long-term debt	0	0
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	(752)	(740)
Total non-current liabilities	(1,217)	(1,578)
Total liabilities	(6,646)	(7,126)
EQUITY
Total Willis Group Holdings stockholders’ equity	(3,454)	(2,690)
Noncontrolling interests	0	0
Total equity	(3,454)	(2,690)
TOTAL LIABILITIES AND EQUITY	$ (10,100)	$ (9,816)

FINANCIAL INFORMATION FOR PARENT ISSUER, GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Cash Flows) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	$ (64)	$ 5
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	4	1
Additions to fixed assets	(16)	(22)
Payments to Acquire Intangible Assets	(1)	(1)
Acquisitions of operations, net of cash acquired	(8)
Payments to acquire other investments, net of distributions received	0	(4)
Proceeds on sale of operations, net of cash disposed	13	5
Cash received on intercompany investing activities	0	0
Cash paid on intercompany investing activities	0	0
Net cash used in investing activities	(8)	(21)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	(1)	(2)
Repayments of debt	(4)	(4)
Repurchase of shares	(15)	(35)
Proceeds from issue of shares	35	43
Excess tax benefits from share-based payment arrangements	3	1
Dividends paid	(54)	(50)
Dividends paid to noncontrolling interests	(3)	(2)
Cash received on intercompany financing activities	0	0
Cash paid on intercompany financing activities	0	0
Net cash used in financing activities	(39)	(49)
DECREASE IN CASH AND CASH EQUIVALENTS	(111)	(65)
Effect of exchange rate changes on cash and cash equivalents	(21)	3
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	635	796
CASH AND CASH EQUIVALENTS, END OF PERIOD	503	734
Willis Group Holdings
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	(20)	(23)
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
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	51	65
Cash paid on intercompany investing activities	0	0
Net cash used in investing activities	51	65
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	0	0
Repayments of debt	0	0
Repurchase of shares	(15)	(35)
Proceeds from issue of shares	35	43
Excess tax benefits from share-based payment arrangements	0	0
Dividends paid	(54)	(50)
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	(34)	(42)
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	(34)	4
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	0	1
Additions to fixed assets	(4)	(4)
Payments to Acquire Intangible Assets	0	0
Acquisitions of operations, net of cash acquired	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	48	120
Cash paid on intercompany investing activities	(11)	0
Net cash used in investing activities	33	117
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	0	0
Repayments of debt	(4)	(4)
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
Dividends paid to noncontrolling interests	0	0
Cash received on intercompany financing activities	26	16
Cash paid on intercompany financing activities	(23)	(133)
Net cash used in financing activities	(1)	(121)
DECREASE IN CASH AND CASH EQUIVALENTS	(2)	0
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	0	3
Other
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	(10)	25
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of fixed and intangible assets	4	1
Additions to fixed assets	(12)	(19)
Payments to Acquire Intangible Assets	(1)	(1)
Acquisitions of operations, net of cash acquired	(8)
Payments to acquire other investments, net of distributions received		(4)
Proceeds on sale of operations, net of cash disposed	13	5
Cash received on intercompany investing activities	0	115
Cash paid on intercompany investing activities	(26)	(16)
Net cash used in investing activities	(30)	81
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	(1)	(2)
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	3	1
Dividends paid	0	(1)
Dividends paid to noncontrolling interests	(3)	(2)
Cash received on intercompany financing activities	11	0
Cash paid on intercompany financing activities	(76)	(167)
Net cash used in financing activities	(66)	(171)
DECREASE IN CASH AND CASH EQUIVALENTS	(106)	(65)
Effect of exchange rate changes on cash and cash equivalents	(21)	3
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	624	790
CASH AND CASH EQUIVALENTS, END OF PERIOD	497	728
Consolidating adjustments
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	0	(1)
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
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	(99)	(300)
Cash paid on intercompany investing activities	37	16
Net cash used in investing activities	(62)	(284)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt issuance costs	0	0
Repayments of debt	0	0
Repurchase of shares	0
Proceeds from issue of shares	0	0
Excess tax benefits from share-based payment arrangements	0	0
Dividends paid	0	1
Dividends paid to noncontrolling interests	0	0
Cash received on intercompany financing activities	(37)	(16)
Cash paid on intercompany financing activities	99	300
Net cash used in financing activities	62	285
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 ISSUER, PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Statement of operations) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended	15 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014	Mar. 31, 2015
Condensed Financial Statements, Captions [Line Items]
Commissions and fees	$ 1,081	$ 1,090
Gross Investment Income, Operating	3	4
Investment income	3	4
Other income	3	3
Total revenues	1,087	1,097
Labor and Related Expense	(567)	(570)
Other Cost and Expense, Operating	(160)	(165)
Depreciation	(22)	(23)
Amortization of Intangible Assets	(14)	(13)
Restructuring Costs	(31)	0	(36)	(67)
Operating Expenses	794	771
Operating Income (Loss)	293	326
Other (expense) income, net	(6)	0
Income from group undertakings	0	0
Expenses due to group undertakings	0	0
Interest Expense	(33)	(32)
Income before income taxes and interest in earnings of associates	254	294
Income Tax Expense (Benefit)	(56)	(63)
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	198	231
Interest in earnings of associates, net of tax	16	19
Equity account for subsidiaries	0	0
Net Income (Loss) Attributable to Noncontrolling Interest	(4)	(4)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	210	246
NET (LOSS) INCOME	214	250
Willis Group Holdings
Condensed Financial Statements, Captions [Line Items]
Commissions and fees	0	0
Gross Investment Income, Operating	0	0
Other income	0	0
Total revenues	0	0
Labor and Related Expense	0	0
Other Cost and Expense, Operating	(9)	(4)
Depreciation	0	0
Amortization of Intangible Assets	0	0
Restructuring Costs	0
Operating Expenses	9	4
Operating Income (Loss)	(9)	(4)
Other (expense) income, net	(12)	0
Income from group undertakings	0	0
Expenses due to group undertakings	0	0
Interest Expense	(11)	(11)
Income before income taxes and interest in earnings of associates	(32)	(15)
Income Tax Expense (Benefit)	0	0
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	(32)	(15)
Interest in earnings of associates, net of tax	0	0
Equity account for subsidiaries	242	261
Net Income (Loss) Attributable to Noncontrolling Interest	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	210	246
NET (LOSS) INCOME	210	246
Guarantor companies [Member]
Condensed Financial Statements, Captions [Line Items]
Commissions and fees	4	2
Gross Investment Income, Operating	0	0
Other income	0	0
Total revenues	4	2
Labor and Related Expense	(20)	(19)
Other Cost and Expense, Operating	(16)	(41)
Depreciation	(5)	(5)
Amortization of Intangible Assets	0	0
Restructuring Costs	(19)
Operating Expenses	60	65
Operating Income (Loss)	(56)	(63)
Other (expense) income, net	6	1
Income from group undertakings	90	82
Expenses due to group undertakings	(47)	(49)
Interest Expense	(11)	(11)
Income before income taxes and interest in earnings of associates	(18)	(40)
Income Tax Expense (Benefit)	15	25
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	(3)	(15)
Interest in earnings of associates, net of tax	2	3
Equity account for subsidiaries	238	268
Net Income (Loss) Attributable to Noncontrolling Interest	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	237	256
NET (LOSS) INCOME	237	256
Trinity Acquisition Limited [Member]
Condensed Financial Statements, Captions [Line Items]
Commissions and fees	0	0
Gross Investment Income, Operating	0	0
Other income	0	0
Total revenues	0	0
Labor and Related Expense	0	0
Other Cost and Expense, Operating	0	0
Depreciation	0	0
Amortization of Intangible Assets	0	0
Restructuring Costs	0
Operating Expenses	0	0
Operating Income (Loss)	0	0
Other (expense) income, net	0	0
Income from group undertakings	22	22
Expenses due to group undertakings	(7)	(7)
Interest Expense	(9)	(9)
Income before income taxes and interest in earnings of associates	6	6
Income Tax Expense (Benefit)	(1)	(1)
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	5	5
Interest in earnings of associates, net of tax	0	0
Equity account for subsidiaries	209	215
Net Income (Loss) Attributable to Noncontrolling Interest	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	214	220
NET (LOSS) INCOME	214	220
Other
Condensed Financial Statements, Captions [Line Items]
Commissions and fees	1,077	1,088
Gross Investment Income, Operating	3	4
Other income	3	3
Total revenues	1,083	1,095
Labor and Related Expense	(547)	(551)
Other Cost and Expense, Operating	(135)	(120)
Depreciation	(17)	(18)
Amortization of Intangible Assets	(14)	(13)
Restructuring Costs	(12)
Operating Expenses	725	702
Operating Income (Loss)	358	393
Other (expense) income, net	(1)	(1)
Income from group undertakings	25	27
Expenses due to group undertakings	(83)	(75)
Interest Expense	(2)	(1)
Income before income taxes and interest in earnings of associates	297	343
Income Tax Expense (Benefit)	(70)	(87)
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	227	256
Interest in earnings of associates, net of tax	14	16
Equity account for subsidiaries	0	0
Net Income (Loss) Attributable to Noncontrolling Interest	(4)	(4)
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	237	268
NET (LOSS) INCOME	241	272
Consolidation entries [Member]
Condensed Financial Statements, Captions [Line Items]
Commissions and fees	0	0
Gross Investment Income, Operating	0	0
Other income	0	0
Total revenues	0	0
Labor and Related Expense	0	0
Other Cost and Expense, Operating	0	0
Depreciation	0	0
Amortization of Intangible Assets	0	0
Restructuring Costs	0
Operating Expenses	0	0
Operating Income (Loss)	0	0
Other (expense) income, net	1	0
Income from group undertakings	(137)	(131)
Expenses due to group undertakings	137	131
Interest Expense	0	0
Income before income taxes and interest in earnings of associates	1	0
Income Tax Expense (Benefit)	0	0
Income Loss From Continuing Operations Before Interest In Earnings Of Associates	1	0
Interest in earnings of associates, net of tax	0	0
Equity account for subsidiaries	(689)	(744)
Net Income (Loss) Attributable to Noncontrolling Interest	0	0
NET INCOME ATTRIBUTABLE TO WILLIS GROUP HOLDINGS	(688)	(744)
NET (LOSS) INCOME	$ (688)	$ (744)

FINANCIAL INFORMATION FOR ISSUER, PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Comprehensive income) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Condensed Financial Statements, Captions [Line Items]
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	$ 321	$ 258
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest	3	(4)
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	324	254
Willis Group Holdings
Condensed Financial Statements, Captions [Line Items]
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	324	254
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest	0	0
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	324	254
Guarantor companies [Member]
Condensed Financial Statements, Captions [Line Items]
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	354	264
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest	0	0
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	354	264
Trinity Acquisition Limited [Member]
Condensed Financial Statements, Captions [Line Items]
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	347	228
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest	0	0
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	347	228
Other
Condensed Financial Statements, Captions [Line Items]
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	370	281
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest	3	(4)
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	373	277
Consolidation entries [Member]
Condensed Financial Statements, Captions [Line Items]
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	(1,074)	(769)
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest	0	0
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	$ (1,074)	$ (769)

FINANCIAL INFORMATION FOR ISSUER, PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Balance sheet) (Details) (USD $)	Mar. 31, 2015	Dec. 31, 2014	Mar. 31, 2014	Dec. 31, 2013
Condensed Financial Statements, Captions [Line Items]
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	$ 503,000,000	$ 635,000,000	$ 734,000,000	$ 796,000,000
Accounts receivable, net	1,150,000,000	1,044,000,000
Fiduciary assets	9,444,000,000	8,948,000,000
Deferred tax assets	13,000,000	12,000,000
Other current assets	218,000,000	214,000,000
Amounts owed by group undertakings	0	0
Total current assets	11,328,000,000	10,853,000,000
Investments in subsidiaries	0	0
Fixed assets, net	462,000,000	483,000,000
Goodwill	2,889,000,000	2,937,000,000		2,838,000,000
Other intangible assets, net	418,000,000	450,000,000
Investments in associates	167,000,000	169,000,000
Deferred tax assets	6,000,000	9,000,000
Pension benefits asset	606,000,000	314,000,000
Other non-current assets	229,000,000	220,000,000
Non-current amounts due from group undertakings	0	0
Total non-current assets	4,777,000,000	4,582,000,000
TOTAL ASSETS	16,105,000,000	15,435,000,000
Fiduciary liabilities	9,444,000,000	8,948,000,000
Deferred revenue and accrued expenses	408,000,000	619,000,000
Income taxes payable	49,000,000	33,000,000
Current portion of long-term debt	168,000,000	167,000,000
Deferred tax liabilities	18,000,000	21,000,000
Other current liabilities	461,000,000	444,000,000
Amounts due to group undertakings	0	0
Total current liabilities	10,548,000,000	10,232,000,000
Investments in subsidiaries	0	0
Long-term debt	2,137,000,000	2,142,000,000
Liabilities for pension benefits	277,000,000	284,000,000
Deferred tax liabilities	185,000,000	128,000,000
Provisions for liabilities	188,000,000	194,000,000
Other non-current liabilities	398,000,000	389,000,000
Noncurrent amounts due to group undertakings	0	0
Total non-current liabilities	3,185,000,000	3,137,000,000
Total liabilities	13,733,000,000	13,369,000,000
Redeemable Noncontrolling Interest, Equity, Carrying Amount	51,000,000	59,000,000
Total Willis Group Holdings stockholders’ equity	2,298,000,000	1,985,000,000
Noncontrolling interests	23,000,000	22,000,000
Total equity	2,321,000,000	2,007,000,000
TOTAL LIABILITIES AND EQUITY	16,105,000,000	15,435,000,000
Willis Group Holdings
Condensed Financial Statements, Captions [Line Items]
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	6,000,000	9,000,000	3,000,000	3,000,000
Accounts receivable, net	0	0
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	1,000,000	1,000,000
Amounts owed by group undertakings	3,611,000,000	3,674,000,000
Total current assets	3,618,000,000	3,684,000,000
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	2,000,000	3,000,000
Non-current amounts due from group undertakings	0	0
Total non-current assets	2,000,000	3,000,000
TOTAL ASSETS	3,620,000,000	3,687,000,000
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	1,000,000	1,000,000
Income taxes payable	0	0
Current portion of long-term debt	0	0
Deferred tax liabilities	0	0
Other current liabilities	60,000,000	67,000,000
Amounts due to group undertakings	0	0
Total current liabilities	61,000,000	68,000,000
Investments in subsidiaries	465,000,000	838,000,000
Long-term debt	796,000,000	796,000,000
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	1,261,000,000	1,634,000,000
Total liabilities	1,322,000,000	1,702,000,000
Redeemable Noncontrolling Interest, Equity, Carrying Amount		0
Total Willis Group Holdings stockholders’ equity	2,298,000,000	1,985,000,000
Noncontrolling interests	0	0
Total equity	2,298,000,000	1,985,000,000
TOTAL LIABILITIES AND EQUITY	3,620,000,000	3,687,000,000
Guarantor companies [Member]
Condensed Financial Statements, Captions [Line Items]
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	0	2,000,000	3,000,000	3,000,000
Accounts receivable, net	6,000,000	4,000,000
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	63,000,000	41,000,000
Amounts owed by group undertakings	1,076,000,000	1,154,000,000
Total current assets	1,145,000,000	1,201,000,000
Investments in subsidiaries	3,875,000,000	3,478,000,000
Fixed assets, net	61,000,000	62,000,000
Goodwill	0	0
Other intangible assets, net	0	0
Investments in associates	133,000,000	147,000,000
Deferred tax assets	0	0
Pension benefits asset	0	0
Other non-current assets	2,000,000	2,000,000
Non-current amounts due from group undertakings	752,000,000	740,000,000
Total non-current assets	4,823,000,000	4,429,000,000
TOTAL ASSETS	5,968,000,000	5,630,000,000
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	36,000,000	34,000,000
Income taxes payable	0	7,000,000
Current portion of long-term debt	149,000,000	149,000,000
Deferred tax liabilities	0	0
Other current liabilities	16,000,000	46,000,000
Amounts due to group undertakings	5,256,000,000	5,267,000,000
Total current liabilities	5,457,000,000	5,503,000,000
Investments in subsidiaries	0	0
Long-term debt	581,000,000	581,000,000
Liabilities for pension benefits	0	0
Deferred tax liabilities	0	0
Provisions for liabilities	0	0
Other non-current liabilities	16,000,000	17,000,000
Noncurrent amounts due to group undertakings	518,000,000	518,000,000
Total non-current liabilities	1,115,000,000	1,116,000,000
Total liabilities	6,572,000,000	6,619,000,000
Redeemable Noncontrolling Interest, Equity, Carrying Amount		0
Total Willis Group Holdings stockholders’ equity	(604,000,000)	(989,000,000)
Noncontrolling interests	0	0
Total equity	(604,000,000)	(989,000,000)
TOTAL LIABILITIES AND EQUITY	5,968,000,000	5,630,000,000
Trinity Acquisition Limited [Member]
Condensed Financial Statements, Captions [Line Items]
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	0	0	0	0
Accounts receivable, net	0	0
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	2,000,000	1,000,000
Amounts owed by group undertakings	803,000,000	797,000,000
Total current assets	805,000,000	798,000,000
Investments in subsidiaries	2,949,000,000	2,578,000,000
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	8,000,000	8,000,000
Non-current amounts due from group undertakings	518,000,000	518,000,000
Total non-current assets	3,475,000,000	3,104,000,000
TOTAL ASSETS	4,280,000,000	3,902,000,000
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	0	0
Income taxes payable	7,000,000	5,000,000
Current portion of long-term debt	18,000,000	17,000,000
Deferred tax liabilities	0	0
Other current liabilities	4,000,000	11,000,000
Amounts due to group undertakings	586,000,000	576,000,000
Total current liabilities	615,000,000	609,000,000
Investments in subsidiaries	0	0
Long-term debt	760,000,000	765,000,000
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	760,000,000	765,000,000
Total liabilities	1,375,000,000	1,374,000,000
Redeemable Noncontrolling Interest, Equity, Carrying Amount		0
Total Willis Group Holdings stockholders’ equity	2,905,000,000	2,528,000,000
Noncontrolling interests	0	0
Total equity	2,905,000,000	2,528,000,000
TOTAL LIABILITIES AND EQUITY	4,280,000,000	3,902,000,000
Other
Condensed Financial Statements, Captions [Line Items]
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	497,000,000	624,000,000	728,000,000	790,000,000
Accounts receivable, net	1,144,000,000	1,040,000,000
Fiduciary assets	9,444,000,000	8,948,000,000
Deferred tax assets	13,000,000	12,000,000
Other current assets	192,000,000	205,000,000
Amounts owed by group undertakings	1,137,000,000	1,114,000,000
Total current assets	12,427,000,000	11,943,000,000
Investments in subsidiaries	0	0
Fixed assets, net	401,000,000	421,000,000
Goodwill	2,889,000,000	2,937,000,000
Other intangible assets, net	418,000,000	450,000,000
Investments in associates	34,000,000	22,000,000
Deferred tax assets	6,000,000	9,000,000
Pension benefits asset	606,000,000	314,000,000
Other non-current assets	217,000,000	207,000,000
Non-current amounts due from group undertakings	0	0
Total non-current assets	4,571,000,000	4,360,000,000
TOTAL ASSETS	16,998,000,000	16,303,000,000
Fiduciary liabilities	9,444,000,000	8,948,000,000
Deferred revenue and accrued expenses	371,000,000	584,000,000
Income taxes payable	82,000,000	55,000,000
Current portion of long-term debt	1,000,000	1,000,000
Deferred tax liabilities	18,000,000	21,000,000
Other current liabilities	381,000,000	320,000,000
Amounts due to group undertakings	785,000,000	896,000,000
Total current liabilities	11,082,000,000	10,825,000,000
Investments in subsidiaries	0	0
Long-term debt	0	0
Liabilities for pension benefits	277,000,000	284,000,000
Deferred tax liabilities	185,000,000	128,000,000
Provisions for liabilities	188,000,000	194,000,000
Other non-current liabilities	382,000,000	372,000,000
Noncurrent amounts due to group undertakings	752,000,000	740,000,000
Total non-current liabilities	1,784,000,000	1,718,000,000
Total liabilities	12,866,000,000	12,543,000,000
Redeemable Noncontrolling Interest, Equity, Carrying Amount	51,000,000	59,000,000
Total Willis Group Holdings stockholders’ equity	4,058,000,000	3,679,000,000
Noncontrolling interests	23,000,000	22,000,000
Total equity	4,081,000,000	3,701,000,000
TOTAL LIABILITIES AND EQUITY	16,998,000,000	16,303,000,000
Consolidation entries [Member]
Condensed Financial Statements, Captions [Line Items]
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	0	0	0	0
Accounts receivable, net	0	0
Fiduciary assets	0	0
Deferred tax assets	0	0
Other current assets	(40,000,000)	(34,000,000)
Amounts owed by group undertakings	(6,627,000,000)	(6,739,000,000)
Total current assets	(6,667,000,000)	(6,773,000,000)
Investments in subsidiaries	(6,824,000,000)	(6,056,000,000)
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	0	0
Non-current amounts due from group undertakings	(1,270,000,000)	(1,258,000,000)
Total non-current assets	(8,094,000,000)	(7,314,000,000)
TOTAL ASSETS	(14,761,000,000)	(14,087,000,000)
Fiduciary liabilities	0	0
Deferred revenue and accrued expenses	0	0
Income taxes payable	(40,000,000)	(34,000,000)
Current portion of long-term debt	0	0
Deferred tax liabilities	0	0
Other current liabilities	0	0
Amounts due to group undertakings	(6,627,000,000)	(6,739,000,000)
Total current liabilities	(6,667,000,000)	(6,773,000,000)
Investments in subsidiaries	(465,000,000)	(838,000,000)
Long-term debt	0	0
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	(1,270,000,000)	(1,258,000,000)
Total non-current liabilities	(1,735,000,000)	(2,096,000,000)
Total liabilities	(8,402,000,000)	(8,869,000,000)
Redeemable Noncontrolling Interest, Equity, Carrying Amount		0
Total Willis Group Holdings stockholders’ equity	(6,359,000,000)	(5,218,000,000)
Noncontrolling interests	0	0
Total equity	(6,359,000,000)	(5,218,000,000)
TOTAL LIABILITIES AND EQUITY	$ (14,761,000,000)	$ (14,087,000,000)

FINANCIAL INFORMATION FOR ISSUER, PARENT GUARANTOR, OTHER GUARANTOR SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (Cash flows) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014	Dec. 31, 2013
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	$ (64)	$ 5
Proceeds on disposal of fixed and intangible assets	4	1
Payments to Acquire Property, Plant, and Equipment	(16)	(22)
Payments to Acquire Intangible Assets	(1)	(1)
Payments to Acquire Businesses, Net of Cash Acquired	(8)
Payments to Acquire Other Investments	0	(4)
Proceeds on sale of operations, net of cash disposed	13	5
Cash received on intercompany investing activities	0	0
Cash paid on intercompany investing activities	0	0
Net cash used in investing activities	(8)	(21)
Debt issuance costs	(1)	(2)
Repayments of Other Debt	(4)	(4)
Payments for Repurchase of Common Stock	(15)	(35)
Proceeds from issue of shares	35	43
Excess tax benefits from share-based payment arrangements	3	1
Payments of Ordinary Dividends, Common Stock	(54)	(50)
Payments of Ordinary Dividends, Noncontrolling Interest	(3)	(2)
Cash received on intercompany financing activities	0	0
Cash paid on intercompany financing activities	0	0
Net cash used in financing activities	(39)	(49)
DECREASE IN CASH AND CASH EQUIVALENTS	(111)	(65)
Effect of exchange rate changes on cash and cash equivalents	(21)	3
CASH AND CASH EQUIVALENTS, END OF PERIOD	503	734	635	796
Willis Group Holdings
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	(20)	(23)
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
Payments to Acquire Other Investments		0
Proceeds on sale of operations, net of cash disposed	0	0
Cash received on intercompany investing activities	51	65
Cash paid on intercompany investing activities	0	0
Net cash used in investing activities	51	65
Debt issuance costs	0	0
Repayments of Other Debt	0	0
Payments for Repurchase of Common Stock	(15)	(35)
Proceeds from issue of shares	35	43
Excess tax benefits from share-based payment arrangements	0	0
Payments of Ordinary Dividends, Common Stock	(54)	(50)
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	(34)	(42)
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	9	3
Guarantor companies [Member]
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	(35)	28
Proceeds on disposal of fixed and intangible assets	0	1
Payments to Acquire Property, Plant, and Equipment	(4)	(4)
Payments to Acquire Intangible Assets	0	0
Payments to Acquire Businesses, Net of Cash Acquired	0
Payments to Acquire Other Investments		0
Proceeds on sale of operations, net of cash disposed	0	0
Cash received on intercompany investing activities	48	120
Cash paid on intercompany investing activities	(11)	0
Net cash used in investing activities	33	117
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	23	0
Cash paid on intercompany financing activities	(23)	(145)
Net cash used in financing activities	0	(145)
DECREASE IN CASH AND CASH EQUIVALENTS	(2)	0
Effect of exchange rate changes on cash and cash equivalents	0	0
CASH AND CASH EQUIVALENTS, END OF PERIOD	0	3	2	3
Trinity Acquisition Limited [Member]
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	1	(24)
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
Payments to Acquire Other Investments		0
Proceeds on sale of operations, net of cash disposed	0	0
Cash received on intercompany investing activities	0	12
Cash paid on intercompany investing activities	0	0
Net cash used in investing activities	0	12
Debt issuance costs	0	0
Repayments of Other Debt	(4)	(4)
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	3	16
Cash paid on intercompany financing activities	0	0
Net cash used in financing activities	(1)	12
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	0	0
Other
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	(10)	25
Proceeds on disposal of fixed and intangible assets	4	1
Payments to Acquire Property, Plant, and Equipment	(12)	(19)
Payments to Acquire Intangible Assets	(1)	(1)
Payments to Acquire Businesses, Net of Cash Acquired	(8)
Payments to Acquire Other Investments		(4)
Proceeds on sale of operations, net of cash disposed	13	5
Cash received on intercompany investing activities	0	115
Cash paid on intercompany investing activities	(26)	(16)
Net cash used in investing activities	(30)	81
Debt issuance costs	(1)	(2)
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	3	1
Payments of Ordinary Dividends, Common Stock	0	(1)
Payments of Ordinary Dividends, Noncontrolling Interest	(3)	(2)
Cash received on intercompany financing activities	11	0
Cash paid on intercompany financing activities	(76)	(167)
Net cash used in financing activities	(66)	(171)
DECREASE IN CASH AND CASH EQUIVALENTS	(106)	(65)
Effect of exchange rate changes on cash and cash equivalents	(21)	3
CASH AND CASH EQUIVALENTS, END OF PERIOD	497	728	624	790
Consolidation entries [Member]
Condensed Financial Statements, Captions [Line Items]
Net Cash Provided by (Used in) Operating Activities	0	(1)
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
Payments to Acquire Other Investments		0
Proceeds on sale of operations, net of cash disposed	0	0
Cash received on intercompany investing activities	(99)	(312)
Cash paid on intercompany investing activities	37	16
Net cash used in investing activities	(62)	(296)
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	1
Payments of Ordinary Dividends, Noncontrolling Interest	0	0
Cash received on intercompany financing activities	(37)	(16)
Cash paid on intercompany financing activities	99	312
Net cash used in financing activities	62	297
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	$ 0	$ 0