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Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jul. 31, 2012	Aug. 17, 2012
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jul. 31, 2012
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2
Trading Symbol	SAI
Entity Registrant Name	SAIC, Inc.
Entity Central Index Key	0001336920
Current Fiscal Year End Date	--01-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		341,831,289
Science Applications International Corporation
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jul. 31, 2012
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2
Entity Registrant Name	SCIENCE APPLICATIONS INTERNATIONAL CORP
Entity Central Index Key	0000353394
Current Fiscal Year End Date	--01-31
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		5,000

Condensed Consolidated Statements Of Income - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jul. 31, 2012	Jul. 31, 2011	Jul. 31, 2012	Jul. 31, 2011
Revenues	$ 2,848	$ 2,596	$ 5,630	$ 5,284
Costs and expenses:
Cost of revenues	2,504	2,258	4,952	4,615
Selling, general and administrative expenses	153	129	279	230
Operating income	191	209	399	439
Non-operating income (expense):
Interest income	2		4	1
Interest expense	(24)	(28)	(53)	(56)
Other income, net	4	1	6	5
Income from continuing operations before income taxes	173	182	356	389
Provision for income taxes	(63)	(70)	(129)	(147)
Income from continuing operations	110	112	227	242
Discontinued operations (Note 1):
Income from discontinued operations before income taxes		115		117
Provision for income taxes		(49)		(50)
Income from discontinued operations		66		67
Net income	$ 110	$ 178	$ 227	$ 309
Basic:
Income from continuing operations	$ 0.32	$ 0.32	$ 0.67	$ 0.68
Income from discontinued operations		0.19		0.19
Total basic earnings per share	0.32	0.51	0.67	0.87
Diluted:
Income from continuing operations	0.32	0.32	0.67	0.68
Income from discontinued operations		0.18		0.19
Total diluted earnings per share	0.32	$ 0.50	0.67	$ 0.87
Cash dividends paid per share	$ 0.12		$ 0.24
Science Applications International Corporation
Revenues	$ 2,848	$ 2,596	$ 5,630	$ 5,284
Costs and expenses:
Cost of revenues	2,504	2,258	4,952	4,615
Selling, general and administrative expenses	153	129	279	230
Operating income	191	209	399	439
Non-operating income (expense):
Interest income	2		4	1
Interest expense	(24)	(30)	(53)	(60)
Other income, net	4	1	6	5
Income from continuing operations before income taxes	173	180	356	385
Provision for income taxes	(63)	(68)	(129)	(144)
Income from continuing operations	110	112	227	241
Discontinued operations (Note 1):
Income from discontinued operations before income taxes		115		117
Provision for income taxes		(49)		(50)
Income from discontinued operations		66		67
Net income	$ 110	$ 178	$ 227	$ 308

Condensed Consolidated Statements Of Comprehensive Income - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jul. 31, 2012	Jul. 31, 2011	Jul. 31, 2012	Jul. 31, 2011
Net income	$ 110	$ 178	$ 227	$ 309
Other comprehensive income, net of tax:
Foreign currency translation adjustments		6	(1)	7
Deferred taxes		(2)	1	(3)
Foreign currency translation adjustments, net of tax		4		4
Pension liability adjustments			16
Deferred taxes			(6)
Pension liability adjustments, net of tax			10
Total other comprehensive income, net of tax		4	10	4
Comprehensive income	110	182	237	313
Science Applications International Corporation
Net income	110	178	227	308
Other comprehensive income, net of tax:
Foreign currency translation adjustments		6	(1)	7
Deferred taxes		(2)	1	(3)
Foreign currency translation adjustments, net of tax		4		4
Pension liability adjustments			16
Deferred taxes			(6)
Pension liability adjustments, net of tax			10
Total other comprehensive income, net of tax		4	10	4
Comprehensive income	$ 110	$ 182	$ 237	$ 312

Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Jul. 31, 2012	Jan. 31, 2012
Current assets:
Cash and cash equivalents	$ 756	$ 1,592
Receivables, net	1,992	2,174
Inventory, prepaid expenses and other current assets	430	439
Total current assets	3,178	4,205
Property, plant and equipment (less accumulated depreciation and amortization of $438 million and $424 million at July 31, 2012 and January 31, 2012, respectively)	324	348
Intangible assets, net	156	176
Goodwill	1,826	1,826
Deferred income taxes	22	37
Other assets	74	75
Total assets	5,580	6,667
Current liabilities:
Accounts payable and accrued liabilities	1,296	1,964
Accrued payroll and employee benefits	473	508
Income taxes payable	9
Notes payable and long-term debt, current portion	3	553
Total current liabilities	1,781	3,025
Notes payable and long-term debt, net of current portion	1,297	1,299
Other long-term liabilities	143	162
Commitments and contingencies (Notes 10 and 11)
Stockholder's equity:
Common stock
Additional paid-in capital	2,064	2,028
Retained earnings	296	164
Accumulated other comprehensive loss	(1)	(11)
Total stockholders' equity	2,359	2,181
Total liabilities and stockholders' equity	5,580	6,667
Science Applications International Corporation
Current assets:
Cash and cash equivalents	556	1,592
Receivables, net	1,992	2,174
Inventory, prepaid expenses and other current assets	430	439
Total current assets	2,978	4,205
Property, plant and equipment (less accumulated depreciation and amortization of $438 million and $424 million at July 31, 2012 and January 31, 2012, respectively)	324	348
Intangible assets, net	156	176
Goodwill	1,826	1,826
Deferred income taxes	22	37
Other assets	74	75
Note receivable from SAIC, Inc. (Note 7)	139
Total assets	5,519	6,667
Current liabilities:
Accounts payable and accrued liabilities	1,296	1,964
Accrued payroll and employee benefits	473	508
Income taxes payable	9
Notes payable and long-term debt, current portion	3	553
Total current liabilities	1,781	3,025
Notes payable and long-term debt, net of current portion	1,297	1,299
Note payable to SAIC, Inc. (Note 7)		120
Other long-term liabilities	143	162
Commitments and contingencies (Notes 10 and 11)
Stockholder's equity:
Common stock
Additional paid-in capital	233	233
Retained earnings	2,066	1,839
Accumulated other comprehensive loss	(1)	(11)
Total stockholders' equity	2,298	2,061
Total liabilities and stockholders' equity	$ 5,519	$ 6,667

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Jul. 31, 2012	Jan. 31, 2012
Property, plant and equipment, accumulated depreciation and amortization	$ 438	$ 424
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	2,000,000,000	2,000,000,000
Common stock, shares issued	342,000,000	341,000,000
Common stock, shares outstanding	342,000,000	341,000,000
Science Applications International Corporation
Property, plant and equipment, accumulated depreciation and amortization	$ 438	$ 424
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	10,000	10,000
Common stock, shares issued	5,000	5,000
Common stock, shares outstanding	5,000	5,000

- Definition

The cumulative amount of depreciation, depletion and amortization (related to property, plant and equipment, but not including land) that has been recognized in the income statement.

+ References + Details

Condensed Consolidated Statement Of Stockholders' Equity - 6 months ended Jul. 31, 2012 - USD ($) $ in Millions	Total	Shares of Common stock	Additional paid-in capital	Retained earnings	Accumulated other comprehensive loss	Science Applications International Corporation	Science Applications International Corporation Shares of Common stock	Science Applications International Corporation Additional paid-in capital	Science Applications International Corporation Retained earnings	Science Applications International Corporation Accumulated other comprehensive loss
Balance, value at Jan. 31, 2012	$ 2,181		$ 2,028	$ 164	$ (11)	$ 2,061		$ 233	$ 1,839	$ (11)
Balance, shares at Jan. 31, 2012		341,000,000					5,000
Net income	227			227		227			227
Other comprehensive income, net of tax	10				10	10				10
Issuances of stock, value	14		14
Issuances of stock, shares		2,000,000
Repurchases of stock, value	(20)		(9)	(11)
Repurchases of stock, shares		(1,000,000)
Quarterly cash dividends of $0.12 per share	(84)			(84)
Adjustments for income tax benefits from stock-based compensation	(15)		(15)
Stock-based compensation	46		46
Balance, value at Jul. 31, 2012	$ 2,359		$ 2,064	$ 296	$ (1)	$ 2,298		$ 233	$ 2,066	$ (1)
Balance, shares at Jul. 31, 2012		342,000,000					5,000

Condensed Consolidated Statement Of Stockholders' Equity (Parenthetical) - $ / shares	3 Months Ended	6 Months Ended
	Jul. 31, 2012	Jul. 31, 2012
Quarterly cash dividends paid per share	$ 0.12	$ 0.24

Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Millions	6 Months Ended
	Jul. 31, 2012	Jul. 31, 2011
Cash flows from operating activities of continuing operations:
Net income	$ 227	$ 309
Income from discontinued operations		(67)
Adjustments to reconcile net income to net cash provided by (used in) operating activities of continuing operations:
Depreciation and amortization	55	55
Stock-based compensation	46	43
Impairment losses	1
Net gain on sales and disposals of assets	(6)	(28)
Other	1	1
Increase (decrease) in cash and cash equivalents, excluding effects of acquisitions and divestitures, resulting from changes in:
Receivables	182	(48)
Inventory, prepaid expenses and other current assets	27	33
Deferred income taxes		1
Other assets	1	(18)
Accounts payable and accrued liabilities	(663)	2
Accrued payroll and employee benefits	(33)	(55)
Income taxes payable	3	(17)
Other long-term liabilities	(2)	(1)
Total cash flows provided by (used in) operating activities of continuing operations	(161)	210
Cash flows from investing activities of continuing operations:
Expenditures for property, plant and equipment	(33)	(30)
Acquisition of a business		(26)
Net receipts (payments) for purchase price adjustments related to prior year acquisitions	1	(3)
Proceeds from sale of assets	2	78
Total cash flows provided by (used in) investing activities of continuing operations	(30)	19
Cash flows from financing activities of continuing operations:
Payments on notes payable and long-term debt	(552)	(2)
Sales of stock and exercises of stock options	10	14
Repurchases of stock	(20)	(417)
Dividend payments	(83)
Other		(2)
Total cash flows used in financing activities of continuing operations	(645)	(407)
Decrease in cash and cash equivalents from continuing operations	(836)	(178)
Cash flows from discontinued operations:
Cash used in operating activities of discontinued operations		(20)
Cash provided by investing activities of discontinued operations		166
Increase in cash and cash equivalents from discontinued operations		146
Effect of foreign currency exchange rate changes on cash and cash equivalents		1
Total decrease in cash and cash equivalents	(836)	(31)
Cash and cash equivalents at beginning of period	1,592	1,367
Cash and cash equivalents at end of period	756	1,336
Science Applications International Corporation
Cash flows from operating activities of continuing operations:
Net income	227	308
Income from discontinued operations		(67)
Adjustments to reconcile net income to net cash provided by (used in) operating activities of continuing operations:
Depreciation and amortization	55	55
Stock-based compensation	46	43
Impairment losses	1
Net gain on sales and disposals of assets	(6)	(28)
Other	1	1
Increase (decrease) in cash and cash equivalents, excluding effects of acquisitions and divestitures, resulting from changes in:
Receivables	182	(48)
Inventory, prepaid expenses and other current assets	27	33
Deferred income taxes		1
Other assets	1	(18)
Accounts payable and accrued liabilities	(663)	2
Accrued payroll and employee benefits	(33)	(55)
Income taxes payable	3	(17)
Other long-term liabilities	(2)	(1)
Total cash flows provided by (used in) operating activities of continuing operations	(161)	209
Cash flows from investing activities of continuing operations:
Expenditures for property, plant and equipment	(33)	(30)
Acquisition of a business		(26)
Net receipts (payments) for purchase price adjustments related to prior year acquisitions	1	(3)
Proceeds from sale of assets	2	78
Total cash flows provided by (used in) investing activities of continuing operations	(30)	19
Cash flows from financing activities of continuing operations:
Proceeds from note payable to SAIC, Inc.	32	466
Payments on note payable to SAIC, Inc.	(324)	(868)
Payments on notes payable and long-term debt	(552)	(2)
Dividend payments	(1)
Other		(2)
Total cash flows used in financing activities of continuing operations	(845)	(406)
Decrease in cash and cash equivalents from continuing operations	(1,036)	(178)
Cash flows from discontinued operations:
Cash used in operating activities of discontinued operations		(20)
Cash provided by investing activities of discontinued operations		166
Increase in cash and cash equivalents from discontinued operations		146
Effect of foreign currency exchange rate changes on cash and cash equivalents		1
Total decrease in cash and cash equivalents	(1,036)	(31)
Cash and cash equivalents at beginning of period	1,592	1,367
Cash and cash equivalents at end of period	$ 556	$ 1,336

Summary of Significant Accounting Policies

6 Months Ended

Jul. 31, 2012

Summary of Significant Accounting Policies

Note 1—Summary of Significant Accounting Policies:

Nature of Operations and Basis of Presentation

SAIC, Inc. (“SAIC”) is a holding company whose direct 100%-owned subsidiary is Science Applications International Corporation (“Science Applications”), a provider of scientific, engineering, systems integration and technical services and solutions in the areas of defense, health, energy, infrastructure, intelligence, surveillance, reconnaissance and cybersecurity to agencies of the U.S. Department of Defense (DoD), the intelligence community, the U.S. Department of Homeland Security, and other U.S. Government civil agencies, state and local government agencies, foreign governments and customers in select commercial markets.

The condensed consolidated financial statements of SAIC include the accounts of its majority-owned and 100%-owned subsidiaries, including Science Applications. The condensed consolidated financial statements of Science Applications include the accounts of its majority-owned and 100%-owned subsidiaries. SAIC does not have separate operations, assets or liabilities independent of Science Applications, except for a note with Science Applications (the “related party note”), on which interest is recognized. From time to time, SAIC issues stock to Science Applications employees, which is reflected in SAIC’s Condensed Consolidated Statement of Stockholders’ Equity and results in an increase to the related party note (see Note 7). All intercompany transactions and accounts have been eliminated in consolidation.

These Combined Notes to Condensed Consolidated Financial Statements apply to both SAIC and Science Applications. As SAIC consolidates Science Applications for financial statement purposes, disclosures that relate to activities of Science Applications also apply to SAIC. References to the “Company” refer collectively to SAIC, Science Applications, and its consolidated subsidiaries unless otherwise noted.

The accompanying financial information has been prepared by the Company pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (SEC). Certain disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) have been condensed or omitted pursuant to such rules and regulations. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and combined notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2012. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. Estimates have been prepared by management on the basis of the most current and best available information at the time of estimation and actual results could differ from those estimates.

In the opinion of management, the financial information as of July 31, 2012 and for the three and six months ended July 31, 2012 and 2011 reflects all adjustments, which consist of normal recurring adjustments, necessary for a fair presentation thereof. Operating results for the three and six months ended July 31, 2012 are not necessarily indicative of the results that may be expected for the fiscal year ending January 31, 2013, or any future period.

Unless otherwise noted, references to years are for fiscal years ended January 31. For example, the fiscal year ending January 31, 2013 is referred to as “fiscal 2013” in these combined notes to condensed consolidated financial statements.

Long-Term Receivables

The Company’s accounts receivable include unbilled receivables, which consist of costs and fees billable upon contract completion or the occurrence of a specified event, the majority of which is expected to be billed and collected within one year. Unbilled receivables are stated at estimated realizable value. Contract retentions are billed when the Company has negotiated final indirect rates with the U.S. Government and, once billed, are subject to audit and approval by government representatives. Consequently, the timing of collection of retention balances is outside the Company’s control. Based on the Company’s historical experience, the majority of retention balances are expected to be collected beyond one year. The Company has extended deferred payment terms with contractual maturities that may exceed one year to three commercial customers related to certain construction projects. As of July 31, 2012, the Company had outstanding receivables from these customers with deferred payment terms of $61 million, which are expected to be collected in fiscal 2013 and 2014, when the customer’s financing has been arranged. When events or conditions indicate that amounts outstanding from customers may become uncollectible, an allowance is estimated and recorded.

Changes in Estimates on Contracts

Changes in estimates related to certain types of contracts accounted for using the percentage of completion method of accounting are recognized in the period in which such changes are made for the inception-to-date effect of the changes. Changes in these estimates can routinely occur over the contract performance period for a variety of reasons, including changes in contract scope, changes in contract cost estimates due to unanticipated cost growth or retirements of risk for amounts different than estimated, and changes in estimated incentive or award fees. Aggregate changes in contract estimates decreased operating income by $3 million ($0.01 per diluted share) for the three months ended July 31, 2012 and increased operating income by $1 million ($0.00 per diluted share) for the six months ended July 31, 2012 and increased operating income by $15 million ($0.03 per diluted share) and $27 million ($0.05 per diluted share) for the three and six months ended July 31, 2011, respectively.

Discontinued Operations

In June 2011, in order to better align its business portfolio with its strategy, the Company sold certain components of its business, which were historically included in the Company’s Health, Energy and Civil Solutions segment, primarily focused on providing information technology services to international oil and gas companies. In fiscal 2012, the Company received net proceeds of $167 million resulting in a gain on sale before income taxes of $111 million related to this sale. Under the terms of the definitive agreement, the Company has retained the assets and obligations of its defined benefit pension plan in the United Kingdom. The Company has classified the operating results of these business components, including pension expense through the date of sale, as discontinued operations for all periods presented. Following the sale, as a result of retaining the pension obligation, the remaining components of ongoing pension expense, primarily interest costs and assumed return on plan assets, are recorded in continuing operations.

The pre-sale operating results of this discontinued operation were as follows:


	Six Months Ended July 31 2011
	(in millions)
Revenues	$	69
Costs and expenses:
Cost of revenues		54
Selling, general and administrative expenses		8
Operating income	$	7

Income from discontinued operations also includes other activity that is immaterial and not reflected in the table above.

Subsequent to July 31, 2012, the Company committed to a plan to sell a component of the business, which is included in the Company’s Health, Energy and Civil Solutions segment, primarily focused on providing operational test and evaluation services. This component of the business will be reflected as a discontinued operation beginning in the third fiscal quarter ending October 31, 2012.

Pension

During the fiscal quarter ended April 30, 2012, the Company transferred $46 million of pension plan assets to a successor contractor’s plan on behalf of certain participants in the Company’s defined benefit pension plan who previously transferred their employment to the successor contractor and settled $63 million of related pension plan obligations. As a result of the transfer, the Company recorded an immaterial settlement gain in selling, general and administrative expenses during the first quarter of fiscal 2013.

Supplementary Cash Flow Information

Supplementary cash flow information, including non-cash investing and financing activities, for the periods presented was as follows:


	Six Months Ended July 31
	2012		2011
	(in millions)
Stock exchanged at fair value upon exercises of stock options	$	—	$	14
Vested stock issued as settlement of annual bonus accruals	$	2	$	3
Increase in accrued stock repurchases	$	—	$	13
Stock issued in lieu of cash dividend	$	2	$	—
Fair value of assets acquired in acquisitions	$	—	$	29
Less: cash paid in acquisitions		—		(26	)
Liabilities assumed in acquisitions	$	—	$	3
Cash paid for interest (including discontinued operations)	$	53	$	52
Cash paid for income taxes (including discontinued operations)	$	96	$	121

Accounting Standards Updates Issued But Not Yet Adopted

Accounting standards and updates issued but not effective for the Company until after July 31, 2012, are not expected to have a material effect on the Company’s consolidated financial position or results of operations.

Science Applications International Corporation

Summary of Significant Accounting Policies

Note 1—Summary of Significant Accounting Policies:

Nature of Operations and Basis of Presentation

Long-Term Receivables

Changes in Estimates on Contracts

Discontinued Operations

The pre-sale operating results of this discontinued operation were as follows:


	Six Months Ended July 31 2011
	(in millions)
Revenues	$	69
Costs and expenses:
Cost of revenues		54
Selling, general and administrative expenses		8
Operating income	$	7

Income from discontinued operations also includes other activity that is immaterial and not reflected in the table above.

Pension

Supplementary Cash Flow Information

Supplementary cash flow information, including non-cash investing and financing activities, for the periods presented was as follows:


	Six Months Ended July 31
	2012		2011
	(in millions)
Stock exchanged at fair value upon exercises of stock options	$	—	$	14
Vested stock issued as settlement of annual bonus accruals	$	2	$	3
Increase in accrued stock repurchases	$	—	$	13
Stock issued in lieu of cash dividend	$	2	$	—
Fair value of assets acquired in acquisitions	$	—	$	29
Less: cash paid in acquisitions		—		(26	)
Liabilities assumed in acquisitions	$	—	$	3
Cash paid for interest (including discontinued operations)	$	53	$	52
Cash paid for income taxes (including discontinued operations)	$	96	$	121

Accounting Standards Updates Issued But Not Yet Adopted

Earnings Per Share (EPS)

6 Months Ended

Jul. 31, 2012

Earnings Per Share (EPS)

Note 2—Earnings Per Share (EPS):

The Company is required to allocate a portion of its earnings to its unvested stock awards containing nonforfeitable rights to dividends or dividend equivalents (participating securities) in calculating EPS using the two-class method.

In fiscal 2013, the Company began issuing unvested stock awards that have forfeitable rights to dividends or dividend equivalents. These stock awards are not participating securities requiring application of the two-class method but are dilutive common share equivalents subject to the treasury stock method. Unvested stock awards granted prior to fiscal 2013 were participating securities requiring application of the two-class method. Basic EPS is computed by dividing income less earnings allocable to participating securities by the basic weighted average number of shares outstanding. Diluted EPS is computed similar to basic EPS, except the weighted average number of shares outstanding is increased to include the dilutive effect of outstanding stock options and other stock-based awards.

A reconciliation of the income used to compute basic and diluted EPS for the periods presented was as follows:


	Three Months Ended July 31						Six Months Ended July 31
	2012			2011			2012			2011
	(in millions)
Basic EPS:
Income from continuing operations, as reported	$	110		$	112		$	227		$	242
Less: allocation of distributed and undistributed earnings to participating securities		(2	)		(4	)		(6	)		(9	)
Income from continuing operations, for computing basic EPS	$	108		$	108		$	221		$	233
Net income, as reported	$	110		$	178		$	227		$	309
Less: allocation of distributed and undistributed earnings to participating securities		(2	)		(7	)		(6	)		(11	)
Net income, for computing basic EPS	$	108		$	171		$	221		$	298
Diluted EPS:
Income from continuing operations, as reported	$	110		$	112		$	227		$	242
Less: allocation of distributed and undistributed earnings to participating securities		(2	)		(4	)		(6	)		(9	)
Income from continuing operations, for computing diluted EPS	$	108		$	108		$	221		$	233
Net income, as reported	$	110		$	178		$	227		$	309
Less: allocation of distributed and undistributed earnings to participating securities		(2	)		(7	)		(6	)		(11	)
Net income, for computing diluted EPS	$	108		$	171		$	221		$	298

A reconciliation of the weighted average number of shares outstanding used to compute basic and diluted EPS for the periods presented was as follows:


	Three Months Ended July 31				Six Months Ended July 31
	2012		2011		2012		2011
	(in millions)
Basic weighted average number of shares outstanding		333		338		332		342
Dilutive common share equivalents—stock options and other stock awards		—		1		—		1
Diluted weighted average number of shares outstanding		333		339		332		343

Basic and diluted EPS for the periods presented was as follows:


	Three Months Ended July 31				Six Months Ended July 31
	2012		2011		2012		2011
Basic:
Income from continuing operations	$	.32	$	.32	$	.67	$	.68
Income from discontinued operations		—		.19		—		.19
	$	.32	$	.51	$	.67	$	.87
Diluted:
Income from continuing operations	$	.32	$	.32	$	.67	$	.68
Income from discontinued operations		—		.18		—		.19
	$	.32	$	.50	$	.67	$	.87

The following stock-based awards were excluded from the weighted average number of shares outstanding used to compute basic and diluted EPS for the periods presented:


	Three Months Ended July 31				Six Months Ended July 31
	2012		2011		2012		2011
	(in millions)
Antidilutive stock options excluded		20		22		20		22
Performance-based stock awards excluded		1		1		1		1

Science Applications International Corporation

Earnings Per Share (EPS)

Note 2—Earnings Per Share (EPS):

A reconciliation of the income used to compute basic and diluted EPS for the periods presented was as follows:


	Three Months Ended July 31						Six Months Ended July 31
	2012			2011			2012			2011
	(in millions)
Basic EPS:
Income from continuing operations, as reported	$	110		$	112		$	227		$	242
Less: allocation of distributed and undistributed earnings to participating securities		(2	)		(4	)		(6	)		(9	)
Income from continuing operations, for computing basic EPS	$	108		$	108		$	221		$	233
Net income, as reported	$	110		$	178		$	227		$	309
Less: allocation of distributed and undistributed earnings to participating securities		(2	)		(7	)		(6	)		(11	)
Net income, for computing basic EPS	$	108		$	171		$	221		$	298
Diluted EPS:
Income from continuing operations, as reported	$	110		$	112		$	227		$	242
Less: allocation of distributed and undistributed earnings to participating securities		(2	)		(4	)		(6	)		(9	)
Income from continuing operations, for computing diluted EPS	$	108		$	108		$	221		$	233
Net income, as reported	$	110		$	178		$	227		$	309
Less: allocation of distributed and undistributed earnings to participating securities		(2	)		(7	)		(6	)		(11	)
Net income, for computing diluted EPS	$	108		$	171		$	221		$	298

A reconciliation of the weighted average number of shares outstanding used to compute basic and diluted EPS for the periods presented was as follows:


	Three Months Ended July 31				Six Months Ended July 31
	2012		2011		2012		2011
	(in millions)
Basic weighted average number of shares outstanding		333		338		332		342
Dilutive common share equivalents—stock options and other stock awards		—		1		—		1
Diluted weighted average number of shares outstanding		333		339		332		343

Basic and diluted EPS for the periods presented was as follows:


	Three Months Ended July 31				Six Months Ended July 31
	2012		2011		2012		2011
Basic:
Income from continuing operations	$	.32	$	.32	$	.67	$	.68
Income from discontinued operations		—		.19		—		.19
	$	.32	$	.51	$	.67	$	.87
Diluted:
Income from continuing operations	$	.32	$	.32	$	.67	$	.68
Income from discontinued operations		—		.18		—		.19
	$	.32	$	.50	$	.67	$	.87

The following stock-based awards were excluded from the weighted average number of shares outstanding used to compute basic and diluted EPS for the periods presented:


	Three Months Ended July 31				Six Months Ended July 31
	2012		2011		2012		2011
	(in millions)
Antidilutive stock options excluded		20		22		20		22
Performance-based stock awards excluded		1		1		1		1

Stock-Based Compensation

6 Months Ended

Jul. 31, 2012

Stock-Based Compensation

Note 3—Stock-Based Compensation:

Total Stock-Based Compensation. Total stock-based compensation expense for the periods presented was as follows:


	Three Months Ended July 31					Six Months Ended July 31
	2012		2011			2012		2011
	(in millions)
Stock options	$	4	$	5		$	7	$	10
Vesting stock awards		17		17			37		35
Performance-based stock awards		1		(3	)		2		(2	)
Total stock-based compensation expense	$	22	$	19		$	46	$	43

Stock Options. Stock options granted during the six months ended July 31, 2012 and 2011 have terms of seven years and a vesting period of four years, except for stock options granted to the Company’s outside directors, which have a vesting period of one year.

The fair value of the Company’s stock option awards is estimated on the date of grant using the Black-Scholes option-pricing model. The weighted average grant-date fair value and assumptions used to determine the fair value of stock options granted for the periods presented were as follows:


	Six Months Ended July 31
	2012			2011
Weighted average grant-date fair value	$	1.81		$	4.21
Expected term (in years)		5.0			4.9
Expected volatility		24.4	%		23.4	%
Risk-free interest rate		1.0	%		2.2	%
Dividend yield		3.7	%		0	%

Stock option activity for the six months ended July 31, 2012 was as follows:


	Shares of stock under stock options			Weighted average exercise price		Weighted average remaining contractual term		Aggregate intrinsic value
	(in millions)					(in years)		(in millions)
Outstanding at January 31, 2012		20.8		$	17.90		2.5	$	—
Options granted		4.9			13.21
Options forfeited or expired		(5.5	)		17.48
Outstanding at July 31, 2012		20.2			16.88		3.4		—
Exercisable at July 31, 2012		9.4			18.33		1.7		—

Vesting Stock Awards. In fiscal 2013, the Company began granting restricted stock units that have forfeitable dividend rights and no voting rights until the units vest and become included in shares of common stock outstanding. Prior to January 31, 2012, the Company granted restricted stock awards that have non-forfeitable dividend rights and voting rights and are included in shares outstanding upon issuance (prior to vesting). Vesting stock award activity for the six months ended July 31, 2012 was as follows:


	Shares of stock under stock awards			Weighted average grant- date fair value
	(in millions)
Unvested stock awards at January 31, 2012		12.0		$	17.50
Awards granted		6.4			13.19
Awards forfeited		(0.6	)		15.95
Awards vested		(4.6	)		17.88
Unvested stock awards at July 31, 2012		13.2			15.35

The fair value of vesting stock awards that vested during the six months ended July 31, 2012 and 2011 was $62 million and $61 million, respectively.

Performance-Based Stock Awards. The Company’s performance-based stock awards vest and the stock is issued at the end of a three-year period based upon the achievement of specific performance criteria, with the number of shares ultimately awarded ranging from zero to 150% of the specified target awards. For awards granted in fiscal 2013, one-third of the target number of shares of stock granted under the awards will be allocated to each fiscal year over the three-year performance period and the actual number of shares to be issued with respect to each fiscal year will be based upon the achievement of that fiscal year’s performance criteria. For performance-based stock awards granted prior to fiscal 2013, the number of shares of stock to be issued under the awards is determined based upon the achievement of the performance criteria measured over the entire three-year performance period. Performance-based stock award activity for the six months ended July 31, 2012 was as follows:


	Expected number of shares of stock to be issued under performance- based stock awards		Weighted average grant- date fair value
	(in millions)
Outstanding at January 31, 2012		0.5	$	17.02
Awards granted		0.8		13.18
Outstanding at July 31, 2012		1.3		14.52

Adjustments to the expected number of shares of stock to be issued may occur due to changes in the expected level of achievement of the performance goals over the life of the awards.

Science Applications International Corporation

Stock-Based Compensation

Note 3—Stock-Based Compensation:

Total Stock-Based Compensation. Total stock-based compensation expense for the periods presented was as follows:


	Three Months Ended July 31					Six Months Ended July 31
	2012		2011			2012		2011
	(in millions)
Stock options	$	4	$	5		$	7	$	10
Vesting stock awards		17		17			37		35
Performance-based stock awards		1		(3	)		2		(2	)
Total stock-based compensation expense	$	22	$	19		$	46	$	43


	Six Months Ended July 31
	2012			2011
Weighted average grant-date fair value	$	1.81		$	4.21
Expected term (in years)		5.0			4.9
Expected volatility		24.4	%		23.4	%
Risk-free interest rate		1.0	%		2.2	%
Dividend yield		3.7	%		0	%

Stock option activity for the six months ended July 31, 2012 was as follows:


	Shares of stock under stock options			Weighted average exercise price		Weighted average remaining contractual term		Aggregate intrinsic value
	(in millions)					(in years)		(in millions)
Outstanding at January 31, 2012		20.8		$	17.90		2.5	$	—
Options granted		4.9			13.21
Options forfeited or expired		(5.5	)		17.48
Outstanding at July 31, 2012		20.2			16.88		3.4		—
Exercisable at July 31, 2012		9.4			18.33		1.7		—


	Shares of stock under stock awards			Weighted average grant- date fair value
	(in millions)
Unvested stock awards at January 31, 2012		12.0		$	17.50
Awards granted		6.4			13.19
Awards forfeited		(0.6	)		15.95
Awards vested		(4.6	)		17.88
Unvested stock awards at July 31, 2012		13.2			15.35

The fair value of vesting stock awards that vested during the six months ended July 31, 2012 and 2011 was $62 million and $61 million, respectively.


	Expected number of shares of stock to be issued under performance- based stock awards		Weighted average grant- date fair value
	(in millions)
Outstanding at January 31, 2012		0.5	$	17.02
Awards granted		0.8		13.18
Outstanding at July 31, 2012		1.3		14.52

Adjustments to the expected number of shares of stock to be issued may occur due to changes in the expected level of achievement of the performance goals over the life of the awards.

- Definition

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 50
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6406099&loc=d3e25284-112666

Reference 2: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
-Topic 718
-SubTopic 40
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6418621&loc=d3e17540-113929

Reference 3: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
-Topic 718
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Staff Accounting Bulletin (SAB)
-Number Topic 14

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 123R
-Paragraph 64, 65, A240
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Statement of Position (SOP)
-Number 93-6
-Paragraph 53
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Acquisitions	6 Months Ended
Acquisitions	Jul. 31, 2012
Acquisitions	Note 4—Acquisitions: maxIT Healthcare Holdings, Inc. On August 10, 2012, the Company acquired maxIT Healthcare Holdings, Inc., a provider of clinical, business and information technology services primarily to commercial hospital groups and other medical delivery organizations, for a preliminary purchase price of $473 million paid in cash plus a $14 million cash payment for excess working capital delivered at closing, subject to adjustment. The Company will make an additional payment of up to $20 million after receipt of certain tax refunds. This acquisition expands the Company’s commercial consulting practice in electronic health record (EHR) implementation and optimization and strengthens the Company’s capabilities to provide these services to its federal healthcare customers as those customers migrate to commercial off-the-shelf EHR applications. This acquisition was in the Health, Energy and Civil Solutions segment. The tangible net assets of the business acquired were approximately $50 million. Due to the timing of this acquisition, the initial purchase accounting is not complete as of the date of this report.
Science Applications International Corporation
Acquisitions	Note 4—Acquisitions: maxIT Healthcare Holdings, Inc. On August 10, 2012, the Company acquired maxIT Healthcare Holdings, Inc., a provider of clinical, business and information technology services primarily to commercial hospital groups and other medical delivery organizations, for a preliminary purchase price of $473 million paid in cash plus a $14 million cash payment for excess working capital delivered at closing, subject to adjustment. The Company will make an additional payment of up to $20 million after receipt of certain tax refunds. This acquisition expands the Company’s commercial consulting practice in electronic health record (EHR) implementation and optimization and strengthens the Company’s capabilities to provide these services to its federal healthcare customers as those customers migrate to commercial off-the-shelf EHR applications. This acquisition was in the Health, Energy and Civil Solutions segment. The tangible net assets of the business acquired were approximately $50 million. Due to the timing of this acquisition, the initial purchase accounting is not complete as of the date of this report.

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=7659399&loc=d3e1497-128463

Reference 2: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
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Reference 10: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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Reference 11: http://www.xbrl.org/2003/role/presentationRef
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Reference 12: http://www.xbrl.org/2003/role/presentationRef
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Reference 13: http://www.xbrl.org/2003/role/presentationRef
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Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 16: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
-Number 88-16
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 17: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141R
-Paragraph F4
-Subparagraph e
-Appendix F

Reference 18: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141
-Paragraph 51, 52
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 19: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141R
-Paragraph 67-73
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Goodwill and Intangible Assets

6 Months Ended

Jul. 31, 2012

Goodwill and Intangible Assets

Note 5—Goodwill and Intangible Assets:

The changes in the carrying value of goodwill for Defense Solutions (DS), Health, Energy and Civil Solutions (HECS) and Intelligence and Cybersecurity Solutions (ICS) were as follows:


	DS		HECS			ICS		Total
	(in millions)
Goodwill at January 31, 2012	$	410	$	785		$	631	$	1,826
Corporate reorganizations		—		(10	)		10		—
Goodwill at July 31, 2012	$	410	$	775		$	641	$	1,826

Corporate reorganizations in fiscal 2013 resulted from transfers of certain operations between the Company’s reportable segments.

Intangible assets consisted of the following:


	July 31, 2012							January 31, 2012
	Gross carrying value		Accumulated amortization			Net carrying value		Gross carrying value		Accumulated amortization			Net carrying value
	(in millions)
Finite-lived intangible assets:
Customer relationships	$	119	$	(71	)	$	48	$	120	$	(62	)	$	58
Software and technology		147		(56	)		91		148		(48	)		100
Other		2		(2	)		—		2		(1	)		1
Total finite-lived intangible assets		268		(129	)		139		270		(111	)		159
Indefinite-lived intangible assets:
In-process research and development		13		—			13		13		—			13
Trade names		4		—			4		4		—			4
Total indefinite-lived intangible assets		17		—			17		17		—			17
Total intangible assets	$	285	$	(129	)	$	156	$	287	$	(111	)	$	176

Finite-lived intangible assets with a gross carrying value of $1 million became fully amortized during the six months ended July 31, 2012 and are no longer reflected in the gross carrying value. Amortization expense related to amortizable intangible assets was $9 million and $19 million for the three and six months ended July 31, 2012, respectively, and $11 million and $22 million for the three and six months ended July 31, 2011, respectively.

During the three and six months ended July 31, 2012, the Company recognized an immaterial impairment loss for intangible assets. There were no impairment losses for intangible assets during the three and six months ended July 31, 2011 and no goodwill impairment losses during the three and six months ended July 31, 2012 and 2011.

The estimated annual amortization expense related to finite-lived intangible assets as of July 31, 2012 was as follows:


Fiscal Year Ending January 31
	(in millions)
2013 (remainder of the fiscal year)	$	15
2014		31
2015		27
2016		22
2017		16
2018		12
2019 and thereafter		16
	$	139

Actual amortization expense in future periods could differ from these estimates as a result of future acquisitions, divestitures, impairments, the outcome and timing of completion of in-process research and development projects (the assets of which will become amortizable upon completion and placement into service, or will be impaired if abandoned), adjustments to preliminary valuations of intangible assets and other factors.

Science Applications International Corporation

Goodwill and Intangible Assets

Note 5—Goodwill and Intangible Assets:

The changes in the carrying value of goodwill for Defense Solutions (DS), Health, Energy and Civil Solutions (HECS) and Intelligence and Cybersecurity Solutions (ICS) were as follows:


	DS		HECS			ICS		Total
	(in millions)
Goodwill at January 31, 2012	$	410	$	785		$	631	$	1,826
Corporate reorganizations		—		(10	)		10		—
Goodwill at July 31, 2012	$	410	$	775		$	641	$	1,826

Corporate reorganizations in fiscal 2013 resulted from transfers of certain operations between the Company’s reportable segments.

Intangible assets consisted of the following:


	July 31, 2012							January 31, 2012
	Gross carrying value		Accumulated amortization			Net carrying value		Gross carrying value		Accumulated amortization			Net carrying value
	(in millions)
Finite-lived intangible assets:
Customer relationships	$	119	$	(71	)	$	48	$	120	$	(62	)	$	58
Software and technology		147		(56	)		91		148		(48	)		100
Other		2		(2	)		—		2		(1	)		1
Total finite-lived intangible assets		268		(129	)		139		270		(111	)		159
Indefinite-lived intangible assets:
In-process research and development		13		—			13		13		—			13
Trade names		4		—			4		4		—			4
Total indefinite-lived intangible assets		17		—			17		17		—			17
Total intangible assets	$	285	$	(129	)	$	156	$	287	$	(111	)	$	176

The estimated annual amortization expense related to finite-lived intangible assets as of July 31, 2012 was as follows:


Fiscal Year Ending January 31
	(in millions)
2013 (remainder of the fiscal year)	$	15
2014		31
2015		27
2016		22
2017		16
2018		12
2019 and thereafter		16
	$	139

- Definition

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

+ References + Details

Financial Instruments

6 Months Ended

Jul. 31, 2012

Financial Instruments

Note 6—Financial Instruments:

In addition to cash held in insured bank deposits, the Company’s cash equivalents were primarily comprised of investments in several large institutional money market funds that invest primarily in bills, notes and bonds issued by the U.S. Treasury, U.S. Government guaranteed repurchase agreements fully collateralized by U.S. Treasury obligations, U.S. Government guaranteed securities and investment-grade corporate securities that have original maturities of three months or less. There are no restrictions on the withdrawal of the Company’s cash and cash equivalents. The Company’s cash equivalents are recorded at historical cost which equals fair value based on quoted market prices (Level 1 input as defined by the accounting standard for fair value measurements).

SAIC has a revolving credit facility, which is fully and unconditionally guaranteed by Science Applications, providing for up to $750 million in unsecured borrowing capacity at interest rates determined, at SAIC’s option, based on either LIBOR plus a margin or a defined base rate through fiscal 2017. During the first quarter of fiscal 2013, the Company extended the maturity date of the revolving credit facility for one additional year, to March 2016, as provided for in the terms of the revolving credit facility. As of July 31, 2012 and January 31, 2012, there were no borrowings outstanding under the revolving credit facility.

The revolving credit facility contains certain customary representations and warranties, as well as certain affirmative and negative covenants. The financial covenants contained in the revolving credit facility require that, for a period of four trailing fiscal quarters, the Company maintains a ratio of consolidated funded debt, including borrowings under this facility, to earnings before interest, taxes, depreciation and amortization (EBITDA) adjusted for other items as defined in the credit facility of not more than 3.0 to 1.0 and a ratio of EBITDA adjusted for other items as defined in the credit facility to interest expense of greater than 3.5 to 1.0. The Company was in compliance with these financial covenants as of July 31, 2012. A failure by the Company to meet these financial covenants in the future would reduce and could eliminate the Company’s borrowing capacity under the revolving credit facility.

Other covenants restrict certain of the Company’s activities, including among other things, its ability to create liens, dispose of certain assets and merge or consolidate with other entities. The revolving credit facility also contains certain customary events of default, including, among others, defaults based on certain bankruptcy and insolvency events, nonpayment, cross-defaults to other debt, breach of specified covenants, Employee Retirement Income Security Act (ERISA) events, material monetary judgments, change of control events and the material inaccuracy of the Company’s representations and warranties.

The Company’s notes payable and long-term debt consisted of the following:


	Stated interest rate			Effective interest rate			July 31, 2012		January 31, 2012
	(in millions)
SAIC senior unsecured notes:
$450 million notes issued in fiscal 2011, which mature in December 2020		4.45	%		4.53	%	$	449	$	449
$300 million notes issued in fiscal 2011, which mature in December 2040		5.95	%		6.03	%		300		300
Science Applications senior unsecured notes:
$550 million notes issued in fiscal 2003, which matured in July 2012		6.25	%		6.50	%		—		550
$250 million notes issued in fiscal 2003, which mature in July 2032		7.13	%		7.43	%		248		248
$300 million notes issued in fiscal 2004, which mature in July 2033		5.50	%		5.78	%		296		296
Capital leases and other notes payable due on various dates through fiscal 2018		0-2.5	%		Various			7		9
Total notes payable and long-term debt								1,300		1,852
Less current portion								3		553
Total notes payable and long-term debt, net of current portion							$	1,297	$	1,299
Fair value of notes payable and long-term debt							$	1,475	$	2,011

The Company paid $550 million to settle the 6.25% notes at maturity on July 2, 2012.

The fair value of long-term debt is determined based on current interest rates available for debt with terms and maturities similar to the Company’s existing debt arrangements (Level 2 and 3 inputs as defined by the accounting standard for fair value measurements).

The senior unsecured notes contain customary restrictive covenants, including, among other things, restrictions on the Company’s ability to create liens and enter into sale and leaseback transactions. The Company was in compliance with all covenants as of July 31, 2012.

Science Applications International Corporation

Financial Instruments

Note 6—Financial Instruments:

The Company’s notes payable and long-term debt consisted of the following:


	Stated interest rate			Effective interest rate			July 31, 2012		January 31, 2012
	(in millions)
SAIC senior unsecured notes:
$450 million notes issued in fiscal 2011, which mature in December 2020		4.45	%		4.53	%	$	449	$	449
$300 million notes issued in fiscal 2011, which mature in December 2040		5.95	%		6.03	%		300		300
Science Applications senior unsecured notes:
$550 million notes issued in fiscal 2003, which matured in July 2012		6.25	%		6.50	%		—		550
$250 million notes issued in fiscal 2003, which mature in July 2032		7.13	%		7.43	%		248		248
$300 million notes issued in fiscal 2004, which mature in July 2033		5.50	%		5.78	%		296		296
Capital leases and other notes payable due on various dates through fiscal 2018		0-2.5	%		Various			7		9
Total notes payable and long-term debt								1,300		1,852
Less current portion								3		553
Total notes payable and long-term debt, net of current portion							$	1,297	$	1,299
Fair value of notes payable and long-term debt							$	1,475	$	2,011

The Company paid $550 million to settle the 6.25% notes at maturity on July 2, 2012.

- 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

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-Number 107
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
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Reference 9: http://www.xbrl.org/2003/role/presentationRef
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Reference 11: http://www.xbrl.org/2003/role/presentationRef
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Reference 12: http://www.xbrl.org/2003/role/presentationRef
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 13: http://www.xbrl.org/2003/role/presentationRef
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Related Party Transactions	6 Months Ended
Related Party Transactions	Jul. 31, 2012
Related Party Transactions	Note 7—Related Party Transactions: Science Applications has fully and unconditionally guaranteed the obligations of SAIC under its $450 million 4.45% notes and $300 million 5.95% notes. These notes have been reflected as debt of Science Applications in these condensed consolidated financial statements. Science Applications has fully and unconditionally guaranteed any borrowings under SAIC’s amended and restated revolving credit facility maturing in fiscal 2017. SAIC has fully and unconditionally guaranteed the obligations of Science Applications under its $300 million 5.5% notes and $250 million 7.13% notes. SAIC and Science Applications have a related party note in connection with a loan of cash between the entities, issuances of stock by SAIC to employees of Science Applications and its subsidiaries and Science Applications’ payment of certain obligations on behalf of SAIC. The related party note bears interest based on LIBOR plus a market-based premium. Portions of the related party note may be repaid at any time prior to its maturity date in November 2012. This maturity date will be automatically extended for successive one-year periods unless either SAIC or Science Applications provides prior notice to the other party.
Science Applications International Corporation
Related Party Transactions	Note 7—Related Party Transactions: Science Applications has fully and unconditionally guaranteed the obligations of SAIC under its $450 million 4.45% notes and $300 million 5.95% notes. These notes have been reflected as debt of Science Applications in these condensed consolidated financial statements. Science Applications has fully and unconditionally guaranteed any borrowings under SAIC’s amended and restated revolving credit facility maturing in fiscal 2017. SAIC has fully and unconditionally guaranteed the obligations of Science Applications under its $300 million 5.5% notes and $250 million 7.13% notes. SAIC and Science Applications have a related party note in connection with a loan of cash between the entities, issuances of stock by SAIC to employees of Science Applications and its subsidiaries and Science Applications’ payment of certain obligations on behalf of SAIC. The related party note bears interest based on LIBOR plus a market-based premium. Portions of the related party note may be repaid at any time prior to its maturity date in November 2012. This maturity date will be automatically extended for successive one-year periods unless either SAIC or Science Applications provides prior notice to the other party.

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Reference 8: http://www.xbrl.org/2003/role/presentationRef
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Reference 9: http://www.xbrl.org/2003/role/presentationRef
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Accumulated Other Comprehensive Loss

6 Months Ended

Jul. 31, 2012

Accumulated Other Comprehensive Loss

Note 8—Accumulated Other Comprehensive Loss:

The components of accumulated other comprehensive loss were as follows:


	July 31, 2012			January 31, 2012
	(in millions)
Foreign currency translation adjustments, net of taxes of $(1) million and $(2) million as of July 31, 2012 and January 31, 2012, respectively	$	2		$	2
Unrecognized net loss on settled derivative instruments associated with outstanding debt, net of taxes of $3 million as of July 31, 2012 and January 31, 2012		(5	)		(5	)
Unrecognized net loss on defined benefit plan, net of taxes of ($1) million and $5 million, as of July 31, 2012 and January 31, 2012, respectively		2			(8	)
Total accumulated other comprehensive loss, net of taxes of $1 million and $6 million as of July 31, 2012 and January 31, 2012, respectively	$	(1	)	$	(11	)

As of July 31, 2012, there is less than $1 million of the unrealized net loss on settled derivative instruments (pre-tax) that will be amortized and recognized as interest expense during the next 12 months.

Science Applications International Corporation

Accumulated Other Comprehensive Loss

Note 8—Accumulated Other Comprehensive Loss:

The components of accumulated other comprehensive loss were as follows:


	July 31, 2012			January 31, 2012
	(in millions)
Foreign currency translation adjustments, net of taxes of $(1) million and $(2) million as of July 31, 2012 and January 31, 2012, respectively	$	2		$	2
Unrecognized net loss on settled derivative instruments associated with outstanding debt, net of taxes of $3 million as of July 31, 2012 and January 31, 2012		(5	)		(5	)
Unrecognized net loss on defined benefit plan, net of taxes of ($1) million and $5 million, as of July 31, 2012 and January 31, 2012, respectively		2			(8	)
Total accumulated other comprehensive loss, net of taxes of $1 million and $6 million as of July 31, 2012 and January 31, 2012, respectively	$	(1	)	$	(11	)

- Definition

The entire disclosure for shareholders' equity, comprised of portions attributable to the parent entity and noncontrolling interest, if any, including other comprehensive income (as applicable). Including, but not limited to: (1) balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings; (2) accumulated balance for each classification of other comprehensive income and total amount of comprehensive income; (3) amount and nature of changes in separate accounts, including the number of shares authorized and outstanding, number of shares issued upon exercise and conversion, and for other comprehensive income, the adjustments for reclassifications to net income; (4) rights and privileges of each class of stock authorized; (5) basis of treasury stock, if other than cost, and amounts paid and accounting treatment for treasury stock purchased significantly in excess of market; (6) dividends paid or payable per share and in the aggregate for each class of stock for each period presented; (7) dividend restrictions and accumulated preferred dividends in arrears (in aggregate and per share amount); (8) retained earnings appropriations or restrictions, such as dividend restrictions; (9) impact of change in accounting principle, initial adoption of new accounting principle and correction of an error in previously issued financial statements; (10) shares held in trust for Employee Stock Ownership Plan (ESOP); (11) deferred compensation related to issuance of capital stock; (12) note received for issuance of stock; (13) unamortized discount on shares; (14) description, terms, and number of warrants or rights outstanding; (15) shares under subscription and subscription receivables, effective date of new retained earnings after quasi-reorganization and deficit eliminated by quasi-reorganization and, for a period of at least ten years after the effective date, the point in time from which the new retained dates; and (16) retroactive effective of subsequent change in capital structure.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 15: http://www.xbrl.org/2003/role/presentationRef
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

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+ Details

Business Segment Information

6 Months Ended

Jul. 31, 2012

Business Segment Information

Note 9—Business Segment Information:

The Company defines its reportable segments based on the way the chief operating decision maker (CODM), currently its chief executive officer, manages the operations of the Company for purposes of allocating resources and assessing performance.

The segment information for the periods presented was as follows:


	Three Months Ended July 31						Six Months Ended July 31
	2012			2011			2012			2011
	(in millions)
Revenues:
Defense Solutions	$	1,240		$	1,085		$	2,414		$	2,222
Health, Energy and Civil Solutions		692			656			1,370			1,313
Intelligence and Cybersecurity Solutions		919			854			1,849			1,750
Corporate and Other		—			1			—			1
Intersegment elimination		(3	)		—			(3	)		(2	)
Total revenues	$	2,848		$	2,596		$	5,630		$	5,284
Operating income (loss):
Defense Solutions	$	92		$	88		$	193		$	178
Health, Energy and Civil Solutions		53			60			100			114
Intelligence and Cybersecurity Solutions		69			76			135			162
Corporate and Other		(23	)		(15	)		(29	)		(15	)
Total operating income	$	191		$	209		$	399		$	439

Prior to February 1, 2012, the Intelligence and Cybersecurity Solutions reportable segment represented the aggregation of the Cyber and Information Solutions business unit and the Intelligence, Surveillance and Reconnaissance group. Effective February 1, 2012, the Cyber and Information Solutions business unit, which previously reported directly to the CODM, commenced reporting to the Intelligence, Surveillance and Reconnaissance group. After this change the reportable segment name has remained Intelligence and Cybersecurity Solutions. Also effective February 1, 2012, certain operations were transferred between the Company’s reportable segments. Prior year amounts have been adjusted for consistency with the current year’s presentation.

Science Applications International Corporation

Business Segment Information

Note 9—Business Segment Information:

The segment information for the periods presented was as follows:


	Three Months Ended July 31						Six Months Ended July 31
	2012			2011			2012			2011
	(in millions)
Revenues:
Defense Solutions	$	1,240		$	1,085		$	2,414		$	2,222
Health, Energy and Civil Solutions		692			656			1,370			1,313
Intelligence and Cybersecurity Solutions		919			854			1,849			1,750
Corporate and Other		—			1			—			1
Intersegment elimination		(3	)		—			(3	)		(2	)
Total revenues	$	2,848		$	2,596		$	5,630		$	5,284
Operating income (loss):
Defense Solutions	$	92		$	88		$	193		$	178
Health, Energy and Civil Solutions		53			60			100			114
Intelligence and Cybersecurity Solutions		69			76			135			162
Corporate and Other		(23	)		(15	)		(29	)		(15	)
Total operating income	$	191		$	209		$	399		$	439

- 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
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8981-108599

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
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Reference 7: http://www.xbrl.org/2003/role/presentationRef
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Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 131
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Legal Proceedings	6 Months Ended
Legal Proceedings	Jul. 31, 2012
Legal Proceedings	Note 10—Legal Proceedings: *Timekeeping Contract with City of New York* In March 2012, the Company reached a settlement with the U.S. Attorney’s Office for the Southern District of New York and the City of New York (City) relating to investigations being conducted by the U.S. Attorney’s Office and the City with respect to the Company’s contract to develop and implement an automated time and attendance and workforce management system (CityTime) for certain agencies of the City. As part of this settlement, the Company entered into a deferred prosecution agreement with the U.S. Attorney’s Office, under which the Company paid approximately $500 million and the U.S. Attorney’s Office deferred prosecution of a single criminal count against the Company, which alleged that the Company, through the conduct of certain managerial employees and others, caused the City to significantly overpay for the CityTime system. If the Company complies with the terms of the deferred prosecution agreement, the U.S Attorney will dismiss the criminal count at the end of a three-year period. In August 2012, the Company entered into an administrative agreement with the U.S. Army, on behalf of all agencies of the U.S. Government that confirms the Company’s continuing eligibility to enter into and perform contracts with all agencies of the U.S. Government following the CityTime settlement. The Army has determined that the U.S. Government will have adequate assurances under the terms of the administrative agreement that initiation of suspension or debarment is not necessary to protect the U.S. Government’s interests following the CityTime settlement. Under the terms of the administrative agreement, the Company has agreed, among other things, to maintain a contractor responsibility program having the specific elements described in the administrative agreement, including retaining a monitor and providing certain reports to the U.S. Army. The administrative agreement will continue in effect for five years, provided that the Company may request earlier termination after three years. *Data Privacy Litigation* The Company is a defendant in the following seven putative class action lawsuits filed in October 2011 through March 2012: (1) Richardson, et al. v. TRICARE Management Activity, Science Applications International Corporation, United States Department of Defense, et al. in U.S. District Court for the District of Columbia; (2) Arrellano, et al. v. SAIC, Inc. in U.S. District Court for the Western District of Texas; (3) Biggerman, et al. v. TRICARE Management Activity, Science Applications International Corporation, United States Department of Defense, et al. in U.S. District Court for the District of Columbia; (4) Moskowitz, et al. v. TRICARE Management Activity, Science Applications International Corporation, United States Department of Defense, et al. in U.S. District Court for the District of Columbia; (5) Palmer, et al. v. TRICARE Management Activity, Science Applications International Corporation, United States Department of Defense, et al., in U.S. District Court for the District of Columbia; (6) Losack, et al. v. SAIC, Inc. in U.S. District Court for the Southern District of California; and (7) Deatrick v. Science Applications International Corporation in U.S. District Court for the Northern District of California. The lawsuits were filed following the theft of computer backup tapes from a vehicle of a Company employee. The employee was transporting the backup tapes between federal facilities under an IT services contract the Company was performing in support of TRICARE, the health care program for members of the military, retirees and their families. The tapes contained personally identifiable and protected health information of approximately five million military clinic and hospital patients. There is no evidence that any of the data on the backup tapes has actually been accessed or viewed by an unauthorized person. In order for an unauthorized person to access or view the data on the backup tapes, it would require knowledge of and access to specific hardware and software and knowledge of the system and data structure. The Company has notified potentially impacted persons by letter and is offering one year of credit monitoring services to those who request these services and in certain circumstances, one year of identity restoration services. The complaints in the seven lawsuits vary in their allegations and causes of action against the Company and include allegations of negligence, breach of contract, breach of implied-in-fact contract, invasion of privacy by public disclosure of private facts and statutory violations of the Texas Deceptive Trade Practices Act, the California Confidentiality of Medical Information Act, California data breach notification requirements, the California Unfair Competition Law, the Fair Credit Reporting Act and the Privacy Act of 1974. The complaints seek monetary relief, including unspecified actual damages, punitive damages, statutory damages of $1,000 for each class member and attorney’s fees, as well as injunctive and declaratory relief. The Company filed a motion with the Judicial Panel for Multidistrict Litigation (JPML) to transfer the seven pending cases, plus a related case, to a single court for consolidated or coordinated pretrial proceedings. In June 2012, the JPML granted that motion and transferred the related actions to the U.S. District Court for the District of Columbia, where they have since been consolidated for pretrial purposes. The Company intends to vigorously defend itself against the claims made in the class action lawsuits. The Company has insurance coverage against judgments or settlements relating to the claims being brought in these lawsuits, with a $10 million deductible. The insurance coverage also covers the Company’s defense costs, subject to the same deductible. As of July 31, 2012, the Company has recorded a loss provision of $10 million related to these lawsuits, representing the low end of the Company’s estimated gross loss. The Company believes that, if any loss is experienced by the Company in excess of its estimate, such a loss would not exceed the Company’s insurance coverage. As these lawsuits progress, many factors will affect the amount of the ultimate loss resulting from these claims being brought against the Company, including the outcome of any motions to dismiss, the results of any discovery, the outcome of any pretrial motions and the courts’ rulings on certain legal issues. The Company has been informed that the Office for Civil Rights (OCR) of the Department of Health and Human Services (HHS) is investigating matters related to the incident. OCR is the division of HHS charged with enforcement of the Health Insurance Portability and Accountability Act of 1996, as amended (HIPAA) and the privacy, security and data breach rules which implement HIPAA. OCR may, among other things, require a corrective action plan and impose civil monetary penalties against the data owner (Department of Defense) and, in certain situations, against the data owners’ contractors, such as the Company. The Company is cooperating with TRICARE in responding to the OCR investigation. *Derivative and Securities Litigation* Between February and April 2012, six stockholder derivative lawsuits were filed, each purportedly on the Company’s behalf. One case has been withdrawn; one case, captioned Martin v. Havenstein et al., is pending in New York Supreme Court, New York County; and four cases were consolidated in the U.S. District Court for the Southern District of New York in In re SAIC, Inc. Derivative Litigation. Each complaint asserts claims against the Company’s directors and against varying groups of the Company’s current and former officers, including two former chief executive officers, the chief financial officer, the former manager of the CityTime program, and the former chief systems engineer of the CityTime program. The complaints claim that the defendants breached their fiduciary duties to the Company with respect to the CityTime contract for various reasons, including failure to supervise the adequacy of the Company’s internal controls, allowing the Company to issue misleading financial statements, and failure to exercise their oversight responsibilities to ensure that the Company complied with applicable laws, rules and regulations. Some of the complaints further claim that the defendants are liable to the Company under theories of gross mismanagement, contribution and indemnification, abuse of control, waste of corporate assets, and/or violation of Section 14(a) of the Securities Exchange Act. The Company currently intends to file a motion to dismiss each of these complaints because the respective plaintiffs did not serve a pre-suit demand before filing the derivative complaints. The Company has also received two stockholder demand letters related to CityTime (one of which is also related to TRICARE), which an independent committee of the Company’s board of directors is currently reviewing. Between February and April 2012, alleged stockholders filed three putative securities class actions. One case was withdrawn and two cases were consolidated in the U.S. District Court for the Southern District of New York in In re SAIC, Inc. Securities Litigation. The consolidated complaint names as defendants the Company, its chief financial officer, two former chief executive officers, a former group president, and the former program manager on the CityTime program, and was filed purportedly on behalf of all purchasers of SAIC’s common stock from April 11, 2007 through September 1, 2011. The complaint asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 based on allegations that the Company and individual defendants made misleading statements or omissions about the Company’s revenues, operating income, and internal controls in connection with disclosures relating to the CityTime project. The plaintiffs seek to recover from the Company and the individual defendants an unspecified amount of damages class members allegedly incurred by buying SAIC’s stock at an inflated price. The Company intends to vigorously defend against these claims. The Company currently believes that a loss relating to the above-described stockholder matters is reasonably possible, but the Company cannot reasonably estimate the range of loss in light of the fact that these matters are in their early stages. *Greek Government Contract* Background and Arbitration. In May 2003, the Company entered into a firm-fixed-price contract with the Hellenic Republic of Greece (the Customer) to provide a Command, Control, Communications, Coordination and Integration System (the System) to support the 2004 Athens Summer Olympic Games (the Olympics) and to serve as the security system for the Customer’s public order departments following completion of the Olympics. In November 2008, the Customer accepted the System in writing pursuant to the requirements of the contract. At the time, the Customer determined that the System substantially complied with the terms of the contract and accepted the System with certain alleged minor omissions and deviations. Upon System acceptance, the Company invoiced the Customer for approximately $17 million, representing the undisputed portion of the contract balance owed to the Company. The Customer has not paid this final invoice. In June 2009, the Company initiated arbitration before the International Chamber of Commerce against the Customer seeking damages for breaches of contract by the Customer. The Company seeks (i) aggregate damages in excess of $85 million for payment of amounts owed and other claims and damages, (ii) recovery of advance payment and performance bond amounts totaling $23 million and (iii) costs and expenses associated with the arbitration. The Customer filed an answer to the complaint denying liability on various grounds and a supplementary answer asserting set-off claims against amounts sought by the Company. The arbitration hearing was held in May 2012, and the Company filed a final brief in July 2012. Due to the complex nature of the legal and factual issues involved, the outcome of the arbitration is uncertain. Financial Status and Contingencies. As a result of the significant uncertainties on this contract, the Company converted to the completed-contract method of accounting and ceased recognizing revenues for the System development portion of this contract in fiscal 2006. No profits or losses were recorded on the Greek contract during the six months ended July 31, 2012 and 2011. As of July 31, 2012, the Company has recorded $123 million of losses under the Greek contract, reflecting the Company’s estimated total cost to complete the System, assuming the Greek contract value was limited to the cash received to date. Based on the complex nature of this contractual situation and the difficulties encountered to date, significant uncertainties exist and the Company is unable to reliably estimate the ultimate outcome. The Company may reverse a portion of the losses from the Greek contract if it receives future payments as required under the modified Greek contract. As of July 31, 2012, the Company has $14 million of receivables relating to value added tax (VAT) that the Company has paid and believes it is entitled to recover either as a refund from the taxing authorities or as a payment under the Greek contract. The Company has invoiced the Customer for $31 million for VAT and the Customer has failed to make payment. If the Customer fails to pay the outstanding VAT amounts or the Company is unable to recover the amount as a refund from the taxing authorities, the Company’s total losses on the Greek contract could increase. The Company has met certain advance payment and performance bonding requirements through the issuance of euro-denominated standby letters of credit. As of July 31, 2012, there were $4 million in standby letters of credit outstanding relating to the support and maintenance of the System. The Company is seeking recovery of amounts drawn by the Customer in fiscal 2011 on the standby letters of credit in the ongoing arbitration. The principal subcontractor has provided to the Company euro-denominated standby letters of credit in the amount of $21 million as of July 31, 2012, of which $18 million relates to the delivery of the System. The Company may draw on the subcontractor’s standby letters of credit under certain circumstances by providing a statement to the responsible bank that the subcontractor has not fulfilled its obligations under the subcontract. *Nuclear Regulatory Commission* The U.S. Department of Justice filed a lawsuit against the Company in September 2004 in U.S. District Court for the District of Columbia alleging civil False Claims Act violations and breach of contract by the Company on two contracts that the Company had with the Nuclear Regulatory Commission (NRC). The complaint alleges that the Company’s performance of several subcontracts on separate U.S. Department of Energy (DOE) programs, the participation of a Company employee in an industry trade association, and certain other alleged relationships created organizational conflicts of interest under the two NRC contracts. The Company disputes that the work performed on the DOE programs and the alleged relationships raised by the government created organizational conflicts of interest. In July 2008, the jury found in favor of the government on the breach of contract and two False Claims Act counts. The jury awarded a nominal amount of $78 in damages for breach of contract and $2 million in damages for the False Claims Act claims. The judge entered the judgment in October 2008, trebling the False Claims Act damages and awarding a total of $585,000 in civil penalties. The Company appealed to the U.S. Court of Appeals for the District of Columbia Circuit. In December 2010, the Court of Appeals affirmed the District Court’s judgment as to both liability and damages of $78 on the breach of contract count and rescinded the judgment on the False Claims Act counts, including the aggregate damages and penalties. The Court of Appeals sent the False Claims Act counts back to the District Court for further proceedings. The Company has recorded a liability for an immaterial amount related to this matter as of July 31, 2012 based on its assessment of the likely outcome of this matter. *Other* The Company is also involved in various claims and lawsuits arising in the normal conduct of its business, none of which, in the opinion of the Company’s management, based upon current information, will likely have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows.
Science Applications International Corporation
Legal Proceedings	Note 10—Legal Proceedings: *Timekeeping Contract with City of New York* In March 2012, the Company reached a settlement with the U.S. Attorney’s Office for the Southern District of New York and the City of New York (City) relating to investigations being conducted by the U.S. Attorney’s Office and the City with respect to the Company’s contract to develop and implement an automated time and attendance and workforce management system (CityTime) for certain agencies of the City. As part of this settlement, the Company entered into a deferred prosecution agreement with the U.S. Attorney’s Office, under which the Company paid approximately $500 million and the U.S. Attorney’s Office deferred prosecution of a single criminal count against the Company, which alleged that the Company, through the conduct of certain managerial employees and others, caused the City to significantly overpay for the CityTime system. If the Company complies with the terms of the deferred prosecution agreement, the U.S Attorney will dismiss the criminal count at the end of a three-year period. In August 2012, the Company entered into an administrative agreement with the U.S. Army, on behalf of all agencies of the U.S. Government that confirms the Company’s continuing eligibility to enter into and perform contracts with all agencies of the U.S. Government following the CityTime settlement. The Army has determined that the U.S. Government will have adequate assurances under the terms of the administrative agreement that initiation of suspension or debarment is not necessary to protect the U.S. Government’s interests following the CityTime settlement. Under the terms of the administrative agreement, the Company has agreed, among other things, to maintain a contractor responsibility program having the specific elements described in the administrative agreement, including retaining a monitor and providing certain reports to the U.S. Army. The administrative agreement will continue in effect for five years, provided that the Company may request earlier termination after three years. *Data Privacy Litigation* The Company is a defendant in the following seven putative class action lawsuits filed in October 2011 through March 2012: (1) Richardson, et al. v. TRICARE Management Activity, Science Applications International Corporation, United States Department of Defense, et al. in U.S. District Court for the District of Columbia; (2) Arrellano, et al. v. SAIC, Inc. in U.S. District Court for the Western District of Texas; (3) Biggerman, et al. v. TRICARE Management Activity, Science Applications International Corporation, United States Department of Defense, et al. in U.S. District Court for the District of Columbia; (4) Moskowitz, et al. v. TRICARE Management Activity, Science Applications International Corporation, United States Department of Defense, et al. in U.S. District Court for the District of Columbia; (5) Palmer, et al. v. TRICARE Management Activity, Science Applications International Corporation, United States Department of Defense, et al., in U.S. District Court for the District of Columbia; (6) Losack, et al. v. SAIC, Inc. in U.S. District Court for the Southern District of California; and (7) Deatrick v. Science Applications International Corporation in U.S. District Court for the Northern District of California. The lawsuits were filed following the theft of computer backup tapes from a vehicle of a Company employee. The employee was transporting the backup tapes between federal facilities under an IT services contract the Company was performing in support of TRICARE, the health care program for members of the military, retirees and their families. The tapes contained personally identifiable and protected health information of approximately five million military clinic and hospital patients. There is no evidence that any of the data on the backup tapes has actually been accessed or viewed by an unauthorized person. In order for an unauthorized person to access or view the data on the backup tapes, it would require knowledge of and access to specific hardware and software and knowledge of the system and data structure. The Company has notified potentially impacted persons by letter and is offering one year of credit monitoring services to those who request these services and in certain circumstances, one year of identity restoration services. The complaints in the seven lawsuits vary in their allegations and causes of action against the Company and include allegations of negligence, breach of contract, breach of implied-in-fact contract, invasion of privacy by public disclosure of private facts and statutory violations of the Texas Deceptive Trade Practices Act, the California Confidentiality of Medical Information Act, California data breach notification requirements, the California Unfair Competition Law, the Fair Credit Reporting Act and the Privacy Act of 1974. The complaints seek monetary relief, including unspecified actual damages, punitive damages, statutory damages of $1,000 for each class member and attorney’s fees, as well as injunctive and declaratory relief. The Company filed a motion with the Judicial Panel for Multidistrict Litigation (JPML) to transfer the seven pending cases, plus a related case, to a single court for consolidated or coordinated pretrial proceedings. In June 2012, the JPML granted that motion and transferred the related actions to the U.S. District Court for the District of Columbia, where they have since been consolidated for pretrial purposes. The Company intends to vigorously defend itself against the claims made in the class action lawsuits. The Company has insurance coverage against judgments or settlements relating to the claims being brought in these lawsuits, with a $10 million deductible. The insurance coverage also covers the Company’s defense costs, subject to the same deductible. As of July 31, 2012, the Company has recorded a loss provision of $10 million related to these lawsuits, representing the low end of the Company’s estimated gross loss. The Company believes that, if any loss is experienced by the Company in excess of its estimate, such a loss would not exceed the Company’s insurance coverage. As these lawsuits progress, many factors will affect the amount of the ultimate loss resulting from these claims being brought against the Company, including the outcome of any motions to dismiss, the results of any discovery, the outcome of any pretrial motions and the courts’ rulings on certain legal issues. The Company has been informed that the Office for Civil Rights (OCR) of the Department of Health and Human Services (HHS) is investigating matters related to the incident. OCR is the division of HHS charged with enforcement of the Health Insurance Portability and Accountability Act of 1996, as amended (HIPAA) and the privacy, security and data breach rules which implement HIPAA. OCR may, among other things, require a corrective action plan and impose civil monetary penalties against the data owner (Department of Defense) and, in certain situations, against the data owners’ contractors, such as the Company. The Company is cooperating with TRICARE in responding to the OCR investigation. *Derivative and Securities Litigation* Between February and April 2012, six stockholder derivative lawsuits were filed, each purportedly on the Company’s behalf. One case has been withdrawn; one case, captioned Martin v. Havenstein et al., is pending in New York Supreme Court, New York County; and four cases were consolidated in the U.S. District Court for the Southern District of New York in In re SAIC, Inc. Derivative Litigation. Each complaint asserts claims against the Company’s directors and against varying groups of the Company’s current and former officers, including two former chief executive officers, the chief financial officer, the former manager of the CityTime program, and the former chief systems engineer of the CityTime program. The complaints claim that the defendants breached their fiduciary duties to the Company with respect to the CityTime contract for various reasons, including failure to supervise the adequacy of the Company’s internal controls, allowing the Company to issue misleading financial statements, and failure to exercise their oversight responsibilities to ensure that the Company complied with applicable laws, rules and regulations. Some of the complaints further claim that the defendants are liable to the Company under theories of gross mismanagement, contribution and indemnification, abuse of control, waste of corporate assets, and/or violation of Section 14(a) of the Securities Exchange Act. The Company currently intends to file a motion to dismiss each of these complaints because the respective plaintiffs did not serve a pre-suit demand before filing the derivative complaints. The Company has also received two stockholder demand letters related to CityTime (one of which is also related to TRICARE), which an independent committee of the Company’s board of directors is currently reviewing. Between February and April 2012, alleged stockholders filed three putative securities class actions. One case was withdrawn and two cases were consolidated in the U.S. District Court for the Southern District of New York in In re SAIC, Inc. Securities Litigation. The consolidated complaint names as defendants the Company, its chief financial officer, two former chief executive officers, a former group president, and the former program manager on the CityTime program, and was filed purportedly on behalf of all purchasers of SAIC’s common stock from April 11, 2007 through September 1, 2011. The complaint asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 based on allegations that the Company and individual defendants made misleading statements or omissions about the Company’s revenues, operating income, and internal controls in connection with disclosures relating to the CityTime project. The plaintiffs seek to recover from the Company and the individual defendants an unspecified amount of damages class members allegedly incurred by buying SAIC’s stock at an inflated price. The Company intends to vigorously defend against these claims. The Company currently believes that a loss relating to the above-described stockholder matters is reasonably possible, but the Company cannot reasonably estimate the range of loss in light of the fact that these matters are in their early stages. *Greek Government Contract* Background and Arbitration. In May 2003, the Company entered into a firm-fixed-price contract with the Hellenic Republic of Greece (the Customer) to provide a Command, Control, Communications, Coordination and Integration System (the System) to support the 2004 Athens Summer Olympic Games (the Olympics) and to serve as the security system for the Customer’s public order departments following completion of the Olympics. In November 2008, the Customer accepted the System in writing pursuant to the requirements of the contract. At the time, the Customer determined that the System substantially complied with the terms of the contract and accepted the System with certain alleged minor omissions and deviations. Upon System acceptance, the Company invoiced the Customer for approximately $17 million, representing the undisputed portion of the contract balance owed to the Company. The Customer has not paid this final invoice. In June 2009, the Company initiated arbitration before the International Chamber of Commerce against the Customer seeking damages for breaches of contract by the Customer. The Company seeks (i) aggregate damages in excess of $85 million for payment of amounts owed and other claims and damages, (ii) recovery of advance payment and performance bond amounts totaling $23 million and (iii) costs and expenses associated with the arbitration. The Customer filed an answer to the complaint denying liability on various grounds and a supplementary answer asserting set-off claims against amounts sought by the Company. The arbitration hearing was held in May 2012, and the Company filed a final brief in July 2012. Due to the complex nature of the legal and factual issues involved, the outcome of the arbitration is uncertain. Financial Status and Contingencies. As a result of the significant uncertainties on this contract, the Company converted to the completed-contract method of accounting and ceased recognizing revenues for the System development portion of this contract in fiscal 2006. No profits or losses were recorded on the Greek contract during the six months ended July 31, 2012 and 2011. As of July 31, 2012, the Company has recorded $123 million of losses under the Greek contract, reflecting the Company’s estimated total cost to complete the System, assuming the Greek contract value was limited to the cash received to date. Based on the complex nature of this contractual situation and the difficulties encountered to date, significant uncertainties exist and the Company is unable to reliably estimate the ultimate outcome. The Company may reverse a portion of the losses from the Greek contract if it receives future payments as required under the modified Greek contract. As of July 31, 2012, the Company has $14 million of receivables relating to value added tax (VAT) that the Company has paid and believes it is entitled to recover either as a refund from the taxing authorities or as a payment under the Greek contract. The Company has invoiced the Customer for $31 million for VAT and the Customer has failed to make payment. If the Customer fails to pay the outstanding VAT amounts or the Company is unable to recover the amount as a refund from the taxing authorities, the Company’s total losses on the Greek contract could increase. The Company has met certain advance payment and performance bonding requirements through the issuance of euro-denominated standby letters of credit. As of July 31, 2012, there were $4 million in standby letters of credit outstanding relating to the support and maintenance of the System. The Company is seeking recovery of amounts drawn by the Customer in fiscal 2011 on the standby letters of credit in the ongoing arbitration. The principal subcontractor has provided to the Company euro-denominated standby letters of credit in the amount of $21 million as of July 31, 2012, of which $18 million relates to the delivery of the System. The Company may draw on the subcontractor’s standby letters of credit under certain circumstances by providing a statement to the responsible bank that the subcontractor has not fulfilled its obligations under the subcontract. *Nuclear Regulatory Commission* The U.S. Department of Justice filed a lawsuit against the Company in September 2004 in U.S. District Court for the District of Columbia alleging civil False Claims Act violations and breach of contract by the Company on two contracts that the Company had with the Nuclear Regulatory Commission (NRC). The complaint alleges that the Company’s performance of several subcontracts on separate U.S. Department of Energy (DOE) programs, the participation of a Company employee in an industry trade association, and certain other alleged relationships created organizational conflicts of interest under the two NRC contracts. The Company disputes that the work performed on the DOE programs and the alleged relationships raised by the government created organizational conflicts of interest. In July 2008, the jury found in favor of the government on the breach of contract and two False Claims Act counts. The jury awarded a nominal amount of $78 in damages for breach of contract and $2 million in damages for the False Claims Act claims. The judge entered the judgment in October 2008, trebling the False Claims Act damages and awarding a total of $585,000 in civil penalties. The Company appealed to the U.S. Court of Appeals for the District of Columbia Circuit. In December 2010, the Court of Appeals affirmed the District Court’s judgment as to both liability and damages of $78 on the breach of contract count and rescinded the judgment on the False Claims Act counts, including the aggregate damages and penalties. The Court of Appeals sent the False Claims Act counts back to the District Court for further proceedings. The Company has recorded a liability for an immaterial amount related to this matter as of July 31, 2012 based on its assessment of the likely outcome of this matter. *Other* The Company is also involved in various claims and lawsuits arising in the normal conduct of its business, none of which, in the opinion of the Company’s management, based upon current information, will likely have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows.

Other Commitments and Contingencies	6 Months Ended
Other Commitments and Contingencies	Jul. 31, 2012
Other Commitments and Contingencies	Note 11—Other Commitments and Contingencies: *DS&S Joint Venture* In March 2006, the Company sold its interest in DS&S, a joint venture in which the Company owned a 50% interest. As part of the sale, the Company agreed to indemnify the purchaser or DS&S for certain legal costs and expenses, including those related to a government investigation involving DS&S and any litigation resulting from that investigation. The Company had deferred the potential gain on this sale pending resolution of the government investigation involving DS&S. During the fiscal quarter ended July 31, 2012, the Company recorded a gain of $4 million in other income, net and agreed to pay DS&S $4 million in satisfaction of its indemnification obligation relating to the investigation matter. *Variable Interest Entity (VIE)* In fiscal 2012, the Company entered into a fixed price agreement to provide engineering, procurement, and construction services to a special purpose limited liability company for a specific renewable energy project. The Company analyzed this arrangement and determined the entity is a VIE. However, this VIE was not consolidated by the Company because the Company is not the primary beneficiary. The project is partially financed by the Company’s provision of extended payment terms in the amount of $100 million for certain of its services performed on the project. The arrangement also contemplates monetary penalties and project guarantees if the Company does not meet certain completion deadlines. The Company expects to bill a total of $216 million to complete the project. At July 31, 2012, the Company had a receivable of $16 million due from this VIE. *Government Investigations and Reviews* The Company is routinely subject to investigations and reviews relating to compliance with various laws and regulations with respect to its role as a contractor to federal, state and local government customers and in connection with performing services in countries outside of the United States. Adverse findings in these investigations or reviews can lead to criminal, civil or administrative proceedings and the Company could face penalties, fines, repayments or compensatory damages and suspension or debarment from doing business with governmental agencies. Adverse findings could also have a material adverse effect on the Company’s business, consolidated financial position, results of operations and cash flows due to its reliance on government contracts. U.S. Government agencies, including the Defense Contract Audit Agency (DCAA), Defense Contract Management Agency (DCMA) and others, routinely audit and review a contractor’s performance on government contracts, indirect rates and pricing practices, and compliance with applicable contracting and procurement laws, regulations and standards. They also review the adequacy of the contractor’s compliance with government standards for its accounting and management internal control systems, including: control environment and overall accounting system, estimating system, purchasing system, property system and earned value management system. Both contractors and the U.S. Government agencies conducting these audits and reviews have come under increased scrutiny. As a result, the current audits and reviews have become more rigorous and the standards to which the Company is held are being more strictly interpreted, increasing the likelihood of an audit or review resulting in an adverse outcome. During the course of its current audits, the DCAA is closely examining and questioning several of the Company’s long established and disclosed practices that it had previously audited and accepted, increasing the uncertainty as to the ultimate conclusion that will be reached. The Company changed its indirect rate structure used in its indirect cost system and its direct labor bid structure used for its estimating system for fiscal 2011 and future years. The DCAA is performing reviews of these changes and the Company’s compliance with certain other U.S. Government Cost Accounting Standards. A finding of significant control deficiencies in the Company’s system audits or other reviews can result in decremented billing rates to its U.S. Government customers until the control deficiencies are corrected and their remediation is accepted by the DCMA. The Company’s indirect cost audits by the DCAA have not been completed for fiscal 2006 and subsequent fiscal years. Although the Company has recorded contract revenues subsequent to fiscal 2005 based upon an estimate of costs that the Company believes will be approved upon final audit or review, the Company does not know the outcome of any ongoing or future audits or reviews and adjustments, and if future adjustments exceed the Company’s estimates, its profitability would be adversely affected. As of July 31, 2012, the Company has recorded a liability of $35 million for its current best estimate of net amounts to be refunded to customers for potential adjustments from such audits or reviews of contract costs. *Tax Audits and Reviews* The Company files income tax returns in the United States and various state and foreign jurisdictions and is subject to routine compliance reviews by the Internal Revenue Service (IRS) and other taxing authorities. The Company has effectively settled with the IRS for fiscal years prior to and including fiscal 2008. The Company also settled fiscal 2011 as a result of the Company’s participation in the IRS Compliance Assurance Process beginning in fiscal 2011, in which the Company and the IRS endeavor to agree on the treatment of all tax positions prior to the tax return being filed, thereby greatly reducing the period of time between tax return submission and settlement with the IRS. Future and ongoing reviews could have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. During the next 12 months, it is reasonably possible that resolution of reviews by taxing authorities, both domestic and international, could be reached with respect to $103 million of the Company’s unrecognized tax benefits including a negligible amount of previously accrued interest, depending on the timing of ongoing examinations, any litigation and expiration of statute of limitations, either because the Company’s tax positions are sustained or because the Company agrees to their disallowance and pays the related income tax. As of July 31, 2012, the Company had liabilities for uncertain tax positions of $132 million, $29 million of which were classified as other long-term liabilities in the consolidated balance sheet. While the Company believes it has adequate accruals for uncertain tax positions, the tax authorities may determine that the Company owes taxes in excess of recorded accruals or the recorded accruals may be in excess of the final settlement amounts agreed to by the tax authorities. The Company is subject to periodic audits by government agencies for taxes other than income taxes. The Company does not believe that the outcome of any other such tax matters would have a material adverse effect on its consolidated financial position, results of operations, or cash flows. *Letters of Credit and Surety Bonds* The Company has outstanding letters of credit of $102 million as of July 31, 2012, principally related to guarantees on contracts. The Company also has outstanding surety bonds in the amount of $377 million, principally related to performance and payment bonds on the Company’s contracts. *Other* The Army Brigade Combat Team Modernization Engineering, Manufacturing and Development program was terminated for convenience by the DoD effective September 30, 2011. From October 2009 through termination, the Company and its prime contractor performed on this program under an undefinitized change order with a provisional billing rate that allowed the Company to receive a lesser amount of the projected fee than the estimated fee due until the contract negotiations are completed. The Company has recognized revenues of approximately $480 million, including estimated fee, from October 2009 through July 31, 2012 under the undefinitized change order. The actual fee payable to the Company on this program is dependent on the outcome of the change order negotiations and may differ from amounts previously recognized.
Science Applications International Corporation
Other Commitments and Contingencies	Note 11—Other Commitments and Contingencies: *DS&S Joint Venture* In March 2006, the Company sold its interest in DS&S, a joint venture in which the Company owned a 50% interest. As part of the sale, the Company agreed to indemnify the purchaser or DS&S for certain legal costs and expenses, including those related to a government investigation involving DS&S and any litigation resulting from that investigation. The Company had deferred the potential gain on this sale pending resolution of the government investigation involving DS&S. During the fiscal quarter ended July 31, 2012, the Company recorded a gain of $4 million in other income, net and agreed to pay DS&S $4 million in satisfaction of its indemnification obligation relating to the investigation matter. *Variable Interest Entity (VIE)* In fiscal 2012, the Company entered into a fixed price agreement to provide engineering, procurement, and construction services to a special purpose limited liability company for a specific renewable energy project. The Company analyzed this arrangement and determined the entity is a VIE. However, this VIE was not consolidated by the Company because the Company is not the primary beneficiary. The project is partially financed by the Company’s provision of extended payment terms in the amount of $100 million for certain of its services performed on the project. The arrangement also contemplates monetary penalties and project guarantees if the Company does not meet certain completion deadlines. The Company expects to bill a total of $216 million to complete the project. At July 31, 2012, the Company had a receivable of $16 million due from this VIE. *Government Investigations and Reviews* The Company is routinely subject to investigations and reviews relating to compliance with various laws and regulations with respect to its role as a contractor to federal, state and local government customers and in connection with performing services in countries outside of the United States. Adverse findings in these investigations or reviews can lead to criminal, civil or administrative proceedings and the Company could face penalties, fines, repayments or compensatory damages and suspension or debarment from doing business with governmental agencies. Adverse findings could also have a material adverse effect on the Company’s business, consolidated financial position, results of operations and cash flows due to its reliance on government contracts. U.S. Government agencies, including the Defense Contract Audit Agency (DCAA), Defense Contract Management Agency (DCMA) and others, routinely audit and review a contractor’s performance on government contracts, indirect rates and pricing practices, and compliance with applicable contracting and procurement laws, regulations and standards. They also review the adequacy of the contractor’s compliance with government standards for its accounting and management internal control systems, including: control environment and overall accounting system, estimating system, purchasing system, property system and earned value management system. Both contractors and the U.S. Government agencies conducting these audits and reviews have come under increased scrutiny. As a result, the current audits and reviews have become more rigorous and the standards to which the Company is held are being more strictly interpreted, increasing the likelihood of an audit or review resulting in an adverse outcome. During the course of its current audits, the DCAA is closely examining and questioning several of the Company’s long established and disclosed practices that it had previously audited and accepted, increasing the uncertainty as to the ultimate conclusion that will be reached. The Company changed its indirect rate structure used in its indirect cost system and its direct labor bid structure used for its estimating system for fiscal 2011 and future years. The DCAA is performing reviews of these changes and the Company’s compliance with certain other U.S. Government Cost Accounting Standards. A finding of significant control deficiencies in the Company’s system audits or other reviews can result in decremented billing rates to its U.S. Government customers until the control deficiencies are corrected and their remediation is accepted by the DCMA. The Company’s indirect cost audits by the DCAA have not been completed for fiscal 2006 and subsequent fiscal years. Although the Company has recorded contract revenues subsequent to fiscal 2005 based upon an estimate of costs that the Company believes will be approved upon final audit or review, the Company does not know the outcome of any ongoing or future audits or reviews and adjustments, and if future adjustments exceed the Company’s estimates, its profitability would be adversely affected. As of July 31, 2012, the Company has recorded a liability of $35 million for its current best estimate of net amounts to be refunded to customers for potential adjustments from such audits or reviews of contract costs. *Tax Audits and Reviews* The Company files income tax returns in the United States and various state and foreign jurisdictions and is subject to routine compliance reviews by the Internal Revenue Service (IRS) and other taxing authorities. The Company has effectively settled with the IRS for fiscal years prior to and including fiscal 2008. The Company also settled fiscal 2011 as a result of the Company’s participation in the IRS Compliance Assurance Process beginning in fiscal 2011, in which the Company and the IRS endeavor to agree on the treatment of all tax positions prior to the tax return being filed, thereby greatly reducing the period of time between tax return submission and settlement with the IRS. Future and ongoing reviews could have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. During the next 12 months, it is reasonably possible that resolution of reviews by taxing authorities, both domestic and international, could be reached with respect to $103 million of the Company’s unrecognized tax benefits including a negligible amount of previously accrued interest, depending on the timing of ongoing examinations, any litigation and expiration of statute of limitations, either because the Company’s tax positions are sustained or because the Company agrees to their disallowance and pays the related income tax. As of July 31, 2012, the Company had liabilities for uncertain tax positions of $132 million, $29 million of which were classified as other long-term liabilities in the consolidated balance sheet. While the Company believes it has adequate accruals for uncertain tax positions, the tax authorities may determine that the Company owes taxes in excess of recorded accruals or the recorded accruals may be in excess of the final settlement amounts agreed to by the tax authorities. The Company is subject to periodic audits by government agencies for taxes other than income taxes. The Company does not believe that the outcome of any other such tax matters would have a material adverse effect on its consolidated financial position, results of operations, or cash flows. *Letters of Credit and Surety Bonds* The Company has outstanding letters of credit of $102 million as of July 31, 2012, principally related to guarantees on contracts. The Company also has outstanding surety bonds in the amount of $377 million, principally related to performance and payment bonds on the Company’s contracts. *Other* The Army Brigade Combat Team Modernization Engineering, Manufacturing and Development program was terminated for convenience by the DoD effective September 30, 2011. From October 2009 through termination, the Company and its prime contractor performed on this program under an undefinitized change order with a provisional billing rate that allowed the Company to receive a lesser amount of the projected fee than the estimated fee due until the contract negotiations are completed. The Company has recognized revenues of approximately $480 million, including estimated fee, from October 2009 through July 31, 2012 under the undefinitized change order. The actual fee payable to the Company on this program is dependent on the outcome of the change order negotiations and may differ from amounts previously recognized.

- Definition

The entire disclosure for commitments and contingencies.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 20
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6449706&loc=d3e16207-108621

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 460
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=6398077&loc=d3e12565-110249

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=6952336&loc=d3e14435-108349

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.25)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 440
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6394976&loc=d3e25287-109308

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name FASB Interpretation (FIN)
-Number 14
-Paragraph 3
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 5
-Paragraph 9, 10, 11, 12
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Subsequent Event	6 Months Ended
Subsequent Event	Jul. 31, 2012
Subsequent Event	Note 12—Subsequent Event: On August 30, 2012, the Company announced that its Board of Directors has authorized management to pursue a plan to separate into two independent, publicly traded companies. The proposed separation is intended to take the form of a tax-free spin-off to the Company’s shareholders of 100% of the shares of a newly formed company focused on government technology and enterprise information technology services. The spin-off is expected to occur in the latter half of calendar year 2013, subject to final approval of the Board of Directors and certain customary conditions, including a ruling from the IRS as to the tax-free nature of the transaction. Although the Company expects that the separation of its businesses will be consummated, there can be no assurance that a separation will ultimately occur.
Science Applications International Corporation
Subsequent Event	Note 12—Subsequent Event: On August 30, 2012, the Company announced that its Board of Directors has authorized management to pursue a plan to separate into two independent, publicly traded companies. The proposed separation is intended to take the form of a tax-free spin-off to the Company’s shareholders of 100% of the shares of a newly formed company focused on government technology and enterprise information technology services. The spin-off is expected to occur in the latter half of calendar year 2013, subject to final approval of the Board of Directors and certain customary conditions, including a ruling from the IRS as to the tax-free nature of the transaction. Although the Company expects that the separation of its businesses will be consummated, there can be no assurance that a separation will ultimately occur.

Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jul. 31, 2012

Nature of Operations and Basis of Presentation

Nature of Operations and Basis of Presentation

Long-Term Receivables

Long-Term Receivables

Changes in Estimates on Contracts

Changes in Estimates on Contracts

Discontinued Operations

Discontinued Operations

The pre-sale operating results of this discontinued operation were as follows:


	Six Months Ended July 31 2011
	(in millions)
Revenues	$	69
Costs and expenses:
Cost of revenues		54
Selling, general and administrative expenses		8
Operating income	$	7

Income from discontinued operations also includes other activity that is immaterial and not reflected in the table above.

Pension

Pension

Supplementary Cash Flow Information

Supplementary Cash Flow Information

Supplementary cash flow information, including non-cash investing and financing activities, for the periods presented was as follows:


	Six Months Ended July 31
	2012		2011
	(in millions)
Stock exchanged at fair value upon exercises of stock options	$	—	$	14
Vested stock issued as settlement of annual bonus accruals	$	2	$	3
Increase in accrued stock repurchases	$	—	$	13
Stock issued in lieu of cash dividend	$	2	$	—
Fair value of assets acquired in acquisitions	$	—	$	29
Less: cash paid in acquisitions		—		(26	)
Liabilities assumed in acquisitions	$	—	$	3
Cash paid for interest (including discontinued operations)	$	53	$	52
Cash paid for income taxes (including discontinued operations)	$	96	$	121

Accounting Standards Updates Issued But Not Yet Adopted

Accounting Standards Updates Issued But Not Yet Adopted

- Definition

Disclosure of accounting policy for any discontinued operations. The results of operations of a component of an entity that either has been disposed of or is classified as held for sale is reported in discontinued operations if both: (a) the operations and cash flows of the component have been (or will be) eliminated from the ongoing operations of the entity as a result of the disposal transaction and (b) the entity will not have any significant continuing involvement in the operations of the component after the disposal transaction. If the entity elects to allocate interest expense to a discontinued operation, it may disclose its accounting policy for this election and describe its method of allocation.

+ References + Details

- Definition

Disclosure of accounting policy for pension plans. This accounting policy may address (1) the types of plans sponsored by the entity (2) groups that participate in (or are covered by) each plan (3) how plan assets, liabilities and expenses are measured, including the use of any actuaries and (4) significant assumptions used by the entity to value plan assets and liabilities and how such assumptions are derived.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 70
-URI http://asc.fasb.org/subtopic&trid=2235116

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 30
-URI http://asc.fasb.org/subtopic&trid=2235074

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 80
-URI http://asc.fasb.org/subtopic&trid=2235144

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6367646&loc=d3e18780-107790

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-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5, 6, 7, 9, 11, 12, 13
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
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-Paragraph 5
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph b
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 87
-Paragraph 15-19, 63, 64
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 158
-Paragraph 4, 5, 6, 7
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph h
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph a
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jul. 31, 2012

Schedule Of Pre-Sale Operating Results Of Discontinued Operations

The pre-sale operating results of this discontinued operation were as follows:


	Six Months Ended July 31 2011
	(in millions)
Revenues	$	69
Costs and expenses:
Cost of revenues		54
Selling, general and administrative expenses		8
Operating income	$	7

Schedule Of Supplementary Cash Flow Information

Supplementary cash flow information, including non-cash investing and financing activities, for the periods presented was as follows:


	Six Months Ended July 31
	2012		2011
	(in millions)
Stock exchanged at fair value upon exercises of stock options	$	—	$	14
Vested stock issued as settlement of annual bonus accruals	$	2	$	3
Increase in accrued stock repurchases	$	—	$	13
Stock issued in lieu of cash dividend	$	2	$	—
Fair value of assets acquired in acquisitions	$	—	$	29
Less: cash paid in acquisitions		—		(26	)
Liabilities assumed in acquisitions	$	—	$	3
Cash paid for interest (including discontinued operations)	$	53	$	52
Cash paid for income taxes (including discontinued operations)	$	96	$	121

- Definition

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

+ References + Details

Earnings Per Share (EPS) (Tables)

6 Months Ended

Jul. 31, 2012

Reconciliation Of Income Used In Calculating Earnings Per Share

A reconciliation of the income used to compute basic and diluted EPS for the periods presented was as follows:


	Three Months Ended July 31						Six Months Ended July 31
	2012			2011			2012			2011
	(in millions)
Basic EPS:
Income from continuing operations, as reported	$	110		$	112		$	227		$	242
Less: allocation of distributed and undistributed earnings to participating securities		(2	)		(4	)		(6	)		(9	)
Income from continuing operations, for computing basic EPS	$	108		$	108		$	221		$	233
Net income, as reported	$	110		$	178		$	227		$	309
Less: allocation of distributed and undistributed earnings to participating securities		(2	)		(7	)		(6	)		(11	)
Net income, for computing basic EPS	$	108		$	171		$	221		$	298
Diluted EPS:
Income from continuing operations, as reported	$	110		$	112		$	227		$	242
Less: allocation of distributed and undistributed earnings to participating securities		(2	)		(4	)		(6	)		(9	)
Income from continuing operations, for computing diluted EPS	$	108		$	108		$	221		$	233
Net income, as reported	$	110		$	178		$	227		$	309
Less: allocation of distributed and undistributed earnings to participating securities		(2	)		(7	)		(6	)		(11	)
Net income, for computing diluted EPS	$	108		$	171		$	221		$	298

Reconciliation Of Weighted Average Number Of Shares Outstanding

A reconciliation of the weighted average number of shares outstanding used to compute basic and diluted EPS for the periods presented was as follows:


	Three Months Ended July 31				Six Months Ended July 31
	2012		2011		2012		2011
	(in millions)
Basic weighted average number of shares outstanding		333		338		332		342
Dilutive common share equivalents—stock options and other stock awards		—		1		—		1
Diluted weighted average number of shares outstanding		333		339		332		343

Schedule Of Basic And Diluted EPS

Basic and diluted EPS for the periods presented was as follows:


	Three Months Ended July 31				Six Months Ended July 31
	2012		2011		2012		2011
Basic:
Income from continuing operations	$	.32	$	.32	$	.67	$	.68
Income from discontinued operations		—		.19		—		.19
	$	.32	$	.51	$	.67	$	.87
Diluted:
Income from continuing operations	$	.32	$	.32	$	.67	$	.68
Income from discontinued operations		—		.18		—		.19
	$	.32	$	.50	$	.67	$	.87

Schedule Of Stock-Based Awards Excluded From Weighted Average Shares Outstanding

The following stock-based awards were excluded from the weighted average number of shares outstanding used to compute basic and diluted EPS for the periods presented:


	Three Months Ended July 31				Six Months Ended July 31
	2012		2011		2012		2011
	(in millions)
Antidilutive stock options excluded		20		22		20		22
Performance-based stock awards excluded		1		1		1		1

Stock-Based Compensation (Tables)

6 Months Ended

Jul. 31, 2012

Schedule Of Stock-Based Compensation Expenses

Total stock-based compensation expense for the periods presented was as follows:


	Three Months Ended July 31					Six Months Ended July 31
	2012		2011			2012		2011
	(in millions)
Stock options	$	4	$	5		$	7	$	10
Vesting stock awards		17		17			37		35
Performance-based stock awards		1		(3	)		2		(2	)
Total stock-based compensation expense	$	22	$	19		$	46	$	43

Schedule Of Weighted Average Grant-Date Fair Value And Assumptions Used


	Six Months Ended July 31
	2012			2011
Weighted average grant-date fair value	$	1.81		$	4.21
Expected term (in years)		5.0			4.9
Expected volatility		24.4	%		23.4	%
Risk-free interest rate		1.0	%		2.2	%
Dividend yield		3.7	%		0	%

Schedule Of Stock Option Activity

Stock option activity for the six months ended July 31, 2012 was as follows:


	Shares of stock under stock options			Weighted average exercise price		Weighted average remaining contractual term		Aggregate intrinsic value
	(in millions)					(in years)		(in millions)
Outstanding at January 31, 2012		20.8		$	17.90		2.5	$	—
Options granted		4.9			13.21
Options forfeited or expired		(5.5	)		17.48
Outstanding at July 31, 2012		20.2			16.88		3.4		—
Exercisable at July 31, 2012		9.4			18.33		1.7		—

Schedule Of Vesting Stock Award Activity

Vesting stock award activity for the six months ended July 31, 2012 was as follows:


	Shares of stock under stock awards			Weighted average grant- date fair value
	(in millions)
Unvested stock awards at January 31, 2012		12.0		$	17.50
Awards granted		6.4			13.19
Awards forfeited		(0.6	)		15.95
Awards vested		(4.6	)		17.88
Unvested stock awards at July 31, 2012		13.2			15.35

Schedule Of Performance-Based Stock Award Activity

Performance-based stock award activity for the six months ended July 31, 2012 was as follows:


	Expected number of shares of stock to be issued under performance- based stock awards		Weighted average grant- date fair value
	(in millions)
Outstanding at January 31, 2012		0.5	$	17.02
Awards granted		0.8		13.18
Outstanding at July 31, 2012		1.3		14.52

Goodwill and Intangible Assets (Tables)

6 Months Ended

Jul. 31, 2012

Schedule Of Changes In Goodwill By Segment

The changes in the carrying value of goodwill for Defense Solutions (DS), Health, Energy and Civil Solutions (HECS) and Intelligence and Cybersecurity Solutions (ICS) were as follows:


	DS		HECS		ICS		Total
	(in millions)
Goodwill at January 31, 2012	$	410	$	785	$	631	$	1,826

Schedule Of Intangible Assets Including Estimates Of Assets Acquired

Intangible assets consisted of the following:


	July 31, 2012							January 31, 2012
	Gross carrying value		Accumulated amortization			Net carrying value		Gross carrying value		Accumulated amortization			Net carrying value
	(in millions)
Finite-lived intangible assets:
Customer relationships	$	119	$	(71	)	$	48	$	120	$	(62	)	$	58
Software and technology		147		(56	)		91		148		(48	)		100
Other		2		(2	)		—		2		(1	)		1
Total finite-lived intangible assets		268		(129	)		139		270		(111	)		159
Indefinite-lived intangible assets:
In-process research and development		13		—			13		13		—			13
Trade names		4		—			4		4		—			4
Total indefinite-lived intangible assets		17		—			17		17		—			17
Total intangible assets	$	285	$	(129	)	$	156	$	287	$	(111	)	$	176

Schedule Of Amortization Expense For Finite-Lived Intangible Assets

The estimated annual amortization expense related to finite-lived intangible assets as of July 31, 2012 was as follows:


Fiscal Year Ending January 31
	(in millions)
2013 (remainder of the fiscal year)	$	15
2014		31
2015		27
2016		22
2017		16
2018		12
2019 and thereafter		16
	$	139

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References + Details

Financial Instruments (Tables)

6 Months Ended

Jul. 31, 2012

Schedule Of Notes Payable And Long-Term Debt

The Company’s notes payable and long-term debt consisted of the following:


	Stated interest rate			Effective interest rate			July 31, 2012		January 31, 2012
	(in millions)
SAIC senior unsecured notes:
$450 million notes issued in fiscal 2011, which mature in December 2020		4.45	%		4.53	%	$	449	$	449
$300 million notes issued in fiscal 2011, which mature in December 2040		5.95	%		6.03	%		300		300
Science Applications senior unsecured notes:
$550 million notes issued in fiscal 2003, which matured in July 2012		6.25	%		6.50	%		—		550
$250 million notes issued in fiscal 2003, which mature in July 2032		7.13	%		7.43	%		248		248
$300 million notes issued in fiscal 2004, which mature in July 2033		5.50	%		5.78	%		296		296
Capital leases and other notes payable due on various dates through fiscal 2018		0-2.5	%		Various			7		9
Total notes payable and long-term debt								1,300		1,852
Less current portion								3		553
Total notes payable and long-term debt, net of current portion							$	1,297	$	1,299
Fair value of notes payable and long-term debt							$	1,475	$	2,011

- 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 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
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-Name Accounting Standards Codification
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-Name Accounting Standards Codification
-Topic 235
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-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
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-Name Accounting Standards Codification
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-Name Regulation S-X (SX)
-Number 210
-Section 02
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-Article 5

+ Details

Accumulated Other Comprehensive Loss (Tables)

6 Months Ended

Jul. 31, 2012

Schedule Of Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive loss were as follows:


	July 31, 2012			January 31, 2012
	(in millions)
Foreign currency translation adjustments, net of taxes of $(1) million and $(2) million as of July 31, 2012 and January 31, 2012, respectively	$	2		$	2
Unrecognized net loss on settled derivative instruments associated with outstanding debt, net of taxes of $3 million as of July 31, 2012 and January 31, 2012		(5	)		(5	)
Unrecognized net loss on defined benefit plan, net of taxes of ($1) million and $5 million, as of July 31, 2012 and January 31, 2012, respectively		2			(8	)
Total accumulated other comprehensive loss, net of taxes of $1 million and $6 million as of July 31, 2012 and January 31, 2012, respectively	$	(1	)	$	(11	)

Business Segment Information (Tables)

6 Months Ended

Jul. 31, 2012

Schedule Of Segment Reporting Information By Segment

The segment information for the periods presented was as follows:


	Three Months Ended July 31						Six Months Ended July 31
	2012			2011			2012			2011
	(in millions)
Revenues:
Defense Solutions	$	1,240		$	1,085		$	2,414		$	2,222
Health, Energy and Civil Solutions		692			656			1,370			1,313
Intelligence and Cybersecurity Solutions		919			854			1,849			1,750
Corporate and Other		—			1			—			1
Intersegment elimination		(3	)		—			(3	)		(2	)
Total revenues	$	2,848		$	2,596		$	5,630		$	5,284
Operating income (loss):
Defense Solutions	$	92		$	88		$	193		$	178
Health, Energy and Civil Solutions		53			60			100			114
Intelligence and Cybersecurity Solutions		69			76			135			162
Corporate and Other		(23	)		(15	)		(29	)		(15	)
Total operating income	$	191		$	209		$	399		$	439

- 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

Summary Of Significant Accounting Policies - Additional Information (Detail) $ / shares in Units, $ in Millions	3 Months Ended			6 Months Ended
	Jul. 31, 2012 USD ($) $ / shares	Apr. 30, 2012 USD ($)	Jul. 31, 2011 USD ($) $ / shares	Jul. 31, 2012 USD ($) Item $ / shares Year	Jul. 31, 2011 USD ($) $ / shares
Significant Accounting Policies [Line Items]
Period for billing and collection of unbilled receivables, maximum (in years) \| Year				1
Period of collection for contract retentions, minimum (in years) \| Year				1
Outstanding receivables	$ 61			$ 61
Period of extension for deferred payment terms (in years) \| Year				1
Number of commercial customers within extended deferred payments terms \| Item				3
Increase (decrease) in income due to contract estimates	$ (3)		$ 15	$ 1	$ 27
Increase (decrease) in income due to contract estimates per diluted share \| $ / shares	$ (0.01)		$ 0.03	$ 0.00	$ 0.05
Net proceeds from sale of discontinued operations				$ 167
Gain on sale before income taxes				$ 111
Amount of pension plan assets transferred		$ 46
Amount of settlement related to pension plan obligations		$ 63
Science Applications International Corporation
Significant Accounting Policies [Line Items]
Ownership interest	100.00%			100.00%

Schedule Of Pre-Sale Operating Results Of Discontinued Operations (Detail) $ in Millions	6 Months Ended
	Jul. 31, 2011 USD ($)
Summary Of Significant Accounting Policies [Abstract]
Revenues	$ 69
Cost of revenues	54
Selling, general and administrative expenses	8
Operating income	$ 7

Schedule Of Supplementary Cash Flow Information (Detail) - USD ($) $ in Millions	6 Months Ended
	Jul. 31, 2012	Jul. 31, 2011
Summary Of Significant Accounting Policies [Abstract]
Stock exchanged at fair value upon exercises of stock options		$ 14
Vested stock issued as settlement of annual bonus accruals	$ 2	3
Increase in accrued stock repurchases		13
Stock issued in lieu of cash dividend	2
Fair value of assets acquired in acquisitions		29
Less: cash paid in acquisitions		(26)
Liabilities assumed in acquisitions		3
Cash paid for interest (including discontinued operations)	53	52
Cash paid for income taxes (including discontinued operations)	$ 96	$ 121

Reconciliation Of Income Used In Calculating Earnings Per Share (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jul. 31, 2012	Jul. 31, 2011	Jul. 31, 2012	Jul. 31, 2011
Basic EPS:
Income from continuing operations, as reported	$ 110	$ 112	$ 227	$ 242
Less: allocation of distributed and undistributed earnings to participating securities	(2)	(4)	(6)	(9)
Income from continuing operations, for computing basic EPS	108	108	221	233
Net income, as reported	110	178	227	309
Less: allocation of distributed and undistributed earnings to participating securities	(2)	(7)	(6)	(11)
Net income, for computing basic EPS	108	171	221	298
Diluted EPS:
Income from continuing operations, as reported	110	112	227	242
Less: allocation of distributed and undistributed earnings to participating securities	(2)	(4)	(6)	(9)
Income from continuing operations, for computing diluted EPS	108	108	221	233
Net income, as reported	110	178	227	309
Less: allocation of distributed and undistributed earnings to participating securities	(2)	(7)	(6)	(11)
Net income, for computing diluted EPS	$ 108	$ 171	$ 221	$ 298

Reconciliation Of Weighted Average Number Of Shares Outstanding (Detail) - shares shares in Millions	3 Months Ended		6 Months Ended
	Jul. 31, 2012	Jul. 31, 2011	Jul. 31, 2012	Jul. 31, 2011
Earnings Per Share [Abstract]
Basic weighted average number of shares outstanding	333	338	332	342
Dilutive common share equivalents-stock options and other stock awards		1		1
Diluted weighted average number of shares outstanding	333	339	332	343

- Definition

The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period.

+ References + Details

- Definition

Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
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-Paragraph 1
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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-URI http://asc.fasb.org/extlink&oid=6528421

Reference 4: http://www.xbrl.org/2003/role/presentationRef
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-Name Emerging Issues Task Force (EITF)
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 128
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
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-Name Statement of Financial Accounting Standard (FAS)
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
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-Name Statement of Financial Accounting Standard (FAS)
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Schedule Of Basic And Diluted EPS (Detail) - $ / shares	3 Months Ended		6 Months Ended
Schedule Of Basic And Diluted EPS (Detail) - $ / shares	Jul. 31, 2012	Jul. 31, 2011	Jul. 31, 2012	Jul. 31, 2011
Basic:
Income from continuing operations	$ 0.32	$ 0.32	$ 0.67	$ 0.68
Income from discontinued operations		0.19		0.19
Total basic earnings per share	0.32	0.51	0.67	0.87
Diluted:
Income from continuing operations	0.32	0.32	0.67	0.68
Income from discontinued operations		0.18		0.19
Total diluted earnings per share	$ 0.32	$ 0.50	$ 0.67	$ 0.87

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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Reference 9: http://www.xbrl.org/2003/role/presentationRef
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+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References + Details

- Definition

The amount of net income (loss) from continuing operations per each share of common stock or unit outstanding during the reporting period.

+ References

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+ Details

- Definition

The amount of net income (loss) derived from continuing operations during the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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-Publisher FASB
-Name Accounting Standards Codification
-Topic 225
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03.21)
-URI http://asc.fasb.org/extlink&oid=6880815&loc=d3e20235-122688

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-Paragraph 2
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-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 03
-Paragraph 20
-Article 5

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 128
-Paragraph 40
-Subparagraph a
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

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-Publisher FASB
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-Paragraph 11, 12, 36, 37, 38
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 21
-Article 9

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
-Number 07-4
-Paragraph 4
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 18
-Article 7

+ Details

- Definition

The amount of net income (loss) derived from discontinued operations during the period, net of related tax effect, per each share of common stock or unit outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 225
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04.23)
-URI http://asc.fasb.org/extlink&oid=6879574&loc=d3e536633-122882

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-Subparagraph (SX 210.5-03.21)
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
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-Paragraph 1
-Subparagraph (SX 210.7-04.19)
-URI http://asc.fasb.org/extlink&oid=6879464&loc=d3e573970-122913

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-Name Accounting Standards Codification
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-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=7655603&loc=d3e1278-109256

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-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 03
-Paragraph 20
-Article 5

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 18
-Article 7

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 21
-Article 9

Reference 8: http://www.xbrl.org/2003/role/presentationRef
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Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 128
-Paragraph 8, 9, 10, 36, 37, 38
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Schedule Of Stock-Based Awards Excluded From Weighted Average Shares Outstanding (Detail) - shares shares in Millions	3 Months Ended		6 Months Ended
	Jul. 31, 2012	Jul. 31, 2011	Jul. 31, 2012	Jul. 31, 2011
Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive stock based awards	20	22	20	22
Outstanding Stock Awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive stock based awards	1	1	1	1

- 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

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Antidilution
-URI http://asc.fasb.org/extlink&oid=6505113

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Diluted Earnings Per Share
-URI http://asc.fasb.org/extlink&oid=6510752

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Contingent Stock Agreement
-URI http://asc.fasb.org/extlink&oid=6508534

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 128
-Paragraph 40
-Subparagraph c
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 128
-Paragraph 13, 14
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Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
-Number 07-4
-Paragraph 4
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Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 128
-Paragraph 171
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Schedule Of Stock-Based Compensation Expenses (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jul. 31, 2012	Jul. 31, 2011	Jul. 31, 2012	Jul. 31, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 22	$ 19	$ 46	$ 43
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	4	5	7	10
Performance-Based Stock Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	1	(3)	2	(2)
Vesting Stock Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 17	$ 17	$ 37	$ 35

Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Millions	6 Months Ended
	Jul. 31, 2012	Jul. 31, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term	5 years	4 years 10 months 24 days
Vesting period	3 years
Fair value of vesting awards that vested	$ 62	$ 61
Minimum percentage that will ultimately be awarded	0.00%
Maximum percentage that will ultimately be awarded	150.00%
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term	7 years	7 years
Vesting period	4 years	4 years
Outside Directors
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	1 year	1 year

Schedule Of Weighted Average Grant-Date Fair Value And Assumptions Used (Detail) - $ / shares	6 Months Ended
	Jul. 31, 2012	Jul. 31, 2011
Stock-Based Compensation [Abstract]
Weighted average grant-date fair value	$ 1.81	$ 4.21
Expected term (in years)	5 years	4 years 10 months 24 days
Expected volatility	24.40%	23.40%
Risk-free interest rate	1.00%	2.20%
Dividend yield	3.70%	0.00%

Schedule Of Stock Option Activity (Detail) - USD ($) shares in Millions	6 Months Ended	12 Months Ended
	Jul. 31, 2012	Jan. 31, 2012
Stock-Based Compensation [Abstract]
Shares of stock under stock options, Outstanding, beginning balance	20.8
Shares of stock under stock options, Options granted	4.9
Shares of stock under stock options, Options forfeited or expired	(5.5)
Shares of stock under stock options, Outstanding, ending balance	20.2	20.8
Options Exercisable at July 31, 2012	9.4
Weighted average exercise price, Outstanding, beginning balance	$ 17.90
Weighted average exercise price, Options granted	13.21
Weighted average exercise price, Options forfeited or expired	17.48
Weighted average exercise price, Outstanding, ending balance	16.88	$ 17.90
Weighted average exercise price, Exercisable at July 31, 2012	$ 18.33
Weighted average remaining contractual term, Outstanding	3 years 4 months 24 days	2 years 6 months
Weighted average remaining contractual term, Exercisable at July 31, 2012	1 year 8 months 12 days
Aggregate intrinsic value, Outstanding, beginning balance
Aggregate intrinsic value, Outstanding, ending balance
Aggregate intrinsic value, Exercisable at July 31, 2012

Schedule Of Vesting Stock Award Activity (Detail) - Vesting Stock Awards shares in Millions	6 Months Ended
	Jul. 31, 2012 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares, beginning balance \| shares	12.0
Shares of stock under stock awards, Awards granted \| shares	6.4
Shares of stock under stock awards, Awards forfeited \| shares	(0.6)
Shares of stock under stock awards, Awards vested \| shares	(4.6)
Shares, ending balance \| shares	13.2
Weighted average grant-date fair value, Shares, beginning balance \| $ / shares	$ 17.50
Weighted average grant-date fair value, Awards granted \| $ / shares	13.19
Weighted average grant-date fair value, Awards forfeited \| $ / shares	15.95
Weighted average grant-date fair value, Awards vested \| $ / shares	17.88
Weighted average grant-date fair value, Shares, ending balance \| $ / shares	$ 15.35

Schedule Of Performance-Based Stock Award Activity (Detail) - Performance-Based Stock Awards shares in Millions	6 Months Ended
	Jul. 31, 2012 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares, beginning balance \| shares	0.5
Expected number of shares of stock to be issued under performance-based stock awards, Awards granted \| shares	0.8
Shares, ending balance \| shares	1.3
Weighted average grant-date fair value, Shares, beginning balance \| $ / shares	$ 17.02
Weighted average grant-date fair value, Awards granted \| $ / shares	13.18
Weighted average grant-date fair value, Shares, ending balance \| $ / shares	$ 14.52

- Definition

The weighted average fair value of nonvested awards on equity-based plans excluding option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, revenue or profit achievement stock award plan) for which the employer is contingently obligated to issue equity instruments or transfer assets to an employee who has not yet satisfied service or performance criteria necessary to gain title to proceeds from the sale of the award or underlying shares or units.

+ References + Details

Acquisitions - Additional Information (Detail) - Subsequent Event - maxIT Healthcare Holdings, Inc. $ in Millions	Aug. 10, 2012 USD ($)
Business Acquisition [Line Items]
Cost of acquired entity, cash paid	$ 473
Cost of acquired entity, cash payment for excess working capital delivered at closing	14
Tangible net assets of business acquired	50
Maximum
Business Acquisition [Line Items]
Cost of acquired entity, accrued	$ 20

Schedule Of Changes In Goodwill By Segment (Detail) $ in Millions	6 Months Ended
	Jul. 31, 2012 USD ($)
Goodwill [Line Items]
Beginning balance, Goodwill	$ 1,826
Corporate reorganizations
Ending balance, Goodwill	1,826
Defense Solutions
Goodwill [Line Items]
Beginning balance, Goodwill	410
Corporate reorganizations
Ending balance, Goodwill	410
Health, Energy And Civil Solutions
Goodwill [Line Items]
Beginning balance, Goodwill	785
Corporate reorganizations	(10)
Ending balance, Goodwill	775
Intelligence And Cybersecurity Solutions
Goodwill [Line Items]
Beginning balance, Goodwill	631
Corporate reorganizations	10
Ending balance, Goodwill	$ 641

- Definition

Carrying amount as of the balance sheet date, which is the cumulative amount paid and (if applicable) the fair value of any noncontrolling interest in the acquiree, adjusted for any amortization recognized prior to the adoption of any changes in generally accepted accounting principles (as applicable) and for any impairment charges, in excess of the fair value of net assets acquired in one or more business combination transactions.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=14024403&loc=d3e13816-109267

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 45
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6388280&loc=d3e13770-109266

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 142
-Paragraph 45
-Subparagraph e
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 142
-Paragraph 43
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141R
-Paragraph 72
-Subparagraph d
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
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-Name Statement of Financial Accounting Standard (FAS)
-Number 142
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-Clause 1
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141R
-Paragraph 68
-Subparagraph l
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141R
-Paragraph 34
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Schedule Of Intangible Assets Including Estimates Of Assets Acquired (Detail) - USD ($) $ in Millions	Jul. 31, 2012	Jan. 31, 2012
Finite-Lived Intangible Assets [Line Items]
Gross carrying value	$ 268	$ 270
Accumulated amortization	(129)	(111)
Net carrying value	139	159
Indefinite-lived intangible assets	17	17
Gross carrying value	285	287
Net carrying value	156	176
In-Process Research And Development
Finite-Lived Intangible Assets [Line Items]
Indefinite-lived intangible assets	13	13
Trade Names
Finite-Lived Intangible Assets [Line Items]
Indefinite-lived intangible assets	4	4
Customer Relationships
Finite-Lived Intangible Assets [Line Items]
Gross carrying value	119	120
Accumulated amortization	(71)	(62)
Net carrying value	48	58
Software And Technology
Finite-Lived Intangible Assets [Line Items]
Gross carrying value	147	148
Accumulated amortization	(56)	(48)
Net carrying value	91	100
Other
Finite-Lived Intangible Assets [Line Items]
Gross carrying value	2	2
Accumulated amortization	$ (2)	(1)
Net carrying value		$ 1

Goodwill And Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jul. 31, 2012	Jul. 31, 2011	Jul. 31, 2012	Jul. 31, 2011
Goodwill and Intangible Assets [Line Items]
Finite-lived intangible assets, amortized amount			$ 1
Amortization expense related to amortizable intangible assets	$ 9	$ 11	$ 19	$ 22

Schedule Of Amortization Expense For Finite-Lived Intangible Assets (Detail) - USD ($) $ in Millions	Jul. 31, 2012	Jan. 31, 2012
Goodwill And Intangible Assets [Abstract]
2013 (remainder of the fiscal year)	$ 15
2014	31
2015	27
2016	22
2017	16
2018	12
2019 and thereafter	16
Net carrying value	$ 139	$ 159

Financial Instruments - Additional Information (Detail) $ in Millions	6 Months Ended
	Jul. 31, 2012 USD ($) Year	Jan. 31, 2012 USD ($)
Financial Instruments [Line Items]
Unsecured borrowing capacity	$ 750
Extended maturity period of revolving credit facility (in years) \| Year	1
Extended maturity date of revolving credit facility	March 2016
Borrowings outstanding under the revolving credit facility	$ 0	$ 0
Revolving credit facility financial covenants description	For a period of four trailing fiscal quarters, the Company maintains a ratio of consolidated funded debt, including borrowings under this facility, to earnings before interest, taxes, depreciation and amortization (EBITDA) adjusted for other items as defined in the credit facility of not more than 3.0 to 1.0 and a ratio of EBITDA adjusted for other items as defined in the credit facility to interest expense of greater than 3.5 to 1.0.
Ratio of consolidated funded debt to EBITDA, numerator, maximum	3.0
Ratio of consolidated funded debt to EBITDA, denominator, maximum	1.0
Minimum ratio of EBITDA to interest expense, numerator	3.5
Minimum ratio of EBITDA to interest expense, denominator	1.0
Notes Which Mature In July 2012
Financial Instruments [Line Items]
Payments on notes payable	$ 550

Schedule Of Notes Payable And Long-Term Debt (Detail) - USD ($) $ in Millions	6 Months Ended
	Jul. 31, 2012	Jan. 31, 2012
Debt Instrument [Line Items]
Total notes payable and long-term debt	$ 1,300	$ 1,852
Less current portion	3	553
Total notes payable and long-term debt, net of current portion	1,297	1,299
Fair value of notes payable and long-term debt	1,475	2,011
Notes Which Mature In December 2020
Debt Instrument [Line Items]
Senior unsecured notes	$ 449	449
Stated interest rate	4.45%
Effective interest rate	4.53%
Notes Which Mature In December 2040
Debt Instrument [Line Items]
Senior unsecured notes	$ 300	300
Stated interest rate	5.95%
Effective interest rate	6.03%
Notes Which Mature In July 2012
Debt Instrument [Line Items]
Senior unsecured notes		550
Stated interest rate	6.25%
Effective interest rate	6.50%
Notes Which Mature In July 2032
Debt Instrument [Line Items]
Senior unsecured notes	$ 248	248
Stated interest rate	7.13%
Effective interest rate	7.43%
Notes Which Mature In July 2033
Debt Instrument [Line Items]
Senior unsecured notes	$ 296	296
Stated interest rate	5.50%
Effective interest rate	5.78%
Capital Leases And Other Notes Payable Due On Various Dates Through Fiscal 2018
Debt Instrument [Line Items]
Other notes payable due on various dates through fiscal 2018	$ 7	$ 9
Minimum stated interest rate	0.00%
Maximum stated interest rate	2.50%

Schedule Of Notes Payable And Long-Term Debt (Parenthetical) (Detail) $ in Millions	6 Months Ended
	Jul. 31, 2012 USD ($)
Notes Which Mature In December 2020
Debt Instrument [Line Items]
Senior unsecured notes, face amount	$ 450
Debt maturity date	Dec. 01, 2020
Notes Which Mature In December 2040
Debt Instrument [Line Items]
Senior unsecured notes, face amount	$ 300
Debt maturity date	Dec. 01, 2040
Notes Which Mature In July 2012
Debt Instrument [Line Items]
Senior unsecured notes, face amount	$ 550
Debt maturity date	Jul. 01, 2012
Notes Which Mature In July 2032
Debt Instrument [Line Items]
Senior unsecured notes, face amount	$ 250
Debt maturity date	Jul. 01, 2032
Notes Which Mature In July 2033
Debt Instrument [Line Items]
Senior unsecured notes, face amount	$ 300
Debt maturity date	Jul. 01, 2033

Related Party Transactions - Additional Information (Detail) $ in Millions	6 Months Ended
	Jul. 31, 2012 USD ($) Year
Related Party Transaction [Line Items]
Credit facility, maturity date	2017
Related party maturity date	November 2012
Period extension for portions of intercompany loans (years) \| Year	1
Notes Which Mature In December 2020
Related Party Transaction [Line Items]
Notes payable, related parties	$ 450
Stated interest rate	4.45%
Notes Which Mature In December 2040
Related Party Transaction [Line Items]
Notes payable, related parties	$ 300
Stated interest rate	5.95%
Notes Which Mature In July 2033
Related Party Transaction [Line Items]
Notes payable, related parties	$ 300
Stated interest rate	5.50%
Notes Which Mature In July 2032
Related Party Transaction [Line Items]
Notes payable, related parties	$ 250
Stated interest rate	7.13%

Schedule Of Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Millions	Jul. 31, 2012	Jan. 31, 2012
Accumulated Other Comprehensive Loss [Abstract]
Foreign currency translation adjustments, net of taxes of $(1) million and $(2) million as of July 31, 2012 and January 31, 2012, respectively	$ 2	$ 2
Unrecognized net loss on settled derivative instruments associated with outstanding debt, net of taxes of $3 million as of July 31, 2012 and January 31, 2012	(5)	(5)
Unrecognized net loss on defined benefit plan, net of taxes of ($1) million and $5 million, as of July 31, 2012 and January 31, 2012, respectively	2	(8)
Total accumulated other comprehensive loss, net of taxes of $1 million and $6 million as of July 31, 2012 and January 31, 2012, respectively	$ (1)	$ (11)

- Definition

Accumulated change, net of tax, in accumulated gains and losses from derivative instruments designated and qualifying as the effective portion of cash flow hedges. Includes an entity's share of an equity investee's Increase or Decrease in deferred hedging gains or losses.

+ References + Details

- Definition

The total of net gain (loss), prior service cost (credit), and transition assets (obligations), as well as minimum pension liability if still remaining, included in accumulated other comprehensive income associated with a defined benefit pension or other postretirement plan(s) because they have yet to be recognized as components of net periodic benefit cost.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 10A
-Subparagraph (j-k)
-URI http://asc.fasb.org/extlink&oid=20435746&loc=SL7669646-108580

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-Name Accounting Standards Codification
-Topic 715
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-Paragraph 1
-Subparagraph (i)
-URI http://asc.fasb.org/extlink&oid=21915506&loc=d3e1928-114920

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Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 130
-Paragraph 26
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-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 158
-Paragraph 7
-Subparagraph c
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-Number 132R
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

- Definition

Accumulated adjustment, net of tax, that results from the process of translating subsidiary financial statements and foreign equity investments into the reporting currency from the functional currency of the reporting entity, net of reclassification of realized foreign currency translation gains or losses.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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-Publisher FASB
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-Publisher AICPA
-Name Accounting Principles Board Opinion (APB)
-Number 12
-Paragraph 10
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+ Details

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 02
-Paragraph 31
-Article 5

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Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Article 3

+ Details

Schedule Of Accumulated Other Comprehensive Loss (Parenthetical) (Detail) - USD ($) $ in Millions	Jul. 31, 2012	Jan. 31, 2012
Accumulated Other Comprehensive Income (Loss) [Line Items]
Foreign currency translation adjustments, tax effect	$ (1)	$ (2)
Unrecognized net loss on settled derivative instruments associated with outstanding debt, tax effect	3	3
Unrecognized loss on defined benefit plan, tax effect	(1)	5
Total accumulated other comprehensive loss, tax effect	$ 1	$ 6

Accumulated Other Comprehensive Loss - Additional Information (Detail) $ in Millions	6 Months Ended
	Jul. 31, 2012 USD ($)
Accumulated Other Comprehensive Income (Loss) [Line Items]
Unrealized net loss on settled derivatives which will be amortized and recognized	$ 1

Schedule Of Segment Reporting Information By Segment (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jul. 31, 2012	Jul. 31, 2011	Jul. 31, 2012	Jul. 31, 2011
Segment Reporting Information [Line Items]
Revenues	$ 2,848	$ 2,596	$ 5,630	$ 5,284
Operating income (loss)	191	209	399	439
Defense Solutions
Segment Reporting Information [Line Items]
Revenues	1,240	1,085	2,414	2,222
Operating income (loss)	92	88	193	178
Health, Energy And Civil Solutions
Segment Reporting Information [Line Items]
Revenues	692	656	1,370	1,313
Operating income (loss)	53	60	100	114
Intelligence And Cybersecurity Solutions
Segment Reporting Information [Line Items]
Revenues	919	854	1,849	1,750
Operating income (loss)	69	76	135	162
Intersegment Elimination
Segment Reporting Information [Line Items]
Revenues	(3)		(3)	(2)
Corporate And Other
Segment Reporting Information [Line Items]
Revenues		1		1
Operating income (loss)	$ (23)	$ (15)	$ (29)	$ (15)

Legal Proceedings - Additional Information (Detail) Item in Millions	1 Months Ended			3 Months Ended	6 Months Ended
	Dec. 31, 2010 USD ($)	Oct. 31, 2008 USD ($)	Jul. 31, 2008 USD ($)	Apr. 30, 2012 LegalMatter	Jul. 31, 2012 USD ($) LegalMatter Year Item	Jul. 31, 2011 USD ($)	Jan. 31, 2012 USD ($)	Jun. 30, 2009 USD ($)	Nov. 30, 2008 USD ($)
Legal Proceedings [Line Items]
DPA provides that the monitor will serve for a period (in years) \| Year					3
Number of patients (in millions) \| Item					5
Number of lawsuits \| LegalMatter					7
Period of identity restoration services \| Year					1
Damages sought					$ 1,000
Amount outstanding					0		$ 0
Timekeeping Contract With City Of New York
Legal Proceedings [Line Items]
Cash settlement payment					500,000,000
Data Privacy Litigation
Legal Proceedings [Line Items]
Judgments or settlements relating to the claims					10,000,000
Estimated loss, minimum					10,000,000
Stockholder derivative complaints
Legal Proceedings [Line Items]
Number of lawsuits \| LegalMatter				6
Number of lawsuits, withdrawn \| LegalMatter				1
Number of lawsuits, pending \| LegalMatter				1
Number of lawsuits, consolidated \| LegalMatter				4
Securities class actions
Legal Proceedings [Line Items]
Number of lawsuits \| LegalMatter				3
Number of lawsuits, withdrawn \| LegalMatter				1
Number of lawsuits, consolidated \| LegalMatter				2
Greek Government Contract
Legal Proceedings [Line Items]
Damages sought by SAIC								$ 85,000,000
Profit or loss recorded on contract					0	$ 0
Recorded losses					123,000,000
Greek Government Contract \| Invoice For Undisputed Portion Of Contract
Legal Proceedings [Line Items]
Contracts receivable									$ 17,000,000
Greek Government Contract \| Letters Of Credit Relating To Delivery
Legal Proceedings [Line Items]
Letter of credit available to the company					18,000,000
Greek Government Contract \| Standby Letters Of Credit
Legal Proceedings [Line Items]
Letter of credit available to the company					21,000,000
Greek Government Contract \| Value Added Tax
Legal Proceedings [Line Items]
Contracts receivable					31,000,000
Receivables relating to value added taxes					14,000,000
Greek Government Contract \| Letters Of Credit Related System Support And Maintenance \| Letters Of Credit Relating To Delivery
Legal Proceedings [Line Items]
Amount outstanding					$ 4,000,000
Greek Government Contract \| Performance Guarantees
Legal Proceedings [Line Items]
Damages sought by SAIC								$ 23,000,000
Nuclear Regulatory Commission \| Breach Of Contract
Legal Proceedings [Line Items]
Loss related to litigation settlement	$ 78		$ 78
Nuclear Regulatory Commission \| False Claims Act Claims
Legal Proceedings [Line Items]
Judgment rescinded on appeal		$ 585,000	$ 2,000,000

Other Commitments And Contingencies (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jul. 31, 2012	Jul. 31, 2011	Jul. 31, 2012	Jul. 31, 2011	Jan. 31, 2012	Mar. 31, 2006
Other Commitments And Contingencies [Line Items]
Project financing from the company's provision of extended payment terms			$ 100
Total project billings			216
Receivable due from VIE	$ 16		16
Other long-term liabilities	143		143		$ 162
Revenues	2,848	$ 2,596	5,630	$ 5,284
DS And S
Other Commitments And Contingencies [Line Items]
Ownership interest						50.00%
Gain on sale of interest in joint venture	4
Amount to be paid in satisfaction of indemnification obligation	4		4
Standby Letters Of Credit
Other Commitments And Contingencies [Line Items]
Amount outstanding	102		102
Performance Guarantees
Other Commitments And Contingencies [Line Items]
Surety bonds	377		377
Government Investigations And Reviews
Other Commitments And Contingencies [Line Items]
Liability for estimate of loss			35
Restructuring Proposals
Other Commitments And Contingencies [Line Items]
Revenues			480
Tax Audits And Reviews
Other Commitments And Contingencies [Line Items]
Unrecognized tax benefits	103		103
Other long-term liabilities	29		29
Liabilities for uncertain tax positions	$ 132		$ 132

Subsequent Event - Additional Information (Detail)	1 Months Ended
Subsequent Event - Additional Information (Detail)	Aug. 30, 2012
Subsequent Event \| Spin Off
Subsequent Event [Line Items]
Subsequent event description	On August 30, 2012, the Company announced that its Board of Directors has authorized management to pursue a plan to separate into two independent, publicly traded companies. The proposed separation is intended to take the form of a tax-free spin-off to the Company’s shareholders of 100% of the shares of a newly formed company focused on government technology and enterprise information technology services. The spin-off is expected to occur in the latter half of calendar year 2013, subject to final approval of the Board of Directors and certain customary conditions, including a ruling from the IRS as to the tax-free nature of the transaction.