Obligation MarshMcLennan 9.25% ( US571748AQ56 ) en USD

MarshMcLennan

100 % ⇌

Etas-Unis

US571748AQ56 ( en USD )

9.25% par an ( paiement semestriel )

15/04/2019 - Obligation échue

Prospectus brochure de l'obligation Marsh & McLennan US571748AQ56 en USD 9.25%, échue

2 000 USD

400 000 000 USD

571748AQ5

NR

NR

Marsh & McLennan Companies (MMC) est une société mondiale de services professionnels offrant des services de courtage d'assurance, de gestion des risques, de conseil et de solutions de réassurance à travers ses quatre principales divisions : Marsh, Guy Carpenter, Mercer et Oliver Wyman.

L'Obligation émise par MarshMcLennan ( Etas-Unis ) , en USD, avec le code ISIN US571748AQ56, paye un coupon de 9.25% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/04/2019

L'Obligation émise par MarshMcLennan ( Etas-Unis ) , en USD, avec le code ISIN US571748AQ56, a été notée NR par l'agence de notation Moody's.

L'Obligation émise par MarshMcLennan ( Etas-Unis ) , en USD, avec le code ISIN US571748AQ56, a été notée NR par l'agence de notation Standard & Poor's ( S&P ).

Final Prospectus Supplement
424B2 1 d424b2.htm FINAL PROSPECTUS SUPPLEMENT
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration No. 333-136820
Prospectus Supplement
March 18, 2009
(To Prospectus Dated August 22, 2006)
$400,000,000

Marsh & McLennan Companies, Inc.
9.25% Senior Notes due 2019

We will pay interest on the notes on April 15 and October 15 of each year, beginning on October 15, 2009. The
notes will mature on April 15, 2019 At our option, we may redeem the notes in whole or in part at any time and
from time to time before their maturity at the redemption price described herein under "Description of Notes--
Optional Redemption."
Upon a Change of Control Triggering Event, we will be required to make an offer to repurchase all outstanding
notes at a price in cash equal to 101% of the principal amount of the notes, plus any accrued and unpaid interest to,
but not including, the repurchase date.
The notes will be our senior unsecured obligations and will rank equally with all of our other senior unsecured
indebtedness from time to time outstanding.
Investing in the notes involves risks. See the section entitled "Risk Factors" in our Annual Report on Form
10-K for the year ended December 31, 2008, which is incorporated by reference into this prospectus
supplement and the accompanying prospectus.

Per

Note
Total
Public offering price (1)

99.986%
$399,944,000
Underwriting discount

0.650%
$ 2,600,000
Proceeds to the Company (before expenses)(1)

99.336%
$397,344,000
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Final Prospectus Supplement
(1) Plus accrued interest, if any, from March 23, 2009, if settlement occurs after that date.
Neither the Securities and Exchange Commission nor any state securities commission has approved or
disapproved of these securities or determined if this prospectus supplement or the accompanying
prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The underwriters expect to deliver the notes through the book-entry delivery system of The Depository Trust
Company for the accounts of its participants, including Euroclear Bank S.A./N.V. and Clearstream Banking,
société anonyme, on or about March 23, 2009.

Joint Book-Running Managers
Banc of America Securities LLC
Citi
J.P. Morgan

Deutsche Bank Securities

Co-Managers

Barclays Capital

Goldman, Sachs & Co.

UBS Investment Bank
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Final Prospectus Supplement
Table of Contents
No person is authorized to give any information or to represent anything not contained in this prospectus
supplement or the accompanying prospectus. You must not rely on any unauthorized information or
representations. This prospectus supplement and the accompanying prospectus are an offer to sell only the notes,
but only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this
prospectus supplement or the accompanying prospectus, as well as information previously filed with the Securities
and Exchange Commission ("SEC") and incorporated by reference, is current only as of the date of such
information. Our business, financial condition, results of operations and prospects may have changed since that
date.
References in this prospectus supplement and the accompanying prospectus to "we," "us," "our," "the Company,"
and "MMC" are to Marsh & McLennan Companies, Inc. and not its subsidiaries, except where the context
otherwise requires.

TABLE OF CONTENTS
Prospectus Supplement

Page
Incorporation of Certain Documents by Reference

S-i
Summary

S-1
Information Concerning Forward-Looking Statements

S-3
Use of Proceeds

S-5
Ratio of Earnings to Fixed Charges

S-5
Description of Notes

S-6
Material U.S. Federal Income Tax Considerations
S-14
Underwriting
S-17
Legal Matters
S-19
Experts
S-19

Prospectus

About This Prospectus

3
Marsh & McLennan Companies, Inc.

3
Use of Proceeds

3
Ratio of Earnings to Fixed Charges

3
Description of Capital Stock

4
Depositary Shares Representing Preferred Stock

9
Description of Debt Securities

9
Description of Warrants

18
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Final Prospectus Supplement
Description of Purchase Contracts

18
Description of Units

18
Plan of Distribution

18
Where You Can Find More Information

20
Information Concerning Forward-Looking Statements

20
Legal Opinions

22
Experts

22
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Final Prospectus Supplement
Table of Contents
INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
The SEC allows MMC to "incorporate by reference" the information it files with the SEC. This permits MMC to
disclose important information to you by referencing these filed documents, which are considered part of this
prospectus supplement and the accompanying prospectus. Information that MMC files later with the SEC will
automatically update and supersede this information.
We incorporate by reference the documents set forth below that MMC previously filed with the SEC and any
future filings made with the SEC under Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act until the offering of
the notes has been completed; provided that, unless otherwise stated, we will not incorporate by reference any
filing that is "furnished" to the SEC. These documents contain important information about MMC.
SEC Filings

Date Filed with the SEC
Annual Report on Form 10-K for the Year ended December 31, 2008

February 27, 2009
Definitive Proxy Statement on Schedule 14A

April 1, 2008
MMC will provide without charge, upon written or oral request, a copy of any or all of the documents which are
incorporated by reference in this prospectus supplement and the accompanying prospectus. Requests should be
directed to Investor Relations, Marsh & McLennan Companies, Inc., 1166 Avenue of the Americas, New York,
New York 10036-2774 (telephone number (212) 345-5000). The information found on our website and the
websites of our operating companies is not a part of this prospectus supplement or the accompanying prospectus.

S-i
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Table of Contents
SUMMARY
The Company
MMC is a global professional services firm providing advice and solutions in the areas of risk, strategy and
human capital. It is the parent company of a number of the world's leading risk experts and specialty consultants,
including: Marsh, the insurance broker, intermediary and risk advisor; Guy Carpenter, the risk and reinsurance
specialist; Mercer, the provider of human resources and related financial advice and services; Oliver Wyman
Group, the management consultancy; and Kroll, the risk consulting firm. With approximately 54,000 employees
worldwide and 2008 consolidated revenue exceeding $11.5 billion, we provide analysis, advice and transactional
capabilities to clients in more than 100 countries. Our executive offices are located at 1166 Avenue of the
Americas, New York, New York 10036-2774, and our telephone number is (212) 345-5000.
The Offering
Issuer
Marsh & McLennan Companies, Inc.
Notes Offered
$400,000,000 aggregate principal amount of 9.25% senior notes due
2019.
Maturity
The notes will mature on April 15, 2019, unless earlier redeemed or
repurchased.
Interest
The notes will bear interest at 9.25% per year. Interest will be payable
semi-annually in arrears on April 15 and October 15 of each year,
beginning October 15, 2009.
Ranking
The notes will be senior unsecured obligations of Marsh & McLennan
Companies, Inc. and will rank equally with all of our other senior
unsecured indebtedness from time to time outstanding.
As of December 31, 2008, we had $3.1 billion of outstanding senior
indebtedness, not including the debt of our subsidiaries. As of
December 31, 2008, debt of our subsidiaries, to which the notes will
be structurally subordinated, was $456 million.
Additional Notes
We may, without the consent of the noteholders, issue additional
notes having the same ranking and the same interest rate, maturity and
other terms as the notes offered by this prospectus supplement. Any
such additional notes will be a part of the series having the same terms
as the notes.

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Final Prospectus Supplement
Sinking Fund
None.
Offer to Repurchase Upon a Change of Upon a Change of Control Triggering Event, we will be required to
Control Triggering Event
make an offer to repurchase all outstanding notes at a price in cash
equal to 101% of the principal amount of the notes, plus any accrued
and unpaid interest to, but not including, the repurchase date. See
"Description of Notes--Change of Control Offer".

S-1
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Final Prospectus Supplement
Table of Contents
Optional Redemption
At our option, we may redeem the notes in whole or in part at any
time and from time to time before their maturity at the redemption
price described herein under "Description of Notes--Optional
Redemption."
Use of Proceeds
We will receive net proceeds (before expenses) from the offering of
the notes of approximately $397.3 million. This reflects a deduction
for the underwriting discounts and commissions. We intend to use
these proceeds to repay our $400,000,000 7.125% Senior Notes due
June 2009. See "Use of Proceeds."
Listing
We do not intend to list the notes on any national securities exchange.
The notes will be new securities for which there is currently no public
market.
Governing Law
The indenture and the notes will be governed by the laws of the State
of New York.
Trustee
The Bank of New York Mellon.
Risk Factors
Investing in the notes involves risks. See the section entitled "Risk
Factors" in our Annual Report to Form 10-K for the year ended
December 31, 2008, which is incorporated by reference into this
prospectus supplement and the accompanying prospectus, for a
discussion of factors you should consider carefully before deciding to
invest in the notes.

S-2
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Final Prospectus Supplement
Table of Contents
INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS
This prospectus supplement and the accompanying prospectus contain "forward-looking statements," as defined in
the Private Securities Litigation Reform Act of 1995. These statements, which express management's current
views concerning future events or results, use words like "anticipate," "assume," "believe," "continue,"
"estimate," "expect," "intend," "plan," "project" and similar terms, and future or conditional tense verbs like
"could," "may," "might," "should," "will" and "would." For example, we may use forward-looking statements
when addressing topics such as: market and industry conditions, including competitive and pricing trends; changes
in our business strategies and methods of generating revenue; the development and performance of our services
and products; changes in the composition or level of MMC's revenues; our cost structure and the outcome of cost-
saving or restructuring initiatives; the outcome of contingencies; dividend policy; the expected impact of
acquisitions and dispositions; pension obligations; cash flow and liquidity; future actions by regulators; and the
impact of changes in accounting rules.
Forward-looking statements are subject to inherent risks and uncertainties. Factors that could cause actual results
to differ materially from those expressed or implied in our forward-looking statements include:

· the impact of current financial market conditions on our results of operations and financial condition;

· the potential impact of legislative, regulatory, accounting and other initiatives which may be taken in

response to the current financial crisis;

· our ability to meet our financing needs by generating cash from operations and accessing external

financing sources, including the impact of current economic conditions on our cost of financing or ability
to borrow;

· the potential impact of rating agency actions on our cost of financing and ability to borrow, as well as on

our operating costs and competitive position;

· the impact on our net income caused by fluctuations in foreign exchange rates;

· the potential impact of changes in interest rates and increased counterparty risk in the current economic

environment;

· changes in the funded status of our global defined benefit pension plans and the impact of any increased

pension funding resulting from those changes;

· the impact on risk and insurance services commission revenues of changes in the availability of, and the

premiums insurance carriers charge for, insurance and reinsurance products, including the impact on
premium rates and market capacity attributable to catastrophic events;

· the extent to which we retain existing clients and attract new business, and our ability to incentivize and

retain key employees;

· the challenges we face in achieving profitable revenue growth and improving operating margins at

Marsh;

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Final Prospectus Supplement
· the impact on our consulting segment of pricing trends, utilization rates, the general economic

environment and legislative changes affecting client demand;

· the impact of competition, including with respect to pricing, the emergence of new competitors, and the

fact that many of Marsh's competitors are not constrained in their ability to receive contingent
commissions;

· our exposure to potential liabilities arising from errors and omissions claims against us, including claims

of professional negligence in providing actuarial services, such as those alleged by the Alaska Retirement
Management Board and Milwaukee County against Mercer;

S-3
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Document Outline

Local Disk
- #1">Final Prospectus Supplement