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The purpose of this case is to understand how bonds are issued and how bonds are shown on the financial statements. Necessary portions of the 10-K for Macy's and a bond prospectus for a Macy bond issue are included the file, "Case 1 Reference Material." Answer the following questions using complete sentences in the spaces provided. We are focusing on the 3.45% senior note due 2021 issued December 7, 2015. Move to the bond prospectus. 4. How much money did Macy actually receive from the note issue? 5. Was the note issued at a premium or discount? 6. How much were the underwriters' fees? 7. List two of the underwriters for this note issue. A. B. 8. How often will interest be paid on the note? 9. The note is due in 2021. How many total interest payments will be made? 10. Prepare the journal entry for the first interest payment. Include the date. You can use the straight- line method to amortize the interest. Date Accounts Debit Credit Show your computations here: Table of Contents Filed pursuant to Rule 424(b)(2) SEC File No. 333-208285 333-208285-01 CALCULATION OF REGISTRATION FEE Title of each Class of Amount Maximum Maximum Securities to to be Offering Price Per Aggregate Amount of be Registered Registered Unit Offering Price Registration Fee (1) 3.450% Senior Notes due 2021 $500,000,000 99.899% $499,495,000 $50,300 (1) Pursuant to Rule 457(r), the total registration fee for this offering is $50,300. Table of Contents PROSPECTUS SUPPLEMENT (TO PROSPECTUS DATED DECEMBER 1, 2015) $500,000,000 Macy's Retail Holdings, Inc. 3.450% Senior Notes Due 2021 Payment of principal and interest unconditionally guaranteed by Macy's, Inc. Macy's Retail Holdings, Inc. ("Macy's Holdings") is offering $500,000,000 aggregate principal amount of its 3.450% Senior Notes due January 15, 2021, which we refer to as the "senior notes." The senior notes mature on January 15, 2021, unless earlier redeemed. Macy's Holdings will pay interest on the senior notes semi-annually in arrears on each January 15 and July 15 of each year. The first interest payment will be made on July 15, 2016. The senior notes will rank equal in right of payment to any other existing or future senior unsecured obligations of Macy's Holdings. The guarantee will rank equal in right of payment to all other existing and future senior unsecured obligations of Macy's, Inc. Macy's Holdings may redeem the senior notes at any time at the redemption price set forth herein. Upon the occurrence of both (i) a change of control of Macy's, Inc. and (ii) within a specified period in relation to the change of control, the senior notes being downgraded by at least two of Fitch Ratings, Inc., Moody's Investors Service, Inc. and Standard & Poor's Ratings Services and being rated below an investment grade rating by at least two of such rating agencies, Macy's Holdings will be required to make an offer to purchase the senior notes at 101% of their principal amount. On and after December 15, 2020, Macy's Holdings may redeem the senior notes at par, plus accrued and unpaid interest. Investing in the senior notes involves risks. See the "Risk Factors." section in our Annual Report on Form 10-K for the fiscal year ended January 31, 2015. Senior Notes Per Note Total 99.899% $499,495,000 Initial public offering price (1) Underwriting discounts and commissions Proceeds to Macy's Holdings (1) 0.600% 99.299% $ 3,000,000 $496,495,000 (1) Plus accrued interest, if any, from December 10, 2015. 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 senior notes in book-entry form only through the facilities of The Depository Trust Company for the accounts of its participants, including Clearstream Banking, societe anonyme, and Euroclear Bank S.A./N.V., as operator of the Euroclear System, against payment in New York, New York on December 10, 2015. Joint Book-Running Managers BofA Merrill Lynch Goldman, Sachs & Co. Credit Suisse US Bancorp Co-Managers J.P. Morgan Wells Fargo Securities BNY Mellon Capital Markets, LLC Loop Capital Markets Ramirez & Co., Inc. Citigroup Fifth Third Securities MUFG PNC Capital Markets LLC Standard Chartered Bank The Williams Capital Group, L.P. The date of this prospectus supplement is December 7, 2015

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