-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LBrjeGKhPZPxKoZpGrVDA/jWNYMrxryZ+O2e2ukjtIAFm0NAaiZvC8tA7/w94fE0 HedhjNAg+KTb/SiXS7tTDQ== 0000950172-03-002533.txt : 20030807 0000950172-03-002533.hdr.sgml : 20030807 20030807114356 ACCESSION NUMBER: 0000950172-03-002533 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030730 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030807 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GABELLI ASSET MANAGEMENT INC CENTRAL INDEX KEY: 0001060349 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 134007862 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14761 FILM NUMBER: 03828071 BUSINESS ADDRESS: STREET 1: ONE CORPORATE CENTER CITY: RYE STATE: NY ZIP: 10580 BUSINESS PHONE: 9149213700 MAIL ADDRESS: STREET 1: ONE CORPORATE CENTER CITY: RYE STATE: NY ZIP: 10580 FORMER COMPANY: FORMER CONFORMED NAME: ALPHA G INC DATE OF NAME CHANGE: 19980423 8-K 1 s428538.htm 8K Form


SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934


1-14761
Commission File Number

August 7, 2003 (July 29, 2003)
Date of Report (date of earliest event reported)


Gabelli Asset Management Inc.
(Exact Name of Registrant as Specified in Charter)


New York   13-4007862

 
(State or Other Jurisdiction of
Incorporation)
  (IRS Employer Identification No.)


One Corporate Center, Rye, New York
(Address of Principal Executive Offices)

10580
(Zip Code)

(914) 921-3700
(Registrant's telephone number, including area code)
 
 

None
(Former Name or Former Address, if Changed since Last Report)
 






Item 7.  Financial Statements and Exhibits.


(c)     Exhibits


Exhibit No. Description
   
99.1 Press Release dated July 29, 2003 announcing Gabelli Asset Management Inc.'s second fiscal quarter results


Item 12.  Results of Operations and Financial Condition.

                On July 29, 2003, Gabelli Asset Management Inc. issued a press release announcing its second fiscal quarter results ended June 30, 2003. The press release is attached as Exhibit 99.1 and is incorporated herein by reference.



SIGNATURES

                 Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunder duly authorized.

    GABELLI ASSET MANAGEMENT INC.

      By:  /s/ James E. McKee
       
  Name:  James E. McKee
  Title:   Vice President, General Counsel & Secretary

Date:   August 7, 2003




EXHIBIT INDEX


Exhibit No. Description
   
99.1 Press Release dated July 29, 2003 announcing Gabelli Asset Management Inc.'s second fiscal quarter results


EX-99 3 ex99gab.htm EXHIBIT 99.1 8K Form
EXHIBIT 99.1


For Immediate Release: Contact:    Kieran D. Caterina
Controller
(914) 921-5149
Mario J.Gabelli
Chairman
(914)-921-5040
For further information please
visit our website at:
www.gabelli.com

Gabelli Reports 2003 Second Quarter Results

Earnings diluted to $0.38 per share vs. $0.46 per share


                Rye, New York, July 29, 2003 — Gabelli Asset Management Inc. (NYSE: GBL) today reported results for its second quarter ended June 30, 2003.

                Revenues for the second quarter of 2003 were $48 million down 16.5% from the $57.4 million generated in the second quarter of 2002. Operating income fell 32.7% to $16.4 million in the 2003 quarter versus $24.4 million in the 2002 quarter. Net income for the second quarter was $11.6 million or $0.38 per diluted share in the 2003 quarter compared to $13.9 million or $0.46 per diluted share in the prior year quarter.

                For the six months ended June 30, 2003 revenues were $94.0 million off 18.6% from prior year to date revenues of $115.4 million. Operating income of $32.7 million was down 34.2% from $49.8 million in the first six months of 2002. Net income in the first half of 2003 was $20.9 million or $0.69 per diluted share versus $29.3 million or $0.97 per diluted share in the first half of 2002.

Financial Results

                Our comparative revenues and operating results mostly track assets under management. Average total assets under management were $21.3 billion in the second quarter of 2003 down 14.0% from average total assets of $24.8 billion in the 2002 quarter. At June 30, 2003 we had $22.5 billion in total assets under management, 12.2% ahead of total assets of $20.1 billion at the beginning of the quarter but 3.0% lower than the $23.2 billion reported at June 30, 2002. During the quarter, cash inflow to our equity products was $70 million. This was offset by cash outflows from our fixed income products totaling $183 million, resulting in a net cash outflow of $113 million.

                Investment advisory and incentive fees, which comprise about 85% of total revenues, were down 15.7% and 17.4% for the quarter and six months, respectively, due to the lower level of managed assets in mutual fund, institutional and high net worth products.

                A bright spot for both the quarter and six-month periods has been our alternative products where incentive fees based on performance increased sharply over the prior year periods.

                We also note that revenues from our GAMCO institutional and high net worth business are based on assets under management at the beginning of the quarter and did not reflect the improvement in the equity markets during the second quarter. Assets under management in our GAMCO separate accounts at June 30, 2003 were $10.8 billion, 17.0% ahead of the $9.2 billion at March 31, 2003 and $11.1 billion June 30, 2002.

                Compensation costs, which are largely variable, declined 6.4% and 7.4% for the second quarter and first six months of 2003, respectively, but rose as a percentage of revenues reflecting initial inclusion of two acquisitions (Woodland and Grove) as well as our decision to add analysts and client service professionals to our roster. In addition, we incurred $0.4 million from expensing of stock options issued during 2003. Management fee expense, a totally variable cost based on pre-tax profits, declined 15.5% for the quarter and 28.0% for the first six months of 2003 to $2.1 million and $3.8 million, respectively.

                Investment income increased $4.9 million to $6.1 million during the second quarter of 2003 and $4.5 million to $7.8 million for the first half versus their comparable 2002 periods. Interest expense rose 13.2% during the 2003 quarter to $3.6 million compared to $3.2 million in the prior year quarter, due to the issuance in May 2003 of $100 million of 5.5% senior notes. The effective tax rate in both 2003 and 2002 was 37.6%. The increase in minority interest expense for both the three and six months ended June 30, 2003 versus the prior year periods is largely the result of increased earnings from our alternative investment products at our 92% owned subsidiary, Gabelli Securities, Inc.

Investment and Business Highlights

                We continue to position ourselves for future revenue and earnings growth with new product offerings, new marketing channels, enhanced client service and improved operations infrastructure. We are adding equity research analysts, portfolio management and marketing professionals to the organization. Our strong financial resources enable us to pursue strategic additions to our investment business:

In May, Standard & Poor’s affirmed Gabelli’s investment grade credit rating.

Also, in May, we issued $100 million of ten year 5.5% senior notes with the proceeds to be used for general corporate purposes.

We announced an agreement with Cascade Investment LLC, the private investment firm of Microsoft Corporation Chairman Bill Gates, to lower the interest rate from 6% to 5% and conversion price from $53 per share to $52 per share, and extend the put option on the $100 million convertible note issued by Gabelli to Cascade. If this note is converted, Cascade would own approximately 6% of GBL’s common stock.

Thomas H. Mahoney joined us as head of the firm’s Alternative Investment Group. Originally an investment banker, Tom has a broad institutional background having built and managed alternative investment businesses at Merrill Lynch, Paine Webber, Deutsche Bank and CDC and will be responsible for the ongoing development, structuring and global marketing of our alternative products.

Our portfolio of global hedge fund offerings was augmented by two new strategic product launches as we continue to vertically leverage our core value skill sets into new product structures and distribution channels.

  a) We were selected as co-investment manager for GAM GAMCO Hedge Investments Inc., further extending our long-term relationship with Global Asset Management a subsidiary of Zurich based UBS AG. The fund, introduced in June, has had strong demand from non-U.S. investors seeking exposure to our distinctive event-driven, value style in a U.S. long/short portfolio context.

  b) We started trading in our energy sector fund on June 2nd. This offering continues our building out of the GAMA Select family of absolute return strategies which offer our clients a way to capitalize on Gabelli’s global sector research.

The Ned Davis Research Asset Allocation Fund was launched on March 31st, joining the Gabelli family of funds as a member of the Gabelli Non-Market Correlated Mutual Fund Group. The Fund is a diversified, registered investment company whose proprietary quantitative asset allocation, stock selection and bond duration methodologies seek to achieve its long-tem capital appreciation objective.

GAMCO hosted its eighteenth annual meeting in May at the Waldorf Astoria. Over six hundred high net worth and institutional clients and guests were present to induct honorees Martin Benante of Curtiss-Wright, Richard Bready of Nortek and John Madigan of Tribune to GAMCO’s Management Hall of Fame. The following day, a number of corporate managements were on hand to present their investment case to shareholders at the client investment seminar.

The Gabelli Blue Chip Value Fund, managed by Barbara G. Marcin, CFA, was ranked the #1 fund in its category the for the one year period ended June 30, 2003 among 389 large cap value funds by Lipper Inc.

On April 22nd we hosted a conference on the Role of Dividends in Investment Decisions at the Museum of Television & Radio in New York City. This is the fourth in a series of timely discussions of topics that impact investor strategy:

  In 1997, we started with a debate on "Active vs. Passive Stock Selection" with Professor Roger F. Murray debating Professor Burton G. Malkiel.

  In 1998, following the Long Term Capital Management debacle, we hosted a meeting on “The Role of Hedge Funds as a Way of Generating Absolute Returns”.

  In early 2001, we hosted a symposium extolling the “Virtues of Value Investing”, and helped investors start come to the conclusion that value investing wasn’t dead.

  This quarter’s debate focused on “Taxable versus Non-Taxable Issues” and included R. Glenn Hubbard, who played a major role in formulating current tax policy while serving as Chairman of the President’s Council of Economic Advisors.

  Despite the appearance of this tax reform being all but dead when we scheduled this debate in early March, by April 22nd the issue was front-page news. As the Wall Street Journal reported, “Capitol Hill isn’t the only place where President Bush’s proposed dividend tax cut is getting the third degree, as Gabelli Asset Management gathered a gaggle of academics, economists strategists and stock pickers in Manhattan to debate the value and potential impact of the Bush’s administration’s proposal to end the double taxation of dividends.” Dividends are a timely consideration this year not just because of the tax cut, but because in a world of single digit or low double digit returns, dividends again matter, and are an important component of return.

As part of our commitment to broaden our equity research universe, Gabelli & Company, Inc.:

  a) Hosted its 1st Annual Dental Conference on June 3rd in New York. Upcoming research events include our 9th Annual Aircraft Supplier Conference to be held September 4-5th in New York, our 27th Annual Automotive Aftermarket Symposium to be held in Las Vegas and our 14th Pump Valve and Motor Conference in February.

  b) Joshua W. Fenton, a ten-year member of the Gabelli equity research team, was appointed Director of Buy-Side Research for GAMCO.

  c) Barry L. Lucas, a Wall Street veteran with 20 years experience, joined Gabelli & Company, Inc., our institutional research company, as a senior broadcasting and publishing sell-side analyst following more than 40 companies.

Shareholder Initiatives

                We initiated a stock buyback program in March of 1999. Since that time, 1,127,844 Class A shares have been repurchased at an average cost of $25.23 per share, including 7,417 shares in 2003.

                On June 5th, in our continuing commitment to enhance shareholder value, we commenced a self-tender offer to purchase up to 800,000 shares of our outstanding Class A common stock under a modified “Dutch Auction.” However, our tender offer turned out to be a non-starter. We thought we would provide liquidity for any holder of our shares who needed to sell, but the paperwork took longer than expected. With a rising market, particularly for small growth companies, coupled with speculation that Neuberger Berman was to be bought by Lehman, the public share price of all publicly traded money management companies, including our own, rose. At least we tried. Next!

Financial Strength and Flexibility


                Our balance sheet strengthened in the first half, with cash and liquid investments totaling over $646 million at June 30, 2003 versus $518 million at December 31, 2002. Our debt consists of a $100 million ten-year convertible note, $100 million 5.5% senior notes, and $84.2 million of mandatory convertible securities, which will be exchanged in February 2005 for approximately two million Class A common shares.

                Stockholders’equity, including the mandatory convertible securities as equity, was $431.4 million at June 30, 2003 compared with $406.3 million at December 31, 2002 and $395.0 million at June 30, 2002. We include mandatory convertible securities as equity since this instrument will be exchanged for common shares on February 2005. We repurchased 15,300 shares of these mandatory convertible securities during the first half of 2003, bringing the total shares repurchased since May 2002 to 233,500 at a total investment of $5.1 million. There remains an additional 466,500 shares to be repurchased under this program.

Outlook


                The overall capital markets unfolded in the second quarter, much along the scenario we painted in our first quarter earnings release — “Outlook — Bleak to Bright.”

                As we look out over the balance of the year, we echo many of the comments we made both in our first quarter report as well as in our Annual Report (see our website: www.gabelli.com) ... “Investors are ‘back to basics.’ President Bush, as a precondition for his re-election, will pull out all the stops. Lower oil prices, rising confidence, record fiscal stimulus, and lower interest rates should spark a pick up in the economy, especially in the fourth quarter and first half of 2004. The stock market generally anticipates economic recovery by six months.

  Our stock selection process, on the value side of Gabelli, driven by our proprietary company and industry research, continues to find fundamentally attractive investment opportunities selling at discounts to private market value with catalysts to trigger appreciation.

  We expect global merger, acquisition and restructuring activity to continue to increase.”





NOTES ON NON-GAAP FINANCIAL MEASURES


A.             Cash and investments as adjusted have been computed as follows: (in millions)

12/31/02
6/30/02
6/30/03
Cash and cash equivalents $ 311.4  $ 395.9  $ 404.8 
Investments 223.4  113.9  247.1 



Total cash and investments 534.8  509.8  651.9 
Amounts payable to brokers (17.2) (5.3) (6.2)



Adjusted cash and investments $ 517.6  $ 504.5  $ 645.7 




Amounts payable to broker reflects cash payable for securities purchased and recorded in a trade date basis for which settlement occurs subsequent to quarter end. We believe cash and investments as adjusted is a more useful measure of the company’s liquidity for analytical purposes.

B. Stockholders’ equity including the mandatory convertible securities were computed as follows: (in millions)

12/31/02
6/30/02
6/30/03
Stockholders' equity $321.8  $307.5  $347.2 
Mandatory convertible securities 84.5  87.5  84.2 



Stockholders' equity including mandatory convertible securities $406.3  $395.0  $431.4 




SPECIAL NOTE REGARDING FORWARD-LOOKING INFORMATION


                Our disclosure and analysis in this press release contain some forward-looking statements. Forward-looking statements give our current expectations or forecasts of future events. You can identify these statements because they do not relate strictly to historical or current facts. They use words such as “anticipate,” “estimate,”“expect,” “project,” “intend,” “plan,”“believe,” and other words and terms of similar meaning. They also appear in any discussion of future operating or financial performance. In particular, these include statements relating to future actions, future performance of our products, expenses, the outcome of any legal proceedings, and financial results. Although we believe that we are basing our expectations and beliefs on reasonable assumptions within the bounds of what we currently know about our business and operations, there can be no assurance that our actual results will not differ materially from what we expect or believe. Some of the factors that could cause our actual results to differ from our expectations or beliefs include, without limitation: the adverse effect from a decline in the securities markets; a decline in the performance of our products; a general downturn in the economy; changes in government policy or regulation; changes in our ability to attract or retain key employees; and unforeseen costs and other effects related to legal proceedings or investigations of governmental and self-regulatory organizations. We also direct your attention to any more specific discussions of risk contained in our Form 10-K and other public filings. We are providing these statements as permitted by the Private Litigation Reform Act of 1995. We do not undertake to update publicly any forward-looking statements if we subsequently learn that we are unlikely to achieve our expectations or if we receive any additional information relating to the subject matters of our forward-looking statements.



Assets Under Management


        The company reported assets under management as follows:


Table I:

     Assets Under Management (in millions)    
 
                   June 30    
2002 2003 %         
Inc. (Dec.)
 
Mutual Funds:      
   Open End $  7,353  $  7,118     (3.2) %
   Closed End 1,735  1,646  (5.1)
   Fixed Income 1,823  1,880  3.1 


Total Mutual Funds 10,911  10,644  (2.4)


Institutional & Separate Accounts:
   Equities 11,129  10,820  (2.8)
   Fixed Income 544  404  (25.7)


Total Institutional & Separate Accounts 11,673  11,224  (3.8)


Alternative Investments 611  625  2.3 


Total Assets Under Management $23,195  $22,493  (3.0)




Table II:

Fund Flows - 2nd Quarter 2003 (in millions)

March 31, 2003
Net     
Cash Flows

Market     
Appreciation/
(Depreciation)

June 30, 2003
Mutual Funds:        
    Equities $  7,758  $(39) $1,045  $  8,764 
    Fixed Income 1,916  (39) 1,880 




Total Mutual Funds 9,674  (78) 1,048  10,644 




Institutional and Separate Accounts
    Equities 9,247  95  1,478  10,820 
    Fixed Income 547  (144) 404 




Total Institutional and Separate Accounts 9,794  (49) 1,479  11,224 




Alternative Investments 585  14  26  625 




Total Assets Under Management $20,053  $(113) $2,553  $22,493 





Table III:

Assets Under Management (in millions)
          % Increase/(decrease)
 
6/02
9/02
12/02
3/03
6/03
3/03
6/02
Mutual Funds              
   Open end $  7,353  $  6,200  $  6,482  $  6,213  $  7,118  14.6% (3.2%)
   Closed end 1,735  1,515  1,609  1,545  1,646  6.5  (5.1)
   Fixed income 1,823  1,988  1,977  1,916  1,880  (1.9) 3.1 







Total Mutual Funds 10,911  9,703  10,068  9,674  10,644  10.0  (2.4)







Institutional & Separate Accounts:
   Equities 11,129  9,305  9,990  9,247  10,820  17.0  (2.8)
   Fixed Income 544  557  613  547  404  (26.1) (25.7)







Total Institutional & Separate Accounts 11,673  9,862  10,603  9,794  11,224  14.6  (3.8)







Alternative Investments 611  625  578  585  625  6.8  2.3 







Total Assets Under Management $23,195  $20,190  $21,249  $20,053  $22,493  12.2  (3.0)














Table IV:


GABELLI ASSET MANAGEMENT INC.
UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Dollars in thousands, except per share data)


  For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
       
    % Inc.     % Inc.
2002
2003
(Dec.)  
2002
2003
(Dec.)   
Revenues $ 57,402  $ 47,956  (16.5) $115,434  $ 94,009  (18.6)
           
Expenses 30,533  29,454  (3.5) 60,448  57,498  (4.9)
 

 

 
           
Operating income before management fee 26,869  18,502  (31.1) 54,986  36,511  (33.6)
           
Investment income 1,144  6,079  431.4  3,237  7,769  140.0
Interest expense (3,186) (3,605) 13.2  (5,914) (6,616) 11.9
 

 

 
Other expense, net (2,042) 2,474  221.2  (2,677) 1,153  143.1
 

 

 
           
Income before management fee, income taxes and    minority interest 24,827  20,976  (15.5) 52,309  37,664  (28.0)
   Management fee 2,483  2,097     5,231  3,766   
 

 

 
Income before income taxes and minority interest 22,344  18,879     47,078  33,898   
   Income taxes 8,401  7,099     17,701  12,746   
   Minority interest 223     47  268   
 

 

 
Net income $ 13,941  $ 11,557  (17.1) $29,330  $ 20,884  (28.8)
 

 

 
Net income per share:
Basic $     0.46  $     0.38  (17.4) $   0.97  $     0.70  (27.8)
 

 

 
       
Diluted $     0.46  $     0.38  (17.4) $   0.97  $     0.69  (28.9)
 

 

 
       
Weighted average shares outstanding:
Basic 30,222  30,025  (0.7) 30,083  29,972  (0.4)
 

 

 
       
Diluted 32,327  30,139  (6.8) 32,246  30,082  (6.7)
 

 

 
       
Reconciliation of Non-GAAP Financial Measures
   to GAAP:
Operating income before management fee $ 26,869  $ 18,502  (31.1) $54,986  $ 36,511  (33.6)
Deduct: management fee 2,483  2,097     5,231  3,766   
 

 

 
Operating income $ 24,386  $ 16,405  (32.7) $49,755  $ 32,745  (34.2)
 

 

 
Operating margin 42.5% 33.8%    43.1% 34.6%  
 

 

 
           



Table V

Gabelli Asset Management Inc.
Unaudited Quarterly Consolidated Condensed Statements of Income
(Dollars in thousands, except per share data)


    2002       2003  

             
  1st
Quarter

2nd
Quarter

3rd
Quarter

4th
Quarter

Total
1st
Quarter

2nd
Quarter

Total
Income Statement Data:
 
Revenues $ 58,032  $ 57,402  $ 47,320  $ 47,205  $ 209,959  $ 46,053  $ 47,956  $ 94,009 
 
Expenses 29,915  30,533  25,045  25,271  110,764  28,044  29,454  57,498 








Operating income before
   management fee 28,117  26,869  22,275  21,934  99,195  18,009  18,502  36,511 
 
Investment income 2,093  1,144  1,330  3,543  8,110  1,690  6,079  7,769 
Interest expense (2,728) (3,186) (3,057) (3,006) (11,977) (3,011) (3,605) (6,616)








Other income (expense), net (635) (2,042) (1,727) 537  (3,867) (1,321) 2,474  1,153 








Income before
   management fee,
   income taxes and
   minority interest 27,482  24,827  20,548  22,471  95,328  16,688  20,976  37,664 
 
Management fee 2,748  2,483  2,055  2,247  9,533  1,669  2,097  3,766 








 
Income before income
   taxes and minorityinterest 24,734  22,344  18,493  20,224  85,795  15,019  18,879  33,898 
 
Income taxes 9,300  8,401  6,954  7,604  32,259  5,647  7,099  12,746 
Minority interest 45  46  131  224  45  223  228 








Net income $ 15,389  $ 13,941  $ 11,493  $ 12,489  $   53,312  $   9,327  $ 11,557  $ 20,884 








Net income per share:
    Basic $     0.51  $     0.46  $     0.38  $     0.42  $       1.77  $     0.31  $     0.38  $     0.70 
 
    Diluted $     0.51  $     0.46  $     0.38  $     0.41  $       1.76  $     0.31  $     0.38  $     0.69 








Weighted average shares outstanding:
    Basic 29,941  30,222  30,141  30,062  30,092  29,918  30,025  29,972 








 
    Diluted 32,164  32,327  30,296  30,204  30,302  30,031  30,139  30,082 








Reconciliation of Non-GAAP
  Financial Measures to GAAP:
Operating income before
   management fee $ 28,117  $ 26,869  $ 22,275  $ 21,934  $   99,195  $ 18,009  $ 18,502  $ 36,511 
Deduct: management fee 2,748  2,483  2,055  2,247  9,533  1,669  2,097  3,766 








Operating income $ 25,369  $ 24,386  $ 20,220  $ 19,687  $   89,662  $ 16,340  $ 16,405  $ 32,745 








Operating margin 43.7% 42.5% 42.7% 41.7% 42.7% 35.5% 33.8% 34.6%












Table VI:



GABELLI ASSET MANAGEMENT INC.
CONSOLIDATED CONDENSED STATEMENTS OF FINANCIAL CONDITION
(In thousands)


  December 31, June 30,  
  2002       2002 2003
    (unaudited) (unaudited)
ASSETS      
Cash and cash equivalents $311,430  $395,928  $404,849 
Investments 223,398  113,896  247,105 
Receivables 32,238  27,924  27,498 
Taxes receivable --  3,252  -- 
Other assets 15,665  15,641  16,048 



     Total assets $582,731  $556,641  $695,500 



LIABILITIES AND STOCKHOLDERS' EQUITY
Compensation payable $  18,459  $  29,026  $  21,403 
Income taxes payable 9,196  335  7,053 
Accrued expenses and other liabilities 41,176  24,921  27,834 



     Total liabilities 68,831  54,282  56,290 
5.5% Senior notes --  --  100,000 
6% Convertible note 100,000  100,000  100,000 
Mandatory convertible securities 84,545  87,513  84,163 
Minority interest 7,562  7,385  7,830 
Stockholders' equity 321,793  307,461  347,217 



Total liabilities and stockholders’ equity $582,731  $556,641  $695,500 




-----END PRIVACY-ENHANCED MESSAGE-----