8-K

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

July 21, 2004

Date of report (Date of earliest event reported)

PIPER JAFFRAY COMPANIES

(Exact Name of Registrant as Specified in its Charter)

Delaware	1-31720	30-0168701
(State of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

800 Nicollet Mall, Suite 800 Minneapolis, Minnesota	55402
(Address of Principal Executive Offices)	(Zip Code)

(612) 303-6000

(Registrant’s Telephone Number, Including Area Code)

TABLE OF CONTENTS

	Item 7. Financial Statements and Exhibits
	Item 12. Results of Operations and Financial Condition
SIGNATURES
EXHIBIT INDEX
Press Release

Item 7. Financial Statements and Exhibits.

(c) Exhibit

99 Press Release dated July 21, 2004

Item 12. Results of Operations and Financial Condition.

     On July 21, 2004, Piper Jaffray Companies (the “Company”) reported its financial results for its second fiscal quarter ended June 30, 2004. See the Company’s press release dated July 21, 2004, which is furnished as Exhibit 99 hereto.

2

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 hereunto duly authorized.

	PIPER JAFFRAY COMPANIES
Date: July 21, 2004	/s/	Sandra G. Sponem
		Sandra G. Sponem
		Chief Financial Officer

3

EXHIBIT INDEX

No.	Description	Manner of Filing
99	Press Release dated July 21, 2004	Filed Electronically

EX-99

Exhibit 99

	Piper Jaffray Companies, 800 Nicollet Mall, Minneapolis, MN 55402-7020
	C O N T A C T
	Jennifer A. Olson-Goude	Dana H. Wade
	Investor Relations	Public Affairs and Media Relations
	Tel: 612 303-6277	Tel: 415 277-1556

F O R   I M M E D I A T E   R E L E A S E

Piper Jaffray Companies Announces 2004 Second Quarter Results

MINNEAPOLIS – July 21, 2004 – Piper Jaffray Companies (NYSE: PJC) today announced net income of $13.0 million, or $.67 per diluted share, for the quarter ended June 30, 2004, up from $8.6 million, or $.45 per diluted share, for the year-ago period. Net income totaled $13.8 million, or $0.71 per diluted share in the first quarter of 2004. Net revenues for the second quarter were $207.3 million, essentially unchanged from the second quarter of 2003 and unchanged sequentially.

For the first six months, net income and earnings per diluted share approximately doubled from the year-ago period at $26.8 million and $1.38, respectively. Net revenues of $416.7 million year-to-date represent an 11.3 percent increase over the year-ago period, primarily due to significantly improved equity investment banking revenues.

“We faced a more challenging market environment in our fixed income business and softer private client activity, which constrained growth in revenues and earnings,” said Chairman and CEO Andrew S. Duff. “However, we experienced stronger activity in mergers and acquisitions and continued healthy equity underwriting for the quarter.”

Results of Operations

Net Revenues

Overall, second quarter net revenues were relatively unchanged compared to the year-ago period, but the revenue mix shifted significantly, to equity-related products from fixed income products. A $10.5 million rise in investment banking revenues was offset by a $10.0

million decrease in principal transactions, primarily due to a decline in fixed income institutional sales and trading. The fixed income business achieved record revenues in the second quarter of last year driven by high-yield corporate bonds where the firm has proprietary research capabilities. Commissions and fees remained essentially flat with the second quarter of last year, but declined sequentially $3.7 million, or 5.4 percent, from the first quarter of 2004 driven by softer individual investor activity.

Non-Interest Expenses

For the quarter, non-interest expenses were $186.6 million, a 2.6 percent decrease from the second quarter of 2003. Compensation expenses were $127.7 million, consistent with last year. Non-compensation expenses were $58.9 million, down $5.6 million or 8.7 percent compared to the second quarter of last year. The decrease was attributed to lower loan losses related to certain forgivable employee loans, offset in part by new public company costs and higher expenses associated with increased equity deal activity.

For the quarter, pre-tax operating margin was 10.0 percent, up from 6.5 percent for the year-ago period and down slightly from 10.6 percent for the first quarter of 2004.

Business Segment Review

Capital Markets

Capital Markets recorded $113.6 million in net revenues for the quarter, relatively unchanged from the year-ago period. Segment pre-tax operating income for the quarter decreased $5.6 million, or 21.8 percent, to $20.0 million compared to the second quarter of 2003. A $13.2 million rise in fees from mergers and acquisitions and a $3.1 million increase in equity underwriting were offset primarily by a $12.0 million decline in fixed income institutional sales and trading and a $3.7 million decrease in fixed income underwriting. The increase in M&A primarily stemmed from a significant transaction that closed in the quarter. Lower fixed income institutional sales were driven by a substantially reduced institutional client order flow and reduced trading profits due to the uncertainty around rising interest rates during the second quarter of 2004.

Equity trading volumes declined in the second quarter from the first quarter, resulting in a $4.2 million sequential decrease in equity institutional sales. Also compared to the preceding quarter, equity underwriting decreased by $6.0 million due to the timing of some deals.

Segment operating expenses were $93.6 million for the quarter, up 4.1 percent over the year-ago period. The increase was driven by spending on technology, expansion of research coverage and additional expenses associated with stronger equity deal activity. Segment pre-tax operating margin was 17.6 percent, below the prior year quarter but in line with annual historical margins.

The number and value of deals completed for both equity underwriting and M&A transactions significantly improved over the same quarter last year. Following is a recap of completed deals and the industry rankings (based on the number of transactions completed) during the second quarter of 2004.

• 25 equity offerings, raising a total of $3.1 billion in capital, and placing the firm 13^th nationally. These results compare to completion of 10 equity offerings in the same quarter last year for a total of $1.6 billion in capital raised. (Source: Dealogic)

• 11 M&A transactions with an enterprise value of $2.6 billion, ranking ninth among all advisors. In the same period last year the firm completed five transactions with an enterprise value of $0.7 billion. Among middle market advisors (excluding investment banks with average deal size greater than $500 million), the firm ranked third nationally. (Source: Mergerstat)

• 111 tax-exempt issues with a total par value of $1.2 billion, ranking the firm fourth nationally. In the second quarter of last year, the firm completed 160 tax-exempt issues nationally, with a total par value of $2.2 billion. In the Upper Midwest, the firm completed 73 public finance issues during the quarter for a total par value of $.6 billion, ranking the firm the lead underwriter of Upper Midwest tax-exempt issues. (Source: Thomson Financial)

Private Client Services

Private Client Services recorded $88.1 million in net revenues for the quarter, representing a 0.8 percent decrease from the same quarter last

year. Net revenues declined 7.8 percent from a stronger first quarter, primarily due to lower private client demand for equities amid concern over inflation, rising interest rates and geopolitical events. Segment pre-tax operating income was $11.8 million, up significantly from $0.8 million in the year-ago period.

Segment operating expenses were $76.3 million, which was 13.3 percent below the year-ago period, primarily due to lower loan losses related to certain forgivable employee loans. The year-ago period included an $8.8 million loan loss reserve for anticipated attrition related to implementing a new compensation plan for financial advisors. Segment pre-tax operating margin was 13.4 percent for the quarter, up from 0.9 percent in the year-ago period and 12.8 percent in the first quarter of 2004.

Corporate Support and Other

Corporate Support and Other pre-tax operating loss was $9.9 million for the second quarter compared to a loss of $12.0 million in the year-ago period and a loss of $8.7 million in the preceding quarter. Second quarter results included a net $1.0 million gain on a venture investment in a company we recently took public.

Additional Shareholder Information

	As of June 30, 2004	As of March 31, 2004	As of June 30, 2003
Full Time Employees:	3,043	3,019	3,023
Financial Advisors:	850	867	924
Client Assets:	$49 billion	$51 billion	$48 billion
Shareholders’ equity:	$700.7 million	$685.0 million	$619.7 million
Book value per share:	$36.24	$35.43	$32.24
Tangible book value per share:	$20.43	$19.62	$16.34

Conference Call

Andrew S. Duff, Chairman and CEO, and Sandra G. Sponem, Chief Financial Officer, will host a conference call to discuss second quarter 2004 financial results on Wednesday, July 21, 2004, at 11 a.m. Eastern Time (10 a.m. Central Time). To access the call, please dial (800) 374-0255, or (706) 643-7489 international, and refer to conference ID 8526038 and the leader’s name, Jennifer Olson-Goude. Callers should dial in at least 15 minutes early to receive instructions. A replay of the conference call will be available through midnight Friday, Aug. 13, 2004 by calling (800) 642-1687 or (706) 645-9291 international.

About Piper Jaffray Companies

Piper Jaffray Companies (NYSE:PJC) is a focused securities firm dedicated to delivering superior financial advice, investment products and transaction execution within selected sectors of the financial services marketplace. The company operates through two primary revenue-generating segments: Capital Markets and Private Client Services. Investment Research, an independent group reporting to the CEO, supports clients of both segments. Through its chief operating subsidiary, Piper Jaffray & Co., the firm has served corporations, government and non-profit entities, institutional investors and the financial advisory needs of private individuals for more than 108 years. Headquartered in Minneapolis, Piper Jaffray has approximately 3,000 employees in 111 offices in 23 states across the country and in London. For more information about Piper Jaffray, visit us online at www.piperjaffray.com.

Since 1895. Member SIPC and NYSE.
© 2004 Piper Jaffray & Co., 800 Nicollet Mall, Suite 800, Minneapolis, Minnesota 55402-7020

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements. Statements that are not historical or current facts, including statements about beliefs and expectations, are forward-looking statements. These forward-looking statements cover, among other things, the future prospects of Piper Jaffray Companies. Forward-looking statements involve inherent risks and uncertainties, and important factors could cause actual results to differ materially from those anticipated, including the following: (1) we may experience increased costs resulting from decreased purchasing power and size compared to that previously provided by our association with U.S. Bancorp, (2) we compete with U.S. Bancorp with respect to clients we both serviced prior to our spin-off from U.S. Bancorp and may not be able to retain these clients, (3) the continued ownership of U.S. Bancorp common stock and options by our executive officers and some of our directors will create, or will appear to create, conflicts of interest, (4) we have agreed to certain restrictions to preserve the tax treatment of the spin-off, which reduce our strategic and operating flexibility, (5) we have agreed to indemnify U.S. Bancorp for taxes and related losses resulting from any actions we take that cause the spin-off to fail to qualify as a tax-free transaction, (6) the separation and distribution agreement entered into between U.S. Bancorp and us contains cross-indemnification obligations of U.S. Bancorp and us that either party may be unable to satisfy, (7) developments in market and economic conditions have in the past adversely affected, and may in the future adversely affect, our business and profitability, (8) we may not be able to compete successfully with other companies in the financial services industry, (9) our underwriting and market-making activities may place our capital at risk, (10) an inability to readily divest or transfer trading positions may result in financial losses to our business, (11) use of derivative instruments as part of our risk management techniques may place our capital at risk, while our risk management techniques themselves may not fully mitigate our market risk exposure, (12) an inability to access capital readily or on terms favorable to us could impair our ability to fund operations and could jeopardize our financial condition, (13) our technology systems are critical components of our operations and the failure of those systems may disrupt our business, cause financial loss and constrain our growth, (14) our business is subject to extensive regulation that limits our business activities, and a significant regulatory action against our company may have a material adverse financial effect or cause significant reputational harm, (15) regulatory capital requirements may adversely affect our ability to expand or maintain present levels of our business or impair our ability to meet our financial obligations, (16) our exposure to legal liability is significant, and could lead to substantial damages and restrictions on our business going forward, (17) we may suffer losses if our reputation is harmed, (18) provisions in our certificate of incorporation and bylaws and of Delaware law may prevent or delay an acquisition of our company, which could decrease the market value of our common stock, and (19) other factors identified in the document entitled “Risk Factors” filed as Exhibit 99.1 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2004, and in our subsequent reports filed with the SEC. These reports are available at our Web site at www.piperjaffray.com and at the SEC’s Web site at www.sec.gov. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update them in light of new information or future events.

###

Piper Jaffray Companies
Preliminary Unaudited Results of Operations

	For the Three Months Ended						Percent Inc/(Dec)
	June 30,		March 31,		June 30,		2Q04 vs.			2Q04 vs.
(Amounts in thousands, except per share data)	2004		2004		2003		1Q04			2Q03
Revenues:
Commissions and fees	$	65,776	$	69,512	$	65,445		(5.4	)%		0.5	%
Principal transactions		50,243		52,076		60,267		(3.5	)		(16.6	)
Investment banking		68,180		64,862		57,652		5.1			18.3
Interest		11,088		12,463		11,811		(11.0	)		(6.1	)
Other income		16,407		14,400		15,202		13.9			7.9
Total revenues		211,694		213,313		210,377		(0.8	)		0.6
Interest expense		4,391		3,913		5,327		12.2			(17.6	)
Net revenues		207,303		209,400		205,050		(1.0	)		1.1
Non-interest expenses:
Compensation and benefits		127,690		129,707		127,070		(1.6	)		0.5
Occupancy and equipment		13,683		13,732		12,596		(0.4	)		8.6
Communications		10,712		10,458		9,538		2.4			12.3
Floor brokerage and clearance		4,559		4,800		5,904		(5.0	)		(22.8	)
Marketing and business development		11,131		10,662		9,362		4.4			18.9
Outside services		9,922		9,158		8,358		8.3			18.7
Cash award program		1,269		1,071		—		18.5			N/M
Royalty fee		—		—		1,033		N/M			N/M
Other operating expenses		7,647		7,640		17,761		0.1			(56.9	)
Total non-interest expenses		186,613		187,228		191,622		(0.3	)		(2.6	)
Income before income tax expense		20,690		22,172		13,428		(6.7	)		54.1
Income tax expense		7,710		8,382		4,806		(8.0	)		60.4
Net income	$	12,980	$	13,790	$	8,622		(5.9	)%		50.5	%
Earnings per common share
Basic	$	0.67	$	0.71	$	0.45		(5.6	)%		48.9	%
Diluted	$	0.67	$	0.71	$	0.45		(5.6	)%		48.9	%
Weighted average number of common shares
Basic		19,333		19,333		19,223		0.0	%		0.6	%
Diluted		19,395		19,366		19,223		0.1	%		0.9	%

N/M — Not Meaningful

Piper Jaffray Companies
Preliminary Unaudited Results of Operations

	For the Six Months Ended
	June 30,		June 30,		Percent
(Amounts in thousands, except per share data)	2004		2003		Inc/(Dec)
Revenues:
Commissions and fees	$	135,288	$	125,342		7.9	%
Principal transactions		102,319		110,534		(7.4	)
Investment banking		133,042		95,758		38.9
Interest		23,551		23,307		1.0
Other income		30,807		30,070		2.5
Total revenues		425,007		385,011		10.4
Interest expense		8,304		10,754		(22.8	)
Net revenues		416,703		374,257		11.3
Non-interest expenses:
Compensation and benefits		257,397		235,976		9.1
Occupancy and equipment		27,415		26,674		2.8
Communications		21,170		18,484		14.5
Floor brokerage and clearance		9,359		11,827		(20.9	)
Marketing and business development		21,793		18,708		16.5
Outside services		19,080		16,992		12.3
Cash award program		2,340		—		N/M
Royalty fee		—		1,979		N/M
Other operating expenses		15,287		23,214		(34.1	)
Total non-interest expenses		373,841		353,854		5.6
Income before income tax expense		42,862		20,403		110.1
Income tax expense		16,092		7,088		127.0
Net income	$	26,770	$	13,315		101.1	%
Earnings per common share
Basic	$	1.38	$	0.69		100.0	%
Diluted	$	1.38	$	0.69		100.0	%
Weighted average number of common shares
Basic		19,333		19,206		0.7	%
Diluted		19,380		19,206		0.9	%

N/M — Not Meaningful

Piper Jaffray Companies
Preliminary Unaudited Segment Data

	For the Three Months Ended									Percent Inc/(Dec)
	June 30,			March 31,			June 30,			2Q04 vs.			2Q04 vs.
(Dollars in thousands)	2004			2004			2003			1Q04			2Q03
Capital Markets
Net revenues	$	113,598		$	111,880		$	115,551			1.5	%		(1.7	)%
Operating expenses		93,565			92,241			89,921			1.4			4.1
Segment pre-tax operating income	$	20,033		$	19,639		$	25,630			2.0	%		(21.8	)%
Segment operating margin		17.6	%		17.6	%		22.2	%
Private Client Services
Net revenues	$	88,071		$	95,542		$	88,738			(7.8	)%		(0.8	)%
Operating expenses		76,251			83,272			87,941			(8.4	)		(13.3	)
Segment pre-tax operating income	$	11,820		$	12,270		$	797			(3.7	)%		1,383.1	%
Segment operating margin		13.4	%		12.8	%		0.9	%
Corporate Support and Other
Net revenues	$	5,634		$	1,978		$	761			184.8	%		640.3	%
Operating expenses		15,528			10,644			12,727			45.9			22.0
Segment pre-tax operating loss	$	(9,894	)	$	(8,666	)	$	(11,966	)		14.2	%		(17.3	)%
Segment operating margin		N/M			N/M			N/M
Reconciliation to total income before taxes:
Total segment pre-tax operating income	$	21,959		$	23,243		$	14,461			(5.5	)%		51.8	%
Royalty fee		—			—			1,033			N/M			N/M
Cash award program		1,269			1,071			—			18.5			N/M
Total income before tax expense	$	20,690		$	22,172		$	13,428			(6.7	)%		54.1	%
Pre-tax operating margin		10.0	%		10.6	%		6.5	%

N/M — Not Meaningful

Piper Jaffray Companies

Preliminary Unaudited Segment Data

	For the Six Months Ended
	June 30,			June 30,			Percent
(Dollars in thousands)	2004			2003			Inc/(Dec)
Capital Markets
Net revenues	$	225,478		$	199,293			13.1	%
Operating expenses		185,806			165,520			12.3
Segment pre-tax operating income	$	39,672		$	33,773			17.5	%
Segment operating margin		17.6	%		16.9	%
Private Client Services
Net revenues	$	183,613		$	173,604			5.8	%
Operating expenses		159,523			166,341			(4.1	)
Segment pre-tax operating income	$	24,090		$	7,263			231.7	%
Segment operating margin		13.1	%		4.2	%
Corporate Support and Other
Net revenues	$	7,612		$	1,360			459.7	%
Operating expenses		26,172			20,014			30.8
Segment pre-tax operating loss	$	(18,560	)	$	(18,654	)		(0.5	)%
Segment operating margin		N/M			N/M
Reconciliation to total income before taxes:
Total segment pre-tax operating income	$	45,202		$	22,382			102.0	%
Royalty fee		—			1,979			N/M
Cash award program		2,340			—			N/M
Total income before tax expense	$	42,862		$	20,403			110.1	%
Pre-tax operating margin		10.3	%		5.5	%

N/M — Not Meaningful

Piper Jaffray Companies
Preliminary Unaudited Supplemental Information

	For the Three Months Ended							Percent Inc/(Dec)
	June 30,			March 31,		June 30,		2Q04 vs.			2Q04 vs.
(Dollars in thousands)	2004			2004		2003		1Q04			2Q03
Capital Markets
Institutional Sales
Fixed Income	$	18,876		$	19,296	$	30,901		(2.2	)%		(38.9	)%
Equities		30,268			34,487		31,909		(12.2	)		(5.1	)
Total Institutional Sales		49,144			53,783		62,810		(8.6	)		(21.8	)
Investment Banking
Underwriting
Fixed Income		14,540			14,721		18,276		(1.2	)		(20.4	)
Equities		20,888			26,918		17,800		(22.4	)		17.3
Mergers and Acquisitions		26,399			13,152		13,167		100.7			100.5
Total Investment Banking		61,827			54,791		49,243		12.8			25.6
Net Interest		3,151			2,306		2,571		36.6			22.6
Other Income		(524	)		1,000		927		(152.4	)		(156.5	)
Capital Markets Net Revenues	$	113,598		$	111,880	$	115,551		1.5	%		(1.7	)%

Piper Jaffray Companies
Preliminary Unaudited Supplemental Information

	For the Six Months Ended
	June 30,		June 30,		Percent
(Dollars in thousands)	2004		2003		Inc/(Dec)
Capital Markets
Institutional Sales
Fixed Income	$	38,172	$	53,742		(29.0	)%
Equities		64,755		59,093		9.6
Total Institutional Sales		102,927		112,835		(8.8	)
Investment Banking
Underwriting
Fixed Income		29,261		31,135		(6.0	)
Equities		47,806		22,334		114.1
Mergers and Acquisitions		39,551		26,416		49.7
Total Investment Banking		116,618		79,885		46.0
Net Interest		5,457		4,542		20.1
Other Income		476		2,031		(76.6	)
Capital Markets Net Revenues	$	225,478	$	199,293		13.1	%