10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

x Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended December 31, 2013

¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from              to             

Commission file number 1-09761

ARTHUR J. GALLAGHER & CO.

(Exact name of registrant as specified in its charter)

DELAWARE	36-2151613
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)
Two Pierce Place Itasca, Illinois	60143-3141
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (630) 773-3800

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Name of each exchange on which registered
Common Stock, par value $1.00 per share	New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:

None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  x    No  ¨.

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes  ¨    No  x.

Note: Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Exchange Act from their obligations under those Sections.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨.

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨.

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.    x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer	x	Accelerated filer	¨
Non-accelerated filer	¨	Smaller reporting company	¨

(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x.

The aggregate market value of the voting common equity held by non-affiliates of the registrant, computed by reference to the last reported price at which the registrant’s common equity was sold on June 30, 2013 (the last day of the registrant’s most recently completed second quarter) was $5,276,300,000.

The number of outstanding shares of the registrant’s Common Stock, $1.00 par value, as of January 31, 2014 was 133,841,000.

Documents incorporated by reference:

Portions of Arthur J. Gallagher & Co.’s definitive 2014 Proxy Statement are incorporated by reference into this Form 10-K in response to Part III to the extent described herein.

Arthur J. Gallagher & Co.

Annual Report on Form 10-K

For the Fiscal Year Ended December 31, 2013

Index

		Page No.
Part I.
Item 1.	Business		2-8
Item 1A.	Risk Factors		8-17
Item 1B.	Unresolved Staff Comments		17
Item 2.	Properties		17
Item 3.	Legal Proceedings		17
Item 4.	Mine Safety Disclosures		18
Executive Officers			18
Part II.
Item 5.	Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities		18-19
Item 6.	Selected Financial Data		20
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		21-44
Item 7A.	Quantitative and Qualitative Disclosure about Market Risk		44-45
Item 8.	Financial Statements and Supplementary Data		46-85
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure		86
Item 9A.	Controls and Procedures		86
Item 9B.	Other Information		86
Part III.
Item 10.	Directors, Executive Officers and Corporate Governance		86
Item 11.	Executive Compensation		86
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		86
Item 13.	Certain Relationships and Related Transactions, and Director Independence		87
Item 14.	Principal Accountant Fees and Services		87
Part IV.
Item 15.	Exhibits and Financial Statement Schedules		87-90
Signatures			91
Schedule II - Valuation and Qualifying Accounts			92
Exhibit Index			93

1

Part I

Item 1. Business.

Overview

Arthur J. Gallagher & Co. and its subsidiaries, collectively referred to herein as we, our, us or Gallagher, are engaged in providing insurance brokerage and third-party claims settlement and administration services to entities in the United States (U.S.) and abroad. We believe that our major strength is our ability to deliver comprehensively structured insurance and risk management services to our clients. Our brokers, agents and administrators act as intermediaries between insurers and their customers and we do not assume underwriting risks.

Since our founding in 1927, we have grown from a one-person agency to the world’s fourth largest insurance broker based on revenues, according to Business Insurance magazine’s July 15, 2013 edition, and the world’s largest property/casualty third-party claims administrator, according to Business Insurance magazine’s April 22, 2013 edition. We have three reportable segments: brokerage, risk management and corporate, which contributed approximately 68%, 19% and 13%, respectively, to 2013 revenues We generate approximately 77% of our revenues from the combined brokerage and risk management segments domestically, with the remaining 23% derived primarily from operations in Australia, Bermuda, Canada, the Caribbean, Singapore, New Zealand and the U.K. Substantially all of the revenues of the corporate segment are generated in the United States.

Shares of our common stock are traded on the New York Stock Exchange under the symbol AJG, and we had a market capitalization at December 31, 2013 of approximately $6.3 billion. Information in this report is as of December 31, 2013 unless otherwise noted. We were reincorporated as a Delaware corporation in 1972. Our executive offices are located at Two Pierce Place, Itasca, Illinois 60143-3141, and our telephone number is (630) 773-3800.

Information Concerning Forward-Looking Statements

This report contains certain statements related to future results, or states our intentions, beliefs and expectations or predictions for the future, which are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements relate to expectations or forecasts of future events. Such statements use words such as “anticipate,” “believe,” “estimate,” “expect,” “contemplate,” “forecast,” “project,” “intend,” “plan,” “potential,” and other similar terms, and future or conditional tense verbs like “could,” “may,” “might,” “see,” “should,” “will” and “would.” You can also identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. For example, we may use forward-looking statements when addressing topics such as: market and industry conditions, including competitive and pricing trends; acquisition strategy; the expected impact of acquisitions and dispositions; the development and performance of our services and products; changes in the composition or level of our revenues or earnings; our cost structure and the outcome of cost-saving or restructuring initiatives; the outcome of contingencies; dividend policy; pension obligations; cash flow and liquidity; capital structure and financial losses; future actions by regulators; the impact of changes in accounting rules; financial markets; interest rates; foreign exchange rates; matters relating to our operations; income taxes; and expectations regarding our investments, including our clean energy investments. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from either historical or anticipated results depending on a variety of factors. Potential factors that could impact results include:

• Volatility or declines in premiums or other adverse trends in the insurance industry;

• An economic downturn, including one caused by a U.S. government shutdown and potential default, as well as uncertainty regarding the European debt situation and market perceptions concerning the instability of the Euro;

• Competitive pressures in each of our businesses;

• Risks that could negatively affect the success of our acquisition strategy, including continuing consolidation in our industry and growing interest in acquiring insurance brokers on the part of private equity firms, which could make it more difficult to identify targets and could make them more expensive, execution risks, integration risks, the risk of post-acquisition deterioration leading to intangible asset impairment charges, and the risk we could incur or assume unanticipated regulatory liabilities such as those relating to violations of anti-corruption and sanctions laws;

• Our failure to attract and retain experienced and qualified personnel;

• Risks arising from our growing international operations, including the risks posed by political and economic uncertainty in certain countries, risks related to maintaining regulatory and legal compliance across multiple jurisdictions (such as those relating to violations of anti-corruption, sanctions and privacy laws), and risks arising from the complexity of managing businesses across different time zones, geographies, cultures and legal regimes;

• Risks particular to our risk management segment;

• The lower level of predictability inherent in contingent and supplemental commissions versus standard commissions;

• Sustained increases in the cost of employee benefits;

• Our failure to apply technology effectively in driving value for our clients through technology-based solutions, or our failure to gain internal efficiencies and effective internal controls through the application of technology and related tools;

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• Our inability to recover successfully should we experience a disaster, material cybersecurity attack or other significant disruption to business continuity;

• Our failure to comply with regulatory requirements, including those related to international sanctions, or a change in regulations or enforcement policies that adversely affects our operations;

• Violations or alleged violations of the U.S. Foreign Corrupt Practices Act (FCPA), the U.K. Bribery Act 2010 (U.K. Bribery Act) or other anti-corruption laws;

• Our failure to adapt our services to changes resulting from the Patient Protection and Affordable Care Act and the Health Care and Education Affordability Reconciliation Act (2010 Health Care Reform Legislation);

• Unfavorable determinations related to contingencies and legal proceedings;

• Damage to our reputation if clients are not satisfied with our services;

• Improper disclosure of personal data;

• Significant changes in foreign exchange rates;

• Changes in our accounting estimates and assumptions;

• Risks related to our clean energy investments, including the risk of environmental and product liability claims and environmental compliance costs;

• Disallowance of Internal Revenue Code of 1986, as amended (which we refer to as IRC) Section 29 or IRC Section 45 tax credits;

• Risks related to losses on other investments held by our corporate segment;

• Restrictions and limitations in the agreements and instruments governing our debt;

• The risk of share ownership dilution when we issue common stock as consideration for acquisitions; and

• Volatility of the price of our common stock.

Any or all of our forward-looking statements may turn out to be inaccurate, and there are no guarantees about our performance. The factors identified above are not exhaustive. Gallagher and its subsidiaries operate in a dynamic business environment in which new risks may emerge frequently. Accordingly, readers should not place undue reliance on forward-looking statements, which speak only as of the dates on which they are made. Except as required by law, we expressly disclaim any obligation to update or alter any forward-looking statement that we may make from time to time, whether as a result of new information, future events or otherwise. Further information about factors that could materially affect Gallagher, including our results of operations and financial condition, is contained in the “Risk Factors” section in Part I, Item 1A of this report.

Operating Segments

We report our results in three segments: brokerage, risk management and corporate. The major sources of our operating revenues are commissions, fees and supplemental and contingent commissions from brokerage operations and fees from risk management operations. Information with respect to all sources of revenue, by segment, for each of the three years in the period ended December 31, 2013, is as follows (in millions):

	2013					2012					2011
	Amount		% of Total			Amount		% of Total			Amount		% of Total
Brokerage
Commissions	$	1,553.1		49	%	$	1,302.5		52	%	$	1,127.4		53	%
Fees		450.5		15	%		403.2		16	%		324.1		15	%
Supplemental commissions		77.3		2	%		67.9		3	%		56.0		3	%
Contingent commissions		52.1		2	%		42.9		2	%		38.1		2	%
Investment income and other		11.3		—	%		11.1		—	%		10.9		—	%
		2,144.3		68	%		1,827.6		73	%		1,556.5		73	%
Risk Management
Fees		609.0		19	%		568.5		22	%		546.1		26	%
Investment income		2.0		—	%		3.2		—	%		2.7		—	%
		611.0		19	%		571.7		22	%		548.8		26	%
Corporate
Clean energy and other investment income		424.3		13	%		121.0		5	%		29.4		1	%
Total revenues	$	3,179.6		100	%	$	2,520.3		100	%	$	2,134.7		100	%

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See Note 17 to our 2013 consolidated financial statements for additional financial information, including earnings before income taxes and identifiable assets by segment for 2013, 2012 and 2011.

Our business, particularly our brokerage business, is subject to seasonal fluctuations. Commission and fee revenues, and the related brokerage and marketing expenses, can vary from quarter to quarter as a result of the timing of policy inception dates and the timing of receipt of information from insurance carriers. On the other the hand, salaries and employee benefits, rent, depreciation and amortization expenses generally tend to be more uniform throughout the year. The timing of acquisitions, recognition of books of business gains and losses and the variability in the recognition of IRC Section 45 tax credits also impact the trends in our quarterly operating results. See Note 16 to our 2013 consolidated financial statements for unaudited quarterly operating results for 2013 and 2012.

Brokerage Segment

The brokerage segment accounted for 68% of our revenues in 2013. Our brokerage segment is primarily comprised of retail and wholesale insurance brokerage operations. Our retail brokerage operations negotiate and place property/casualty, employer-provided health and welfare insurance, and healthcare exchange and retirement solutions principally for middle-market commercial, industrial, public entity, religious and not-for-profit entities. Many of our retail brokerage customers choose to place their insurance with insurance underwriters, while others choose to use alternative vehicles such as self-insurance pools, risk retention groups or captive insurance companies. Our wholesale brokerage operations assist our brokers and other unaffiliated brokers and agents in the placement of specialized, unique and hard-to-place insurance programs.

Our primary sources of compensation for our retail brokerage services are commissions paid by insurance carriers, which are usually based upon either a percentage of the premium paid by insureds or brokerage and advisory fees paid directly by our clients. For wholesale brokerage services, we generally receive a share of the commission paid to the retail broker by the insurer. Commission rates depend on a number of factors, including the type of insurance, the particular insurance company underwriting the policy and whether we act as a retail or wholesale broker. Advisory fees paid to us by our clients depend on the extent and value of the services we provide. In addition, under certain circumstances, we receive supplemental and contingent commissions for both retail and wholesale brokerage services. A supplemental commission is a commission paid by an insurance carrier that is above the base commission paid. The insurance carrier determines the supplemental commission that is eligible to be paid annually based on historical performance criteria in advance of the contractual period. A contingent commission is a commission paid by an insurance carrier based on the overall profit and/or the overall volume of business placed with that insurance carrier during a particular calendar year and is determined after the contractual period.

We operate our brokerage operations through a network of more than 400 sales and service offices located throughout the U.S. and in 22 other countries. Most of these offices are fully staffed with sales and service personnel. In addition, we offer client-service capabilities in more than 140 countries around the world through a network of correspondent brokers and consultants.

Retail Insurance Brokerage Operations

Our retail insurance brokerage operations accounted for 82% of our brokerage segment revenues in 2013. Our retail brokerage operations place nearly all lines of commercial property/casualty and health and welfare insurance coverage. Significant lines of insurance coverage and consultant capabilities are as follows:

401(k) Solutions	Dental	Fire	Products Liability
403(b) Solutions	Directors & Officers Liability	General Liability	Professional Liability
Aviation	Disability	Life	Property
Casualty	Earthquake	Marine	Wind
Commercial Auto	Errors & Omissions	Medical	Workers Compensation

Our retail brokerage operations are organized in more than 440 geographical profit centers primarily located in the U.S., Australia, Canada, the Caribbean and the U.K. and operate within certain key niche/practice groups, which account for approximately 62% of our retail brokerage revenues. These specialized teams target areas of business and/or industries in which we have developed a depth of expertise and a large client base. Significant niche/practice groups we serve are as follows:

Agribusiness	Global Risks	Life Science	Religious/Not-for-Profit
Automotive	Health and Welfare	Marine	Restaurant
Aviation & Aerospace	Healthcare	Manufacturing	Retirement
Construction	Healthcare Analytics	Personal	Scholastic
Energy	Higher Education	Private Equity	Technology/Telecom
Entertainment	Hospitality	Professional Groups	Transportation
Environmental	Human Resources	Public Entity	Voluntary Benefits
Executive Benefits	International Benefits	Real Estate

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Our specialized focus on these niche/practice groups allows for highly-focused marketing efforts and facilitates the development of value-added products and services specific to those industries or business segments. We believe that our detailed understanding and broad client contacts within these niche/practice groups provide us with a competitive advantage.

We anticipate that our retail brokerage operations’ greatest revenue growth over the next several years will continue to come from:

• Mergers and acquisitions;

• Our niche/practice groups and middle-market accounts;

• Cross-selling other brokerage products to existing customers; and

• Developing and managing alternative market mechanisms such as captives, rent-a-captives and deductible plans/self-insurance.

Wholesale Insurance Brokerage Operations

Our wholesale insurance brokerage operations accounted for 18% of our brokerage segment revenues in 2013. Our wholesale brokers assist our retail brokers and other non-affiliated brokers in the placement of specialized and hard-to-place insurance. These brokers operate through more than 65 geographical profit centers located across the U.S., Bermuda and through our approved Lloyd’s of London brokerage operation. In certain cases, we act as a brokerage wholesaler and, in other cases, we act as a managing general agent or managing general underwriter distributing specialized insurance coverages for insurance carriers. Managing general agents and managing general underwriters are agents authorized by an insurance company to manage all or a part of the insurer’s business in a specific geographic territory. Activities they perform on behalf of the insurer may include marketing, underwriting (although we do not assume any underwriting risk), issuing policies, collecting premiums, appointing and supervising other agents, paying claims and negotiating reinsurance.

More than 75% of our wholesale brokerage revenues come from non-affiliated brokerage customers. Based on revenues, our domestic wholesale brokerage operation ranked as the largest domestic managing general agent/underwriting manager according to Business Insurance magazine’s September 23, 2013 edition.

We anticipate growing our wholesale brokerage operations by increasing the number of broker-clients, developing new managing general agency and underwriter programs, and through mergers and acquisitions.

Risk Management Segment

Our risk management segment accounted for 19% of our revenues in 2013. Our risk management segment provides contract claim settlement and administration services for enterprises that choose to self-insure some or all of their property/casualty coverages and for insurance companies that choose to outsource some or all of their property/casualty claims departments. Approximately 68% of our risk management segment’s revenues are from workers compensation related claims, 28% are from general and commercial auto liability related claims and 4% are from property related claims. In addition, we generate revenues from integrated disability management (employee absence management) programs, information services, risk control consulting (loss control) services and appraisal services, either individually or in combination with arising claims. Revenues for risk management services are comprised of fees generally negotiated in advance on a per-claim or per-service basis, depending upon the type and estimated volume of the services to be performed.

Risk management services are primarily marketed directly to Fortune 1000 companies, larger middle-market companies, not-for-profit organizations and public entities on an independent basis from our brokerage operations. We manage our third-party claims adjusting operations through a network of more than 100 offices located throughout the U.S., Australia, Canada, New Zealand and the U.K. Most of these offices are fully staffed with claims adjusters and other service personnel. Our adjusters and service personnel act solely on behalf and under the instruction of our clients and customers.

While this segment complements our insurance brokerage offerings, more than 90% of our risk management segment’s revenues come from non-affiliated brokerage customers, such as insurance companies and clients of other insurance brokers. Based on revenues, our risk management operation ranked as the world’s largest property/casualty third party claims administrator according to Business Insurance magazine’s April 22, 2013 edition.

We expect that the risk management segment’s most significant growth prospects through the next several years will come from:

• Increased levels of business with Fortune 1000 companies;

• Larger middle-market companies, captives;

• Program business and the outsourcing of insurance company claims departments; and

• Mergers and acquisitions.

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Corporate Segment

The corporate segment accounted for 13% of our revenues in 2013. The corporate segment reports the financial information related to our debt, clean energy investments, external acquisition-related expenses and other corporate costs. The revenues reported by this segment in 2013 resulted primarily from our consolidation of refined fuel operations that we control and own more than 50% of and from leased facilities we operate and control. At December 31, 2013, significant investments managed by this segment include:

Clean Coal Related Ventures

We have a 46.54% interest in Chem-Mod LLC, a privately-held enterprise (Chem-Mod) that has commercialized multi-pollutant reduction technologies to reduce mercury, sulfur dioxide and other emissions at coal-fired power plants. We also have an 8.0% interest in a privately-held start-up enterprise (C-Quest Technology LLC), which owns technologies that reduce carbon dioxide emissions created by burning fossil fuels.

Tax-Advantaged Investments

Prior to January 1, 2008, we owned certain partnerships formed to develop energy that qualified for tax credits under the former IRC Section 29. These consisted of waste-to-energy and synthetic coal operations. These investments helped to substantially reduce our effective income tax rate from 2002 through 2007. The law that permitted us to claim IRC Section 29 tax credits expired on December 31, 2007. In 2009 and 2011, we built a total of 29 commercial clean coal production plants to produce refined coal using Chem-Mod’s proprietary technologies and in 2013, we purchased 99% interests in five commercial clean coal production plants. We believe these operations produce refined coal that qualifies for tax credits under IRC Section 45. The law that provides for IRC Section 45 tax credits substantially expires in December 2019 for the fourteen plants we built and placed in service in 2009 (2009 Era Plants) and in December 2021 for the fifteen plants we built and placed in service in 2011, plus the five plants we purchased interests in that were placed in service in 2011 (2011 Era Plants).

International Operations

Our total revenues by geographic area for each of the three years in the period ended December 31, 2013 were as follows (in millions):

	2013					2012					2011
	Amount		% of Total			Amount		% of Total			Amount		% of Total
Brokerage and risk management segments
United States	$	2,118.3		77	%	$	1,885.1		79	%	$	1,695.7		81	%
United Kingdom		434.4		16	%		352.3		14	%		260.5		12	%
Other foreign, principally Australia, Bermuda and Canada		202.6		7	%		161.9		7	%		149.1		7	%
Total brokerage and risk management		2,755.3		100	%		2,399.3		100	%		2,105.3		100	%
Corporate segment, substantially all United States		424.3					121.0					29.4
Total revenues	$	3,179.6				$	2,520.3				$	2,134.7

See Notes 5, 14 and 17 to our 2013 consolidated financial statements for additional financial information related to our foreign operations, including goodwill allocation, earnings before income taxes and identifiable assets, by segment, for 2013, 2012 and 2011.

Brokerage Operations in Australia, Bermuda, Canada, the Caribbean and the U.K.

The majority of our international brokerage operations are in Australia, Bermuda, Canada, the Caribbean and the U.K.

We operate in Australia, the Caribbean and Canada primarily as a retail commercial property and casualty broker. In the U.K., we have a retail brokerage presence in more than 60 locations across the U.K. targeting small to medium enterprise risks; an underwriting operation for clients to access the Lloyd’s of London and other international insurance markets, and a program operation offering customized risk management products and services to U.K. public entities. In Bermuda, we act principally as a wholesaler for clients looking to access the Bermuda insurance markets and also provide services relating to the formation and management of offshore captive insurance companies.

We also have ownership interests in two Bermuda-based insurance companies and a Guernsey-based insurance company that operate segregated account “rent-a-captive” facilities. These facilities enable clients to receive the benefits of owning a captive insurance company without incurring certain disadvantages of ownership. Captive insurance companies are created for clients to insure their risks and capture underwriting profit and investment income, which is then available for use by the insureds generally for reducing future costs of their insurance programs.

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We also have strategic brokerage alliances with a variety of international brokers in countries where we do not have a local office presence. Through a network of correspondent insurance brokers and consultants in more than 140 countries, we are able to fully serve our clients’ coverage and service needs in virtually any geographic area.

Risk Management Operations in Australia, Canada, New Zealand and the U.K.

Our international risk management operations are principally in Australia, Canada, New Zealand and the U.K. Services are similar to those provided in the U.S. and are provided primarily on behalf of commercial and public entity clients.

Markets and Marketing

We manage our brokerage operations through a network of more than 400 sales and service offices located throughout the U.S. and in 22 other countries. We manage our third-party claims adjusting operations through a network of approximately 100 offices located throughout the U.S., Australia, Canada, New Zealand and the U.K. Our customer base is highly diversified and includes commercial, industrial, public entity, religious and not-for-profit entities. No material part of our business depends upon a single customer or on a few customers. The loss of any one customer would not have a material adverse effect on our operations. In 2013, our largest single customer accounted for approximately 1% of our revenues from the combined brokerage and risk management segments and our ten largest customers represented 6% of our revenues from the combined brokerage and risk management segments in the aggregate. Our revenues are geographically diversified, with both domestic and international operations.

Each of our retail and wholesale brokerage operations has a small market-share position and, as a result, we believe has substantial organic growth potential. In addition, each of our retail and wholesale brokerage operations has the ability to grow through the acquisition of small- to medium-sized independent brokerages. See “Business Combinations” below.

While historically we have generally grown our risk management segment organically, and we expect to continue to do so, from time to time we consider acquisitions for this segment.

We require our employees serving in sales or marketing capacities, plus all of our executive officers, to enter into agreements with us restricting disclosure of confidential information and solicitation of our clients and prospects upon their termination of employment. The confidentiality and non-solicitation provisions of such agreements terminate in the event of a hostile change in control, as defined in the agreements.

Competition

Brokerage Segment

According to Business Insurance magazine’s July 15, 2013 edition, we were the fourth largest insurance broker worldwide based on total revenues. The insurance brokerage and service business is highly competitive and there are many insurance brokerage and service organizations and individuals throughout the world who actively compete with us in every area of our business.

Our retail and wholesale brokerage operations compete with Aon plc, Marsh & McLennan Companies, Inc. and Willis Group Holdings, Ltd., each of which has greater worldwide revenues than us. In addition, various other competing firms, such as Jardine Lloyd Thomson Group plc, Wells Fargo Insurance Services, Inc., Brown & Brown Inc., Hub International Ltd., Lockton Companies, Inc. and USI Holdings Corporation, operate nationally or are strong in a particular region or locality and may have, in that region or locality, an office with revenues as large as or larger than those of our corresponding local office. We believe that the primary factors determining our competitive position with other organizations in our industry are the quality of the services we render and the overall costs to our clients. In addition, for health/welfare products and benefit consultant services, we compete with larger firms such as Aon Hewitt, Mercer (a subsidiary of Marsh & McLennan Companies, Inc.), Towers Watson & Co., mid-market firms such as Lockton, USI Holdings, and Wells Fargo and the benefits consulting divisions of the national public accounting firms, as well as a vast number of local and regional brokerages and agencies.

Our wholesale brokerage operations compete with large wholesalers such as CRC Insurance Services, Inc., RT Specialty, AmWINS Group, Inc., Swett & Crawford Group, Inc., as well as a vast number of local and regional wholesalers.

We also compete with certain insurance companies that write insurance directly for their customers. Government benefits relating to health, disability, and retirement are also alternatives to private insurance and indirectly compete with us.

Risk Management Segment

Our risk management operation currently ranks as the world’s largest property/casualty third party claims administrator based on revenues, according to Business Insurance magazine’s April 22, 2013 edition. While many global and regional claims administrators operate within this space, we compete directly with Sedgwick Claims Management Services, Inc., Broadspire Services, Inc. (a subsidiary of Crawford & Company) and ESIS (a subsidiary of ACE Limited). Several large insurance companies, such as AIG Insurance and Zurich Insurance, also maintain their own claims administration units, which can be strong competitors. In addition, we compete with various smaller third party claims administrators on a regional level. We believe that our competitive position is due to our strong reputation for outstanding service and our ability to resolve customers’ losses in the most cost-efficient manner possible.

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Regulation

We are required to be licensed or receive regulatory approval in nearly every state and foreign jurisdiction in which we do business. In addition, most jurisdictions require individuals who engage in brokerage, claim adjusting and certain other insurance service activities be personally licensed. These licensing laws and regulations vary from jurisdiction to jurisdiction. In most jurisdictions, licensing laws and regulations generally grant broad discretion to supervisory authorities to adopt and amend regulations and to supervise regulated activities.

Business Combinations

We completed and integrated 279 acquisitions from January 1, 2002 through December 31, 2013, almost exclusively within our brokerage segment. The majority of these acquisitions have been smaller regional or local property/casualty retail or wholesale operations with a strong middle-market client focus or significant expertise in one of our focus market areas. Over the last decade, we have also increased our acquisition activity in the retail employee benefits brokerage and wholesale brokerage areas. The total purchase price for individual acquisitions have typically ranged from $1 million to $50 million, although in 2013 we completed two large acquisitions with total purchase price consideration that was in excess of $300.0 million each.

Through acquisitions, we seek to expand our talent pool, enhance our geographic presence and service capabilities, and/or broaden and further diversify our business mix. We also focus on identifying:

• A corporate culture that matches our sales-oriented culture;

• A profitable, growing business whose ability to compete would be enhanced by gaining access to our greater resources; and

• Clearly defined financial criteria.

See Note 3 to our 2013 consolidated financial statements for a summary of our 2013 acquisitions, the amount and form of the consideration paid and the dates of acquisition.

Employees

As of December 31, 2013, we had approximately 16,400 employees. We continuously review benefits and other matters of interest to our employees and consider our relations with our employees to be satisfactory.

Available Information

Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act, are available free of charge on our website at www.ajg.com as soon as reasonably practicable after electronically filing or furnishing such material to the Securities and Exchange Commission. Such reports may also be read and copied at the Securities and Exchange Commission’s Public Reference Room at 100 F Street NE, Washington, D.C. 20549. Information regarding the operation of the Public Reference Room may be obtained by calling the Securities and Exchange Commission at (800) SEC-0330. The Securities and Exchange Commission also maintains a website (www.sec.gov) that includes our reports, proxy statements and other information.

Item 1A. Risk Factors.

Risks Relating to our Business Generally

An economic downturn, as well as uncertainty regarding the European debt crisis and market perceptions concerning the instability of the Euro, could adversely affect our results of operations and financial condition.

An overall decline in economic activity could adversely impact us in future years as a result of reductions in the overall amount of insurance coverage that our clients purchase due to reductions in their headcount, payroll, properties, and the market values of assets, among other factors. Such reductions could also adversely impact future commission revenues when the carriers perform exposure audits if they lead to subsequent downward premium adjustments. We record the income effects of subsequent premium adjustments when the adjustments become known and, as a result, any improvement in our results of operations and financial condition may lag an improvement in the economy. In addition, some of our clients may cease operations completely in the event of a prolonged deterioration in the economy, or be acquired by other companies, which would have an adverse effect on our results of operations and financial condition.

We also have a significant amount of trade accounts receivable from some of the insurance companies with which we place insurance. If those insurance companies experience liquidity problems or other financial difficulties, we could encounter delays or defaults in payments owed to us, which could have a significant adverse impact on our consolidated financial condition and results of operations. In addition, if a significant insurer fails or withdraws from writing certain insurance coverages that we offer our clients, overall capacity in the industry could be negatively affected, which could reduce our placement of certain lines and types of insurance and, as a result, reduce our revenues and profitability. The failure of an insurer with whom we place business could also result in errors and omissions claims against us by our clients, which could adversely affect our results of operations and financial condition.

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Despite a recent agreement by European Union officials on a system to wind down failed banks, continued concerns regarding the ability of certain European countries to service their outstanding debt have given rise to instability in the global credit and financial markets. A potential consequence may be stagnant growth, or even recession, in the Eurozone economies and beyond, which could adversely affect our results of operations. The market instability caused by the Eurozone debt crisis has led to questions regarding the future viability of the Euro as a single currency for the region. The dissolution of the Euro (in the extreme case) could lead to further contraction in the Eurozone economies, adversely affecting our results of operations. In addition, the value of our assets held in the Eurozone, including cash holdings, would decline if currencies in the region were devalued.

Volatility or declines in premiums or other adverse trends in the insurance industry may seriously undermine our profitability.

We derive much of our revenue from commissions and fees for our brokerage services. We do not determine the insurance premiums on which our commissions are generally based. Moreover, insurance premiums are cyclical in nature and may vary widely based on market conditions. For example, after three years of a “hard” market that began in late 2000 and was strengthened by the events of September 11^th, 2001, in which premium rates were stable or increasing, in late 2003 the market experienced the return of flat or reduced premium rates (a “soft” market) in many lines and geographic areas. This put downward pressure on our commission revenues. In 2012 and 2013, the market began “firming” (as opposed to traditional “hardening”) across many lines and geographic areas. In this environment, rates increased at a moderate pace, clients could still obtain coverage, businesses continued to stay in standard-line markets and there was adequate capacity in the market. It is not clear whether this firming is sustainable given the uncertainty of the current economic environment. Because of these market cycles for insurance product pricing, which we cannot predict or control, our brokerage revenues and profitability can be volatile or remain depressed for significant periods of time.

As traditional risk-bearing insurance companies continue to outsource the production of premium revenue to non-affiliated brokers or agents such as us, those insurance companies may seek to further minimize their expenses by reducing the commission rates payable to insurance agents or brokers. The reduction of these commission rates, along with general volatility and/or declines in premiums, may significantly affect our profitability. Because we do not determine the timing or extent of premium pricing changes, we cannot accurately forecast our commission revenues, including whether they will significantly decline. As a result, we may have to adjust our budgets for future acquisitions, capital expenditures, dividend payments, loan repayments and other expenditures to account for unexpected changes in revenues, and any decreases in premium rates may adversely affect the results of our operations.

In addition, there have been and may continue to be various trends in the insurance industry toward alternative insurance markets including, among other things, greater levels of self-insurance, captives, rent-a-captives, risk retention groups and non-insurance capital markets-based solutions to traditional insurance. While, historically, we have been able to participate in certain of these activities on behalf of our customers and obtain fee revenue for such services, there can be no assurance that we will realize revenues and profitability as favorable as those realized from our traditional brokerage activities. Our ability to generate premium-based commission revenue may also be challenged by the growing desire of some clients to compensate brokers based upon flat fees rather than variable commission rates. This could negatively impact us because fees are generally not indexed for inflation and do not automatically increase with premium as does commission-based compensation.

We face significant competitive pressures in each of our businesses.

The insurance brokerage and service business is highly competitive and many insurance brokerage and service organizations, as well as individuals, actively compete with us in one or more areas of our business around the world. We compete with three firms in the global risk management and brokerage markets that have revenues significantly larger than ours. In addition, various other competing firms that operate nationally or that are strong in a particular country, region or locality may have, in that country, region or locality, an office with revenues as large as or larger than those of our corresponding local office. Our risk management operation also faces significant competition from stand-alone firms as well as divisions of larger firms.

We believe that the primary factors in determining our competitive position with other organizations in our industry are the quality of the services rendered and the overall costs to our clients. Losing business to competitors offering similar products at lower prices or having other competitive advantages would adversely affect our business.

In addition, any increase in competition due to new legislative or industry developments could adversely affect us. These developments include:

• Increased capital-raising by insurance underwriting companies, which could result in new capital in the industry, which in turn may lead to lower insurance premiums and commissions;

• Insurance companies selling insurance directly to insureds without the involvement of a broker or other intermediary;

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• Changes in our business compensation model as a result of regulatory developments (for example, the 2010 Health Care Reform Legislation);

• Federal and state governments establishing programs to provide health insurance or, in certain cases, property insurance in catastrophe-prone areas or other alternative market types of coverage, that compete with, or completely replace, insurance products offered by insurance carriers; and

• Increased competition from new market participants such as banks, accounting firms and consulting firms offering risk management or insurance brokerage services.

New competition as a result of these or other competitive or industry developments could cause the demand for our products and services to decrease, which could in turn adversely affect our results of operations and financial condition.

We have historically acquired large numbers of insurance brokers, benefits consulting firms and risk management firms. We may not be able to continue such an acquisition strategy in the future and there are risks associated with such acquisitions, which could adversely affect our growth and results of operations.

Historically, we have acquired large numbers of insurance brokers, benefits consulting firms and risk management firms. Our acquisition program has been an important part of our historical growth and we believe that similar acquisition activity will be important to maintaining comparable growth in the future. Failure to successfully identify and complete acquisitions likely would result in us achieving slower growth. Continuing consolidation in our industry and growing interest in acquiring insurance brokers on the part of private equity firms and private equity-backed consolidators could make it more difficult for us to identify appropriate targets and could make them more expensive. Even if we are able to identify appropriate acquisition targets, we may not be able to execute transactions on favorable terms or integrate targets in a manner that allows us to realize the benefits we have historically experienced from acquisitions. Our ability to finance and integrate acquisitions may also decrease if we complete a greater number of large acquisitions than we have historically.

Post-acquisition risks include those relating to retention of personnel, entry into unfamiliar markets, unanticipated contingencies or liabilities (such as violations of sanctions laws or anti-corruption laws including the FCPA and U.K. Bribery Act) tax and accounting issues, and integration difficulties, relating to accounting, information technology, human resources, or organizational culture and fit, some or all of which could have an adverse effect on our results of operations and growth. Post-acquisition deterioration of targets could also result in lower or negative earnings contribution and/or goodwill impairment charges.

We own interests in firms where we do not exercise management control (such as Casanueva Perez S.A.P. de C.V. (Grupo CP) in Mexico) and are therefore unable to direct or manage the business to realize the anticipated benefits, including mitigation of risks, that could be achieved through full integration.

Our future success depends, in part, on our ability to attract and retain experienced and qualified personnel.

We believe that our future success depends, in part, on our ability to attract and retain experienced personnel, including our senior management, brokers and other key personnel. In addition, we could be adversely affected if we fail to adequately plan for the succession of members of our senior management team. The insurance brokerage industry has experienced intense competition for the services of leading brokers, and we have lost key brokers to competitors in the past. The loss of our chief executive officer or any of our other senior managers, brokers or other key personnel (including the key personnel that manage our interests in our IRC Section 45 investments), or our inability to identify, recruit and retain such personnel, could materially and adversely affect our business, operating results and financial condition.

Our growing international operations expose us to risks different than those we face in the U.S.

We conduct a growing portion of our operations outside the U.S., including in countries where the risk of political and economic uncertainty is relatively greater than that present in the U.S. and more stable countries. Adverse geopolitical or economic conditions may temporarily or permanently disrupt our operations in these countries. For example, we have operations in India to provide certain back-office services. To date, the dispute between India and Pakistan involving the Kashmir region, incidents of terrorism in India and general geopolitical uncertainties have not adversely affected our operations in India. However, such factors could potentially affect our operations there in the future. Should our access to these services be disrupted, our business, operating results and financial condition could be adversely affected.

Operating outside the U.S. may also present other risks that are different from, or greater than, the risks we face doing comparable business in the U.S. These include, among others, risks relating to:

• Maintaining awareness of and complying with a wide variety of labor practices and foreign laws, including those relating to export and import duties, environmental policies and privacy issues, as well as laws and regulations applicable to U.S. business operations abroad. These include rules relating to trade sanctions administered by the U.S. Office of Foreign Assets Control, the European Union and the United Nations, trade sanction laws such as the Iran Threat Reduction and Syria Human Rights Act of 2012, the requirements of the FCPA and other anti-bribery and corruption rules and requirements in the countries in which we operate (such as the U.K. Bribery Act), as well as unexpected changes in such regulatory requirements and laws;

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• Difficulties in staffing and managing foreign operations;

• Less flexible employee relationships, which may limit our ability to prohibit employees from competing with us after their employment, and may make it more difficult and expensive to terminate their employment;

• Political and economic instability (including the potential dissolution of the Euro, acts of terrorism and outbreaks of war);

• Coordinating our communications and logistics across geographic distances and multiple time zones, including during times of crisis management;

• Adverse trade policies, and adverse changes to any of the policies of the U.S. or any of the foreign jurisdictions in which we operate;

• Adverse changes in tax rates or discriminatory or confiscatory taxation in foreign jurisdictions;

• Legal or political constraints on our ability to maintain or increase prices;

• Cash balances held in foreign banks and institutions where governments have not specifically enacted formal guarantee programs; and

• Governmental restrictions on the transfer of funds to us from our operations outside the U.S.

If any of these developments occur, our results of operations and financial condition could be adversely affected.

We face a variety of risks in our risk management operations that are distinct from those we face in our brokerage operations.

Our risk management operations face a variety of risks distinct from those faced by our brokerage operations, including the risk that:

• The favorable trend among both insurers and insureds toward outsourcing various types of claims administration and risk management services will reverse or slow, causing our revenues or revenue growth to decline;

• Concentration of large amounts of revenue with certain clients results in greater exposure to the potential negative effects of changes in management at such clients or changes in state government policies, in the case of our government-entity clients;

• Contracting terms will become less favorable or that the margins on our services will decrease due to increased competition, regulatory constraints or other developments;

• We will not be able to satisfy regulatory requirements related to third party administrators or that regulatory developments (including unanticipated regulatory developments relating to security and data privacy outside the United States) will impose additional burdens, costs or business restrictions that make our business less profitable;

• Continued economic weakness or a slow-down in economic activity could lead to a continued reduction in the number of claims we process;

• If we do not control our labor and technology costs, we may be unable to remain competitive in the marketplace and profitably fulfill our existing contracts (other than those that provide cost-plus or other margin protection);

• We may be unable to develop further efficiencies in our claims-handling business if we fail to make adequate improvements in technology or operations; and

• Insurance companies or certain insurance consumers may create in-house servicing capabilities that compete with our third party administration and other administration, servicing and risk management products.

If any of these developments occur, our results of operations and financial condition could be adversely affected.

Contingent and supplemental commissions we receive from insurance companies are less predictable than standard commissions, and any decrease in the amount of these kinds of commissions we receive could adversely affect our results of operations.

A portion of our revenues consists of contingent and supplemental commissions we receive from insurance companies. Contingent commissions are paid by insurance companies based upon the profitability, volume and/or growth of the business placed with such companies during the prior year. Supplemental commissions are commissions paid by insurance companies that are established annually in advance based on historical performance criteria. If, due to the current economic environment or for any other reason, we are unable to meet insurance companies’ profitability, volume and/or growth thresholds, and/or insurance companies increase their estimate of loss reserves (over which we have no control), actual contingent commissions and/or supplemental commissions we receive could be less than anticipated, which could adversely affect our results of operations.

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Sustained increases in the cost of employee benefits could reduce our profitability.

The cost of current employees’ medical and other benefits, as well as pension retirement benefits and postretirement medical benefits under our legacy defined benefit plans, substantially affects our profitability. In the past, we have occasionally experienced significant increases in these costs as a result of macro-economic factors beyond our control, including increases in health care costs, declines in investment returns on pension assets and changes in discount rates used to calculate pension and related liabilities. A significant decrease in the value of our defined benefit pension plan assets or decreases in the interest rates used to discount the pension plans’ liabilities could cause an increase in pension plan costs in future years. Although we have actively sought to control increases in these costs, we can make no assurance that we will succeed in limiting future cost increases, and continued upward pressure in these costs could reduce our profitability.

If we are unable to apply technology effectively in driving value for our clients through technology-based solutions or gain internal efficiencies and effective internal controls through the application of technology and related tools, our client relationships, growth strategy, compliance programs and operating results could be adversely affected.

Our future success depends, in part, on our ability to develop and implement technology solutions that anticipate and keep pace with rapid and continuing changes in technology, industry standards, client preferences and internal control standards. We may not be successful in anticipating or responding to these developments on a timely and cost-effective basis and our ideas may not be accepted in the marketplace. Additionally, the effort to gain technological expertise and develop new technologies in our business requires us to incur significant expenses. For example, certain of our competitors have launched consulting operations that leverage global insurance placement data. If we cannot offer new technologies as quickly as our competitors, or if our competitors develop more cost-effective technologies or product offerings, we could experience a material adverse effect on our client relationships, growth strategy, compliance programs and operating results.

Our inability to recover successfully should we experience a disaster, material cybersecurity attack or other significant disruption to business continuity could have a material adverse effect on our operations.

Our ability to conduct business may be adversely affected, even in the short-term, by a disruption in the infrastructure that supports our business and the communities where we are located. For example, our risk management segment is highly dependent on the continued and efficient functioning of RISX-FACS^®, our proprietary risk management information system, to provide clients with insurance claim settlement and administration services. Disruptions could be caused by, among other things, restricted physical site access, terrorist activities, disease pandemics, material cybersecurity attacks, or outages to electrical, communications or other services used by our company, our employees or third parties with whom we conduct business. We have certain disaster recovery procedures in place and insurance to protect against such contingencies. However, such procedures may not be effective and any insurance or recovery procedures may not continue to be available at reasonable prices and may not address all such losses or compensate us for the possible loss of clients or increase in claims and lawsuits directed against us because of any period during which we are unable to provide services. Our inability to successfully recover should we experience a disaster or other significant disruption to business continuity could have a material adverse effect on our operations.

Regulatory, Legal and Accounting Risks

We are subject to regulation worldwide. If we fail to comply with regulatory requirements or if regulations change in a way that adversely affects our operations, we may not be able to conduct our business or may be less profitable.

Many of our activities are subject to regulatory supervision, including insurance industry regulation, Federal and state employment regulation and regulations promulgated by regulatory bodies such as the Securities and Exchange Commission (SEC) and Department of Justice (DOJ) and Internal Revenue Service (IRS) in the U.S., and the Financial Services Authority (FSA) in the U.K. Such regulations could reduce our profitability or growth by increasing the costs of compliance, restricting the products or services we sell, the markets we enter, the methods by which we sell our products and services, or the prices we can charge for our services and the form of compensation we can accept from our clients, carriers and third parties. As our operations grow around the world, it is increasingly difficult to monitor and enforce regulatory compliance across the organization. A compliance failure by even one of our smallest branches could lead to litigation and/or disciplinary actions that may include compensating clients for loss, the imposition of penalties and the revocation of our authorization to operate. In all such cases, we would also likely incur significant internal investigation costs.

In addition, changes in legislation or regulations and actions by regulators, including changes in administration and enforcement policies, could from time to time require operational changes that could result in lost revenues or higher costs or hinder our ability to operate our business. For example, we offer captive design and management services and group captive development services, and expect to be able to continue offering such services. The National Association of Insurance Commissioners (NAIC) has established a subgroup to study the use of captives and special purpose vehicles to transfer insurance risk in relation to existing state laws and regulations. Any action by Federal, state or other regulators that adversely affects our ability to offer services in relation to captives, either retroactively or prospectively, could have an adverse effect on our results of operations. Additionally, the method by which insurance brokers are compensated has received substantial scrutiny in the past decade because of the potential for conflicts of interest. Adverse regulatory developments regarding the forms of compensation we can receive (for example, continent commissions), could adversely affect our results of operations and financial condition.

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We could be adversely affected by violations or alleged violations of the FCPA, the U.K. Bribery Act or other anti-corruption laws.

The FCPA, U.K. Bribery Act and other anti-corruption laws generally prohibit companies and their intermediaries from making improper payments (to foreign officials and otherwise) and require companies to keep accurate books and records and maintain appropriate internal controls. Our training program and policies mandate compliance with such laws. We operate in some parts of the world that have experienced governmental corruption to some degree, and, in certain circumstances, strict compliance with anti-bribery laws may conflict with local customs and practices. In recent years, two of the five publicly traded insurance brokerage firms were investigated in the U.K. by the FSA, and one was investigated in the U.S. by the SEC and DOJ, for improper payments to foreign officials. These firms paid significant settlements and undertook internal investigations. If we are alleged to have violated or found to be liable for violations of anti-corruption laws (either due to our own acts or our inadvertence, or due to the acts or inadvertence of others, including employees of our third party partners or agents), we could be subject to civil and criminal penalties or other sanctions, incur significant internal investigation costs and suffer reputational harm.

Our business could be negatively impacted if we are unable to adapt our services to changes resulting from the 2010 Health Care Reform Legislation.

The 2010 Health Care Reform Legislation, among other things, increases the level of regulatory complexity for companies that offer health and welfare benefits to their employees, and continues to be amended through regulations issued by various government agencies. Many clients of our brokerage segment purchase health and welfare products for their employees and, therefore, are impacted by the 2010 Health Care Reform Legislation. We have made significant investments in product and knowledge development to assist clients as they navigate the complex requirements of this legislation. Depending on future changes to health legislation, these investments may not yield returns. In addition, if we are unable to adapt our services to changes resulting from this law and any subsequent regulations, our ability to grow our business or to provide effective services, particularly in our employee benefits consulting business, will be negatively impacted. In addition, if our clients reduce the role or extent of employer sponsored health care in response to this law, particularly the “employer mandate” scheduled to enter into effect in January 2015, our results of operations could be adversely impacted.

We are subject to a number of contingencies and legal proceedings which, if determined unfavorably to us, would adversely affect our financial results.

We are subject to numerous claims, tax assessments, lawsuits and proceedings that arise in the ordinary course of business. Such claims, lawsuits and other proceedings could, for example, include claims for damages based on allegations that our employees or sub-agents improperly failed to procure coverage, report claims on behalf of clients, provide insurance companies with complete and accurate information relating to the risks being insured, provide clients with appropriate consulting and claims handling services, or appropriately apply funds that we hold for our clients on a fiduciary basis. We have established provisions against these potential matters that we believe are adequate in light of current information and legal advice, and we adjust such provisions from time to time based on current material developments. The damages claimed in these matters are or may be substantial, including, in many instances, claims for punitive, treble or extraordinary damages. It is possible that, if the outcomes of these contingencies and legal proceedings were not favorable to us, it could materially adversely affect our future financial results. In addition, our results of operations, financial condition or liquidity may be adversely affected if, in the future, our insurance coverage proves to be inadequate or unavailable or we experience an increase in liabilities for which we self-insure. We have purchased errors and omissions insurance and other insurance to provide protection against losses that arise in such matters. Accruals for these items, net of insurance receivables, when applicable, have been provided to the extent that losses are deemed probable and are reasonably estimable. These accruals and receivables are adjusted from time to time as current developments warrant.

As more fully described in Note 13 to our consolidated financial statements, we are subject to a number of legal proceedings, regulatory actions and other contingencies. An adverse outcome in connection with one or more of these matters could have a material adverse effect on our business, results of operations or financial condition in any given quarterly or annual period. In addition, regardless of any eventual monetary costs, these matters could expose us to negative publicity, reputational damage, harm to our client or employee relationships, or diversion of personnel and management resources, which could adversely affect our ability to recruit quality brokers and other significant employees to our business, and otherwise adversely affect our results of operations.

If our clients are not satisfied with our services, we may face additional cost, loss of profit opportunities and damage to our professional reputation.

We depend, to a large extent, on our relationships with our clients and our reputation for high-quality brokerage and risk management services, so that we can understand our clients’ needs and deliver solutions and services that are tailored to their needs. If a client is not satisfied with our services, it may be more damaging to our business than to other businesses and could

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cause us to incur additional costs and impair profitability. Many of our clients are businesses that band together in industry groups and/or trade associations and actively share information amongst themselves about the quality of service they receive from their vendors. Accordingly, poor service to one client may negatively impact our relationships with multiple other clients.

The nature of much of our work, especially our actuarial services in our benefits consulting business, involves assumptions and estimates concerning future events, the actual outcome of which we cannot know with certainty in advance. Similarly, in our institutional investment consulting and our retirement services consulting businesses, we may be measured based on our track record regarding judgments and advice on investments that are susceptible to influences unknown at the time the advice was given. In addition, we could make computational, software programming or data entry or management errors. A client may nonetheless claim it suffered losses due to reliance on our consulting advice. In addition to the risks of liability exposure and increased costs of defense and insurance premiums, claims arising from our professional services may produce publicity that could hurt our reputation and business and adversely affect our ability to secure new business.

Improper disclosure of personal data could result in legal liability or harm our reputation.

One of our significant responsibilities is to maintain the security and privacy of our clients’ confidential and proprietary information and the personal data of their employees and other benefit plan participants. We maintain policies, procedures and technological safeguards designed to protect the security and privacy of this information from threats such as a cybersecurity attack. Nonetheless, we cannot entirely eliminate the risk of improper access to or disclosure of personally identifiable information. Such disclosure could harm our reputation and subject us to liability under our contracts and laws that protect personal data, resulting in increased costs or loss of revenue. In the past, we have experienced attempts to wrongfully access our computer and information systems, which, if successful, could have resulted in harm to our business. Our systems were successful in identifying the risk and preventing unauthorized access, and management is not aware of a cybersecurity incident that has had a material effect on our operations. However, there can be no assurance that cybersecurity incidents that could have a material impact on our business will not occur.

Data privacy is subject to frequently changing rules and regulations that sometimes conflict among the various jurisdictions and countries in which we provide services, and may be more stringent in some jurisdictions outside the U.S. Our failure to adhere to or successfully implement processes in response to changing regulatory requirements in this area could result in legal liability, fines and penalties, and could damage our reputation.

Significant changes in foreign exchange rates may adversely affect our results of operations.

Some of our foreign subsidiaries receive revenues or incur obligations in currencies that differ from their functional currencies. We must also translate the financial results of our foreign subsidiaries into U.S. dollars. Although we have used foreign currency hedging strategies in the past and currently have some in place, such risks cannot be eliminated entirely, and significant changes in exchange rates may adversely affect our results of operations.

Changes in our accounting estimates and assumptions could negatively affect our financial position and operating results.

We prepare our financial statements in accordance with U.S. generally accepted accounting principles (which we refer to as GAAP). These accounting principles require us to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities at the date of our consolidated financial statements. We are also required to make certain judgments that affect the reported amounts of revenues and expenses during each reporting period. We periodically evaluate our estimates and assumptions, including those relating to the valuation of goodwill and other intangible assets, investments (including our IRC Section 45 investments), income taxes, stock-based compensation, claims handling obligations, retirement plans, litigation and contingencies. We base our estimates on historical experience and various assumptions that we believe to be reasonable based on specific circumstances. Actual results could differ from these estimates. Additionally, changes in accounting standards could increase costs to the organization and could have an adverse impact on our future financial position and results of operations.

Risks Relating to our Investments, Debt and Common Stock

Our clean energy investments are subject to various risks and uncertainties.

We have invested in clean energy operations capable of producing refined coal that we believe qualify for tax credits under IRC Section 45.

See Note 12 to our consolidated financial statements for a description of these investments. Our ability to generate returns and avoid write-offs in connection with these investments is subject to various risks and uncertainties. These include, but are not limited to, the risks and uncertainties as set forth below.

• Availability of the tax credits under IRC Section 45. Our ability to claim tax credits under IRC Section 45 depends upon the operations in which we have invested satisfying certain ongoing conditions set forth in IRC Section 45. These include, among others, the emissions reduction, “qualifying technology”, and “placed-in-service” requirements of IRC Section 45, as well as the requirement that at least one of the operations’ owners qualifies as a “producer” of refined

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coal. While we have received some degree of confirmation from the IRS relating to our ability to claim these tax credits, the IRS could ultimately determine that the operations have not satisfied, or have not continued to satisfy, the conditions set forth in IRC Section 45. Additionally, Congress could modify or repeal IRC Section 45 and remove the tax credits retroactively.

• Business risks. We are working to negotiate and finalize arrangements with potential co-investors for the purchase of equity stakes in one or more of the operations that are not currently producing refined coal. If no satisfactory arrangements can be reached with these potential co-investors, or if in the future any one of our co-investors leaves a project, we could have difficulty finding replacements in a timely manner. We could also be exposed to risk due to our lack of control over the operations if future developments, for example a regulatory change affecting public and private companies differently, causes our interests and those of our co-investors to diverge. Finally, our partners responsible for operation and management could fail to run the operations in compliance with IRC Section 45. If any of these developments occur, our investment returns may be negatively impacted.

• Operational risks. Chem-Mod’s multi-pollutant reduction technologies (The Chem-Mod^TM Solution) require chemicals that may not be readily available in the marketplace at reasonable costs. Utilities that use the technologies could be idled for various reasons, including operational or environmental problems at the plants or in the boilers, disruptions in the supply or transportation of coal, revocation of their Chem-Mod technologies environmental permits, labor strikes, force majeure events such as hurricanes, or terrorist attacks, any of which could halt or impede the operations. Long-term operations using Chem-Mod’s multi-pollutant reduction technologies could also lead to unforeseen technical or other problems not evident in the short- or medium-term. A serious injury or death of a worker connected with the production of refined coal using Chem-Mod’s technologies could expose the operations to material liabilities, jeopardizing our investment, and could lead to reputational harm. In the event of any such operational problems, we may not be able to take full advantage of the tax credits.

• Market demand for coal. When the price of natural gas and/or oil declines relative to that of coal, some utilities may choose to burn natural gas or oil instead of coal. Market demand for coal may also decline as a result of an economic slowdown and a corresponding decline in the use of electricity. Sustained low natural gas prices may also cause utilities to phase out or close existing coal-fired power plants. If utilities burn less coal or eliminate coal in the production of electricity, the availability of the tax credits would also be reduced.

• Incompatible coal. If utilities purchase coal of a quality or type incompatible with their boilers and operations, treating such coal through a commercial refined coal plant could magnify the negative impacts of burning such coal. As a result, refined coal plants at such utilities may be removed from production until the incompatible coal has all been burned, which could cause us to be unable to take full advantage of the tax credits.

• IRC Section 45 phase out provisions. IRC Section 45 contains phase out provisions based upon the market price of coal, such that, if the price of coal rises to specified levels, we could lose some or all of the tax credits we expect to receive from these investments.

• Environmental concerns regarding coal. Environmental concerns about greenhouse gases, toxic wastewater discharges and the potential hazardous nature of coal combustion waste could lead to regulations that discourage the burning of coal. For example, such regulations could mandate that electric power generating companies purchase a minimum amount of power from renewable energy sources such as wind, hydroelectric, solar and geothermal. This could result in utilities burning less coal, which would reduce the generation of tax credits.

• Moving a commercial refined coal plant. Changes in circumstances, such as those described above, may cause a commercial refined coal plant to be moved to a different power generation facility, which could require us to invest additional capital.

• Demand for commercial refined coal plants. The implementation of environmental regulations regarding certain pollution control and permitting requirements has been delayed from time to time due to various lawsuits. The uncertainty created by litigation and reconsiderations of rule-making by the Environmental Protection Agency could negatively impact power generational facilities’ demand for commercial refined coal plants, should we need to move them as described above.

• Intellectual property risks. Other companies may make claims of intellectual property infringement with respect to The Chem-Mod™ Solution. Such intellectual property claims, with or without merit, could require that Chem-Mod (or we and our investment and operational partners) obtain a license to use the intellectual property, which might not be obtainable on favorable terms, if at all. If Chem-Mod (or we and our investment and operational partners) cannot defend such claims or obtain necessary licenses on reasonable terms, the operations may be precluded from using The Chem-Mod™ Solution.

• Strategic alternatives risk. While we currently expect to continue to hold at least a portion of these refined coal investments, if for any reason in the future we decide to sell more of our interests, the discount rate on future cash flows could be excessive, and could result in an impairment on our investment.

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The IRC Section 45 operations in which we have invested and the by-products from such operations may result in environmental and product liability claims and environmental compliance costs.

The construction and operation of the IRC Section 45 operations are subject to Federal, state and local laws, regulations and potential liabilities arising under or relating to the protection or preservation of the environment, natural resources and human health and safety. Such laws and regulations generally require the operations and/or the utilities at which the operations are located to obtain and comply with various environmental registrations, licenses, permits, inspections and other approvals. Such laws and regulations also impose liability, without regard to fault or the legality of a party’s conduct, on certain entities that are considered to have contributed to, or are otherwise involved in, the release or threatened release of hazardous substances into the environment. Such hazardous substances could be released as a result of burning refined coal produced using The Chem-Mod™ Solution in a number of ways, including air emissions, waste water, and by-products such as fly ash. One party may, under certain circumstances, be required to bear more than its share or the entire share of investigation and cleanup costs at a site if payments or participation cannot be obtained from other responsible parties. By using The Chem-Mod™ Solution at locations owned and operated by others, we and our partners may be exposed to the risk of becoming liable for environmental damage we may have had little, if any, involvement in creating. Such risk remains even after production ceases at an operation to the extent the environmental damage can be traced to the types of chemicals or compounds used or operations conducted in connection with The Chem-Mod™ Solution. For example, we and our partners could face the risk of product and environmental liability claims related to concrete incorporating fly ash produced using The Chem-Mod™ Solution. No assurances can be given that contractual arrangements and precautions taken to ensure assumption of these risks by facility owners or operators will result in that facility owner or operator accepting full responsibility for any environmental damage. It is also not uncommon for private claims by third parties alleging contamination to also include claims for personal injury, property damage, diminution of property or similar claims. Furthermore, many environmental, health and safety laws authorize citizen suits, permitting third parties to make claims for violations of laws or permits and force compliance. Our insurance may not cover all environmental risk and costs or may not provide sufficient coverage in the event of an environmental claim. If significant uninsured losses arise from environmental damage or product liability claims, or if the costs of environmental compliance increase for any reason, our results of operations and financial condition could be adversely affected.

We have historically benefited from IRC Section 29 tax credits and that law expired on December 31, 2007. The disallowance of IRC Section 29 tax credits would likely cause a material loss.

The law permitting us to claim IRC Section 29 tax credits related to our synthetic coal operations expired on December 31, 2007. We believe our claim for IRC Section 29 tax credits in 2007 and prior years is in accordance with IRC Section 29 and four private letter rulings previously obtained by IRC Section 29-related limited liability companies in which we had an interest. We understand these private letter rulings are consistent with those issued to other taxpayers and have received no indication from the IRS that it will seek to revoke or modify them. However, while our synthetic coal operations are not currently under audit, the IRS could place those operations under audit and an adverse outcome may cause a material loss or cause us to be subject to liability under indemnification obligations related to prior sales of partnership interests in partnerships claiming IRC Section 29 tax credits. For additional information about the potential negative effects of adverse tax audits and related indemnification contingencies, see the discussion on IRC Section 29 tax credits included in “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

We are exposed to various risks relating to losses on investments held by our corporate segment.

Our corporate segment holds a variety of investments. These investments are subject to risk of loss due to a variety of causes, including general overall economic conditions, the effects of changes in interest rates, various regulatory issues, credit risk, potential litigation, tax audits and disputes, failure to monetize in an effective and/or cost-efficient manner and poor operating results. Any of these consequences may diminish the value of our invested assets and adversely affect our net worth and profitability. Additionally, our cash holdings, including cash held in our fiduciary capacity, are subject to the credit, liquidity and other risks faced by our financial institution counterparties.

The agreements and instruments governing our debt contain restrictions and limitations that could significantly impact our ability to operate our business.

The agreements governing our debt contain covenants that, among other things, restrict our ability to dispose of assets, incur additional debt, prepay other debt or amend other debt instruments, pay dividends, engage in certain asset sales, mergers, acquisitions or similar transactions, create liens on assets, engage in certain transactions with affiliates, change our business or make investments.

The restrictions in the agreements governing our debt may prevent us from taking actions that we believe would be in the best interest of our business and our stockholders and may make it difficult for us to execute our business strategy successfully or effectively compete with companies that are not similarly restricted. We may also incur future debt obligations that might subject us to additional or more restrictive covenants that could affect our financial and operational flexibility, including our ability to pay dividends. We cannot make any assurances that we will be able to refinance our debt or obtain additional financing on terms acceptable to us, or at all.

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A failure to comply with the restrictions under the agreements governing our debt could result in a default under the financing obligations or could require us to obtain waivers from our lenders for failure to comply with these restrictions. The occurrence of a default that remains uncured or the inability to secure a necessary consent or waiver could cause our obligations with respect to our debt to be accelerated and have a material adverse effect on our financial condition and results of operations.

In the event we issue common stock as consideration for certain acquisitions we may make, we could dilute share ownership.

We grow our business organically as well as through acquisitions. One method of acquiring companies or otherwise funding our corporate activities is through the issuance of additional equity securities. Should we issue additional equity securities, such issuances could have the effect of diluting our earnings per share as well as existing stockholders’ individual ownership percentages in our company.

Volatility of the price of our common stock could adversely affect our stockholders.

The market price of our common stock could fluctuate significantly as a result of:

• General economic and political conditions such as recessions, economic downturns and acts of war or terrorism;

• Quarterly variations in our operating results;

• Seasonality of our business cycle;

• Changes in the market’s expectations about our operating results;

• Our operating results failing to meet the expectation of securities analysts or investors in a particular period;

• Changes in financial estimates and recommendations by securities analysts concerning us or the financial services industry in general;

• Operating and stock price performance of other companies that investors deem comparable to us;

• News reports relating to trends in our markets, including any expectations regarding an upcoming “hard” or “soft” market;

• Changes in laws and regulations affecting our business;

• Material announcements by us or our competitors;

• The impact or perceived impact of developments relating to our investments, including the possible perception by securities analysts or investors that such investments divert management attention from our core operations;

• Quarter-to-quarter volatility in the earnings impact of IRC Section 45 tax credits from our clean energy investments, due to the application of accounting standards applicable to the recognition of tax credits; and

• Sales of substantial amounts of common shares by our directors, executive officers or significant stockholders or the perception that such sales could occur.

Shareholder class action lawsuits may be instituted against us following a period of volatility in our stock price. Any such litigation could result in substantial cost and a diversion of management’s attention and resources.

Item 1B. Unresolved Staff Comments.

Not applicable.

Item 2. Properties.

The executive offices of our corporate segment and certain subsidiary and branch facilities of our brokerage and risk management segments are located at Two Pierce Place, Itasca, Illinois, where we lease approximately 306,000 square feet of space, or approximately 60% of the building. The lease commitment on this property expires on February 28, 2018.

Elsewhere, we generally operate in leased premises related to the facilities of our brokerage and risk management operations. We prefer to lease office space rather than own real estate. Certain of our office space leases have options permitting renewals for additional periods. In addition to minimum fixed rentals, a number of our leases contain annual escalation clauses generally related to increases in an inflation index. See Note 13 to our 2013 consolidated financial statements for information with respect to our lease commitments as of December 31, 2013.

Item 3. Legal Proceedings.

Not applicable.

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Item 4. Mine Safety Disclosures.

Not applicable.

Executive Officers

Our executive officers are as follows:

Name	Age		Position and Year First Elected
J. Patrick Gallagher, Jr.		61	Chairman since 2006, President since 1990, Chief Executive Officer since 1995
Walter D. Bay		50	Corporate Vice President, General Counsel, Secretary since 2007
Richard C. Cary		51	Controller since 1997, Chief Accounting Officer since 2001
James W. Durkin, Jr.		64	Corporate Vice President, President of our Employee Benefit Brokerage Operation since 1985
Thomas J. Gallagher		55	Corporate Vice President since 2001, Chairman of our International Brokerage Operation since 2010
James S. Gault		61	Corporate Vice President since 1992, President of our Retail Property/Casualty Brokerage Operation since 2002
Douglas K. Howell		52	Corporate Vice President, Chief Financial Officer since 2003
Scott R. Hudson		52	Corporate Vice President and President of our Risk Management Operation since 2010
Susan E. McGrath		46	Corporate Vice President, Chief Human Resource Officer since 2007
David E. McGurn, Jr.		59	Corporate Vice President since 1993, President of our Wholesale Brokerage Operation since 2001

With the exception of Mr. Hudson, we have employed each such person principally in management capacities for more than the past five years. All executive officers are appointed annually and serve at the pleasure of our board of directors.

Prior to joining us on January 25, 2010, Mr. Hudson was a Director in the Insurance Practice of Bridge Strategy Group LLC, a consulting firm he co-founded in 1998. Prior to that, Mr. Hudson worked as a business consultant specializing in the insurance and financial services industry at Andersen Consulting LLP (now known as Accenture), and in senior roles at Information Consulting Group, McKinsey & Co. and Renaissance Worldwide.

Part II

Item 5. Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

Our common stock is listed on the New York Stock Exchange, trading under the symbol “AJG.” The following table sets forth information as to the price range of our common stock for the two-year period from January 1, 2012 through December 31, 2013 and the dividends declared per common share for such period. The table reflects the range of high and low sales prices per share as reported on the New York Stock Exchange composite listing.

Quarterly Periods	High		Low		Dividends Declared per Common Share
2013
First	$	41.31	$	34.97	$	.35
Second		45.87		40.51		.35
Third		45.89		41.11		.35
Fourth		48.49		43.57		.35
2012
First	$	36.33	$	32.01	$	.34
Second		38.24		33.75		.34
Third		37.56		34.46		.34
Fourth		36.99		34.20		.34

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As of January 31, 2014, there were approximately 1,000 holders of record of our common stock.

(c) Issuer Purchases of Equity Securities

The following table shows the purchases of our common stock made by or on behalf of Gallagher or any “affiliated purchaser” (as such term is defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934, as amended) of Gallagher for each fiscal month in the three-month period ended December 31, 2013:

Period	Total Number of Shares Purchased (1)		Average Price Paid per Share (2)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (3)		Maximum Number of Shares that May Yet be Purchased Under the Plans or Programs (3)
October 1 through October 31, 2013		44	$	45.92		—		10,000,000
November 1 through November 30, 2013		50		47.09		—		10,000,000
December 1 through December 31, 2013		17,219		45.96		—		10,000,000
Total		17,313	$	45.97		—

(1) Amounts in this column represent shares of our common stock purchased by the trustees of rabbi trusts established under our Deferred Equity Participation Plan (which we refer to as the Age 62 Plan), our Deferred Cash Participation Plan (which we refer to as the DCPP) and our Supplemental Savings and Thrift Plan (which we refer to as the Supplemental Plan), respectively. The Age 62 Plan is an unfunded, non-qualified deferred compensation plan that generally provides for distributions to certain of our key executives when they reach age 62 or upon or after their actual retirement. See Note 9 to the consolidated financial statements in this report for more information regarding the Age 62 Plan. The DCPP is an unfunded, non-qualified deferred compensation plan for certain key employees, other than executive officers, that generally provides for distributions no sooner than five years from the date of awards. Under the terms of the Age 62 Plan and the DCPP, we may contribute cash to the rabbi trust and instruct the trustee to acquire a specified number of shares of our common stock on the open market or in privately negotiated transactions based on participant elections. In the fourth quarter of 2013, we instructed the rabbi trustee for the Age 62 Plan and the DCPP to reinvest dividends paid into the plans in our common stock. The Supplemental Plan is an unfunded, non-qualified deferred compensation plan that allows certain highly compensated employees to defer amounts, including company match amounts, on a before-tax basis. Under the terms of the Supplemental Plan, all cash deferrals and company match amounts may be deemed invested, at the employee’s election, in a number of investment options that include various mutual funds, an annuity product and a fund representing our common stock. When an employee elects to deem his or her amounts under the Supplemental Plan invested in the fund representing our common stock, the trustee of the rabbi trust purchases the number of shares of our common stock equivalent to the amount deemed invested in the fund representing our common stock. We established the rabbi trusts for the Age 62 Plan, the DCPP and the Supplemental Plan to assist us in discharging our deferred compensation obligations under these plans. All assets of the rabbi trusts, including any shares of our common stock purchased by the trustees, remain, at all times, assets of the Company, subject to the claims of our creditors. The terms of the Age 62 Plan, the DCPP and the Supplemental Plan do not provide for a specified limit on the number of shares of common stock that may be purchased by the respective trustees of the rabbi trusts.

(2) The average price paid per share is calculated on a settlement basis and does not include commissions.

(3) We have a common stock repurchase plan that the board of directors adopted on May 10, 1988 and has periodically amended since that date to authorize additional shares for repurchase (the last amendment was on January 24, 2008). We did not repurchase any shares of our common stock under the repurchase plan during the fourth quarter of 2013. The repurchase plan has no expiration date and we are under no commitment or obligation to repurchase any particular amount of our common stock under the plan. At our discretion, we may suspend the repurchase plan at any time.

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Item 6. Selected Financial Data.

The following selected consolidated financial data for each of the five years in the period ended December 31, 2013 have been derived from our consolidated financial statements. Such data should be read in conjunction with our consolidated financial statements and notes thereto in Item 8 of this annual report.

	Year Ended December 31,
	2013			2012			2011			2010			2009
	(In millions, except per share and employee data)
Consolidated Statement of Earnings Data:
Commissions	$	1,553.1		$	1,302.5		$	1,127.4		$	957.3		$	912.9
Fees		1,059.5			971.7			870.2			735.0			733.8
Supplemental commissions		77.3			67.9			56.0			60.8			37.4
Contingent commissions		52.1			42.9			38.1			36.8			27.6
Investment income and other		437.6			135.3			43.0			74.3			17.6
Total revenues		3,179.6			2,520.3			2,134.7			1,864.2			1,729.3
Total expenses		2,905.1			2,275.0			1,926.9			1,661.2			1,518.2
Earnings before income taxes		274.5			245.3			207.8			203.0			211.1
Provision for income taxes		5.9			50.3			63.7			39.7			78.0
Earnings from continuing operations		268.6			195.0			144.1			163.3			133.1
Earnings (loss) from discontinued operations, net of income taxes		—			—			—			10.8			(4.5	)
Net earnings	$	268.6		$	195.0		$	144.1		$	174.1		$	128.6
Per Share Data:
Diluted earnings from continuing operations per share (1)	$	2.06		$	1.59		$	1.28		$	1.56		$	1.32
Diluted net earnings per share (1)		2.06			1.59			1.28			1.66			1.28
Dividends declared per common share (2)		1.40			1.36			1.32			1.28			1.28
Share Data:
Shares outstanding at year end		133.6			125.6			114.7			108.4			102.5
Weighted average number of common shares outstanding		128.9			121.0			111.7			104.8			100.5
Weighted average number of common and common equivalent shares outstanding		130.5			122.5			112.5			105.1			100.6
Consolidated Balance Sheet Data:
Total assets	$	6,860.5		$	5,352.3		$	4,483.5		$	3,596.0		$	3,250.3
Long-term debt less current portion		825.0			725.0			675.0			550.0			550.0
Total stockholders’ equity		2,085.5			1,658.6			1,243.6			1,106.7			892.9
Return on beginning stockholders’ equity (3)		16	%		16	%		13	%		20	%		17	%
Employee Data:
Number of employees - continuing operations at year end		16,336			13,707			12,383			10,736			9,840

(1) Based on the weighted average number of common and common equivalent shares outstanding during the year.

(2) Based on the total dividends declared on a share of common stock outstanding during the entire year.

(3) Represents net earnings divided by total stockholders’ equity, as of the beginning of the year.

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Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Introduction

The following discussion and analysis should be read in conjunction with our consolidated financial statements and the related notes included in Item 8 of this annual report. In addition, please see “Information Regarding Non-GAAP Measures and Other” on page 26 for a reconciliation of the non-GAAP measures for adjusted total revenues, organic commission, fee and supplemental commission revenues and adjusted EBITDAC to the comparable GAAP measures, as well as other important information regarding these measures.

We are engaged in providing insurance brokerage and third-party property/casualty claims settlement and administration services to entities in the U.S. and abroad. We believe that one of our major strengths is our ability to deliver comprehensively structured insurance and risk management services to our clients. Our brokers, agents and administrators act as intermediaries between insurers and their customers and we do not assume underwriting risks. We are headquartered in Itasca, Illinois, have operations in 24 countries and offer client-service capabilities in more than 140 countries globally through a network of correspondent brokers and consultants. We generate approximately 77% of our revenues for the combined brokerage and risk management segments domestically, with the remaining 23% derived internationally, primarily in Australia, Bermuda, Canada, the Caribbean, Singapore, New Zealand and the U.K. Substantially all of the revenues of the corporate segment are generated in the United States. We have three reportable segments: brokerage, risk management and corporate, which contributed approximately 68%, 19% and 13%, respectively, to 2013 revenues. Our major sources of operating revenues are commissions, fees and supplemental and contingent commissions from brokerage operations and fees from risk management operations. Investment income is generated from our investment portfolio, which includes invested cash and fiduciary funds, as well as clean energy and other investments.

This Management’s Discussion and Analysis of Financial Condition and Results of Operations contains certain statements relating to future results which are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Please see “Information Concerning Forward-Looking Statements” in Part I of this annual report, for certain cautionary information regarding forward-looking statements and a list of factors that could cause our actual results to differ materially from those predicted in the forward-looking statements.

Overview and 2013 Financial Highlights

We have generated positive organic growth in the last twelve quarterly periods in both our brokerage and risk management segments. Based on our experience, we believe we are seeing continued evidence of moderate rate increases and our customers are increasingly optimistic about their business prospects. The first quarter 2013 Council of Insurance Agents & Brokers (which we refer to as the CIAB) survey indicated that rates were up, on average 5.2% across all sized accounts. The second quarter 2013 CIAB survey indicated that rates were up, on average 4.3% across all sized accounts. The third quarter 2013 CIAB survey indicated that rates were up, on average 3.4% across all sized accounts. The fourth quarter 2013 CIAB survey had not been published as of the filing date of this report, but we anticipate that the trends evident in the third quarter 2013 survey continued into the fourth quarter. Rates continued to rise throughout 2013 as insurance carriers tightened their underwriting standards and pressed for higher pricing and deductibles on renewals in critical areas such as property and workers compensation. In addition, insurance carriers are still trying to reduce their exposure to property risks with catastrophic-loss exposure on the eastern coast of the U.S. due to the on-going impact of “Superstorm Sandy.” The third quarter 2013 survey also indicated that carriers have tightened terms and conditions and lowered limits for exposures, such as storm surge, flood and off-site power, among others. However, the overall firming market appears to have moderated during the second half of 2013. The CIAB represents the leading domestic and international insurance brokers, who write approximately 80% of the commercial property/casualty premiums in the U.S.

Our operating results improved in 2013 compared to 2012 in both our brokerage and risk management segments:

• In our brokerage segment, total revenues and adjusted total revenues were up 17% and 18%, respectively, base organic commission and fee revenues were up 5.6%, net earnings were up 31%, adjusted EBITDAC was up 23% and adjusted EBITDAC margins were up 110 basis points.

• In our risk management segment, total revenues and adjusted total revenues were up 7% and 8%, respectively, organic fees were up 9.3%, net earnings were up 9%, adjusted EBITDAC was up 6% and adjusted EBITDAC margins decreased by 20 basis points.

• In our combined brokerage and risk management segments, total revenues and adjusted total revenues were up 15% and 16%, respectively, organic commissions and fee revenues were up 6.5%, net earnings were up 27%, adjusted EBITDAC was up 20% and adjusted EBITDAC margins increased by 90 basis points.

• Our acquisition program finished strong and our integration efforts are on track. During the fourth quarter of 2013, the brokerage segment completed 13 acquisitions with annualized revenues of $193.5 million, bringing the total for 2013 to 30 acquisitions with annualized revenues of $369.9 million.

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• The risk management segment also closed a claim portfolio transfer from an insurance company, and going forward we expect to be their preferred administrator for certain claims. This transaction should generate another $12 to $15 million of annualized revenues for the risk management segment.

• As a result of our acquisition program and subsequent centralization efforts, during the fourth quarter of 2013 we took actions to contract our management ranks and related support staff, mostly in our international operations. As a result, pretax charges in the brokerage and risk management segments totaled $6.6 million and $1.5 million, respectively and should generate annual workforce cost savings of $9.0 million and $2.3 million, respectively.

• In our corporate segment, earnings from our clean energy investments contributed $63.7 million to net earnings in 2013. We anticipate our clean energy investments to generate between $65.0 million and $80.0 million to net earnings in 2014. We expect to use these additional earnings to continue our mergers and acquisition strategy in our core brokerage and risk management operations.

The following provides non-GAAP information that management believes is helpful when comparing 2013 revenues, EBITDAC and diluted net earnings (loss) per share to 2012.

Year Ended December 31,																	Diluted Net Earnings
	Revenues							EBITDAC									(Loss) Per Share
Segment	2013		2012		Chg			2013			2012			Chg			2013			2012			Chg
	(in millions)							(in millions)
Brokerage, as adjusted	$	2,139.1	$	1,816.2		18	%	$	510.7		$	414.2			23	%	$	1.65		$	1.43			15	%
Gains on book sales		5.2		3.9					5.2			3.9						0.03			0.02
Acquisition integration		—		—					(24.1	)		(19.3	)					(0.11	)		(0.10	)
Workforce and lease termination		—		—					(7.8	)		(14.4	)					(0.04	)		(0.07	)
Acquisition related adjustments		—		—					—			—						0.04			—
Levelized foreign currency translation		—		7.5					—			(1.1	)					—			(0.01	)
Brokerage, as reported		2,144.3		1,827.6					484.0			383.3						1.57			1.27
Risk Management, as adjusted		609.5		563.1		8	%		96.1			90.3			6	%		0.36			0.36			0	%
New Zealand earthquake claims administration		0.1		8.6					—			1.5						—			0.01
Workforce and lease termination		—		—					(1.7	)		(2.7	)					(0.01	)		(0.01	)
South Australia and claim portfolio transfer ramp up		1.4		—					0.1			(2.1	)					—			(0.01	)
Risk Management, as reported		611.0		571.7					94.5			87.0						0.35			0.35
Total Brokerage and Risk Management, as reported		2,755.3		2,399.3					578.5			470.3						1.92			1.62
Corporate, as reported		424.3		121.0					(73.6	)		(38.2	)					0.14			(0.03	)
Total Company, as reported	$	3,179.6	$	2,520.3				$	504.9		$	432.1					$	2.06		$	1.59

We achieved these results by, among other things, demonstrating expense discipline and headcount control, continuing to pursue our acquisition strategy and generating organic growth in our core businesses. In 2013, we continued to expand our international operations through both acquisitions and organic growth. By the end of 2013, 23% of our revenues were generated internationally in our combined brokerage and risk management segments, compared with 21% in 2012. We expect this international revenue trend to continue in 2014.

Insurance Market Overview

Fluctuations in premiums charged by property/casualty insurance carriers have a direct and potentially material impact on the insurance brokerage industry. Commission revenues are generally based on a percentage of the premiums paid by insureds and normally follow premium levels. Insurance premiums are cyclical in nature and may vary widely based on market conditions. Various factors, including competition for market share among insurance carriers, increased underwriting capacity and improved economies of scale following consolidations, can result in flat or reduced property/casualty premium rates (a “soft” market). A soft market tends to put downward pressure on commission revenues. Various countervailing factors, such as greater than anticipated loss experience and capital shortages, can result in increasing property/casualty premium rates (a “hard” market). A hard market tends to favorably impact commission revenues. Hard and soft markets may be broad-based or more narrowly focused across individual product lines or geographic areas.

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As markets harden, certain insureds, who are the buyers of insurance (our brokerage clients), have historically resisted paying increased premiums and the higher commissions these premiums generate. Such resistance often causes some buyers to raise their deductibles and/or reduce the overall amount of insurance coverage they purchase. As the market softens, or costs decrease, these trends have historically reversed. During a hard market, buyers may switch to negotiated fee in lieu of commission arrangements to compensate us for placing their risks, or may consider the alternative insurance market, which includes self-insurance, captives, rent-a-captives, risk retention groups and capital market solutions to transfer risk. According to industry estimates, these mechanisms now account for 50% of the total U.S. commercial property/casualty market. Our brokerage units are very active in these markets as well. While increased use by insureds of these alternative markets historically has reduced commission revenue to us, such trends generally have been accompanied by new sales and renewal increases in the areas of risk management, claims management, captive insurance and self-insurance services and related growth in fee revenue.

Inflation tends to increase the levels of insured values and risk exposures, resulting in higher overall premiums and higher commissions. However, the impact of hard and soft market fluctuations has historically had a greater impact on changes in premium rates, and therefore on our revenues, than inflationary pressures.

Recent Events

In 2013, the insurance market continued to show signs of “firming” (as opposed to traditional “hardening”) across many lines and geographic areas. In this environment, rates increased at a moderate pace, clients could still obtain coverage, businesses continued to stay in standard-line markets and there was adequate capacity in the insurance market. It is not clear whether this firming is sustainable given the uncertainty of the current economic environment. Despite the official end of the recession and recent signs of an economic recovery, the deterioration in the economy that began in the fall of 2008 continued to adversely impact us in 2013, and could continue to do so in future years as a result of potential reductions in the overall amount of insurance coverage that our clients may purchase due to reductions in, among other things, their headcount, payroll, properties and the market value of their assets. Such reductions could also adversely impact our commission revenues in future years if the property/casualty insurance carriers perform exposure audits that lead to subsequent downward premium adjustments. We record the income effects of subsequent premium adjustments when the adjustments become known and, as a result, any improvement in our results of operations and financial condition may lag an improvement in the economy.

Clean energy investments - In 2009 and 2011, we built a total of 29 commercial clean coal production plants to produce refined coal using Chem-Mod’s (see below) proprietary technologies. In addition, on September 1, 2013, we purchased a 99% interest in a limited liability company that has ownership interests in four limited liability companies that own five clean coal production plants. We believe these operations produce refined coal that qualifies for tax credits under IRC Section 45. The law that provides for IRC Section 45 tax credits expires in December 2019 for the fourteen plants we built and placed in service in 2009 (2009 Era Plants) and in December 2021 for the fifteen plants we built and placed in service in 2011, plus the five plants we purchased interests in that were placed in service in 2011 (2011 Era Plants).

Twenty-eight plants are under long-term production contracts with several utilities. The remaining six plants are in various stages of engineering, negotiating, finalizing and signing long-term production contracts. Several of the remaining six plants could be in production starting in late 2014 with the balance expected to be in production in 2015.

We also own a 46.54% controlling interest in Chem-Mod, which has been marketing The Chem-Mod™ Solution proprietary technologies principally to refined fuel plants that sell refined fuel to coal-fired power plants owned by utility companies, including those plants in which we hold interests. Based on current production estimates provided by licensees, Chem-Mod could generate for us approximately $3.6 million of net after-tax earnings per quarter.

Our current estimate of the 2014 annual after-tax earnings that could be generated from all of our clean energy investments in 2014 is between $65.0 million to $80.0 million. If we continue to have success in entering additional long-term production contracts, we could generate more after-tax earnings in 2015 and beyond.

All estimates set forth above regarding the future results of our clean energy investments are subject to significant risks, including those set forth in the risk factors regarding our IRC Section 45 investments under Item 1A, “Risk Factors.”

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Critical Accounting Policies

Our consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (which we refer to as GAAP), which require management to make estimates and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes. We believe the following significant accounting policies may involve a higher degree of judgment and complexity. See Note 1 to our consolidated financial statements for other significant accounting policies.

Revenue Recognition - We recognize commission revenues at the later of the billing or the effective date of the related insurance policies, net of an allowance for estimated policy cancellations. We recognize commission revenues related to installment premiums as the installments are billed. We recognize supplemental commission revenues using internal data and information received from insurance carriers that allows us to reasonably estimate the supplemental commissions earned in the period. A supplemental commission is a commission paid by an insurance carrier that is above the base commission paid, is determined by the insurance carrier based on historical performance criteria and is established annually in advance of the contractual period. We recognize contingent commissions and commissions on premiums directly billed by insurance carriers as revenue when we have obtained the data necessary to reasonably determine such amounts. Typically, we cannot reasonably determine these types of commission revenues until we have received the cash or the related policy detail or other carrier specific information from the insurance carrier. A contingent commission is a commission paid by an insurance carrier based on the overall profit and/or volume of the business placed with that insurance carrier during a particular calendar year and is determined after the contractual period. Commissions on premiums billed directly by insurance carriers to the insureds generally relate to a large number of property/casualty insurance policy transactions, each with small premiums, and comprise a substantial portion of the revenues generated by our employee benefit brokerage operations. Under these direct bill arrangements, the insurance carrier controls the entire billing and policy issuance process. We record the income effects of subsequent premium adjustments when the adjustments become known. Fee revenues generated from the brokerage segment primarily relate to fees negotiated in lieu of commissions that we recognize in the same manner as commission revenues. Fee revenues generated from the risk management segment relate to third party claims administration, loss control and other risk management consulting services, that we provide over a period of time, typically one year. We recognize these fee revenues ratably as the services are rendered and record the income effects of subsequent fee adjustments when the adjustments become known.

Premiums and fees receivable in our consolidated balance sheet are net of allowances for estimated policy cancellations and doubtful accounts. We establish the allowance for estimated policy cancellations through a charge to revenues and the allowance for doubtful accounts through a charge to other operating expenses. Both of these allowances are based on estimates and assumptions using historical data to project future experience. Such estimates and assumptions could change in the future as more information becomes known which could impact the amounts reported and disclosed herein. We periodically review the adequacy of these allowances and make adjustments as necessary.

Income Taxes - Our tax rate reflects the statutory tax rates applicable to our taxable earnings and tax planning in the various jurisdictions in which we operate. Significant judgment is required in determining the annual effective tax rate and in evaluating uncertain tax positions. We report a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in our tax return. We evaluate our tax positions using a two-step process. The first step involves recognition. We determine whether it is more likely than not that a tax position will be sustained upon tax examination based solely on the technical merits of the position. The technical merits of a tax position are derived from both statutory and judicial authority (legislation and statutes, legislative intent, regulations, rulings and case law) and their applicability to the facts and circumstances of the position. If a tax position does not meet the “more likely than not” recognition threshold, we do not recognize the benefit of that position in the financial statements. The second step is measurement. A tax position that meets the “more likely than not” recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The tax position is measured as the largest amount of benefit that has a likelihood of greater than 50% of being realized upon ultimate resolution with a taxing authority.

Uncertain tax positions are measured based upon the facts and circumstances that exist at each reporting period and involve significant management judgment. Subsequent changes in judgment based upon new information may lead to changes in recognition, derecognition and measurement. Adjustments may result, for example, upon resolution of an issue with the taxing authorities, or expiration of a statute of limitations barring an assessment for an issue. We recognize interest and penalties, if any, related to unrecognized tax benefits in our provision for income taxes. See Note 14 to our consolidated financial statements for a discussion regarding the possibility that our gross unrecognized tax benefits balance may change within the next twelve months.

Tax law requires certain items to be included in our tax returns at different times than such items are reflected in the financial statements. As a result, the annual tax expense reflected in our consolidated statements of earnings is different than that reported in the tax returns. Some of these differences are permanent, such as expenses that are not deductible in the returns, and some differences are temporary and reverse over time, such as depreciation expense and amortization expense deductible for income tax purposes. Temporary differences create deferred tax assets and liabilities. Deferred tax liabilities generally represent tax expense recognized in the financial statements for which a tax payment has been deferred, or expense which has been deducted in the tax return but has not yet been recognized in the financial statements. Deferred tax assets generally represent items that can be used as a tax deduction or credit in tax returns in future years for which a benefit has already been recorded in the financial statements.

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We establish or adjust valuation allowances for deferred tax assets when we estimate that it is more likely than not that future taxable income will be insufficient to fully use a deduction or credit in a specific jurisdiction. In assessing the need for the recognition of a valuation allowance for deferred tax assets, we consider whether it is more likely than not that some portion, or all, of the deferred tax assets will not be realized and adjust the valuation allowance accordingly. We evaluate all significant available positive and negative evidence as part of our analysis. Negative evidence includes the existence of losses in recent years. Positive evidence includes the forecast of future taxable income by jurisdiction, tax-planning strategies that would result in the realization of deferred tax assets and the presence of taxable income in prior carryback years. The underlying assumptions we use in forecasting future taxable income require significant judgment and take into account our recent performance. The ultimate realization of deferred tax assets depends on the generation of future taxable income during the periods in which temporary differences are deductible or creditable.

Intangible Assets/Earnout Obligations - Intangible assets represent the excess of cost over the estimated fair value of net tangible assets of acquired businesses. Our primary intangible assets are classified as either goodwill, expiration lists, non-compete agreements or trade names. Expiration lists, non-compete agreements and trade names are amortized using the straight-line method over their estimated useful lives (three to fifteen years for expiration lists, three to five years for non-compete agreements and five to fifteen years for trade names), while goodwill is not subject to amortization. The establishment of goodwill, expiration lists, non-compete agreements and trade names and the determination of estimated useful lives are primarily based on valuations we receive from qualified independent appraisers. The calculations of these amounts are based on estimates and assumptions using historical and pro forma data and recognized valuation methods. Different estimates or assumptions could produce different results. We carry intangible assets at cost, less accumulated amortization in our consolidated balance sheet.

We review all of our intangible assets for impairment at least annually and whenever events or changes in business circumstances indicate that the carrying value of the assets may not be recoverable. We perform these impairment reviews at the reporting unit level with respect to goodwill and at the business unit level for amortizable intangible assets. In reviewing intangible assets, if the fair value were less than the carrying amount of the respective (or underlying) asset, an indicator of impairment would exist and further analysis would be required to determine whether or not a loss would need to be charged against current period earnings. Based on the results of impairment reviews in 2013, 2012 and 2011, we wrote off $2.2 million, $3.5 million and $4.6 million, respectively, of amortizable intangible assets primarily related to prior year acquisitions of our brokerage segment. The determinations of impairment indicators and fair value are based on estimates and assumptions related to the amount and timing of future cash flows and future interest rates. Different estimates or assumptions could produce different results.

Current accounting guidance related to business combinations requires us to estimate and recognize the fair value of liabilities related to potential earnout obligations as of the acquisition dates for all of our acquisitions subject to earnout provisions. The maximum potential earnout payables disclosed in the notes to our consolidated financial statements represent the maximum amount of additional consideration that could be paid pursuant to the terms of the purchase agreement for the applicable acquisition. The amounts recorded as earnout payables, which are primarily based upon the estimated future operating results of the acquired entities over a two- to three-year period subsequent to the acquisition date, are measured at fair value as of the acquisition date and are included on that basis in the recorded purchase price consideration. We will record subsequent changes in these estimated earnout obligations, including the accretion of discount, in our consolidated statement of earnings when incurred.

The fair value of these earnout obligations is based on the present value of the expected future payments to be made to the sellers of the acquired entities in accordance with the provisions outlined in the respective purchase agreements. In determining fair value, we estimate the acquired entity’s future performance using financial projections that are developed by management for the acquired entity and market participant assumptions that are derived for revenue growth and/or profitability. We estimate future payments using the earnout formula and performance targets specified in each purchase agreement and these financial projections. We then discount these payments to present value using a risk-adjusted rate that takes into consideration market-based rates of return that reflect the ability of the acquired entity to achieve the targets. Changes in financial projections, market participant assumptions for revenue growth and/or profitability, or the risk-adjusted discount rate, would result in a change in the fair value of recorded earnout obligations. See Note 3 to our consolidated financial statements for additional discussion on our 2013 business combinations.

Business Combinations and Dispositions

See Note 3 to our consolidated financial statements for a discussion of our 2013 business combinations. We did not have any material dispositions in 2013, 2012 or 2011. Historically, we have used acquisitions to grow our brokerage segment’s commission and fee revenues. Acquisitions allow us to expand into desirable geographic locations and further extend our presence in the retail and wholesale insurance brokerage services industries. We expect that our brokerage segment’s commission and fee revenues will continue to grow as a result of acquisitions. We intend to continue to consider, from time to time, additional acquisitions for our brokerage and risk management segments on terms that we deem advantageous. At any particular time, we are generally engaged in discussions with multiple acquisition candidates. However, we can make no assurances that any additional acquisitions will be consummated, or, if consummated, that they will be advantageous to us.

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Results of Operations

Information Regarding Non-GAAP Measures and Other

In the discussion and analysis of our results of operations that follows, in addition to reporting financial results in accordance with GAAP, we provide information regarding EBITDAC, EBITDAC margin, adjusted EBITDAC, adjusted EBITDAC margin, diluted net earnings per share (as adjusted) for the brokerage and risk management segments, adjusted revenues, adjusted compensation and operating expenses, adjusted compensation expense ratio, adjusted operating expense ratio and organic revenue measures for each operating segment. These measures are not in accordance with, or an alternative to, the GAAP information provided in this report. We believe that these presentations provide useful information to management, analysts and investors regarding financial and business trends relating to our results of operations and financial condition. Our industry peers may provide similar supplemental non-GAAP information related to organic revenues and EBITDAC, although they may not use the same or comparable terminology and may not make identical adjustments. The non-GAAP information we provide should be used in addition to, but not as a substitute for, the GAAP information provided. Certain reclassifications have been made to the prior-year amounts reported in this report in order to conform them to the current year presentation.

Adjusted presentation - We believe that the adjusted presentation of our 2013, 2012 and 2011 information, presented on the following pages, provides stockholders and other interested persons with useful information regarding certain financial metrics that may assist such persons in analyzing our operating results as they develop a future earnings outlook for us. The after-tax amounts related to the adjustments were computed using the normalized effective tax rate for each respective period.

• Adjusted revenues and expenses - We define these measures as revenues, compensation expense and operating expense, respectively, each adjusted to exclude net gains realized from sales of books of business, acquisition integration costs, New Zealand earthquake claims administration, South Australia and claim portfolio transfer ramp up fees/costs, workforce related charges, lease termination related charges, acquisition related adjustments, litigation settlements and the impact of foreign currency translation, as applicable. Integration costs include costs related to transactions not expected to occur on an ongoing basis in the future once we fully assimilate the applicable acquisition. These costs are typically associated with redundant workforce, extra lease space, duplicate services and external costs incurred to assimilate the acquisition with our IT related systems.

• Adjusted ratios - Adjusted compensation expense ratio and adjusted operating expense ratio are defined as adjusted compensation expense and adjusted operating expense, respectively, each divided by adjusted revenues.

Earnings Measures - We believe that the presentation of EBITDAC, EBITDAC margin, adjusted EBITDAC, adjusted EBITDAC margin and diluted net earnings per share (as adjusted) for the brokerage and risk management segment, each as defined below, provides a meaningful representation of our operating performance. We consider EBITDAC and EBITDAC margin as a way to measure financial performance on an ongoing basis. Adjusted EBITDAC, adjusted EBITDAC margin and diluted net earnings per share (as adjusted) for the brokerage and risk management segments are presented to improve the comparability of our results between periods by eliminating the impact of items that have a high degree of variability.

• EBITDAC - We define this measure as net earnings before interest, income taxes, depreciation, amortization and the change in estimated acquisition earnout payables.

• EBITDAC margin - We define this measure as EBITDAC divided by total revenues.

• Adjusted EBITDAC - We define this measure as EBITDAC adjusted to exclude net gains realized from sales of books of business, acquisition integration costs, workforce related charges, lease termination related charges, New Zealand earthquake claims administration costs, South Australia and claim portfolio transfer ramp up fees/costs, acquisition related adjustments and the period-over-period impact of foreign currency translation, as applicable.

• Adjusted EBITDAC margin - We define this measure as adjusted EBITDAC divided by total adjusted revenues (defined above).

• Diluted net earnings per share (as adjusted) - We define this measure as net earnings adjusted to exclude the after-tax impact of net gains realized from sales of books of business, acquisition integration costs, New Zealand earthquake claims administration, South Australia and claim portfolio transfer ramp up fees/costs, workforce related charges, lease termination related charges, acquisition related adjustments the period-over-period impact of foreign currency translation, as applicable, divided by diluted weighted average shares outstanding.

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Organic Revenues - For the brokerage segment, organic change in base commission and fee revenues excludes the first twelve months of net commission and fee revenues generated from acquisitions accounted for as purchases and the net commission and fee revenues related to operations disposed of in each year presented. These commissions and fees are excluded from organic revenues in order to help interested persons analyze the revenue growth associated with the operations that were a part of our business in both the current and prior year. In addition, change in organic growth excludes the impact of supplemental and contingent commission revenues and the period-over-period impact of foreign currency translation and disposed of operations. The amounts excluded with respect to foreign currency translation are calculated by applying current year foreign exchange rates to the same prior year periods. For the risk management segment, organic change in fee revenues excludes the first twelve months of fee revenues generated from acquisitions accounted for as purchases and the fee revenues related to operations disposed of in each year presented. In addition, change in organic growth excludes the impact of South Australian ramp up fees, New Zealand earthquake claims administration and the period-over-period impact of foreign currency translation to improve the comparability of our results between periods by eliminating the impact of the items that have a high degree of variability or due to the limited-time nature of these revenue sources.

These revenue items are excluded from organic revenues in order to determine a comparable measurement of revenue growth that is associated with the revenue sources that are expected to continue in 2014 and beyond. We have historically viewed organic revenue growth as an important indicator when assessing and evaluating the performance of our brokerage and risk management segments. We also believe that using this measure allows financial statement users to measure, analyze and compare the growth from our brokerage and risk management segments in a meaningful and consistent manner.

Reconciliation of Non-GAAP Information Presented to GAAP Measures - This report includes tabular reconciliations to the most comparable GAAP measures for adjusted revenues, adjusted compensation expense and adjusted operating expense, EBITDAC, EBITDAC margin, adjusted EBITDAC, adjusted EBITDAC margin, diluted net earnings per share (as adjusted) and organic revenue measures.

Other Information

Allocations of investment income and certain expenses are based on reasonable assumptions and estimates primarily using revenue, headcount and other information. We allocate the provision for income taxes to the brokerage and risk management segments as if those segments were computing income tax provisions on a separate company basis. As a result, the provision for income taxes for the corporate segment reflects the entire benefit to us of the IRC Section 45 credits generated, because that is the segment which produced the credits. The law that provides for IRC Section 45 tax credits substantially expires in December 2019 for our fourteen 2009 Era Plants and in December 2021 for our twenty 2011 Era Plants. We anticipate reporting an effective tax rate of approximately 37.0% to 39.0% in both our brokerage segment and our risk management segment for the foreseeable future. Reported operating results by segment would change if different allocation methods were applied.

In the discussion that follows regarding our results of operations, we also provide the following ratios with respect to our operating results: pretax profit margin, compensation expense ratio and operating expense ratio. Pretax profit margin represents pretax net earnings divided by total revenues. The compensation expense ratio is compensation expense divided by total revenues. The operating expense ratio is operating expense divided by total revenues.

Brokerage Segment

The brokerage segment accounted for 68% of our revenue in 2013. Our brokerage segment is primarily comprised of retail and wholesale brokerage operations. Our retail brokerage operations negotiate and place property/casualty, employer-provided health and welfare insurance and retirement solutions, principally for middle-market commercial, industrial, public entity, religious and not-for-profit entities. Many of our retail brokerage customers choose to place their insurance with insurance underwriters, while others choose to use alternative vehicles such as self-insurance pools, risk retention groups or captive insurance companies. Our wholesale brokerage operations assist our brokers and other unaffiliated brokers and agents in the placement of specialized, unique and hard-to-place insurance programs.

Our primary sources of compensation for our retail brokerage services are commissions paid by insurance companies, which are usually based upon a percentage of the premium paid by insureds, and brokerage and advisory fees paid directly by our clients. For wholesale brokerage services, we generally receive a share of the commission paid to the retail broker from the insurer. Commission rates are dependent on a number of factors, including the type of insurance, the particular insurance company underwriting the policy and whether we act as a retail or wholesale broker. Advisory fees are dependent on the extent and value of services we provide. In addition, under certain circumstances, both retail brokerage and wholesale brokerage services receive supplemental and contingent commissions. A supplemental commission is a commission paid by an insurance carrier that is above the base commission paid, is determined by the insurance carrier and is established annually in advance of the contractual period based on historical performance criteria. A contingent commission is a commission paid by an insurance carrier based on the overall profit and/or volume of the business placed with that insurance carrier during a particular calendar year and is determined after the contractual period.

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Financial information relating to our brokerage segment results for 2013, 2012 and 2011 (in millions, except per share, percentages and workforce data):

Statement of Earnings	2013			2012			Change			2012			2011			Change
Commissions	$	1,553.1		$	1,302.5		$	250.6		$	1,302.5		$	1,127.4		$	175.1
Fees		450.5			403.2			47.3			403.2			324.1			79.1
Supplemental commissions		77.3			67.9			9.4			67.9			56.0			11.9
Contingent commissions		52.1			42.9			9.2			42.9			38.1			4.8
Investment income		6.1			7.2			(1.1	)		7.2			5.4			1.8
Gains realized on books of business sales		5.2			3.9			1.3			3.9			5.5			(1.6	)
Total revenues		2,144.3			1,827.6			316.7			1,827.6			1,556.5			271.1
Compensation		1,290.4			1,131.6			158.8			1,131.6			968.4			163.2
Operating		369.9			312.7			57.2			312.7			267.3			45.4
Depreciation		31.1			24.7			6.4			24.7			21.2			3.5
Amortization		122.7			96.2			26.5			96.2			77.0			19.2
Change in estimated acquisition earnout payables		2.6			3.6			(1.0	)		3.6			(6.2	)		9.8
Total expenses		1,816.7			1,568.8			247.9			1,568.8			1,327.7			241.1
Earnings before income taxes		327.6			258.8			68.8			258.8			228.8			30.0
Provision for income taxes		122.8			103.0			19.8			103.0			88.6			14.4
Net earnings	$	204.8		$	155.8		$	49.0		$	155.8		$	140.2		$	15.6
Diluted net earnings per share	$	1.57		$	1.27		$	0.30		$	1.27		$	1.25		$	0.02
Other Information
Change in diluted net earnings per share		24	%		2	%					2	%		(3	%)
Growth in revenues		17	%		17	%					17	%		16	%
Organic change in commissions and fees		6	%		4	%					4	%		3	%
Compensation expense ratio		60	%		62	%					62	%		62	%
Operating expense ratio		17	%		17	%					17	%		17	%
Effective income tax rate		37	%		40	%					40	%		39	%
Workforce at end of period (includes acquisitions)		11,193			9,002						9,002			7,868
Identifiable assets at December 31	$	5,522.7		$	4,196.8					$	4,196.8		$	3,346.6
EBITDAC
Net earnings	$	204.8		$	155.8		$	49.0		$	155.8		$	140.2		$	15.6
Provision for income taxes		122.8			103.0			19.8			103.0			88.6			14.4
Depreciation		31.1			24.7			6.4			24.7			21.2			3.5
Amortization		122.7			96.2			26.5			96.2			77.0			19.2
Change in estimated acquisition earnout payables		2.6			3.6			(1.0	)		3.6			(6.2	)		9.8
EBITDAC	$	484.0		$	383.3		$	100.7		$	383.3		$	320.8		$	62.5
EBITDAC margin		23	%		21	%					21	%		21	%
EBITDAC growth		26	%		19	%					19	%		7	%

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The following provides non-GAAP information that management believes is helpful when comparing 2013 EBITDAC and adjusted EBITDAC to 2012, and 2012 EBITDAC and adjusted EBITDAC to 2011 (in millions):

	2013			2012			2011
Total EBITDAC - see computation above	$	484.0		$	383.3		$	320.8
Net gains from books of business sales		(5.2	)		(3.9	)		(5.5	)
Acquisition integration		24.1			19.3			16.0
Earnout related compensation charge		—			—			7.0
Workforce and lease termination related charges		7.8			14.4			2.6
Levelized foreign currency translation		—			1.1			0.8
Adjusted EBITDAC	$	510.7		$	414.2		$	341.7
Adjusted EBITDAC change		23.3	%		21.2	%		17.7	%
Adjusted EBITDAC margin - see page 22		23.9	%		22.8	%		22.0	%

Effective May 12, 2011, we acquired HLG Holdings, Ltd. (Heath Lambert) for cash, net of cash received, of £99.7 million ($164.0 million as of the acquisition date). Prior to our acquisition of Heath Lambert, it sold nearly all lines of property/casualty and employee benefit insurance products through 1,200 professionals in 16 offices throughout the U.K. Acquisition integration costs include costs related to our May 12, 2011 acquisition of Heath Lambert, our August 12, 2013 acquisition of Bollinger and our November 14, 2013 acquisition of Giles that are not expected to occur on an ongoing basis in the future once we fully assimilate these acquisitions. These costs relate to redundant workforce, extra lease space, duplicate services and external costs incurred to assimilate the acquired businesses with our IT related systems. The Heath Lambert integration costs in 2013 totaled $7.7 million and were primarily related to the consolidation of offices in London. The Bollinger integration costs in 2013 totaled $5.7 million and were primarily related to technology costs, the onboarding of over 500 employees and incentive compensation. The Giles integration costs in 2013 totaled $2.7 million and were primarily related to technology costs, the onboarding of over 1,100 employees and incentive compensation. The prior period integration costs relate to the Heath Lambert acquisition only. The full integration of the Heath Lambert operations into our existing operations was completed in the third quarter of 2013. Integration costs related to the Bollinger acquisition are expected to range between $2.0 million to $3.0 million per quarter through 2014. Integration costs related to the Giles acquisition are expected to range between $2.5 million to $4.0 million per quarter through 2014.

Commissions and fees - The aggregate increase in commissions and fees for 2013 was principally due to revenues associated with acquisitions that were made during 2013 ($216.8 million). Commissions and fees in 2013 included new business production and renewal rate increases of $246.8 million, which was offset by lost business of $165.7 million. The aggregate increase in commissions and fees for 2012 was principally due to revenues associated with acquisitions that were made during 2012 ($200.1 million). Commissions and fees in 2012 included new business production and renewal rate increases of $205.7 million, which was offset by lost business of $151.6 million. The organic change in base commission and fee revenues was 6% in 2013, 4% in 2012 and 3% in 2011. Commission revenues increased 19% and fee revenues increased 12% in 2013 compared to 2012. Commission revenues increased 16% and fee revenues increased 24% in 2012 compared to 2011.

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Items excluded from organic revenue computations yet impacting revenue comparisons for 2013, 2012 and 2011 include the following (in millions):

	2013 Organic Revenue						2012 Organic Revenue						2011 Organic Revenue
	2013			2012			2012			2011			2011			2010
Commissions and Fees
Commission revenues as reported	$	1,553.1		$	1,302.5		$	1,302.5		$	1,127.4		$	1,127.4		$	957.3
Fee revenues as reported		450.5			403.2			403.2			324.1			324.1			274.9
Less commission and fee revenues from acquisitions		(216.8	)		—			(200.1	)		—			(184.4	)		—
Less disposed of operations		—			(6.2	)		—			(8.1	)		—			(4.6	)
Levelized foreign currency translation		—			(6.7	)		—			(1.5	)		—			5.5
Organic base commission and fee revenues	$	1,786.8		$	1,692.8		$	1,505.6		$	1,441.9		$	1,267.1		$	1,233.1
Organic change in base commission and fee revenues		5.6	%					4.4	%					2.8	%
Supplemental Commissions
Supplemental commissions as reported	$	77.3		$	67.9		$	67.9		$	56.0		$	56.0		$	60.8
Less supplemental commissions from acquisitions		(5.4	)		—			(10.7	)		—			(4.0	)		—
Net supplemental commission timing		—			—			—			(0.6	)		—			(14.7	)
Organic supplemental commissions	$	71.9		$	67.9		$	57.2		$	55.4		$	52.0		$	46.1
Organic change in supplemental commissions		5.9	%					3.3	%					12.8	%
Contingent Commissions
Contingent commissions as reported	$	52.1		$	42.9		$	42.9		$	38.1		$	38.1		$	36.8
Less contingent commissions from acquisitions		(8.8	)		—			(5.2	)		—			(3.6	)		—
Organic contingent commissions	$	43.3		$	42.9		$	37.7		$	38.1		$	34.5		$	36.8
Organic change in contingent commissions		0.9	%					(1.1	%)					(6.3	%)
Combination Calculations
Organic change in commissions and fees and supplemental commissions		5.6	%					4.4	%					3.1	%

Supplemental and contingent commissions - Reported supplemental and contingent commission revenues recognized in 2013, 2012 and 2011 by quarter are as follows (in millions):

	Q1		Q2		Q3		Q4		Full Year
2013
Reported supplemental commissions	$	17.3	$	18.3	$	17.8	$	23.9	$	77.3
Reported contingent commissions		22.5		14.5		6.5		8.6		52.1
Reported supplemental and contingent commissions	$	39.8	$	32.8	$	24.3	$	32.5	$	129.4
2012
Reported supplemental commissions	$	17.1	$	16.6	$	16.6	$	17.6	$	67.9
Reported contingent commissions		19.0		10.3		7.7		5.9		42.9
Reported supplemental and contingent commissions	$	36.1	$	26.9	$	24.3	$	23.5	$	110.8
2011
Reported supplemental commissions	$	13.5	$	14.0	$	14.5	$	14.0	$	56.0
Reported contingent commissions		16.8		7.9		9.9		3.5		38.1
Reported supplemental and contingent commissions	$	30.3	$	21.9	$	24.4	$	17.5	$	94.1

Investment income and gains realized on books of business sales - This primarily represents interest income earned on cash, cash equivalents and restricted funds and one-time gains related to sales of books of business, which were $5.2 million, $3.9 million and $5.5 million in 2013, 2012 and 2011, respectively. Offsetting the one-time gains related to sales of books of business in 2012 was a non-cash loss of $3.5 million we recognized related to our acquisition of an additional 41.5% equity interest in CGM Gallagher Group Limited (which we refer to as CGM), which increased our ownership in CGM to 80%. The loss represents the decrease in fair value of our initial 38.5% equity interest in CGM based on the purchase price paid to acquire the additional 41.5% equity interest in CGM. Investment income in 2013 decreased compared to 2012 primarily due to lower levels of invested assets in 2013. Investment income in 2012 increased compared to 2011 primarily due to higher levels of invested assets in 2012.

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Compensation expense - The following provides non-GAAP information that management believes is helpful when comparing 2013 compensation expense to 2012 and 2012 compensation expense to 2011 (in millions):

	2013			2012			2011
Reported compensation expense	$	1,290.4		$	1,131.6		$	968.4
Acquisition integration		(10.9	)		(13.2	)		(9.2	)
Earnout related compensation charge		—			—			(7.0	)
Workforce and lease termination related charges		(7.7	)		(13.7	)		(2.5	)
Levelized foreign currency translation		—			(5.4	)		(0.8	)
Adjusted compensation expense	$	1,271.8		$	1,099.3		$	948.9
Adjusted revenues - see page 22	$	2,139.1		$	1,816.2		$	1,549.3
Adjusted compensation expense ratio		59.5	%		60.5	%		61.3	%

The increase in compensation expense in 2013 compared to 2012 was primarily due to an increase in the average number of employees, salary increases, one-time compensation payments and increases in incentive compensation linked to our overall operating results ($132.1 million in the aggregate), increases in employee benefits expense ($21.7 million), deferred compensation ($8.4 million), stock compensation expense ($1.6 million) and temporary staffing ($0.9 million) offset by a decrease in severance related costs ($5.9 million). The increase in employee headcount in 2013 compared to 2012 primarily relates to the addition of employees associated with the acquisitions that we completed in 2013 and new production hires.

The increase in compensation expense in 2012 compared to 2011 was primarily due to an increase in the average number of employees, salary increases, one-time compensation payments and increases in incentive compensation linked to our overall operating results ($127.6 million in the aggregate), increases in employee benefits expense ($24.9 million), severance related costs ($11.1 million), stock compensation expense ($1.8 million) and temporary staffing ($1.2 million), offset by a decrease in deferred compensation ($3.4 million). These increases were partially offset by a decrease in the earnout compensation charge $7.0 million discussed below. The increase in employee headcount in 2012 compared to 2011 primarily relates to the addition of employees associated with the acquisitions that we completed in 2012 and new production hires.

During 2011, we recognized $7.0 million of compensation expense for an earnout obligation related to a prior year acquisition. Pursuant to ASC Subtopic 805-10-55-25 (formerly EITF 95-8), the portion of the earnout obligation that will be paid to our existing employees by the sellers once the earnout is settled, must be recorded as compensation expense in our consolidated statement of earnings.

Operating expense - The following provides non-GAAP information that management believes is helpful when comparing 2013 operating expense to 2012 and 2012 operating expense to 2011 (in millions):

	2013			2012			2011
Reported operating expense	$	369.9		$	312.7		$	267.3
Acquisition integration		(13.2	)		(6.1	)		(6.8	)
Workforce and lease termination related charges		(0.1	)		(0.7	)		(0.1	)
Levelized foreign currency translation		—			(3.2	)		(0.5	)
Adjusted operating expense	$	356.6		$	302.7		$	259.9
Adjusted revenues - see page 22	$	2,139.1		$	1,816.2		$	1,549.3
Adjusted operating expense ratio		16.7	%		16.7	%		16.8	%

The increase in operating expense in 2013 compared to 2012 was due primarily to increases in technology expenses ($12.6 million), professional and banking fees ($8.7 million), outside consulting fees ($7.5 million), real estate expenses ($7.9 million), meeting and client entertainment expenses ($6.0 million), employee expense ($4.0 million), licenses and fees ($3.6 million), office supplies ($3.3 million), business insurance ($2.8 million), outside services expense ($2.4 million), bad debt expense ($1.6 million), slightly offset by a favorable foreign currency translation ($2.1 million), lease termination charges ($0.6 million), interest expense ($0.4 million) and other expense ($0.1 million). Also contributing to the increase in operating expense in 2013 were increased expenses associated with the acquisitions completed in 2013.

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The increase in operating expense in 2012 compared to 2011 was due primarily to a unfavorable foreign currency translation ($1.6 million) and increases in technology expenses ($12.2 million), professional and banking fees ($6.8 million), meeting and client entertainment expenses ($6.6 million), outside consulting fees ($5.1 million), real estate expenses ($4.3 million), office supplies ($4.2 million), licenses and fees ($3.2 million), employee expense ($2.4 million), outside services expense ($1.4 million), bad debt expense ($0.8 million) and lease termination charges ($0.6 million), offset by decreases in business insurance ($3.3 million) and other expense ($0.3 million), offset. Also contributing to the increase in operating expense in 2013 were increased expenses associated with the acquisitions completed in 2013.

Depreciation - The increases in depreciation expense in 2013 compared to 2012 and in 2012 compared to 2011 were due primarily to the purchases of furniture, equipment and leasehold improvements related to office expansions and moves, and expenditures related to upgrading computer systems. Also contributing to the increases in depreciation expense in 2013, 2012 and 2011 were the depreciation expenses associated with acquisitions completed during these years.

Amortization - The increases in amortization in 2013 compared to 2012 and in 2012 compared to 2011 were due primarily to amortization expense of intangible assets associated with acquisitions completed during these years. Expiration lists, non-compete agreements and trade names are amortized using the straight-line method over their estimated useful lives (three to fifteen years for expiration lists and three to five years for non-compete agreements and five to fifteen years for trade names). Based on the results of impairment reviews in 2013, 2012 and 2011, we wrote off $2.2 million, $3.4 million and $4.6 million of amortizable intangible assets related to the brokerage segment acquisitions.

Change in estimated acquisition earnout payables - The change in the expense in 2013 compared to 2012 and 2012 compared to 2011 was due primarily to adjustments made to the estimated fair value of earnout obligations related to revised projections of future performance. During 2013, 2012 and 2011, we recognized $11.9 million, $9.3 million and $8.3 million, respectively, of expense related to the accretion of the discount recorded for earnout obligations in connection with our 2013, 2012 and 2011 acquisitions. During 2013, 2012 and 2011, we recognized $9.3 million, $5.7 million and $14.5 million of income, respectively, related to net adjustments in the estimated fair market values of earnout obligations in connection with revised projections of future performance for 77, 45 and 22 acquisitions, respectively.

The amounts initially recorded as earnout payables for our 2011 to 2013 acquisitions were measured at fair value as of the acquisition date and are primarily based upon the estimated future operating results of the acquired entities over a two- to three-year period subsequent to the acquisition date. The fair value of these earnout obligations is based on the present value of the expected future payments to be made to the sellers of the acquired entities in accordance with the provisions outlined in the respective purchase agreements. In determining fair value, we estimate the acquired entity’s future performance using financial projections developed by management for the acquired entity and market participant assumptions that are derived for revenue growth and/or profitability. We estimate future earnout payments using the earnout formula and performance targets specified in each purchase agreement and these financial projections. Subsequent changes in the underlying financial projections or assumptions will cause the estimated earnout obligations to change and such adjustments are recorded in our consolidated statement of earnings when incurred. Increases in the earnout payable obligations will result in the recognition of expense and decreases in the earnout payable obligations will result in the recognition of income.

The income generated from the net adjustments in the estimated fair value of earnout obligations in 2011, was primarily related to our acquisition of the policy renewal rights from Liberty Mutual and the Wausau Signature Agency (which we refer to as Liberty Mutual) in February 2009. As part of this transaction we acquired over 250 producers, account managers and service staff from Liberty Mutual. Due to the underlying market conditions existing in early 2009 at the date of the transaction (a deteriorating economy and uncertainty of when it would recover) and the significant uncertainties related to this transaction that could affect the performance of the Liberty Mutual business (we purchased the policy renewal rights related to Liberty Mutual’s middle-market commercial P/C business located in their Midwest and Southeast regions as opposed to buying a stand-alone brokerage agency; a portion of the Liberty business was co-brokered, the extent of which was not known by Liberty Mutual at the time of the acquisition; and the risks associated with moving captive agents to an open brokerage environment), we structured this acquisition such that approximately 70% of the maximum purchase price was based on a three year earn-out period. We paid approximately $45.0 million as of the acquisition date, with a potential maximum earnout payable of up to $120.0 million, to be paid in second quarter 2012. As of the acquisition date, we initially estimated and recorded an earnout payable of approximately $64.0 million based on financial projections that incorporated assumptions to address the risks noted above. We monitored and updated the financial projections for this business using actual results during the earnout period and made adjustments to the recorded earnout payable, when applicable. During 2011 and 2012, we had seen some deterioration in client retention related to this business (primarily due to co-brokered business) and had been rationalizing staffing levels, which resulted in downward adjustments to our estimated financial projections and a decrease in the recorded earnout payable in both 2011 and 2012. In August 2012, we paid out $32.4 million ($24.8 million in our common stock and $7.6 million in cash) to Liberty Mutual related to this earnout obligation.

Provision for income taxes - The brokerage segment’s effective tax rate in 2013, 2012 and 2011 was 37.5%, 39.8% and 38.7%, respectively. We anticipate reporting an effective tax rate of approximately 37.0% to 39.0% in our brokerage segment for the foreseeable future.

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Risk Management Segment

The risk management segment accounted for 19% of our revenue in 2013. The risk management segment provides contract claim settlement and administration services for enterprises that choose to self-insure some or all of their property/casualty coverages and for insurance companies that choose to outsource some or all of their property/casualty claims departments. In addition, this segment generates revenues from integrated disability management programs, information services, risk control consulting (loss control) services and appraisal services, either individually or in combination with arising claims. Revenues for risk management services are substantially in the form of fees that are generally negotiated in advance on a per-claim or per-service basis, depending upon the type and estimated volume of the services to be performed.

Financial information relating to our risk management segment results for 2013, 2012 and 2011 (in millions, except per share, percentages and workforce data):

Statement of Earnings	2013			2012			Change			2012			2011			Change
Fees	$	609.0		$	568.5		$	40.5		$	568.5		$	546.1		$	22.4
Investment income		2.0			3.2			(1.2	)		3.2			2.7			0.5
Total revenues		611.0			571.7			39.3			571.7			548.8			22.9
Compensation		370.5			347.0			23.5			347.0			344.1			2.9
Operating		146.0			137.7			8.3			137.7			135.8			1.9
Depreciation		19.4			16.0			3.4			16.0			14.2			1.8
Amortization		2.5			2.8			(0.3	)		2.8			2.3			0.5
Change in estimated acquisition earnout payables		(0.9	)		(0.2	)		(0.7	)		(0.2	)		—			(0.2	)
Total expenses		537.5			503.3			34.2			503.3			496.4			6.9
Earnings before income taxes		73.5			68.4			5.1			68.4			52.4			16.0
Provision for income taxes		27.3			25.9			1.4			25.9			19.1			6.8
Net earnings	$	46.2		$	42.5		$	3.7		$	42.5		$	33.3		$	9.2
Diluted earnings per share	$	0.35		$	0.35		$	—		$	0.35		$	0.29		$	0.06
Other information
Change in diluted earnings per share		0	%		21	%					21	%		(3	%)
Growth in revenues		7	%		4	%					4	%		19	%
Organic change in fees		9	%		6	%					6	%		6	%
Compensation expense ratio		61	%		61	%					61	%		63	%
Operating expense ratio		24	%		24	%					24	%		25	%
Effective income tax rate		37	%		38	%					38	%		36	%
Workforce at end of period (includes acquisitions)		4,806			4,390						4,390			4,264
Identifiable assets at December 31	$	544.7		$	498.6					$	498.6		$	529.1
EBITDAC
Net earnings	$	46.2		$	42.5		$	3.7		$	42.5		$	33.3		$	9.2
Provision for income taxes		27.3			25.9			1.4			25.9			19.1			6.8
Depreciation		19.4			16.0			3.4			16.0			14.2			1.8
Amortization		2.5			2.8			(0.3	)		2.8			2.3			0.5
Change in estimated acquisition estimated payables		(0.9	)		(0.2	)		(0.7	)		(0.2	)		—			(0.2	)
EBITDAC	$	94.5		$	87.0		$	7.5		$	87.0		$	68.9		$	18.1
EBITDAC margin		15	%		15	%					15	%		13	%
EBITDAC growth		9	%		26	%					26	%		6	%

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The following provides non-GAAP information that management believes is helpful when comparing 2013 EBITDAC and adjusted EBITDAC to 2012, and 2012 EBITDAC and adjusted EBITDAC to 2011 (in millions):

	2013			2012			2011
Total EBITDAC - see computation above	$	94.5		$	87.0		$	68.9
New Zealand earthquake claims administration		—			(1.5	)		(6.1	)
GAB Robins integration		—			—			13.0
South Australia and claim portfolio transfer ramp up costs		(0.1	)		2.1			—
Workforce and lease termination related charges		1.7			2.7			5.6
Adjusted EBITDAC	$	96.1		$	90.3		$	81.4
Adjusted EBITDAC change		6.4	%		10.9	%		15.3	%
Adjusted EBITDAC margin - see page 22		15.8	%		16.0	%		15.4	%

Fees - The increase in fees for 2013 compared to 2012 was primarily due to new business and the impact of increased claim counts (total of $63.3 million), which were partially offset by lost business of $22.8 million in 2013. The increase in fees for 2012 compared to 2011 was primarily due to new business and the impact of increased claim counts (total of $38.8 million), which were partially offset by lost business of $16.4 million in 2012. Organic change in fee revenues was 9% in 2013, 6% in 2012 and 6% in 2011.

Items excluded from organic fee computations yet impacting revenue comparisons in 2013, 2012 and 2011 include the following (in millions):

	2013 Organic Revenue						2012 Organic Revenue						2011 Organic Revenue
	2013			2012			2012			2011			2011			2010
Fees	$	589.0		$	550.3		$	550.3		$	532.5		$	532.5		$	450.2
International performance bonus fees		20.0			18.2			18.2			13.6			13.6			9.9
Fees as reported		609.0			568.5			568.5			546.1			546.1			460.1
Less fees from acquisitions		(2.7	)		—			(2.2	)		—			(34.1	)		—
Less South Australia ramp up fees		(1.4	)		—			—			—			—			—
New Zealand earthquake claims administration		(0.1	)		(8.6	)		(8.6	)		(21.8	)		(21.8	)		(3.6	)
Levelized foreign currency translation		—			(6.3	)		—			(0.1	)		—			7.8
Organic fees	$	604.8		$	553.6		$	557.7		$	524.2		$	490.2		$	464.3
Organic change in fees		9.3	%					6.4	%					5.6	%
Organic change in base domestic and international fees only		12.0	%					6.8	%					19.2	%

Investment income - Investment income primarily represents interest income earned on our cash and cash equivalents. Investment income in 2013 decreased compared to 2012 primarily due to lower levels of invested assets in 2013. Investment income in 2012 remained relatively unchanged compared to 2011.

Compensation expense - The following provides non-GAAP information that management believes is helpful when comparing 2013 compensation expense to 2012 and comparing 2012 compensation expense to 2011 (in millions):

	2013			2012			2011
Reported compensation expense	$	370.5		$	347.0		$	344.1
New Zealand earthquake claims administration		—			(5.5	)		(13.1	)
GAB Robins integration		—			—			(9.2	)
South Australia and claim portfolio transfer ramp up costs		(1.2	)		(1.5	)		—
Workforce and lease termination related charges		(1.7	)		(2.5	)		(3.9	)
Adjusted compensation expense	$	367.6		$	337.5		$	317.9
Adjusted revenues - see page 22	$	609.5		$	563.1		$	527.0
Adjusted compensation expense ratio		60.3	%		59.9	%		60.3	%

34

The increase in compensation expense in 2013 compared to 2012 was primarily due to increased headcount and increases in salaries ($30.0 million), employee benefits ($4.2 million), deferred compensation ($0.8 million), and stock compensation ($0.4 million), offset by a favorable foreign currency translation ($4.2 million), decreases in New Zealand earthquake claims administration ($5.5 million), temporary-staffing expense ($1.1 million), severance related costs ($0.8 million) and South Australia and claim portfolio transfer ramp up costs ($0.3 million).

The increase in compensation expense in 2012 compared to 2011 was primarily due to increased headcount, unfavorable foreign currency translation ($0.3 million), increases in salaries ($19.3 million), increases in employee benefits ($3.7 million), South Australia ramp up costs ($1.5 million) and stock compensation ($0.3 million), offset by decreases in GAB Robins integration costs ($9.2 million), New Zealand earthquake claims administration ($7.6 million), temporary-staffing expense ($3.5 million) and severance related costs ($1.4 million) and deferred compensation ($0.5 million).

Operating expense - The following provides non-GAAP information that management believes is helpful when comparing 2013 operating expense to 2012 and comparing 2012 operating expense to 2011 (in millions):

	2013			2012			2011
Reported operating expense	$	146.0		$	137.7		$	135.8
New Zealand earthquake claims administration		(0.1	)		(1.6	)		(2.6	)
GAB Robins integration		—			—			(3.8	)
South Australia and claim portfolio transfer ramp up costs		(0.1	)		(0.6	)		—
Workforce and lease termination related charges		—			(0.2	)		(1.7	)
Adjusted operating expense	$	145.8		$	135.3		$	127.7
Adjusted revenues - see page 22	$	609.5		$	563.1		$	527.0
Adjusted operating expense ratio		23.9	%		24.0	%		24.2	%

The increase in operating expense in 2013 compared to 2012 was primarily due to increases in outside consulting fees ($4.4 million), professional and banking fees ($3.5 million), technology expenses ($2.4 million), meeting and client entertainment expense ($1.7 million), licenses and fees ($0.8 million), office supplies ($0.3 million), employee expense ($0.1 million) and bad debt expense ($0.1 million), offset by decreases in real estate expenses ($1.8 million), New Zealand earthquake claims administration ($1.5 million), other expense ($0.5 million), interest expense ($0.5 million), business insurance ($0.3 million), lease termination charges ($0.2 million) and outside services ($0.1 million).

The increase in operating expense in 2012 compared to 2011 was primarily due to increases in professional and banking fees ($5.7 million), real estate expenses ($2.1 million), meeting and client entertainment expense ($0.7 million), office supplies ($0.6 million), employee expense ($0.5 million), outside services ($0.5 million) and bad debt expense ($0.3 million), offset by decreases in GAB Robins integration costs ($3.8 million), lease termination charges ($1.5 million), business insurance ($1.0 million), New Zealand earthquake claims administration ($1.0 million), other expense ($0.6 million), outside consulting fees ($0.5 million) and licenses and fees ($0.3 million).

Depreciation - Depreciation expense increased in 2013 compared to 2012 and in 2012 compared to 2011, which reflects the impact of purchases of furniture, equipment and leasehold improvements related to office expansions and moves and expenditures related to upgrading computer systems.

Amortization - Amortization expense remained relatively the same in 2013 compared to 2012 and in 2012 compared to 2011. Historically, the risk management segment has made few acquisitions. We made no material acquisitions in this segment in 2013 or 2012. Based on the results of impairment reviews in 2012, we wrote off $0.1 million of amortizable intangible assets related to the risk management segment acquisitions. No indicators of impairment were noted in 2013 or 2011.

Change in estimated acquisition earnout payables - The increase in income from the change in estimated acquisition earnout payables in 2013 compared to 2012 was due primarily to an adjustment made in 2013 to the estimated fair value of an earnout obligation related to a revised projection of future performance for two acquisitions. During 2013, we recognized $0.9 million of income related to net adjustments in the estimated fair value of earnout obligations related to revised projections of future performance for two acquisitions. The increase in income from the change in estimated acquisition earnout payables in 2012 compared to 2011 was due primarily to an adjustment made in 2012 to the estimated fair value of an earnout obligation related to a revised projection of future performance for one acquisition.

Provision for income taxes - The risk management segment’s effective tax rate in 2013, 2012 and 2011 was 37.1%, 37.9% and 36.5%, respectively. We anticipate reporting an effective tax rate of approximately 37.0% to 39.0% in our risk management segment for the foreseeable future.

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Corporate Segment

The corporate segment reports the financial information related to our clean energy and other investments, our debt, and certain corporate and acquisition-related activities. See Note 12 to our consolidated financial statements for a summary of our investments at December 31, 2013 and 2012 and a detailed discussion of the nature of these investments. See Note 6 to our consolidated financial statements for a summary of our debt at December 31, 2013 and 2012.

Financial information relating to our corporate segment results for 2013, 2012 and 2011 (in millions, except per share and percentages):

Statement of Earnings	2013			2012			Change			2012			2011			Change
Revenues from consolidated clean coal production plants	$	387.1		$	98.0		$	289.1		$	98.0		$	27.3		$	70.7
Royalty income from clean coal licenses		32.0			27.6			4.4			27.6			4.5			23.1
Loss from unconsolidated clean coal production plants		(6.6	)		(6.0	)		(0.6	)		(6.0	)		(2.6	)		(3.4	)
Other net revenues		11.8			1.4			10.4			1.4			0.2			1.2
Total revenues		424.3			121.0			303.3			121.0			29.4			91.6
Cost of revenues from consolidated clean coal production plants		437.3			111.6			325.7			111.6			32.0			79.6
Compensation		24.1			14.8			9.3			14.8			13.6			1.2
Operating		36.5			32.8			3.7			32.8			15.9			16.9
Interest		50.1			43.0			7.1			43.0			40.8			2.2
Depreciation		2.9			0.7			2.2			0.7			0.5			0.2
Total expenses		550.9			202.9			348.0			202.9			102.8			100.1
Loss before income taxes		(126.6	)		(81.9	)		(44.7	)		(81.9	)		(73.4	)		(8.5	)
Benefit for income taxes		(144.2	)		(78.6	)		(65.6	)		(78.6	)		(44.0	)		(34.6	)
Net income (loss)	$	17.6		$	(3.3	)	$	20.9		$	(3.3	)	$	(29.4	)	$	26.1
Diluted net earnings (loss) per share	$	0.14		$	(0.03	)	$	0.17		$	(0.03	)	$	(0.26	)	$	0.23
Identifiable assets at December 31	$	793.1		$	656.9					$	656.9		$	607.8
EBITDAC
Net income (loss)	$	17.6		$	(3.3	)	$	20.9		$	(3.3	)	$	(29.4	)	$	26.1
Benefit for income taxes		(144.2	)		(78.6	)		(65.6	)		(78.6	)		(44.0	)		(34.6	)
Interest		50.1			43.0			7.1			43.0			40.8			2.2
Depreciation		2.9			0.7			2.2			0.7			0.5			0.2
EBITDAC	$	(73.6	)	$	(38.2	)	$	(35.4	)	$	(38.2	)	$	(32.1	)	$	(6.1	)

Revenues - Revenues in the corporate segment consist of the following:

• Revenues from consolidated clean coal production plants represents revenues from the consolidated IRC Section 45 facilities that we operate and control under lease arrangements, and the investments in which we have a majority ownership position and maintain control over the operations of the related plants, including those that are currently not operating. When we relinquish control in connection with the sale of majority ownership interests in our investments, we deconsolidate these operations.

The increase in 2013 is due to increased production at both the leased facilities and facilities in which we have a majority ownership position. The increase in 2012 is due primarily to increased production from the leased facilities.

• Royalty income from clean coal licenses represents revenues related to Chem-Mod. We had a 42% controlling interest in Chem-Mod through October 31, 2012. On November 1, 2012, we purchased an additional 4.54% ownership interest, and now own 46.54%. Further, as Chem-Mod’s manager, we are required to consolidate its operations.

The increases in royalty income in 2013 and 2012 were due to increases in the production of refined coal by Chem-Mod’s licensees.

36

Expenses related to royalty income of Chem-Mod were $21.2 million, $16.5 million and $3.2 million in 2013, 2012 and 2011, respectively, which include non-controlling interest of $19.2 million, $14.6 million and $1.7 million, respectively.

• Loss from unconsolidated clean coal production plants represents our equity portion of the pretax operating results from the unconsolidated clean coal production plants, partially offset by the production based income from majority investors. The production of refined coal generates pretax operating losses.

The increased pretax loss in 2013 compared to 2012 was due primarily to increased production which generates increased pretax operating losses. The increased pretax loss in 2012 compared to 2011 was due primarily to increased production which generates increased pretax operating losses.

• In 2013, other net revenues primarily consisted of a gain of $9.6 million that we recognized in connection with the acquisition of an additional ownership interest in twelve of the 2009 Era Plants from one of the co-investors. See Note 12 to the consolidated financial statements for additional discussion of this acquisition transaction. We have consolidated the operations of the limited liability company that owns these plants effective March 1, 2013. In 2013, other net revenues also includes a gain of $2.6 million related to three foreign currency derivative investment contracts that Gallagher executed in September 2013 in connection with the signing of an agreement to acquire The Giles Group of Companies, headquartered in London, England. These contracts were designed to hedge a portion of the GBP denominated purchase price consideration of this acquisition. The derivative investment contracts were exercised on October 31, 2013 and the Giles transaction closed in early November 2013. In 2012, other net revenues of $1.4 million consisted of equity income from our venture capital fund investments. In 2011, $0.5 million of equity income from our venture capital fund investments was offset by the net $0.3 million impairment write-down of our investment in a biomass energy venture.

Cost of revenues - Cost of revenues from consolidated clean coal production plants in 2013, 2012 and 2011 consists of the expenses incurred by the clean coal production plants to generate the consolidated revenues discussed above, including the costs to run the leased facilities.

Compensation expense - Compensation expense for 2013, 2012 and 2011, respectively, includes salary and benefit expenses of $11.4 million, $9.8 million and $6.2 million and incentive compensation of $12.7 million, $5.0 million and $7.4 million, respectively.

The increase in salary and benefit expenses in 2013 compared to 2012 was primarily due to additional headcount and salary and benefits expense increases. The increase in salary and benefit expenses in 2012 compared to 2011 was primarily due to a $2.4 million increase in pension expense and additional headcount and salary and benefits expense increases.

The increase in incentive compensation in 2013 compared to 2012 was due to the increased compensation in 2013 related to the sales and operations of the facilities in 2013 that qualify for tax credits under IRC Section 45 and the efforts made on corporate related matters including the three 2013 debt transactions and the level of acquisition activity in 2013. The decrease in incentive compensation in 2012 compared to 2011 was due to the higher compensation in 2011 related to the sales and operations of the facilities that qualify for tax credits under IRC Section 45.

Operating expense - Operating expense for 2013 includes banking and related fees of $3.0 million, external professional fees and other due diligence costs related to 2013 acquisitions of $7.5 million, operating expenses, professional fees and non-controlling interest related to royalty income of $21.2 million and other corporate and clean energy related expenses of $1.0 million and a biannual company-wide meeting ($3.8 million).

Operating expense for 2012 includes banking and related fees of $3.1 million, external professional fees and other due diligence costs related to 2012 acquisitions of $7.1 million, operating expenses, professional fees and non-controlling interest related to royalty income of $16.5 million and other corporate and clean energy related expenses of $6.1 million.

Operating expense for 2011 includes banking and related fees of $3.1 million, company-wide award and sales meeting expense of $0.7 million, external professional fees and other due diligence costs related to 2011 acquisitions of $4.6 million, operating expenses, professional fees and non-controlling interest related to royalty income of $3.2 million and other corporate and clean energy related expenses of $4.3 million.

Interest expense - The increase in interest expense in 2013 compared to 2012 is due to interest on the $200.0 million note purchase agreement entered into on September 19, 2013 ($4.0 million), interest on the $50.0 million note purchase agreement entered into on July 10, 2012 ($1.1 million) and increased interest on borrowings from our Credit Agreement ($2.0 million). The increase in interest expense in 2012 compared to 2011 is primarily due to interest on the $125.0 million and $50.0 million note purchase agreements entered into on February 10, 2011 and July 10, 2012, respectively ($1.7 million), and increased interest on borrowings from our Credit Agreement ($0.5 million).

Depreciation - The depreciation expense in 2013 increased significantly compared to 2012, and primarily relates to the assets of the additional ownership interests in the twelve 2009 Era Plants that we acquired from a co-investor in first quarter 2013. The depreciation expense in 2012 and 2011 were relatively unchanged and primarily relate to corporate-related office build outs and expenditures related to upgrading computer systems.

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Benefit for income taxes - Our consolidated effective tax rate was 2.2%, 20.5% and 30.6% for 2013, 2012 and 2011, respectively. The tax rates for 2013 and 2012 were lower than the statutory rate primarily due to the amount of IRC Section 45 tax credits recognized during the year. There were $93.7 million, $43.8 million and $13.2 million of tax credits generated and recognized in 2013, 2012 and 2011, respectively.

The following provides non-GAAP information that we believe is helpful when comparing 2013 operating results for the corporate segment with 2012 and 2011 (in millions):

	2013								2012								2011
Description	Pretax Loss			Income Tax Benefit		Net Earnings (Loss)			Pretax Loss			Income Tax Benefit		Net Earnings (Loss)			Pretax Loss			Income Tax Benefit		Net Earnings (Loss)
Interest and banking costs	$	(53.0	)	$	21.2	$	(31.8	)	$	(46.1	)	$	18.4	$	(27.7	)	$	(43.8	)	$	17.5	$	(26.3	)
Clean energy investments		(49.3	)		113.0		63.7			(17.3	)		50.0		32.7			(14.8	)		18.7		3.9
Acquisition costs		(5.6	)		0.2		(5.4	)		(7.1	)		0.7		(6.4	)		(4.7	)		0.6		(4.1	)
Corporate		(18.7	)		9.8		(8.9	)		(11.4	)		9.5		(1.9	)		(9.8	)		5.5		(4.3	)
Legacy investments		—			—		—			—			—		—			(0.3	)		1.7		1.4
Total	$	(126.6	)	$	144.2	$	17.6		$	(81.9	)	$	78.6	$	(3.3	)	$	(73.4	)	$	44.0	$	(29.4	)

Interest and banking primarily includes expenses related to our debt. Clean energy investments include the operating results related to our investments in clean coal production and Chem-Mod. Acquisition costs include professional fees, due diligence and other costs incurred related to our acquisitions. In 2013, acquisition costs include a gain of $2.6 million on the derivative investment contract discussed above. Corporate consists of overhead allocations mostly related to corporate staff compensation and, in 2013 and 2011, costs related to a biannual company-wide award, cross-selling and motivational meeting for our production staff and field management. Legacy investments include the operating results related to the wind-down of our legacy investment portfolio.

Clean energy investments - We have investments in limited liability companies that own 29 clean coal production plants developed by us and five clean coal production plants we purchased from a third party on September 1, 2013. All 34 plants produce refined coal using propriety technologies owned by Chem-Mod. We believe that the production and sale of refined coal at these plants are qualified to receive refined coal tax credits under IRC Section 45. The fourteen plants which were placed in service prior to December 31, 2009 (which we refer to as the 2009 Era Plants) can receive tax credits through 2019 and the twenty plants which were placed in service prior to December 31, 2011 (which we refer to as the 2011 Era Plants) can receive tax credits through 2021.

The following table provides a summary of our clean coal plant investments as of December 31, 2013 (in millions):

			Our Portion of Estimated
	Our Tax-Effected Book Value At December 31, 2013		Additional Required Tax-Effected Capital Investment		Ultimate Annual After-tax Earnings
Investments that own 2009 Era Plants
12 Under long-term production contracts	$	10.3	$	2.0	$	23.0
2 In negotiations for long-term production contracts		0.7		Not Estimable		Not Estimable
Investments that own 2011 Era Plants
16 Under long-term production contracts		34.8		1.6		73.5
4 In negotiations for long-term production contracts		1.4		Not Estimable		Not Estimable

The information in the table above under the caption Our Portion of Estimated Ultimate Annual After-Tax Earnings reflects management’s current best estimate of the ultimate future annual after-tax earnings based on production estimates from the host utilities. However, host utilities do not consistently utilize the refined coal plants at ultimate production levels due to seasonal electricity demand, as well as many operational, regulatory and environmental compliance reasons.

Our investment in Chem-Mod generates royalty income from refined coal plants owned by those limited liability companies in which we invest as well as refined coal plants owned by other unrelated parties. Based on current production estimates provided by licensees, Chem-Mod could potentially generate for us approximately $3.6 million of net after-tax earnings per quarter.

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There is a provision in IRC Section 45 that phases out the tax credits if the coal reference price per ton, based on market prices, reaches certain levels as follows:

Calendar Year	IRS  Reference Price per Ton			IRS Beginning Phase Out Price			IRS 100% Phase  Out Price			Conclusion
2005	$	36.36		$	67.94		$	76.69		No phase out
2006		42.78			70.40			79.15		No phase out
2007		48.35			72.85			81.60		No phase out
2008		45.56			75.13			83.88		No phase out
2009		39.72			76.84			85.59		No phase out
2010		54.74			77.78			86.53		No phase out
2011		55.66			78.41			87.16		No phase out
2012		58.49			80.25			89.00		No phase out
2013		58.23			81.69			90.44		No phase out
2014		(1	)		(1	)		(1	)	(1)

(1) The IRS will not release the factors for 2014 until April 2014. Based on our analysis of the factors used in the IRS’ phase out calculations, it is our belief that there will be no phase out in 2014.

See the risk factors regarding our IRC Section 45 investments under Item 1A, “Risk Factors.” for a more detailed discussion of these and other factors could impact the information above. See Note 12 to the consolidated financial statements for more information regarding risks and uncertainties related to these investments.

Financial Condition and Liquidity

Liquidity describes the ability of a company to generate sufficient cash flows to meet the cash requirements of its business operations. The insurance brokerage industry is not capital intensive. Historically, our capital requirements have primarily included dividend payments on our common stock, repurchases of our common stock, funding of our investments, acquisitions of brokerage and risk management operations and capital expenditures.

Cash Flows From Operating Activities

Historically, we have depended on our ability to generate positive cash flow from operations to meet our cash requirements. We believe that our cash flows from operations and borrowings under our Credit Agreement will provide us with adequate resources to meet our liquidity needs in the foreseeable future. To fund acquisitions made during 2013 and 2012, we relied to a large extent on proceeds from borrowings under our Credit Agreement. In addition, for acquisitions made in 2013, we used proceeds from the $200.0 million note purchase agreement we entered into on September 19, 2013 and for acquisitions made in 2012, we used proceeds from the $50.0 million note purchase agreement we entered into on July 10, 2012.

Cash provided by operating activities was $349.9 million, $343.0 million and $284.0 million for 2013, 2012 and 2011, respectively. The increase in cash provided by operating activities in 2013 compared to 2012 was primarily due to favorable timing differences in the payment of accrued liabilities and an increased amount of non-cash charges in 2013 compared to 2012, partially offset by cash used in 2013 in the production and sale of refined coal at the plants qualified to receive refined coal tax credits under IRC Section 45. The increase in cash provided by operating activities in 2012 compared to 2011 was primarily due to favorable timing differences in the payment of accrued liabilities and the realization of other current assets, and an increased amount of non-cash charges in 2012 compared to 2011. Our cash flows from operating activities are primarily derived from our earnings from operations, as adjusted for realized gains and losses, and our non-cash expenses, which include depreciation, amortization, change in estimated acquisition earnout payables, deferred compensation, restricted stock, and stock-based and other non-cash compensation expenses. Cash provided by operating activities can be unfavorably impacted by the amount of IRC Section 45 tax credits recognized compared to the amount of tax credits actually used during the respective periods. Excess tax credits generated during the period result in an increase to our deferred tax assets, which is a net use of cash related to operating activities.

When assessing our overall liquidity, we believe that the focus should be on net earnings as reported in our consolidated statement of earnings, adjusted for non-cash items (i.e., EBITDAC), and cash provided by operating activities in our consolidated statement of cash flows. Consolidated EBITDAC was $504.9 million and $432.1 million for 2013 and 2012, respectively. We believe that EBITDAC items are indicators of trends in liquidity. From a balance sheet perspective, we believe the focus should not be on premium and fees receivable, premiums payable or restricted cash for trends in liquidity. Net cash flows provided by operations will vary substantially from quarter to quarter and year to year because of the variability in the timing of premiums and fees receivable and premiums payable. We believe that in order to consider these items in assessing our trends in liquidity, they should be looked at in a combined manner, because changes in these balances are interrelated and are based on the timing of premium payments, both to and from us. In addition, funds legally restricted as to our use relating to premiums and clients’ claim funds held by us in a fiduciary capacity are presented in our consolidated balance sheet as “Restricted Cash” and have not been included in determining our overall liquidity.

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Our policy for funding our defined benefit pension plan is to contribute amounts at least sufficient to meet the minimum funding requirements under the IRC. The Employee Retirement Security Act of 1974, as amended (which we refer to as ERISA), could impose a minimum funding requirement for our plan. We were not required to make any minimum contributions to the plan for the 2013 and 2012 plan years. The minimum funding requirement under the IRC was $0.3 million in 2011. This level of required funding is based on the plan being frozen and the aggregate amount of our historical funding. The plan’s actuaries determine contribution rates based on our funding practices and requirements. Funding amounts may be influenced by future asset performance, the level of discount rates and other variables impacting the assets and/or liabilities of the plan. In addition, amounts funded in the future, to the extent not due under regulatory requirements, may be affected by alternative uses of our cash flows, including dividends, acquisitions and common stock repurchases. During 2013, 2012 and 2011, we made discretionary contributions to the plan of $6.3 million, $7.2 million and $7.2 million, respectively. We are considering making additional discretionary contributions to the plan in 2014 and may be required to make significantly larger minimum contributions to the plan in future periods. See Note 11 to our consolidated financial statements for additional information required to be disclosed relating to our defined benefit postretirement plans. We are required to recognize an accrued benefit plan liability for our underfunded defined benefit pension and unfunded retiree medical plans (which we refer to together as the Plans). The offsetting adjustment to the liabilities required to be recognized for the Plans is recorded in “Accumulated Other Comprehensive Earnings (Loss),” net of tax, in our consolidated balance sheet. We will recognize subsequent changes in the funded status of the Plans through the income statement and as a component of comprehensive earnings, as appropriate, in the year in which they occur. Numerous items may lead to a change in funded status of the Plans, including actual results differing from prior estimates and assumptions, as well as changes in assumptions to reflect information available at the respective measurement dates. In 2013, the funded status of the Plans was significantly impacted by an increase in the discount rates used in the measurement of the pension liabilities at December 31, 2013 (resulting in a $19.5 million decrease in the benefit obligation at December 31, 2013). In addition, also favorably impacting the funded status were favorable returns on the plan’s assets in 2013, which, combined with the $6.3 million of discretionary contributions made to the plan in 2013, resulted in an increase in the plan’s invested assets of $27.5 million at December 31, 2013. The net change in the funded status of the Plan in 2013 resulted in a decrease in noncurrent liabilities in 2013 of $47.0 million. While the change in funded status of the Plans had no direct impact on our cash flows from operations in 2013, 2012 and 2011, potential changes in the pension regulatory environment and investment losses in our pension plan have an effect on our capital position and could require us to make significant contributions to our defined benefit pension plan and increase our pension expense in future periods.

Cash Flows From Investing Activities

Capital Expenditures - Net capital expenditures were $93.6 million, $51.0 million and $45.9 million for 2013, 2012 and 2011, respectively. In 2014, we expect total expenditures for capital improvements to be approximately $90.0 million, primarily related to office moves and expansions and updating computer systems and equipment. The increase in net capital expenditures in 2013 from 2012 and in 2012 from 2011 primarily related to capitalized costs associated with the implementation of new accounting and financial reporting systems and several other system initiatives that occurred in 2013 and 2012, respectively.

Acquisitions - Cash paid for acquisitions, net of cash acquired, was $727.7 million, $344.1 million and $264.8 million in 2013, 2012 and 2011, respectively. The increased use of cash for acquisitions made in 2013 compared to 2012 was primarily due to two large acquisitions that occurred in 2013. The increased use of cash for acquisitions made in 2012 compared to 2011 was primarily due to the increase in the number of acquisition that occurred in 2012. In addition, during 2013, 2012 and 2011 we issued 5.1 million shares ($223.1 million), 6.0 million shares ($203.6 million) and 3.2 million shares ($90.6 million), respectively, of our common stock as consideration paid for acquisitions. We completed 31, 60 and 32 acquisitions in 2013, 2012 and 2011, respectively. Annualized revenues of entities acquired in 2013, 2012 and 2011 totaled approximately $383.9 million, $231.7 million and $277.0 million, respectively. In 2014, we expect to fund our acquisitions using debt and cash from operations and our common stock on occasion (for example, to effect a tax-free exchange, or if our overall acquisition activity warrants it).

During 2012, we issued 425,000 shares of our common stock and paid $3.5 million in cash related to earnout obligations of five acquisitions made prior to 2009 and recorded additional goodwill of $0.1 million. During 2011, we issued 245,000 shares of our common stock, paid $8.2 million in cash and accrued $18.3 million in liabilities related to earnout obligations of 19 acquisitions made prior to 2009 and recorded additional goodwill of $30.0 million.

Dispositions - During 2013, 2012 and 2011, we sold several books of business and recognized one-time gains of $5.2 million, $3.9 million and $5.5 million, respectively. We received cash proceeds of $5.5 million, $11.4 million and $14.0 million, respectively, related to these transactions. Offsetting the one-time gains related to sales of books of business in 2012, was a non-cash loss of $3.5 million recognized in second quarter 2012 related to our acquisition of an additional 41.5% equity interest in CGM Gallagher Group Limited (which we refer to as CGM), which increased our ownership in CGM to 80%. The loss represents the decrease in fair value of our initial 38.5% equity interest in CGM based on the purchase price paid to acquire the additional 41.5% equity interest in CGM.

Clean Energy Investments - During the period from 2009 through 2013, we made significant investments in clean energy operations capable of producing refined coal that we believe qualifies for tax credits under IRC Section 45. Our current estimate

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of the 2014 annual after-tax earnings, including IRC Section 45 tax credits, that will be generated from all of our clean energy investments in 2014 is $65.0 million to $80.0 million. The IRC Section 45 tax credits generate positive cash flow by reducing the amount of Federal income taxes we pay, which is offset by capital expenditures related to the redeployment, and in some cases relocation of refined coal plants. We anticipate positive net cash flow related to IRC Section 45 activity in 2014. With the expected increased earnings from the IRC Section 45 investments in 2015 through 2021, and the anticipated minimal capital expenditures during that same period, we anticipate that the annual positive net cash flow during those years will continue to increase. We anticipate that this favorable impact on the amount we will pay the IRS in 2014 and in future years from IRC Section 45 investments will allow us to use these positive cash flows to fund acquisitions. Please see “Clean energy investments” beginning on page 38 for a more detailed description of these investments (including the reference therein to risks and uncertainties).

Cash Flows From Financing Activities

On September 19, 2013 we entered into an unsecured multicurrency credit agreement (which we refer to as the Credit Agreement), which expires on September 19, 2018, with a group of fifteen financial institutions. The Credit Agreement replaced a $500.0 million unsecured revolving credit facility (that was scheduled to expire on July 14, 2014), which was terminated upon the execution of the Credit Agreement. All indebtedness, liabilities and obligations outstanding under the previous facility were fully paid and satisfied, except for outstanding letters of credit which became letters of credit under the Credit Agreement.

Our Credit Agreement provides for a revolving credit commitment of up to $600.0 million, of which up to $75.0 million may be used for issuances of standby or commercial letters of credit and up to $50.0 million may be used for the making of swing loans as defined in the Credit Agreement. We may from time to time request, subject to certain conditions, an increase in the revolving credit commitment up to a maximum aggregate revolving credit commitment of $850.0 million.

In 2007, 2009, 2011, 2012 and 2013, we entered into separate note purchase agreements, with certain accredited institutional investors, pursuant to which we issued and sold to the investors $400.0 million, $150.0 million, $125.0 million, $50.0 million and $200.0 million in aggregate debt, respectively, totaling $925.0 million which was outstanding at December 31, 2013, and a cash and cash equivalent balance of $298.1 million. We also use our Credit Agreement from time to time to borrow funds to supplement operating cash flows. See Note 6 to our consolidated financial statements for a discussion of the terms of the note purchase agreements and the Credit Agreement. There were $530.5 million of borrowings outstanding under the Credit Agreement at December 31, 2013. Due to the outstanding borrowing and letters of credit, $53.5 million remained available for potential borrowings under the Credit Agreement at December 31, 2013.

On December 20, 2013, we entered into a note purchase agreement for a private placement of $600.0 million of senior unsecured notes. Under the agreement, funding is expected to occur on February 27, 2014. We intend to use the proceeds of the debt transaction primarily to pay down our line of credit facility.

During 2013, we borrowed an aggregate of $890.5 million and repaid $489.0 million under our Credit Agreement. Principal uses of the 2013 borrowings under the Credit Agreement were to fund acquisitions, earnout payments related to acquisitions and general corporate purposes. During 2012, we borrowed $303.0 million and repaid $184.0 million under our Credit Agreement. Principal uses of the 2012 borrowings under the Credit Agreement were to fund acquisitions, earnout payments related to acquisitions and general corporate purposes. During 2011, we borrowed $151.0 million and repaid $141.0 million under the Credit Agreement. Principal uses of the 2011 borrowings under the Credit Agreement were to fund acquisitions, earnout payments related to acquisitions and general corporate purposes.

The note purchase agreements and the Credit Agreement contain various financial covenants that require us to maintain specified levels of net worth and financial leverage ratios. We were in compliance with these covenants as of December 31, 2013.

Dividends - Our board of directors determines our dividend policy. Our board of directors declares dividends on a quarterly basis after considering our available cash from earnings, our anticipated cash needs and current conditions in the economy and financial markets.

In 2013, we declared $182.6 million in cash dividends on our common stock, or $1.40 per common share. On December 20, 2013, we paid a fourth quarter dividend of $.35 per common share to shareholders of record as of December 4, 2013. On January 23, 2014, we announced a quarterly dividend for first quarter 2014 of $.36 per common share. If the dividend is maintained at $.36 per common share throughout 2014, this dividend level would result in an annualized net cash used by financing activities in 2014 of approximately $190.9 million (based on the outstanding shares as of December 31, 2013), or an anticipated increase in cash used of approximately $8.3 million. We can make no assurances regarding the amount of any future dividend payments.

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Common Stock Repurchases - We have in place a common stock repurchase plan approved by our board of directors. We did not repurchase any shares in 2013, 2012 and 2011. We generally hold repurchased shares for reissuance in connection with our equity compensation and stock option plans. Under the provisions of the repurchase plan, we were authorized to repurchase approximately 10,000,000 additional shares at December 31, 2013. The plan authorizes the repurchase of our common stock at such times and prices as we may deem advantageous, in transactions on the open market or in privately negotiated transactions. We are under no commitment or obligation to repurchase any particular amount of common stock, and the share repurchase plan can be suspended at any time at our discretion. Funding for share repurchases may come from a variety of sources, including cash from operations, short-term or long-term borrowings under our Credit Agreement or other sources. There were no common stock repurchases made in 2013 that impacted our consolidated financial statements. The common stock repurchases reported in our consolidated statement of cash flows for 2012 and 2011 include 82,000 shares (at a cost of $1.5 million) and 41,000 shares (at a cost of $1.2 million), respectively, that we repurchased from our employees to cover their income tax withholding obligations in connection with restricted stock distributions in each of those years. Under these circumstances, we withhold the proceeds from the repurchases and remit them to the taxing authorities on the employees’ behalf to cover their income tax withholding obligations.

At-the-Market Equity Program - On November 20, 2013, we entered into an Equity Distribution Agreement with Morgan Stanley & Co. LLC, pursuant to which we may offer and sell, from time to time, up to $200 million of our common stock through Morgan Stanley as sales agent. Pursuant to the agreement, shares may be sold by means of ordinary brokers’ transactions, including on the New York Stock Exchange, at market prices prevailing at the time of sale, at prices related to the prevailing market prices, or at negotiated prices, in block transactions, or as otherwise agreed upon by us and Morgan Stanley.

During the quarter ended December 31, 2013, we sold 91,572 shares of our common stock under the program at a weighted average price of $47.41 per share, resulting in net proceeds, after sales commissions of approximately $43,000 to Morgan Stanley, of approximately $4.3 million.

Shelf Registration Statement - On November 20, 2013, we filed a shelf registration statement on Form S-3 with the SEC, registering the offer and sale from time to time of an indeterminate amount of our common stock. We have used this registration statement, and expect to continue using this registration statement, to register shares sold under our at-the-market equity program referred to above. The availability of the potential liquidity under this shelf registration statement depends on investor demand, market conditions and other factors. We can make no assurances regarding when, or if, we will issue any additional shares under this registration statement.

Common Stock Issuances - Another source of liquidity to us is the issuance of our common stock pursuant to our stock option and employee stock purchase plans. Proceeds from the issuance of common stock under these plans were $76.2 million in 2013, $82.3 million in 2012 and $73.9 million in 2011. Prior to 2009, we issued stock options under four stock option-based employee compensation plans. The options were primarily granted at the fair value of the underlying shares at the date of grant and generally become exercisable at the rate of 10% per year beginning the calendar year after the date of grant. In May 2008, all of these plans expired. On May 10, 2011, our stockholders approved the 2011 Long-Term Incentive Plan (which we refer to as the LTIP), which replaced our previous stockholder-approved 2009 Long-Term Incentive Plan. All of our officers, employees and non-employee directors are eligible to receive awards under the LTIP. Awards which may be granted under the LTIP include non-qualified and incentive stock options, stock appreciation rights, restricted stock units and performance units any or all of which may be made contingent upon the achievement of performance criteria. Stock options with respect to 8.0 million shares (less any shares of restricted stock issued under the LTIP - 0.5 million shares of our common stock were available for this purpose) were available for grant under the LTIP at December 31, 2013. In addition, we have an employee stock purchase plan which allows our employees to purchase our common stock at 95% of its fair market value. Proceeds from the issuance of our common stock related to these plans have contributed favorably to net cash provided by financing activities in 2013 and we believe this favorable trend will continue in the foreseeable future.

Outlook - We believe that we have sufficient capital to meet our short- and long-term cash flow needs. Except for 2008 and 2005, our earnings before income taxes, adjusted for non-cash items (i.e., EBITDAC), have increased year over year since 1991. In 2008, earnings before income taxes were adversely impacted by charges related to real estate lease terminations, severance, litigation, impairments of intangible assets and the adverse impact of foreign currency translation. In 2005, earnings before income taxes were adversely impacted by charges incurred for litigation and retail contingent commission related matters and claims handling obligations. We expect the historically favorable trend in earnings before income taxes, adjusted for non-cash items, to continue in the foreseeable future because we intend to continue to expand our business through organic growth from existing operations and growth through acquisitions. Additionally, we anticipate a favorable impact on the amount we will pay the IRS in 2014 and in future years based on anticipated tax credits from IRC Section 45 investments. We also anticipate that we will continue to use cash flows from operations and, if needed, borrowings under the Credit Agreement and private placement debt (described above under “Cash Flows From Financing Activities”) and our common stock to fund acquisitions. In addition, we may from time to time consider other alternatives for longer-term funding sources. Such alternatives could include raising additional capital through public or private debt offerings, equity markets, or restructuring our operations in the event that cash flows from operations are reduced dramatically due to lost business or if our acquisition program continues at, or increases from the same level as 2013.

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Contractual Obligations and Commitments

In connection with our investing and operating activities, we have entered into certain contractual obligations and commitments. See Notes 6, 12 and 13 to our consolidated financial statements for additional discussion of these obligations and commitments. Our future minimum cash payments, including interest, associated with our contractual obligations pursuant to our note purchase agreements and Credit Agreement, operating leases and purchase commitments as of December 31, 2013 are as follows (in millions):

	Payments Due by Period
Contractual Obligations	2014			2015			2016			2017		2018		Thereafter		Total
Note Purchase Agreements	$	100.0		$	—		$	50.0		$	300.0	$	50.0	$	425.0	$	925.0
Credit Agreement		530.5			—			—			—		—		—		530.5
Interest expense on debt		51.1			44.1			44.1			41.2		21.9		54.7		257.1
Total debt obligations		681.6			44.1			94.1			341.2		71.9		479.7		1,712.6
Operating lease obligations		74.0			65.7			53.4			42.0		28.3		86.9		350.3
Less sublease arrangements		(1.8	)		(0.8	)		(0.1	)		—		—		—		(2.7	)
Outstanding purchase obligations		22.6			15.4			9.3			0.9		0.3		—		48.5
Total contractual obligations	$	776.4		$	124.4		$	156.7		$	384.1	$	100.5	$	566.6	$	2,108.7

The amounts presented in the table above may not necessarily reflect our actual future cash funding requirements, because the actual timing of the future payments made may vary from the stated contractual obligation. In addition, due to the uncertainty with respect to the timing of future cash flows associated with our unrecognized tax benefits at December 31, 2013, we are unable to make reasonably reliable estimates of the period in which cash settlements may be made with the respective taxing authorities. Therefore, $9.2 million of unrecognized tax benefits have been excluded from the contractual obligations table above. See Note 14 to our consolidated financial statements for a discussion on income taxes.

Note Purchase Agreements - On August 3, 2007, we entered into a note purchase agreement, as amended and restated on December 19, 2007, with certain accredited institutional investors, pursuant to which we issued and sold $100.0 million in aggregate principal amount of our 6.26% Senior Notes, Series A, due August 3, 2014 and $300.0 million in aggregate principal amount of our 6.44% Senior Notes, Series B, due August 3, 2017, in a private placement.

On November 30, 2009, we entered into a note purchase agreement, with certain accredited institutional investors, pursuant to which we issued and sold $150.0 million in aggregate principal amount of our 5.85% Senior Notes, Series C, due in three equal installments on November 30, 2016, November 30, 2018 and November 30, 2019, in a private placement.

On February 10, 2011, we entered into a note purchase agreement, with certain accredited institutional investors, pursuant to which we issued and sold $75.0 million in aggregate principal amount of our 5.18% Senior Notes, Series D, due February 10, 2021 and $50.0 million in aggregate principal amount of our 5.49% Senior Notes, Series E, due February 10, 2023, in a private placement.

On July 10, 2012, we entered into a note purchase agreement, with certain accredited institutional investors, pursuant to which we issued and sold $50.0 million in aggregate principal amount of our 3.99% Senior Notes, Series F, due July 10, 2020, in a private placement.

On June 14, 2013, we entered into a note purchase agreement, with certain accredited institutional investors, pursuant to which we issued and sold $200.0 million in aggregate principal amount of our 3.69% Senior Notes, Series G, due June 14, 2022, in a private placement.

On December 20, 2013, we entered into a note purchase agreement for a private placement of $600.0 million of Senior Notes. The agreement provides for three series of notes: Series H is $325 million at 4.58% due in 2024, Series I is $175 million at 4.73% due in 2026 and Series J is $100 million at 4.98% due 2029. Under the agreement, funding is expected to occur on February 27, 2014.

See Note 6 to our consolidated financial statements for a discussion of the terms of the note purchase agreements

Credit Agreement - On September 19, 2013, we entered into a $600.0 million unsecured multicurrency credit agreement (which we refer to as the Credit Agreement), which expires on September 19, 2018, with a group of fifteen financial investors. The Credit Agreement replaced a $500.0 million unsecured revolving credit facility, (that was scheduled to expire on July 14, 2014), which was terminated upon the execution of the Credit Agreement. All indebtedness, liabilities and obligations outstanding under the previous facility were fully paid and satisfied, except for outstanding letters of credit which became letters of credit under the Credit Agreement.

43

We use the Credit Agreement to post letters of credit and to borrow funds to supplement our operating cash flows from time to time. At December 31, 2013, $16.0 million of letters of credit (see below under Off-Balance Sheet Debt) were outstanding under the Credit Agreement. There were $530.5 million of borrowings outstanding under the Credit Agreement at December 31, 2013. Accordingly, at December 31, 2013, $53.5 million remained available for potential borrowings, of which $53.5 million may be in the form of additional letters of credit. We are under no obligation to use the Credit Agreement in performing our normal business operations. See Note 6 to our consolidated financial statements for a discussion of the terms of the Credit Agreement.

Operating Lease Obligations - We generally operate in leased premises at our other locations. Certain of these leases have options permitting renewals for additional periods. In addition to minimum fixed rentals, a number of leases contain annual escalation clauses which are generally related to increases in an inflation index.

We have leased certain office space to several non-affiliated tenants under operating sublease arrangements. In the normal course of business, we expect that the leases will not be renewed or replaced. We adjust charges for real estate taxes and common area maintenance annually based on actual expenses, and we recognize the related revenues in the year in which the expenses are incurred. These amounts are not included in the minimum future rentals to be received in the contractual obligations table above.

Outstanding Purchase Obligations - As a service company, we typically do not have a material amount of outstanding purchase obligations at any point in time. The amount disclosed in the contractual obligations table above represents the aggregate amount of unrecorded purchase obligations that we have outstanding as of December 31, 2013. These obligations represent agreements to purchase goods or services that were executed in the normal course of business.

Off-Balance Sheet Arrangements

Off-Balance Sheet Commitments - Our total unrecorded commitments associated with outstanding letters of credit, financial guarantees and funding commitments as of December 31, 2013 are as follows (in millions):

													Total
	Amount of Commitment Expiration by Period												Amounts
Off-Balance Sheet Commitments	2014		2015		2016		2017		2018		Thereafter		Committed
Letters of credit	$	—	$	—	$	—	$	—	$	—	$	16.0	$	16.0
Financial guarantees		—		—		—		—		—		9.1		9.1
Funding commitments		8.5		—		—		—		—		2.9		11.4
Total commitments	$	8.5	$	—	$	—	$	—	$	—	$	28.0	$	36.5

Since commitments may expire unused, the amounts presented in the table above do not necessarily reflect our actual future cash funding requirements. See Note 13 to our consolidated financial statements for a discussion of our funding commitments related to our corporate segment and the Off-Balance Sheet Debt section below for a discussion of other letters of credit. All of the letters of credit represent multiple year commitments that have annual, automatic renewing provisions and are classified by the latest commitment date.

Since January 1, 2002, we have acquired 279 companies, all of which were accounted for using the acquisition method for recording business combinations. Substantially all of the purchase agreements related to these acquisitions contain provisions for potential earnout obligations. For all of our 2011 to 2013 acquisitions that contain potential earnout obligations, such obligations are measured at fair value as of the acquisition date and are included on that basis in the recorded purchase price consideration for the respective acquisition. The amounts recorded as earnout payables are primarily based upon estimated future operating results of the acquired entities over a two- to three-year period subsequent to the acquisition date. The aggregate amount of the maximum potential earnout obligations related to these acquisitions was $462.3 million, of which $162.7 million was recorded in our consolidated balance sheet as of December 31, 2013 based on the estimated fair value of the expected future payments to be made.

Off-Balance Sheet Debt - Our unconsolidated investment portfolio includes investments in enterprises where our ownership interest is between 1% and 50%, in which management has determined that our level of influence and economic interest is not sufficient to require consolidation. As a result, these investments are accounted for under the equity method. None of these unconsolidated investments had any outstanding debt at December 31, 2013 and 2012 that was recourse to us.

At December 31, 2013, we had posted two letters of credit totaling $9.8 million, in the aggregate, related to our self-insurance deductibles, for which we have recorded a liability of $9.0 million. At December 31, 2013, we had posted five letters of credit totaling $6.2 million to allow certain of our captive operations to meet minimum statutory surplus requirements and for additional collateral related to premium and claim funds held in a fiduciary capacity. These letters of credit have never been drawn upon.

Item 7A. Quantitative and Qualitative Disclosures about Market Risk.

We are exposed to various market risks in our day to day operations. Market risk is the potential loss arising from adverse changes in market rates and prices, such as interest and foreign currency exchange rates and equity prices. The following analyses present the hypothetical loss in fair value of the financial instruments held by us at December 31, 2013 that are sensitive

44

to changes in interest rates. The range of changes in interest rates used in the analyses reflects our view of changes that are reasonably possible over a one-year period. This discussion of market risks related to our consolidated balance sheet includes estimates of future economic environments caused by changes in market risks. The effect of actual changes in these market risk factors may differ materially from our estimates. In the ordinary course of business, we also face risks that are either nonfinancial or unquantifiable, including credit risk and legal risk. These risks are not included in the following analyses.

Our invested assets are primarily held as cash and cash equivalents, which are subject to various market risk exposures such as interest rate risk. The fair value of our portfolio of cash and our cash equivalents as of December 31, 2013 approximated its carrying value due to its short-term duration. We estimated market risk as the potential decrease in fair value resulting from a hypothetical one-percentage point increase in interest rates for the instruments contained in the cash and cash equivalents investment portfolio. The resulting fair values were not materially different from their carrying values at December 31, 2013.

We have other investments that have valuations that are indirectly influenced by equity market and general economic conditions, which can change rapidly. In addition, some investments require direct and active financial and operational support from us. A future material adverse effect may result from changes in market conditions or if we elect to withdraw financial or operational support.

As of December 31, 2013, we had $925.0 million of borrowings outstanding under our various note purchase agreements. The aggregate estimated fair value of these borrowings at December 31, 2013 was $979.4 million due to the long-term duration and fixed interest rates associated with these debt obligations. No active or observable market exists for our private placement long-term debt. Therefore, the estimated fair value of this debt is based on discounted future cash flows using current interest rates available for debt with similar terms and remaining maturities. To estimate an all-in interest rate for discounting, we obtained market quotes for notes with the same terms as ours, which we have deemed to be the closest approximation of current market rates. We have not adjusted this rate for risk profile changes, covenant issues or credit rating changes. We estimated market risk as the potential impact on the value of the debt recorded in our consolidated balance sheet resulting from a hypothetical one-percentage point decrease in our weighted average borrowing rate as of December 31, 2013 and the resulting fair values would be $42.3 million higher than their carrying value (or $967.3 million).

As of December 31, 2013, we had $530.5 million of borrowings outstanding under our Credit Agreement. The fair value of these borrowings approximate their carrying value due to their short-term duration and variable interest rates associated with these debt obligations. Market risk is estimated as the potential increase in fair value resulting from a hypothetical one-percentage point decrease in our weighted average short-term borrowing rate at December 31, 2013 and the resulting fair value is not be materially different from their carrying value.

We are subject to foreign currency exchange rate risk primarily from one of our larger U.K. based brokerage subsidiaries that incurs expenses denominated primarily in British pounds while receiving a substantial portion of its revenues in U.S. dollars. In addition, we are subject to foreign currency exchange rate risk from our Australian, Canadian, Indian, Singaporean, Jamaican, and various Caribbean operations because we transact business in their local denominated currencies. Foreign currency gains (losses) related to this market risk are recorded in earnings before income taxes as transactions occur. Assuming a hypothetical adverse change of 10% in the average foreign currency exchange rate for 2013 (a weakening of the U.S. dollar), earnings before income taxes would decrease by approximately $4.1 million. Assuming a hypothetical favorable change of 10% in the average foreign currency exchange rate for 2013 (a strengthening of the U.S. dollar), earnings before income taxes would increase by approximately $4.3 million. We are also subject to foreign currency exchange rate risk associated with the translation of local currencies of our foreign subsidiaries into U.S. dollars. However, it is management’s opinion that this foreign currency exchange risk is not material to our consolidated operating results or financial position. We manage the balance sheets of our foreign subsidiaries, where practical, such that foreign liabilities are matched with equal foreign assets, maintaining a “balanced book” which minimizes the effects of currency fluctuations. Historically, we have not entered into derivatives or other similar financial instruments for trading or speculative purposes. However, with respect to managing foreign currency exchange rate risk in the U.K., we have periodically purchased financial instruments when market opportunities arose to minimize our exposure to this risk. During 2013, 2012 and 2011, we had several monthly put/call options in place with an external financial institution that are designed to hedge a significant portion of our future U.K. currency revenues (in 2013) and disbursements (in 2012) through various future payment dates. In addition, during 2013, we had several monthly put/call options in place with an external financial institution that were designed to hedge a significant portion of our future Indian currency disbursements through various future payment dates. These hedging strategies were designed to protect us against significant U.K. and India currency exchange rate movements, but we are still exposed to some foreign currency exchange rate risk for the portion of the payments and currency exchange rate that are unhedged. The impact of these hedging strategies was not material to our consolidated financial statements for 2013, 2012 and 2011. See Note 15 to our consolidated financial statements for the changes in fair value of these derivative instruments reflected in comprehensive earnings in 2013, 2012 and 2011. In the third quarter of 2013, we entered into three foreign currency derivative investment contracts in connection with the signing of an agreement to acquire The Giles Group of Companies headquartered in London, England. These contracts were designed to hedge a portion of the GBP denominated purchase price consideration of this acquisition. The derivative investment contracts were exercised on October 31, 2013 and the Giles transaction closed in early November 2013. In 2013, we recorded a pretax gain of $2.6 million related to these derivative investment contracts.

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Item 8. Financial Statements and Supplementary Data.

Arthur J. Gallagher & Co.

Consolidated Statement of Earnings

(In millions, except per share data)

	Year Ended December 31,
	2013		2012		2011
Commissions	$	1,553.1	$	1,302.5	$	1,127.4
Fees		1,059.5		971.7		870.2
Supplemental commissions		77.3		67.9		56.0
Contingent commissions		52.1		42.9		38.1
Investment income		8.1		10.4		8.1
Net gains on books of business sales		5.2		3.9		5.5
Revenues from clean coal activities		412.5		119.6		29.2
Other net revenues		11.8		1.4		0.2
Total revenues		3,179.6		2,520.3		2,134.7
Compensation		1,685.0		1,493.4		1,326.1
Operating		552.4		483.2		419.0
Cost of revenues from clean coal activities		437.3		111.6		32.0
Interest		50.1		43.0		40.8
Depreciation		53.4		41.4		35.9
Amortization		125.2		99.0		79.3
Change in estimated acquisition earnout payables		1.7		3.4		(6.2	)
Total expenses		2,905.1		2,275.0		1,926.9
Earnings before income taxes		274.5		245.3		207.8
Provision for income taxes		5.9		50.3		63.7
Net earnings	$	268.6	$	195.0	$	144.1
Basic net earnings per share:	$	2.08	$	1.61	$	1.29
Diluted net earnings per share:		2.06		1.59		1.28
Dividends declared per common share		1.40		1.36		1.32

See notes to consolidated financial statements.

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Arthur J. Gallagher & Co.

Consolidated Statement of Comprehensive Earnings

(In millions)

	Year Ended December 31,
	2013		2012			2011
Net earnings	$	268.6	$	195.0		$	144.1
Change in pension liability, net of taxes		26.8		(3.4	)		(30.6	)
Foreign currency translation		1.6		16.1			(16.1	)
Change in fair value of derivative instruments, net of taxes		1.8		1.7			(2.7	)
Comprehensive earnings	$	298.8	$	209.4		$	94.7

See notes to consolidated financial statements

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Arthur J. Gallagher & Co.

Consolidated Balance Sheet

(In millions)

	December 31,
	2013			2012
Cash and cash equivalents	$	298.1		$	302.1
Restricted cash		1,027.4			851.6
Premiums and fees receivable		1,288.8			1,096.1
Other current assets		261.3			179.7
Total current assets		2,875.6			2,429.5
Fixed assets - net		160.4			105.4
Deferred income taxes		279.8			251.8
Other noncurrent assets		320.7			283.3
Goodwill - net		2,145.2			1,472.7
Amortizable intangible assets - net		1,078.8			809.6
Total assets	$	6,860.5		$	5,352.3
Premiums payable to insurance and reinsurance companies	$	2,154.7		$	1,819.7
Accrued compensation and other accrued liabilities		370.6			306.7
Unearned fees		84.5			70.6
Other current liabilities		44.5			36.9
Corporate related borrowings - current		630.5			129.0
Total current liabilities		3,284.8			2,362.9
Corporate related borrowings - noncurrent		825.0			725.0
Other noncurrent liabilities		665.2			605.8
Total liabilities		4,775.0			3,693.7
Stockholders’ equity:
Common stock - authorized 400.0 shares; issued and outstanding 133.6 shares in 2013 and 125.6 shares in 2012		133.6			125.6
Capital in excess of par value		1,358.1			1,055.4
Retained earnings		596.4			510.4
Accumulated other comprehensive loss		(2.6	)		(32.8	)
Total stockholders’ equity		2,085.5			1,658.6
Total liabilities and stockholders’ equity	$	6,860.5		$	5,352.3

See notes to consolidated financial statements.

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Arthur J. Gallagher & Co.

Consolidated Statement of Cash Flows

(In millions)

	Year Ended December 31,
	2013			2012			2011
Cash flows from operating activities:
Net earnings	$	268.6		$	195.0		$	144.1
Adjustments to reconcile net earnings to net cash provided by operating activities:
Net gain on investments and other		(17.1	)		(3.9	)		(5.5	)
Depreciation and amortization		178.6			140.4			115.2
Change in estimated acquisition earnout payables		1.7			3.4			(6.2	)
Amortization of deferred compensation and restricted stock		19.0			8.3			6.8
Stock-based and other noncash compensation expense		7.7			7.5			14.3
Effect of exchange rate changes		(0.2	)		1.9			0.3
Net change in restricted cash		(58.6	)		(90.2	)		31.9
Net change in premiums receivable		(85.4	)		11.5			52.1
Net change in premiums payable		114.3			33.3			(55.8	)
Net change in other current assets		(57.4	)		52.4			(8.1	)
Net change in accrued compensation and other accrued liabilities		36.3			19.2			12.8
Net change in fees receivable/unearned fees		(5.9	)		4.3			(4.1	)
Net change in income taxes payable		4.3			14.0			(10.4	)
Net change in deferred income taxes		(53.8	)		(20.4	)		21.5
Net change in other noncurrent assets and liabilities		(2.2	)		(33.7	)		(24.9	)
Net cash provided by operating activities		349.9			343.0			284.0
Cash flows from investing activities:
Net additions to fixed assets		(93.6	)		(51.0	)		(45.9	)
Cash paid for acquisitions, net of cash acquired		(727.7	)		(344.1	)		(264.8	)
Net proceeds from sales of operations		5.5			11.4			14.0
Net proceeds (funding) of investment transactions		(35.9	)		1.5			(14.5	)
Net cash used by investing activities		(851.7	)		(382.2	)		(311.2	)
Cash flows from financing activities:
Proceeds from issuance of common stock		76.2			82.3			73.9
Tax impact from issuance of common stock		7.5			0.5			3.7
Repurchases of common stock		—			(1.5	)		(1.2	)
Dividends paid		(182.6	)		(204.4	)		(145.8	)
Borrowings on line of credit facilities		890.5			303.0			151.0
Repayments on line of credit facilities		(489.0	)		(184.0	)		(141.0	)
Borrowings of corporate related long-term debt		200.0			50.0			125.0
Net cash provided by financing activities		502.6			45.9			65.6
Effect of exchange rate changes on cash and cash equivalents		(4.8	)		4.2			3.0
Net (decrease) increase in cash and cash equivalents		(4.0	)		10.9			41.4
Cash and cash equivalents at beginning of year		302.1			291.2			249.8
Cash and cash equivalents at end of year	$	298.1		$	302.1		$	291.2
Supplemental disclosures of cash flow information:
Interest paid	$	49.2		$	42.2		$	38.4
Income taxes paid		49.2			47.5			32.0

See notes to consolidated financial statements.

49

Arthur J. Gallagher & Co.

Consolidated Statement of Stockholders’ Equity

(In millions)

							Capital in Excess of Par Value			Retained Earnings			Accumulated Other Comprehensive Earnings (Loss)			Total
	Common Stock
	Shares			Amount
Balance at December 31, 2010		108.4		$	108.4		$	507.8		$	488.3		$	2.2		$	1,106.7
Net earnings		—			—			—			144.1			—			144.1
Net change in pension asset/liability, net of taxes of ($20.4) million		—			—			—			—			(30.6	)		(30.6	)
Foreign currency translation		—			—			—			—			(16.1	)		(16.1	)
Change in fair value of derivative instruments, net of taxes of ($1.8 million)		—			—			—			—			(2.7	)		(2.7	)
Compensation expense related to stock option plan grants		—			—			7.1			—			—			7.1
Tax impact from issuance of common stock		—			—			3.7			—			—			3.7
Common stock issued in:
Twenty-four purchase transactions		3.4			3.4			98.9			—			—			102.3
Stock option plans		2.6			2.6			64.1			—			—			66.7
Employee stock purchase plan		0.3			0.3			6.9			—			—			7.2
Deferred compensation/restricted stock		—			—			5.9			—			—			5.9
Common stock repurchases		—			—			(1.2	)		—			—			(1.2	)
Cash dividends declared on common stock		—			—			—			(149.5	)		—			(149.5	)
Balance at December 31, 2011		114.7			114.7			693.2			482.9			(47.2	)		1,243.6
Net earnings		—			—			—			195.0			—			195.0
Net change in pension asset/liability, net of taxes of ($0.2 million)		—			—			—			—			(3.4	)		(3.4	)
Foreign currency translation		—			—			—			—			16.1			16.1
Change in fair value of derivative instruments, net of taxes of $1.1 million		—			—			—			—			1.7			1.7
Compensation expense related to stock option plan grants		—			—			7.2			—			—			7.2
Tax impact from issuance of common stock		—			—			0.5			—			—			0.5
Common stock issued in:
Forty purchase transactions		7.8			7.8			268.5			—			—			276.3
Stock option plans		2.8			2.8			71.1			—			—			73.9
Employee stock purchase plan		0.3			0.3			8.1			—			—			8.4
Deferred compensation/restricted stock		0.1			0.1			7.9			—			—			8.0
Other compensation expense		—			—			0.3			—			—			0.3
Common stock repurchases		(0.1	)		(0.1	)		(1.4	)		—			—			(1.5	)
Cash dividends declared on common stock		—			—			—			(167.5	)		—			(167.5	)
Balance at December 31, 2012		125.6			125.6			1,055.4			510.4			(32.8	)		1,658.6
Net earnings		—			—			—			268.6			—			268.6
Net change in pension asset/liability, net of taxes of $17.9 million		—			—			—			—			26.8			26.8
Foreign currency translation		—			—			—			—			1.6			1.6
Change in fair value of derivative instruments, net of taxes of $1.3 million		—			—			—			—			1.8			1.8
Compensation expense related to stock option plan grants		—			—			7.7			—			—			7.7
Tax impact from issuance of common stock		—			—			7.5			—			—			7.5
Common stock issued in:
Thirteen purchase transactions		5.2			5.2			227.0			—			—			232.2
Stock option plans		2.3			2.3			59.5			—			—			61.8
Employee stock purchase plan		0.3			0.3			9.9			—			—			10.2
Deferred compensation/restricted stock		0.1			0.1			(13.1	)		—			—			(13.0	)
Stock issuance under dribble-out program		0.1			0.1			4.2			—			—			4.3
Common stock repurchases		—			—			—			—			—			—
Cash dividends declared on common stock		—			—			—			(182.6	)		—			(182.6	)
Balance at December 31, 2013		133.6		$	133.6		$	1,358.1		$	596.4		$	(2.6	)	$	2,085.5

See notes to consolidated financial statements.

50

Arthur J. Gallagher & Co.

Notes to Consolidated Financial Statements

December 31, 2013

1. Summary of Significant Accounting Policies

Nature of Operations - Arthur J. Gallagher & Co. and its subsidiaries, collectively referred to herein as we, our or us or the company, provide insurance brokerage and risk management services to a wide variety of commercial, industrial, institutional and governmental organizations through three reportable operating segments. Commission and fee revenue generated by the brokerage segment is primarily related to the negotiation and placement of insurance for our clients. Fee revenue generated by the risk management segment is primarily related to claims management, information management, risk control consulting (loss control) services and appraisals in the property/casualty market. Investment income and other revenue are generated from our investment portfolio, which includes invested cash and restricted funds, as well as clean energy and other investments. We are headquartered in Itasca, Illinois, have operations in 24 countries and offer client-service capabilities in more than 140 countries globally through a network of correspondent insurance brokers and consultants.

Basis of Presentation - The accompanying consolidated financial statements include our accounts and all of our majority-owned subsidiaries (50% or greater ownership). Substantially all of our investments in partially owned entities in which our ownership is less than 50% are accounted for using the equity method based on the legal form of our ownership interest and the applicable ownership percentage of the entity. However, in situations where a less than 50%-owned investment has been determined to be a variable interest entity (which we refer to as a VIE) and we are deemed to be the primary beneficiary in accordance with the variable interest model of consolidation, we will consolidate the investment into our consolidated financial statements. For partially owned entities accounted for using the equity method, our share of the net earnings of these entities is included in consolidated net earnings. All material intercompany accounts and transactions have been eliminated in consolidation.

Certain reclassifications have been made to the amounts reported in prior years’ consolidated financial statements in order to conform to the current year presentation.

In the preparation of our consolidated financial statements as of December 31, 2013, management evaluated all material subsequent events or transactions that occurred after the balance sheet date through the date on which the financial statements were issued for potential recognition in our consolidated financial statements and/or disclosure in the notes thereto.

Use of Estimates - The preparation of our consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed herein.

Revenue Recognition - Our revenues are derived from commissions, fees and investment income.

We recognize commission revenues at the later of the billing or the effective date of the related insurance policies, net of an allowance for estimated policy cancellations. We recognize commission revenues related to installment premiums as the installments are billed. We recognize supplemental commission revenues using internal data and information received from insurance carriers that allows us to reasonably estimate the supplemental commissions earned in the period. A supplemental commission is a commission paid by an insurance carrier that is above the base commission paid, is determined by the insurance carrier, and is established annually in advance of the contractual period based on historical performance criteria. We recognize contingent commissions and commissions on premiums directly billed by insurance carriers as revenue when we have obtained the data necessary to reasonably determine such amounts. Typically, we cannot reasonably determine these types of commission revenues until we have received the cash or the related policy detail or other carrier specific information from the insurance carrier. A contingent commission is a commission paid by an insurance carrier based on the overall profit and/or volume of the business placed with that insurance carrier during a particular calendar year and is determined after the contractual period. Commissions on premiums billed directly by insurance carriers to the insureds generally relate to a large number of property/casualty insurance policy transactions, each with small premiums, and comprise a substantial portion of the revenues generated by our employee benefit brokerage operations. Under these direct bill arrangements, the insurance carrier controls the entire billing and policy issuance process. We record the income effects of subsequent premium adjustments when the adjustments become known.

Fee revenues generated from the brokerage segment primarily relate to fees negotiated in lieu of commissions that we recognize in the same manner as commission revenues. Fee revenues generated from the risk management segment relate to third party claims administration, loss control and other risk management consulting services, which we provide over a period of time, typically one year. We recognize these fee revenues ratably as the services are rendered, and record the income effects of subsequent fee adjustments when the adjustments become known.

51

We deduct brokerage expense from gross revenues in our determination of our total revenues. Brokerage expense represents commissions paid to sub-brokers related to the placement of certain business by our brokerage segment. We recognize this expense in the same manner as commission revenues.

Premiums and fees receivable in the accompanying consolidated balance sheet are net of allowances for estimated policy cancellations and doubtful accounts. The allowance for estimated policy cancellations was $4.2 million and $4.0 million at December 31, 2013 and 2012, respectively, which represents a reserve for future reversals in commission and fee revenues related to the potential cancellation of client insurance policies that were in force as of each year end. The allowance for doubtful accounts was $6.7 million and $6.6 million at December 31, 2013 and 2012, respectively. We establish the allowance for estimated policy cancellations through a charge to revenues and the allowance for doubtful accounts through a charge to operating expenses. Both of these allowances are based on estimates and assumptions using historical data to project future experience. Such estimates and assumptions could change in the future as more information becomes known which could impact the amounts reported and disclosed herein. We periodically review the adequacy of these allowances and make adjustments as necessary.

Investment income primarily includes interest and dividend income, which is accrued as it is earned. Gains on books of business sales represent one-time gains related to sales of brokerage related businesses, which are primarily recognized on a cash received basis. Revenues from clean coal activities include revenues from consolidated clean coal production plants, royalty income from clean coal licenses and income (loss) related to unconsolidated clean coal production plants, all of which are recognized as earned. Revenues from consolidated clean coal production plants represent sales of refined coal. Royalty income from clean coal licenses represents fee income related to the use of clean coal technologies. Income (loss) from unconsolidated clean coal production plants includes income (losses) related to our equity portion of the pretax results of the clean coal production plants and production based installment sale income from majority investors. Other net revenues primarily consist of our equity portions of the earnings from our investments in venture capital funds.

Claims Handling Obligations - We are obligated under certain circumstances to provide future claims handling and certain administrative services for our former global risks brokerage clients in the U.K. Our obligation is the result of following the industry practice of insurance brokers providing future claims handling and administrative services to former clients. In addition, under certain circumstances, our risk management segment operations are contractually obligated to provide contract claim settlement and administration services to our former clients. Accordingly, we record a liability for these deferred run-off obligations based on the estimated costs to provide these future services to former clients. This liability is based on estimates and assumptions using historical data to project future experience. Such estimates and assumptions could change in the future as more information becomes known which could impact the amounts reported and disclosed herein. We periodically review (at least annually) the adequacy of this liability and will make adjustments as necessary.

Earnings per Share - Basic net earnings per share is computed by dividing net earnings by the weighted average number of common shares outstanding during the reporting period. Diluted net earnings per share is computed by dividing net earnings by the weighted average number of common and common equivalent shares outstanding during the reporting period. Common equivalent shares include incremental shares from dilutive stock options, which are calculated from the date of grant under the treasury stock method using the average market price for the period.

Cash and Cash Equivalents - Short-term investments, consisting principally of cash and money market accounts that have average maturities of 90 days or less, are considered cash equivalents.

Restricted Cash - In our capacity as an insurance broker, we collect premiums from insureds and, after deducting our commissions and/or fees, remit these premiums to insurance carriers. We hold unremitted insurance premiums in a fiduciary capacity until we disburse them, and the use of such funds is restricted by laws in certain states and foreign jurisdictions in which our subsidiaries operate. Various state and foreign agencies regulate insurance brokers and provide specific requirements that limit the type of investments that may be made with such funds. Accordingly, we invest these funds in cash and U.S. Treasury fund accounts. We can earn interest income on these unremitted funds, which is included in investment income in the accompanying consolidated statement of earnings. These unremitted amounts are reported as restricted cash in the accompanying consolidated balance sheet, with the related liability reported as premiums payable to insurance and reinsurance companies. Additionally, several of our foreign subsidiaries are required by various foreign agencies to meet certain liquidity and solvency requirements. We were in compliance with these requirements at December 31, 2013.

Related to our third party administration business, we are responsible for client claim funds that we hold in a fiduciary capacity. We do not earn any interest income on the funds held. These client funds have been included in restricted cash, along with a corresponding liability in premiums payable to insurance and reinsurance companies in the accompanying consolidated balance sheet.

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Derivative Instruments - In the normal course of business, we are exposed to the impact of foreign currency fluctuations that impact our results of operations and cash flows. We utilize a foreign currency risk management program involving foreign currency derivatives that consist of several monthly put/call options designed to hedge a significant portion of our future foreign currency disbursements through various future payment dates. To mitigate the counterparty credit risk we only enter into contracts with carefully selected major financial institutions based upon their credit ratings and other factors. These derivative instrument contracts are cash flow hedges that qualify for hedge accounting and primarily hedge against fluctuations between changes in the British Pound Sterling and Indian Rupee versus the U.S. Dollar. Changes in fair value of the derivative instruments are reflected in other comprehensive earnings in the accompanying consolidated balance sheet. The impact of the hedge at maturity is recognized in the income statement as a component of compensation and operating expenses. These derivative instrument contracts are periodically monitored for hedge ineffectiveness, the amount of which has not been material to the accompanying consolidated financial statements. We do not use derivatives for trading or speculative purposes. In 2013, other net revenues also includes a gain of $2.6 million related to three foreign currency derivative investment contracts that we executed in September 2013 in connection with the signing of an agreement to acquire The Giles Group of Companies, headquartered in London, England. These contracts were designed to hedge a portion of the GBP denominated purchase price consideration of this acquisition. The derivative investment contracts were exercised on October 31, 2013 and the Giles transaction closed in early November 2013.

Investments - We have a management investment committee that meets four to six times per year to review the valuation of our investments. For investments that do not have quoted market prices, we use various valuation techniques to estimate fair value and look for indicators of impairment. Factors that may indicate that an impairment could exist include, but are not limited to, reductions or changes to dividend payments, sustained operating losses or a trend of poor operating performance, recent refinancings or recapitalizations, unfavorable press reports, significant customer or revenue loss, litigation, losses by other companies in a similar industry, overall economic conditions, management changes and significant changes in strategy. In addition, in cases where the ultimate value of an investment is directly dependent on us for future financial support, we assess our willingness and intent to provide future funding in determining impairment.

If an indicator of impairment exists, we compare the investment’s carrying value to an estimate of its fair value. To estimate the fair value of our equity-method investments, we compare values established in recent recapitalizations or appraisals conducted by third parties. In some cases, no such recapitalizations or appraisals exist and we must perform our own valuations. This also requires us to exercise significant judgment. Even if impairment indicators exist, no impairment may be required if the estimated fair value is not less than the current carrying value or the decline in value is determined to be temporary and we have no intent to sell the investment, and it is more likely than not that we will not be required to sell the investment prior to a recovery in value. When we determine that an impairment is required, we record the impairment as a realized loss against current period earnings.

Both the process to review for indicators of impairment and, if such indicators exist, the method to compute the amount of impairment incorporates quantitative data and qualitative criteria including the receipt of new information that can significantly change the decision about the valuation of an investment in a short period of time. The determination of whether an impairment is required is necessarily a matter of subjective judgment. The timing and amount of realized losses reported in earnings could vary if management’s conclusions were different.

Because of the inherent risk of investments, we can make no assurances that there will not be impairments in the future should economic and other conditions change.

Premium Financing - Four subsidiaries of the brokerage segment make short-term loans (generally with terms of twelve months or less) to our clients to finance premiums. These premium financing contracts are structured to minimize potential bad debt expense to us. Such receivables are considered delinquent after seven days of the payment due date. Generally, insurance policies are cancelled within one month of the contractual payment due date if the payment remains delinquent. We recognize interest income as it is earned over the life of the contract using the interest “level-yield” method. Unearned interest related to contracts receivable is included in the receivable balance in the accompanying consolidated balance sheet. The outstanding contracts receivable balance was $2.3 million and $2.2 million at December 31, 2013 and 2012, respectively.

Fixed Assets - We carry fixed assets at cost, less accumulated depreciation, in the accompanying consolidated balance sheet. We periodically review long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying value of the assets may not be recoverable. Under those circumstances, if the fair value were less than the carrying amount of the asset, we would recognize a loss for the difference. Depreciation for fixed assets is computed using the straight-line method over the following estimated useful lives:

	Useful Life
Computer equipment	Three to five years
Furniture and fixtures	Three to ten years
Office equipment	Three to ten years
Software	Three to five years
Leasehold improvements	Shorter of the lease term or useful life of the asset

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Intangible Assets - Intangible assets represent the excess of cost over the estimated fair value of net tangible assets of acquired businesses. Our primary intangible assets are classified as either goodwill, expiration lists, non-compete agreements or trade names. Expiration lists, non-compete agreements and trade names are amortized using the straight-line method over their estimated useful lives (three to fifteen years for expiration lists, three to five years for non-compete agreements and five to fifteen years for trade names), while goodwill is not subject to amortization. The establishment of goodwill, expiration lists, non-compete agreements and trade names and the determination of estimated useful lives are primarily based on valuations we receive from qualified independent appraisers. The calculations of these amounts are based on estimates and assumptions using historical and projected financial information and recognized valuation methods. Different estimates or assumptions could produce different results. We carry intangible assets at cost, less accumulated amortization, in the accompanying consolidated balance sheet.

We review all of our intangible assets for impairment periodically (at least annually for goodwill) and whenever events or changes in business circumstances indicate that the carrying value of the assets may not be recoverable. We perform such impairment reviews at the division (i.e., reporting unit) level with respect to goodwill and at the business unit level for amortizable intangible assets. In reviewing intangible assets, if the fair value were less than the carrying amount of the respective (or underlying) asset, an indicator of impairment would exist and further analysis would be required to determine whether or not a loss would need to be charged against current period earnings as a component of amortization expense. Based on the results of impairment reviews in 2013, 2012 and 2011, we wrote off $2.2 million, $3.5 million and $4.6 million, respectively, of amortizable intangible assets primarily related to prior year acquisitions of our brokerage segment, which is included in amortization expense in the accompanying consolidated statement of earnings. The determinations of impairment indicators and fair value are based on estimates and assumptions related to the amount and timing of future cash flows and future interest rates. Such estimates and assumptions could change in the future as more information becomes known which could impact the amounts reported and disclosed herein.

Income Taxes - Our tax rate reflects the statutory tax rates applicable to our taxable earnings and tax planning in the various jurisdictions in which we operate. Significant judgment is required in determining the annual effective tax rate and in evaluating uncertain tax positions. We report a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in our tax return. We evaluate our tax positions using a two-step process. The first step involves recognition. We determine whether it is more likely than not that a tax position will be sustained upon tax examination based solely on the technical merits of the position. The technical merits of a tax position are derived from both statutory and judicial authority (legislation and statutes, legislative intent, regulations, rulings and case law) and their applicability to the facts and circumstances of the position. If a tax position does not meet the “more likely than not” recognition threshold, we do not recognize the benefit of that position in the financial statements. The second step is measurement. A tax position that meets the “more likely than not” recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The tax position is measured as the largest amount of benefit that has a likelihood of greater than 50% of being realized upon ultimate resolution with a taxing authority.

Uncertain tax positions are measured based upon the facts and circumstances that exist at each reporting period and involve significant management judgment. Subsequent changes in judgment based upon new information may lead to changes in recognition, derecognition and measurement. Adjustments may result, for example, upon resolution of an issue with the taxing authorities, or expiration of a statute of limitations barring an assessment for an issue. We recognize interest and penalties, if any, related to unrecognized tax benefits in our provision for income taxes.

Tax law requires certain items to be included in our tax returns at different times than such items are reflected in the financial statements. As a result, the annual tax expense reflected in our consolidated statements of earnings is different than that reported in our tax returns. Some of these differences are permanent, such as expenses that are not deductible in our tax returns, and some differences are temporary and reverse over time, such as depreciation expense and amortization expense deductible for income tax purposes. Temporary differences create deferred tax assets and liabilities. Deferred tax liabilities generally represent tax expense recognized in the financial statements for which a tax payment has been deferred, or expense which has been deducted in the tax return but has not yet been recognized in the financial statements. Deferred tax assets generally represent items that can be used as a tax deduction or credit in tax returns in future years for which a benefit has already been recorded in the financial statements.

We establish or adjust valuation allowances for deferred tax assets when we estimate that it is more likely than not that future taxable income will be insufficient to fully use a deduction or credit in a specific jurisdiction. In assessing the need for the recognition of a valuation allowance for deferred tax assets, we consider whether it is more likely than not that some portion, or all, of the deferred tax assets will not be realized and adjust the valuation allowance accordingly. We evaluate all significant available positive and negative evidence as part of our analysis. Negative evidence includes the existence of losses in recent years. Positive evidence includes the forecast of future taxable income by jurisdiction, tax-planning strategies that would result in the realization of deferred tax assets and the presence of taxable income in prior carryback years. The underlying assumptions we use in forecasting future taxable income require significant judgment and take into account our recent performance. Such estimates and assumptions could change in the future as more information becomes known which could impact the amounts reported and disclosed herein. The ultimate realization of deferred tax assets depends on the generation of future taxable income during the periods in which temporary differences are deductible or creditable.

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Fair Value of Financial Instruments - Fair value accounting establishes a framework for measuring fair value, which is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., an exit price). This framework includes a fair value hierarchy that prioritizes the inputs to the valuation technique used to measure fair value.

The classification of a financial instrument within the valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability on the measurement date. The three levels of the hierarchy in order of priority of inputs to the valuation technique are defined as follows:

• Level 1 - Valuations are based on unadjusted quoted prices in active markets for identical financial instruments;

• Level 2 - Valuations are based on quoted market prices, other than quoted prices included in Level 1, in markets that are not active or on inputs that are observable either directly or indirectly for the full term of the financial instrument; and

• Level 3 - Valuations are based on pricing or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement of the financial instrument. Such inputs may reflect management’s own assumptions about the assumptions a market participant would use in pricing the financial instrument.

The level in the fair value hierarchy within which the fair value measurement is classified is determined based on the lowest level input that is significant to the fair value measure in its entirety.

The carrying amounts of financial assets and liabilities reported in the accompanying consolidated balance sheet for cash and cash equivalents, restricted cash, premiums and fees receivable, premiums payable to insurance carriers, accrued salaries and bonuses, accounts payable and other accrued liabilities, unearned fees and income taxes payable, at December 31, 2013 and 2012, approximate fair value because of the short-term duration of these instruments. See Note 3 to our consolidated financial statements for the fair values related to the establishment of intangible assets and the establishment and adjustment of earnout payables. See Note 6 to our consolidated financial statements for the fair values related to borrowings outstanding at December 31, 2013 and 2012 under our debt agreements. See Note 11 to our consolidated financial statements for the fair values related to investments at December 31, 2013 and 2012 under our defined benefit pension plan.

Litigation - We are the defendant in various legal actions related to claims, lawsuits and proceedings incident to the nature of our business. We record liabilities for loss contingencies, including legal costs (such as fees and expenses of external lawyers and other service providers) to be incurred, when it is probable that a liability has been incurred on or before the balance sheet date and the amount of the liability can be reasonably estimated. We do not discount such contingent liabilities. To the extent recovery of such losses and legal costs is probable under our insurance programs, we record estimated recoveries concurrently with the losses recognized. Significant management judgment is required to estimate the amounts of such contingent liabilities and the related insurance recoveries. In order to assess our potential liability, we analyze our litigation exposure based on available information, including consultation with outside counsel handling the defense of these matters. As these liabilities are uncertain by their nature, the recorded amounts may change due to a variety of different factors, including new developments in, or changes in approach, such as changing the settlement strategy as applicable to each matter.

Stock-Based Compensation - We have several employee equity-settled and cash-settled share-based compensation plans. Equity-settled share-based payments to employees include grants of stock options and restricted stock units and are measured based on estimated grant date fair value. We have elected to use the Black-Scholes option pricing model to determine the fair value of stock options on the dates of grant. Restricted stock units are measured based on the fair market values of the underlying stock on the dates of grant. Shares are issued on the vesting dates net of the minimum statutory tax withholding requirements, as applicable, to be paid by us on behalf of our employees. As a result, the actual number of shares issued will be fewer than the actual number of restricted stock units outstanding. Furthermore, we record the liability for withholding amounts to be paid by us as a reduction to additional paid-in capital when paid.

Cash-settled share-based payments to employees include grants of performance units and stock appreciation rights. The fair value of the amount payable to employees in respect of cash-settled share-based payments is recognized as compensation expense, with a corresponding increase in liabilities, over the vesting period. The liability is remeasured at each reporting date and at settlement date. Any changes in fair value of the liability are recognized as compensation expense.

We recognize share-based compensation expense over the requisite service period for awards expected to ultimately vest. Forfeitures are estimated on the date of grant and revised if actual or expected forfeiture activity differs from original estimates.

Employee Stock Purchase Plan - We have an employee stock purchase plan (which we refer to as the ESPP), under which the sale of 4.0 million shares of our common stock has been authorized. Eligible employees may contribute up to 15% of their compensation towards the quarterly purchase of our common stock at a purchase price equal to 95% of the lesser of the fair market value of our common stock on the first business day or the last business day of the quarterly offering period. Eligible employees may annually purchase shares of our common stock with an aggregate fair market value of up to $25,000 (measured as of the first day of each quarterly offering period of each calendar year), provided that no employee may purchase more than 2,000 shares of our common stock under the ESPP during any calendar year. At December 31, 2013, 0.5 million shares of our common stock are reserved for future issuance under the ESPP.

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Defined Benefit Pension and Other Postretirement Plans - We recognize in our consolidated balance sheet, an asset for our defined benefit postretirement plans’ overfunded status or a liability for our plans’ underfunded status. We recognize changes in the funded status of our defined benefit postretirement plans in comprehensive earnings in the year in which the changes occur. We use December 31 as the measurement date for our plans’ assets and benefit obligations. See Note 11 to our consolidated financial statements for additional information required to be disclosed related to our defined benefit postretirement plans.

2. Effect of New Accounting Pronouncements

Presentation of Unrecognized Tax Benefits

In July 2013, the Financial Accounting Standards Board (which we refer to as the FASB) issued ASU 2013-11, “Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists,” which provides explicit guidance on the presentation of certain unrecognized tax benefits in the financial statements that did not previously exist. The ASU provides that a liability related to an unrecognized tax benefit would be offset against a deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward if such settlement is required or expected in the event the uncertain tax position is disallowed. In that case, the liability associated with the unrecognized tax benefit is presented in the financial statements as a reduction to the related deferred tax asset. In situations in which a net operating loss carryforward, a similar tax loss or a tax credit carryforward is not available at the reporting date under the tax law of the jurisdiction or the tax law of the jurisdiction does not require, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit will be presented in the financial statements as a liability and will not be combined with deferred tax assets. This new guidance is effective for annual and interim periods beginning after December 15, 2013. Early adoption is permitted. Management has decided not to adopt this guidance early and has determined that the impact of the new guidance upon adoption, will not be material to the consolidated financial statements.

Other Comprehensive Income

In February 2013, the FASB issued ASU 2013-02, Comprehensive Income (Topic 220), “Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income,” which requires significant items reclassified out of accumulated other comprehensive income (which we refer to as AOCI) to net income in their entirety in the same reporting period, to be reported to show the effect of the reclassifications on the respective line items of the statement where net income is presented. These reclassifications can be presented either on the face of the statement where net income is presented or in the notes to the financial statements. For items that are not reclassified to net income in their entirety in the same reporting period, a cross reference to other disclosures currently required under U.S. GAAP is required in the notes to the consolidated financial statements. The new guidance also requires companies to report changes in the accumulated balances of each component of AOCI. This new guidance was effective for annual and interim periods beginning after December 15, 2012. We adopted the new guidance effective January 1, 2013. The adoption affected the disclosures made in our consolidated financial statements and notes thereto, but did not have any impact on our results of operations or financial position.

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3. Business Combinations

During 2013, we acquired substantially all of the net assets of the following firms in exchange for our common stock and/or cash. These acquisitions have been accounted for using the acquisition method for recording business combinations (in millions except share data):

Name and Effective Date of Acquisition	Common Shares Issued			Common Share Value		Cash Paid		Accrued Liability		Escrow Deposited		Recorded Earnout Payable		Total Recorded Purchase Price		Maximum Potential Earnout Payable
		(000s	)
Metzler Brothers Insurance February 1, 2013		—		$	—	$	3.4	$	—	$	0.4	$	0.7	$	4.5	$	1.4
Advanced Benefit Advisors, Inc. April 1, 2013		—			—		10.9		—		0.1		1.8		12.8		7.0
Property & Commercial Limited (PCL) April 1, 2013		—			—		62.0		—		3.1		—		65.1		—
Garza Long Group, LLC May 1, 2013		—			—		4.3		—		0.1		0.5		4.9		6.7
Bollinger, Inc. (BOL) August 1, 2013		3,177			140.0		157.6		—		22.0		—		319.6		—
Dickinson & Associates, Inc. August 1, 2013		—			—		10.9		—		0.1		—		11.0		4.8
Belmont International (BEL) September 1, 2013		—			—		21.7		—		2.5		2.9		27.1		3.2
R.W. Scobie, Inc. September 1, 2013		223			8.0		4.4		—		1.5		2.5		16.4		5.0
Jeffrey Haber & Michael Fischman September 20, 2013		—			—		7.0		—		—		8.5		15.5		10.3
G.S. Levine Insurance Services, Inc. (GSL) October 1, 2013		413			16.8		5.5		—		2.7		3.8		28.8		8.0
R.J. Dutton Incorporated October 1, 2013		112			5.2		1.8		—		0.1		1.2		8.3		4.9
Employee Benefits Analysis Corporation November 1, 2013		148			6.9		—		—		0.1		0.6		7.6		5.0
Parks Johnson Agency, LLC November 1, 2013		—			—		5.4		—		0.1		0.6		6.1		5.2
Giles Group of Companies (GGC) November 14, 2013		—			—		387.9		—		3.8		—		391.7		—
Barmore Insurance Agency, Inc. December 1, 2013		95			4.4		1.1		—		0.3		1.6		7.4		3.5
Bergvall Marine A.S. (BMA) December 1, 2013		—			—		11.3		—		1.2		9.2		21.7		11.9

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Name and Effective Date of Acquisition	Common Shares Issued			Common Share Value		Cash Paid		Accrued Liability		Escrow Deposited		Recorded Earnout Payable		Total Recorded Purchase Price		Maximum Potential Earnout Payable
		(000s	)
Cleaveland Insurance Group, Inc. December 1, 2013		101			4.1		1.5		—		0.6		1.2		7.4		2.7
The Jenkins Group, Inc. December 1, 2013		—			—		1.2		3.8		—		1.0		6.0		4.0
Longfellow Financial, LLC (LGF) December 1, 2013		461			20.5		7.0		—		0.5		3.4		31.4		17.0
McIntyre Risk Management, LLC (MRM) December 1, 2013		296			13.6		4.3		—		0.2		2.2		20.3		5.5
Eleven other acquisitions completed in 2013		77			3.6		10.4		—		0.4		8.6		23.0		13.1
		5,103		$	223.1	$	719.6	$	3.8	$	39.8	$	50.3	$	1,036.6	$	119.2

Effective November 14, 2013 we acquired the Giles Group of Companies (which we refer to as Giles) headquartered in London, England. Under the agreement, we purchased all of the outstanding shares of Giles for net cash consideration of approximately £233.0 million. Giles was the fifth largest independent retail insurance broker in the United Kingdom with over 1,100 employees operating out of 43 offices in England, Scotland, Wales, Northern Ireland, Isle of Man and the Channel Islands. In 2013, we recognized a pretax gain of $2.6 million resulting from three foreign currency derivative investment contracts that we executed in September 2013 and exercised on October 31, 2013 in connection with the signing of the agreement to acquire Giles. This gain was included in other net revenues in the consolidated statement of earnings.

Common shares issued in connection with acquisitions are valued at closing market prices as of the effective date of the applicable acquisition. We record escrow deposits that are returned to us as a result of adjustments to net assets acquired as reductions of goodwill when the escrows are settled. The maximum potential earnout payables disclosed in the foregoing table represent the maximum amount of additional consideration that could be paid pursuant to the terms of the purchase agreement for the applicable acquisition. The amounts recorded as earnout payables, which are primarily based upon the estimated future operating results of the acquired entities over a two- to three-year period subsequent to the acquisition date, are measured at fair value as of the acquisition date and are included on that basis in the recorded purchase price consideration in the foregoing table. We will record subsequent changes in these estimated earnout obligations, including the accretion of discount, in our consolidated statement of earnings when incurred.

The fair value of these earnout obligations is based on the present value of the expected future payments to be made to the sellers of the acquired entities in accordance with the provisions outlined in the respective purchase agreements, which is a Level 3 fair value measurement. In determining fair value, we estimated the acquired entity’s future performance using financial projections developed by management for the acquired entity and market participant assumptions that were derived for revenue growth and/or profitability. Revenue growth rates generally ranged from 2.0% to 12.0% for our 2013 acquisitions. We estimated future payments using the earnout formula and performance targets specified in each purchase agreement and these financial projections. We then discounted these payments to present value using a risk-adjusted rate that takes into consideration market-based rates of return that reflect the ability of the acquired entity to achieve the targets. These discount rates generally ranged from 8.0% to 9.0% for our 2013 acquisitions. Changes in financial projections, market participant assumptions for revenue growth and/or profitability, or the risk-adjusted discount rate, would result in a change in the fair value of recorded earnout obligations.

During 2013, 2012 and 2011, we recognized $11.9 million, $9.3 million and $8.3 million, respectively, of expense in our consolidated statement of earnings related to the accretion of the discount recorded for earnout obligations in connection with our acquisitions. In addition, during 2013, 2012 and 2011 we recognized $10.2 million, $5.9 million and $14.5 million of income, respectively, related to net adjustments in the estimated fair value of the liability for earnout obligations in connection with revised projections of future performance for 79, 46 and 22 acquisitions, respectively. The aggregate amount of maximum earnout obligations related to acquisitions made in 2010 and subsequent years was $462.3 million as of December 31, 2013, of which $162.7 million was recorded in the consolidated balance sheet as of that date based on the estimated fair value of the expected future payments to be made. The aggregate amount of maximum earnout obligations related to acquisitions made in 2009 and subsequent years was $384.8 million as of December 31, 2012, of which $139.8 million was recorded in the consolidated balance sheet as of that date.

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The following is a summary of the estimated fair values of the net assets acquired at the date of each acquisition made in 2013 (in millions):

	PCL		BOL		BEL		GSL		GGC		BMA		LGF		MRM		Twenty-three Other Acquisitions		Total
Cash	$	2.4	$	7.6	$	5.3	$	0.4	$	25.9	$	0.8	$	—	$	—	$	7.9	$	50.3
Other current assets		32.9		39.5		19.1		1.1		135.7		16.2		0.2		4.0		12.7		261.4
Fixed assets		2.2		2.4		0.4		0.3		4.1		0.1		—		0.2		0.8		10.5
Noncurrent assets		0.4		2.3		—		0.9		—		—		—		—		—		3.6
Goodwill		45.1		200.2		11.4		8.0		301.5		13.4		12.9		10.7		61.8		665.0
Expiration lists		25.6		132.5		14.4		20.1		89.8		8.8		17.5		9.8		75.7		394.2
Non-compete agreements		—		0.4		—		0.1		3.7		0.2		0.8		0.1		1.8		7.1
Trade names		0.1		1.7		—		—		—		—		—		—		—		1.8
Total assets acquired		108.7		386.6		50.6		30.9		560.7		39.5		31.4		24.8		160.7		1,393.9
Current liabilities		35.5		51.1		20.6		2.1		149.1		15.3		—		4.5		24.0		302.2
Noncurrent liabilities		8.1		15.9		2.9		—		19.9		2.5		—		—		5.8		55.1
Total liabilities assumed		43.6		67.0		23.5		2.1		169.0		17.8		—		4.5		29.8		357.3
Total net assets acquired	$	65.1	$	319.6	$	27.1	$	28.8	$	391.7	$	21.7	$	31.4	$	20.3	$	130.9	$	1,036.6

Among other things, these acquisitions allow us to expand into desirable geographic locations, further extend our presence in the retail and wholesale insurance brokerage services and risk management industries and increase the volume of general services currently provided. The excess of the purchase price over the estimated fair value of the tangible net assets acquired at the acquisition date was allocated to goodwill, trade names, expiration lists and non-compete agreements in the amounts of $664.1 million, $1.8 million, $392.6 million and $7.1 million, respectively, within the brokerage segment and allocated to goodwill and expiration lists in the amounts of $0.9 million and $1.6 million, respectively, within the risk management segment.

Provisional estimates of fair value are established at the time of the acquisition and are subsequently reviewed within the first year of operations subsequent to the acquisition date to determine the necessity for adjustments. The fair value of the tangible assets and liabilities for each applicable acquisition at the acquisition date approximated their carrying values. The fair value of expiration lists was established using the excess earnings method, which is an income approach based on estimated financial projections developed by management for each acquired entity using market participant assumptions. Revenue growth and attrition rates generally ranged from 2.0% to 10.0% and 5.0% to 15.0% for our 2013 acquisitions, respectively, for which a valuation was performed. We estimate the fair value as the present value of the benefits anticipated from ownership of the subject customer list in excess of returns required on the investment in contributory assets necessary to realize those benefits. The rate used to discount the net benefits was based on a risk-adjusted rate that takes into consideration market-based rates of return and reflects the risk of the asset relative to the acquired business. These discount rates generally ranged from 10.5% to 14.5% for our 2013 acquisitions, for which a valuation was performed. The fair value of non-compete agreements was established using the profit differential method, which is an income approach based on estimated financial projections developed by management for the acquired company using market participant assumptions and various non-compete scenarios.

Of the $1.8 million of trade names, $394.2 million of expiration lists and $7.1 million of non-compete agreements related to the 2013 acquisitions, $1.8 million, $287.7 million and $4.6 million, respectively, is not expected to be deductible for income tax purposes. Accordingly, we recorded a deferred tax liability of $48.4 million, and a corresponding amount of goodwill, in 2013 related to the nondeductible amortizable intangible assets.

During 2012, we issued 425,000 shares of our common stock and paid $3.5 million in cash related to earnout obligations of five acquisitions made prior to 2009, and recorded additional goodwill of $0.1 million. During 2011, we issued 245,000 shares of our common stock, paid $8.2 million in cash and accrued $18.3 million in liabilities related to earnout obligations of 19 acquisitions made prior to 2009, and recorded additional goodwill of $30.0 million.

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Our consolidated financial statements for the year ended December 31, 2013 include the operations of the acquired entities from their respective acquisition dates. The following is a summary of the unaudited pro forma historical results, as if these entities had been acquired at January 1, 2012 (in millions, except per share data):

	Year Ended December 31,
	2013		2012
Total revenues	$	3,461.2	$	2,903.6
Net earnings		286.3		212.9
Basic earnings per share		2.17		1.69
Diluted earnings per share		2.14		1.67

The unaudited pro forma results above have been prepared for comparative purposes only and do not purport to be indicative of the results of operations which actually would have resulted had these acquisitions occurred at January 1, 2012, nor are they necessarily indicative of future operating results. Annualized revenues of entities acquired in 2013 totaled approximately $383.9 million. Total revenues and net earnings recorded in our consolidated statement of earnings for 2013 related to the 2013 acquisitions in the aggregate were $107.4 million and $2.1 million, respectively.

4. Fixed Assets

Major classes of fixed assets consist of the following (in millions):

	December 31,
	2013			2012
Office equipment	$	16.3		$	15.1
Furniture and fixtures		78.3			74.2
Computer equipment		117.2			116.7
Leasehold improvements		77.9			52.2
Software		147.6			102.7
Other		8.5			2.9
		445.8			363.8
Accumulated depreciation		(285.4	)		(258.4	)
Net fixed assets	$	160.4		$	105.4

5. Intangible Assets

The carrying amount of goodwill at December 31, 2013 and 2012 allocated by domestic and foreign operations is as follows (in millions):

	Brokerage		Risk Management		Corporate		Total
At December 31, 2013
United States	$	1,449.6	$	20.2	$	—	$	1,469.8
United Kingdom		595.1		2.1		—		597.2
Other foreign, principally Australia and Canada		78.2		—		—		78.2
Total goodwill – net	$	2,122.9	$	22.3	$	—	$	2,145.2
At December 31, 2012
United States	$	1,158.1	$	19.2	$	—	$	1,177.3
United Kingdom		223.9		2.1		—		226.0
Other foreign, principally Australia and Canada		69.4		—		—		69.4
Total goodwill - net	$	1,451.4	$	21.3	$	—	$	1,472.7

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The changes in the carrying amount of goodwill for 2013 and 2012 are as follows (in millions):

	Brokerage			Risk Management			Corporate		Total
Balance as of January 1, 2012	$	1,136.6		$	18.7		$	—	$	1,155.3
Goodwill acquired during the year		308.1			0.7			—		308.8
Goodwill related to earnouts recognized during the year		0.1			—			—		0.1
Goodwill adjustments related to appraisals and other acquisition adjustments		(0.6	)		(0.2	)		—		(0.8	)
Goodwill related to transfers of operations between segments		(2.0	)		2.0			—		—
Foreign currency translation adjustments during the year		9.2			0.1			—		9.3
Balance as of December 31, 2012		1,451.4			21.3			—		1,472.7
Goodwill acquired during the year		664.1			0.9			—		665.0
Goodwill adjustments related to appraisals and other acquisition adjustments		3.3			—			—		3.3
Foreign currency translation adjustments during the year		4.1			0.1			—		4.2
Balance as of December 31, 2013	$	2,122.9		$	22.3		$	—	$	2,145.2

Major classes of amortizable intangible assets consist of the following (in millions):

	December 31,
	2013			2012
Expiration lists	$	1,563.5		$	1,175.0
Accumulated amortization – expiration lists		(511.3	)		(390.8	)
		1,052.2			784.2
Non-compete agreements		37.3			30.9
Accumulated amortization – non-compete agreements		(25.9	)		(23.3	)
		11.4			7.6
Trade names		22.1			23.0
Accumulated amortization – trade names		(6.9	)		(5.2	)
		15.2			17.8
Net amortizable assets	$	1,078.8		$	809.6

Estimated aggregate amortization expense for each of the next five years is as follows (in millions):

2014	$	146.3
2015		141.1
2016		135.5
2017		126.3
2018		115.0
Total	$	664.2

6. Credit and Other Debt Agreements

Note Purchase Agreement – We are a party to an amended and restated note purchase agreement dated December 19, 2007, with certain accredited institutional investors, pursuant to which we issued and sold $100.0 million in aggregate principal amount of our 6.26% Senior Notes, Series A, due August 3, 2014 and $300.0 million in aggregate principal amount of our 6.44% Senior Notes, Series B, due August 3, 2017, in a private placement. These notes require semi-annual payments of interest that are due in February and August of each year.

We are a party to a note purchase agreement dated November 30, 2009, with certain accredited institutional investors, pursuant to which we issued and sold $150.0 million in aggregate principal amount of our 5.85% Senior Notes, Series C, due in three equal installments on November 30, 2016, November 30, 2018 and November 30, 2019, in a private placement. These notes require semi-annual payments of interest that are due in May and November of each year.

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We are a party to a note purchase agreement dated February 10, 2011, with certain accredited institutional investors, pursuant to which we issued and sold $75.0 million in aggregate principal amount of our 5.18% Senior Notes, Series D, due February 10, 2021 and $50.0 million in aggregate principal amount of our 5.49% Senior Notes, Series E, due February 10, 2023, in a private placement. These notes require semi-annual payments of interest that are due in February and August of each year.

We are a party to a note purchase agreement dated July 10, 2012, with certain accredited institutional investors, pursuant to which we issued and sold $50.0 million in aggregate principal amount of our 3.99% Senior Notes, Series F, due July 10, 2020, in a private placement. These notes require semi-annual payments of interest that are due in January and July of each year.

We are a party to a note purchase agreement dated June 14, 2013, with certain accredited institutional investors, pursuant to which we issued and sold $200.0 million in aggregate principal amount of our 3.69% Senior Notes, Series G, due June 14, 2022, in a private placement. These notes require semi-annual payments of interest that are due in June and December of each year.

On December 20, 2013, we entered into a note purchase agreement with certain accredited investors, for a private placement of $600.0 million of Senior Notes. The agreement provides for three series of notes: Series H is $325.0 million at 4.58% due in 2024, Series I is $175.0 million at 4.73% due in 2026 and Series J is $100.0 million at 4.98% due 2029. Under the agreement, funding is expected to occur on February 27, 2014. These notes will require semi-annual payments of interest that will be due in February and August of each year. We will incur approximately $1.3 million of debt acquisition costs that will be capitalized and amortized on a pro rata basis over the life of the debt.

Under the terms of the note purchase agreements, we may redeem the notes at any time, in whole or in part, at 100% of the principal amount of such notes being redeemed, together with accrued and unpaid interest and a “make-whole amount”. The “make-whole amount” is derived from a net present value computation of the remaining scheduled payments of principal and interest using a discount rate based on the U.S. Treasury yield plus 0.5% and is designed to compensate the purchasers of the notes for their investment risk in the event prevailing interest rates at the time of prepayment are less favorable than the interest rates under the notes. We do not currently intend to prepay any of the notes.

The note purchase agreements contain customary provisions for transactions of this type, including representations and warranties regarding us and our subsidiaries and various financial covenants, including covenants that require us to maintain specified financial ratios. We were in compliance with these covenants as of December 31, 2013. The note purchase agreements also provide customary events of default, generally with corresponding grace periods, including, without limitation, payment defaults with respect to the notes, covenant defaults, cross-defaults to other agreements evidencing our or our subsidiaries’ indebtedness, certain judgments against us or our subsidiaries and events of bankruptcy involving us or our material subsidiaries.

The notes issued under the note purchase agreement are senior unsecured obligations of ours and rank equal in right of payment with our Credit Agreement discussed below.

Credit Agreement – On September 19, 2013, we entered into a $600.0 million unsecured multicurrency credit agreement (which we refer to as the Credit Agreement), which expires on September 19, 2018, with a group of fifteen financial institutions. The Credit Agreement replaced a $500.0 million unsecured revolving credit facility (that was scheduled to expire on July 14, 2014), which was terminated upon the execution of the Credit Agreement. All indebtedness, liabilities and obligations outstanding under the previous facility were fully paid and satisfied, except for the letters of credit (which we refer to as LOCs) which became LOCs under the Credit Agreement. We incurred no early termination fees in connection with replacing the previous credit facility.

The Credit Agreement provides for a revolving credit commitment of up to $600.0 million, of which up to $75.0 million may be used for issuances of standby or commercial letters of credit and up to $50.0 million may be used for the making of swing loans, as defined in the Credit Agreement. We may from time to time request, subject to certain conditions, an increase in the revolving credit commitment up to a maximum aggregate revolving credit commitment of $850.0 million.

The Credit Agreement provides that we may elect that each borrowing in U.S. dollars be either base rate loans or Eurocurrency loans, as defined in the Credit Agreement. All loans denominated in currencies other than U.S. dollars will be Eurocurrency loans. Interest rates on base rate loans and outstanding drawings on letters of credit in U.S. dollars under the Credit Agreement are based on the base rate, as defined in the Credit Agreement. Interest rates on Eurocurrency loans or outstanding drawings on letters of credit in currencies other than U.S. dollars are based on an adjusted London Interbank Offered Rate (which we refer to as LIBOR), as defined in the Credit Agreement, plus a margin of 0.85%, 0.95%, 1.05%, 1.25% or 1.45%, depending on the financial leverage ratio we maintain. Interest rates on swing loans are based, at our election, on either the base rate, as defined in the Credit Agreement, or such alternate rate as may be quoted by the lead lender. The annual facility fee related to the Credit Agreement is 0.15%, 0.175%, 0.20%, 0.25% or 0.30% of the used and unused portions of the revolving credit commitment, depending on the financial leverage ratio we maintain. In connection with entering into the Credit Agreement, we incurred approximately $2.1 million of debt acquisition costs that were capitalized and will be amortized on a pro rata basis over the term of the Credit Agreement.

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The terms of the Credit Agreement include various financial covenants, including covenants that require us to maintain specified levels of net worth and financial leverage ratios. We were in compliance with these covenants as of December 31, 2013. The Credit Agreement also includes customary events of default, with corresponding grace periods, including, without limitation, payment defaults, cross-defaults to other agreements evidencing indebtedness and bankruptcy-related defaults.

At December 31, 2013, $16.0 million of letters of credit (for which we had $9.0 million of liabilities recorded at December 31, 2013) were outstanding under the Credit Agreement. See Note 13 to our consolidated financial statements for a discussion of the letters of credit. There were $530.5 million of borrowings outstanding under the Credit Agreement at December 31, 2013. Accordingly, at December 31, 2013, $53.5 million remained available for potential borrowings, of which $53.5 million may be in the form of additional letters of credit.

The following is a summary of our corporate debt (in millions):

	December 31,
	2013		2012
Note Purchase Agreements:
Semi-annual payments of interest, fixed rate of 6.26%, balloon due 2014	$	100.0	$	100.0
Semi-annual payments of interest, fixed rate of 6.44%, balloon due 2017		300.0		300.0
Semi-annual payments of interest, fixed rate of 5.85%, $50.0 million due in 2016, 2018 and 2019		150.0		150.0
Semi-annual payments of interest, fixed rate of 5.18%, balloon due 2021		75.0		75.0
Semi-annual payments of interest, fixed rate of 5.49%, balloon due 2023		50.0		50.0
Semi-annual payments of interest, fixed rate of 3.99%, balloon due 2020		50.0		50.0
Semi-annual payments of interest, fixed rate of 3.69%, balloon due 2022		200.0		—
Total Note Purchase Agreements		925.0		725.0
Credit Agreement:
Periodic payments of interest and principal, prime or LIBOR plus up to 1.45%, expires September 19, 2018		530.5		129.0
	$	1,455.5	$	854.0

The estimated fair value of the $925.0 million in debt under the note purchase agreements at December 31, 2013 was $979.4 million due to the long-term duration and fixed interest rates associated with these debt obligations. No active or observable market exists for our private long-term debt. Therefore, the estimated fair value of this debt is based on discounted future cash flows, which is a Level 3 fair value measurement, using current interest rates available for debt with similar terms and remaining maturities. To estimate an all-in interest rate for discounting, we obtain market quotes for notes with the same terms as ours, which we have deemed to be the closest approximation of current market rates. We have not adjusted this rate for risk profile changes, covenant issues or credit rating changes. The estimated fair value of the $530.5 million of borrowings outstanding under our Credit Agreement approximate their carrying value due to their short-term duration and variable interest rates.

7. Earnings per Share

The following table sets forth the computation of basic and diluted net earnings per share (in millions, except per share data):

	Year Ended December 31,
	2013		2012		2011
Net earnings	$	268.6	$	195.0	$	144.1
Weighted average number of common shares outstanding		128.9		121.0		111.7
Dilutive effect of stock options using the treasury stock method		1.6		1.5		0.8
Weighted average number of common and common equivalent shares outstanding		130.5		122.5		112.5
Basic net earnings per share	$	2.08	$	1.61	$	1.29
Diluted net earnings per share:	$	2.06	$	1.59	$	1.28

Options to purchase 1.3 million, 1.1 million and 3.8 million shares of our common stock were outstanding at December 31, 2013, 2012 and 2011, respectively, but were not included in the computation of the dilutive effect of stock options for the year then ended. These stock options were excluded from the computation because the options’ exercise prices were greater than the average market price of our common shares during the respective period and, therefore, would be anti-dilutive to earnings per share under the treasury stock method.

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8. Stock Option Plans

Long-Term Incentive Plan

On May 10, 2011, our stockholders approved the Arthur J. Gallagher 2011 Long-Term Incentive Plan (which we refer to as the LTIP), which replaced our previous stockholder-approved Arthur J. Gallagher & Co. 2009 Long-Term Incentive Plan (which we refer to as the 2009 LTIP). The LTIP term began May 10, 2011 and it terminates on the date of the annual meeting of stockholders that occurs during 2018, unless terminated earlier by our board of directors. All of our officers, employees and non-employee directors are eligible to receive awards under the LTIP. The compensation committee of our board of directors determines the participants under the LTIP. The LTIP provides for non-qualified and incentive stock options, stock appreciation rights, restricted stock, restricted stock units and performance units, any or all of which may be made contingent upon the achievement of performance criteria. A stock appreciation right entitles the holder to receive, upon exercise and subject to withholding taxes, cash or shares of our common stock (which may be restricted stock) with a value equal to the difference between the fair market value of our common stock on the exercise date and the base price of the stock appreciation right. Subject to the LTIP limits, the compensation committee has the discretionary authority to determine the size of an award.

Shares of our common stock available for issuance under the LTIP include authorized and unissued shares of common stock or authorized and issued shares of common stock reacquired and held as treasury shares or otherwise, or a combination thereof. The number of available shares will be reduced by the aggregate number of shares that become subject to outstanding awards granted under the LTIP. To the extent that shares subject to an outstanding award granted under either the LTIP or the 2009 LTIP are not issued or delivered by reason of the expiration, termination, cancellation or forfeiture of such award or by reason of the settlement of such award in cash, then such shares will again be available for grant under the LTIP. Shares that are subject to a stock appreciation right and were not issued upon the net settlement or net exercise of such stock appreciation right, shares that are used to pay the exercise price of an option, delivered to or withheld by us to pay withholding taxes, and shares that are purchased on the open market with the proceeds of an option exercise, may not again be made available for issuance.

The maximum number of shares available under the LTIP for restricted stock, restricted stock unit awards and performance unit awards settled with stock (i.e., all awards other than stock options and stock appreciation rights) is 0.5 million as of December 31, 2013. To the extent necessary to be qualified performance-based compensation under Section 162(m) of the Internal Revenue Code (which we refer to as the IRC); (i) the maximum number of shares with respect to which options or stock appreciation rights or a combination thereof that may be granted during any fiscal year to any person is 200,000; (ii) the maximum number of shares with respect to which performance-based restricted stock or restricted stock units that may be granted during any fiscal year to any person is 100,000; and (iii) the maximum amount that may be payable with respect to performance units granted during any fiscal year to any person is $3.0 million.

The LTIP provides for the grant of stock options, which may be either tax-qualified incentive stock options or non-qualified options and stock appreciation rights. The compensation committee determines the period for the exercise of a non-qualified stock option, tax-qualified incentive stock option or stock appreciation right, provided that no option or stock appreciation right can be exercised later than seven years after its date of grant. The exercise price of a non-qualified stock option or tax-qualified incentive stock option and the base price of a stock appreciation right cannot be less than 100% of the fair market value of a share of our common stock on the date of grant, provided that the base price of a stock appreciation right granted in tandem with an option will be the exercise price of the related option.

Upon exercise, the option exercise price may be paid in cash, by the delivery of previously owned shares of our common stock, through a net-exercise arrangement, or through a broker-assisted cashless exercise arrangement. The compensation committee determines all of the terms relating to the exercise, cancellation or other disposition of an option or stock appreciation right upon a termination of employment, whether by reason of disability, retirement, death or any other reason. Stock option and stock appreciation right awards under the LTIP are non-transferable.

In addition to any discretionary stock options, each non-employee director is eligible under the LTIP to receive all or part of his or her annual retainer in the form of stock options, in lieu of cash. An option granted in lieu of a cash retainer will have an exercise price per share equal to the fair market value of a share of our common stock on the date the option is granted. The number of shares of common stock subject to each such option grant has a fair market value as of the date of the grant equal to a multiple of the forgone retainer. The board of directors determines the multiple from time to time based on the Black-Scholes model. We calculate the number of shares by multiplying the forgone cash retainer amount by the designated multiple, and then dividing that amount by the value of a share of common stock on the date of grant. Such options become exercisable in equal installments over the four quarters succeeding the date of grant and remain exercisable until the seventh anniversary of the date of grant.

On March 13, 2013, the compensation committee granted 1,665,000 options to our officers and key employees that become exercisable at the rate of 34%, 33% and 33% on the anniversary date of the grant in 2016, 2017 and 2018, respectively. On March 16, 2012, the compensation committee granted 1,355,000 options to our officers and key employees that become exercisable at the rate of 34%, 33% and 33% on the anniversary date of the grant in 2015, 2016 and 2017, respectively. On

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March 8, 2011, the compensation committee granted 851,000 options under the 2009 LTIP to our officers and key employees that become exercisable at the rate of 20% per year on the anniversary date of the grant. The 2013, 2012 and 2011 options expire seven years from the date of grant, or earlier in the event of termination of the employee. For certain of our executive officers age 55 or older, stock options awarded in 2013 are no longer subject to forfeiture upon such officers’ departure from the company after two years from the date of grant.

Prior Stock Option Plans

Prior to 2009, we issued stock options under four stock option-based employee compensation plans. In May 2008, all of these plans expired. Under the expired plans, we granted both incentive and nonqualified stock options to our officers and key employees. Most options granted under the incentive plan prior to 2007 become exercisable at the rate of 10% per year beginning the calendar year after the date of grant. Most options granted under the nonqualified plan prior to 2007 become exercisable at the rate of 10% per year beginning the calendar year after the date of grant or provided for accelerated vesting to 100% in the event of death, disability or retirement (if the retirement eligible age requirement is met). Options granted prior to 2009 expire ten years from the date of grant, or earlier in the event of termination of the employee (if the retirement eligible age requirement is not met).

Other Information

All of our stock option plans provide for the immediate vesting of all outstanding stock option grants in the event of a change in control of our company, as defined in the applicable plan documents.

During 2013, 2012 and 2011, we recognized $7.7 million, $7.2 million and $7.1 million, respectively, of compensation expense related to our stock option grants.

For purposes of expense recognition in 2013, 2012 and 2011, the estimated fair values of the stock option grants are amortized to expense over the options’ vesting period. We estimated the fair value of stock options at the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions:

	Year Ended December 31,
	2013			2012			2011
Expected dividend yield		3.5	%		4.0	%		4.5	%
Expected risk-free interest rate		1.2	%		1.2	%		2.7	%
Volatility		29.6	%		26.9	%		26.8	%
Expected life (in years)		6.0			5.0			6.0

Option valuation models require the input of highly subjective assumptions including the expected stock price volatility. The Black-Scholes option pricing model was developed for use in estimating the fair value of traded options which have no vesting restrictions and are fully transferable. Because our employee and director stock options have characteristics significantly different from those of traded options, and because changes in the selective input assumptions can materially affect the fair value estimate, in management’s opinion, the existing models do not necessarily provide a reliable single measure of the fair value of our employee and non-employee director stock options. The weighted average fair value per option for all options granted during 2013, 2012 and 2011, as determined on the grant date using the Black-Scholes option pricing model, was $7.51, $5.49 and $5.25, respectively.

The following is a summary of our stock option activity and related information for 2013, 2012 and 2011 (in millions, except exercise price and year data):

	Shares Under Option			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value
Year Ended December 31, 2013
Beginning balance		9.0		$	28.80
Granted		1.7			39.17
Exercised		(2.3	)		27.11
Forfeited or canceled		(0.1	)		26.01
Ending balance		8.3		$	31.35		3.62	$	129.4
Exercisable at end of year		3.8		$	27.64		2.15	$	72.5
Ending vested and expected to vest		8.2		$	31.28		3.59	$	128.3

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	Shares Under			Weighted Average Exercise		Weighted Average Remaining Contractual Term		Aggregate Intrinsic
Year Ended December 31, 2012
Beginning balance		10.6		$	27.20
Granted		1.4			35.71
Exercised		(2.8	)		26.14
Forfeited or canceled		(0.2	)		29.46
Ending balance		9.0		$	28.80		3.41	$	53.9
Exercisable at end of year		5.1		$	27.50		2.52	$	36.3
Ending vested and expected to vest		8.9		$	28.76		3.39	$	53.8
Year Ended December 31, 2011
Beginning balance		12.5		$	26.71
Granted		0.9			30.95
Exercised		(2.6	)		25.87
Forfeited or canceled		(0.2	)		29.03
Ending balance		10.6		$	27.20		3.42	$	66.3
Exercisable at end of year		6.8		$	27.10		2.83	$	43.2
Ending vested and expected to vest		10.5		$	27.20		3.41	$	66.1

Options with respect to 8.0 million shares (less any shares of restricted stock issued under the LTIP—see Note 10 to our consolidated financial statements) were available for grant under the LTIP at December 31, 2013.

The total intrinsic value of options exercised during 2013, 2012 and 2011 amounted to $32.0 million, $26.0 million and $10.8 million, respectively. At December 31, 2013, we had approximately $20.7 million of total unrecognized compensation cost related to nonvested options. We expect to recognize that cost over a weighted average period of approximately four years.

Other information regarding stock options outstanding and exercisable at December 31, 2013 is summarized as follows (in millions, except exercise price and year data):

		Options Outstanding						Options Exercisable
Range of Exercise Prices		Number Outstanding		Weighted Average Remaining Contractual Term (in years)		Weighted Average Exercise Price		Number Exercisable		Weighted Average Exercise Price
$	10.58    -  $    27.25		2.8		2.53	$	25.86		2.0	$	25.86
	27.35    -        30.95		2.3		2.34		29.74		1.6		29.43
	31.24    -        35.71		1.5		4.71		35.43		0.2		32.97
	35.95    -        35.95		—		5.58		35.95		—		—
	39.17    -        39.17		1.7		6.20		39.17		—		—
$	10.58    -  $    39.17		8.3		3.62	$	31.35		3.8	$	27.64

9. Deferred Compensation

We have a Deferred Equity Participation Plan, which is a non-qualified plan that generally provides for distributions to certain of our key executives when they reach age 62 (or the one-year anniversary of the date of the grant for participants over the age of 61 as of the grant date) or upon or after their actual retirement. Under the provisions of the plan, we typically contribute shares of our common stock or cash, in an amount approved by the compensation committee, to a rabbi trust on behalf of the executives participating in the plan. Alternatively, we may contribute cash to the rabbi trust and instruct the trustee to acquire a specified number of shares of our common stock on the open market or in privately negotiated transactions based on participant elections. Distributions under the plan may not normally be made until the participant reaches age 62 (or the one-year anniversary of the

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date of the grant for participants over the age of 61 as of the grant date) and are subject to forfeiture in the event of voluntary termination of employment prior to then. All contributions to the plan deemed to be invested in shares of our common stock are distributed in the form of our common stock and all other distributions are paid in cash.

Our common stock that is issued to or purchased by the rabbi trust as a contribution under the Plan is valued at historical cost, which equals its fair market value at the date of grant or date of purchase. When common stock is issued, we record an unearned deferred compensation obligation as a reduction of capital in excess of par value in the accompanying consolidated balance sheet, which is amortized to compensation expense ratably over the vesting period of the participants. Future changes in the fair market value of our common stock owed to the participants do not have any impact on the amounts recorded in our consolidated financial statements.

In the first quarter of each of 2013, 2012 and 2011, the compensation committee approved $8.0 million, $7.3 million and $6.5 million, respectively, of cash awards in the aggregate to certain key executives under the Deferred Equity Participation Plan that were contributed to the rabbi trust in the second quarter of 2013 and the first quarters of 2012 and 2011, respectively. The fair value of the funded cash award assets at December 31, 2012 was $41.6 million and has been included in other noncurrent assets in the accompanying consolidated balance sheet. In the second quarter of 2013, we instructed the trustee for the Plan to liquidate all investments held under the Plan, other than our common stock, and use the proceeds to purchase additional shares of our common stock on the open market. As a result, the Plan sold all of the funded cash award assets and purchased 1.2 million shares of our common stock at an aggregate cost of $52.4 million during the second quarter of 2013. During 2013, 2012 and 2011, we charged $7.2 million, $5.4 million and $4.6 million, respectively, to compensation expense related to these awards.

At December 31, 2013, and 2012, we recorded $26.3 million (related to 2.1 million shares) and $5.6 million (related to 0.8 million shares), respectively, of unearned deferred compensation as an offset to capital in excess of par value in the accompanying consolidated balance sheet. The total intrinsic value of our unvested common stock under the plan at December 31, 2013 and 2012 was $96.4 million and $21.1 million, respectively. During 2013, 2012 and 2011, cash and equity awards with an aggregate fair value of $1.4 million, $0.7 million and $0.5 million, respectively, were vested and distributed to employees under this plan.

10. Restricted Stock and Cash Awards

Restricted Stock Awards

As discussed in Note 8 to our consolidated financial statements, on May 10, 2011, our stockholders approved the LTIP, which replaced our previous stockholder-approved 2009 LTIP. The LTIP provides for the grant of a stock award either as restricted stock or as restricted stock units. In either case, the compensation committee may determine that the award will be subject to the attainment of performance measures over an established performance period. Stock awards and the related dividend equivalents are non-transferable and subject to forfeiture if the holder does not remain continuously employed with us during the applicable restriction period or, in the case of a performance-based award, if applicable performance measures are not attained. The compensation committee will determine all of the terms relating to the satisfaction of performance measures and the termination of a restriction period, or the forfeiture and cancellation of a restricted stock award upon a termination of employment, whether by reason of disability, retirement, death or any other reason. The compensation committee may grant unrestricted shares of common stock or units representing the right to receive shares of common stock to employees who have attained age 62.

The agreements awarding restricted stock units will specify whether such awards may be settled in shares of our common stock, cash or a combination of shares and cash and whether the holder will be entitled to receive dividend equivalents, on a current or deferred basis, with respect to such award. Prior to the settlement of a restricted stock unit, the holder of a restricted stock unit will have no rights as a stockholder of the company. The maximum number of shares available under the LTIP for restricted stock, restricted stock units and performance unit awards settled with stock (i.e., all awards other than stock options and stock appreciation rights) is 1.2 million. At December 31, 2013, 0.5 million shares were available for grant under the LTIP for such awards.

Prior to May 12, 2009, we had a restricted stock plan for our directors, officers and certain other employees, which was superseded by the 2009 LTIP. Under the provisions of that plan, we were authorized to issue 4.0 million restricted shares or related stock units of our common stock. The compensation committee was responsible for the administration of the plan. Each award granted under the plan represented a right of the holder of the award to receive shares of our common stock, cash or a combination of shares and cash, subject to the holder’s continued employment with us for a period of time after the date the award is granted. The compensation committee determined each recipient of an award under the plan, the number of shares of common stock subject to such award and the period of continued employment required for the vesting of such award.

In 2013, 2012 and 2011, we granted 362,500, 352,000 and 224,000 units, respectively, of our common stock to employees under the LTIP, 2009 LTIP or restricted stock plan, as applicable, with an aggregate fair value of $14.3 million, $12.6 million and $6.9 million, respectively, at the date of grant.

The 2013, 2012 and 2011 restricted stock awards (consisting of restricted stock or restricted stock units) vest as follows: 345,000 shares granted in first quarter 2013, 332,000 shares granted in first quarter 2012 and 200,000 shares granted in first quarter 2011, vest in full based on continued employment through March 13, 2017, March 16, 2016 and March 8, 2015, respectively, while the other 2013, 2012 and 2011 restricted stock awards generally vest annually on a pro rata basis.

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The vesting periods of the 2013, 2012 and 2011 restricted stock awards are as follows (in actual shares):

	Shares Granted
Vesting Period	2013		2012		2011
One year		19,375		20,000		20,000
Four years		345,000		332,000		200,000
Five years		5,600		—		4,000
Total shares granted		369,975		352,000		224,000

We account for restricted stock at historical cost, which equals its fair market value at the date of grant. When restricted shares are issued, we record an unearned restricted stock obligation as a reduction of capital in excess of par value in the accompanying consolidated balance sheet, which is amortized to compensation expense ratably over the vesting period of the participants. Future changes in the fair value of our common stock that is owed to the participants do not have any impact on the amounts recorded in our consolidated financial statements. During 2013, 2012 and 2011, we charged $9.8 million, $7.1 million and $5.5 million, respectively, to compensation expense related to restricted stock awards granted in 2006 through 2013. The total intrinsic value of unvested restricted stock at December 31, 2013 and 2012 was $49.5 million and $32.5 million, respectively.

Cash Awards

On March 13, 2013, pursuant to our Performance Unit Program (which we refer to as the Program), the compensation committee approved provisional cash awards of $10.5 million in the aggregate for future grants to our officers and key employees that are denominated in units (269,000 units in the aggregate), each of which was equivalent to the value of one share of our common stock on the date the provisional award was approved. The Program consists of a one-year performance period based on our financial performance and a two-year vesting period. At the discretion of the compensation committee and determined based on our performance, the eligible officer or key employee will be granted a percentage of the provisional cash award units that equates to the EBITAC growth achieved (as defined in the Program). At the end of the performance period, eligible participants will be granted a number of units based on achievement of the performance goal and subject to approval by the compensation committee. Granted units for the 2013 provisional award will fully vest based on continuous employment through January 1, 2016. For certain of our executive officers age 55 or older, awards granted under the Program in 2013 are no longer subject to forfeiture upon such officers’ departure from the company after two years from the date of grant. The ultimate award value will be equal to the trailing twelve-month stock price on December 31, 2015, multiplied by the number of units subject to the award, but limited to between 0.5 and 1.5 times the original value of the units determined as of the grant date. The fair value of the awarded units will be paid out in cash as soon as practicable in 2016. If an eligible employee leaves us prior to the vesting date, the entire award will be forfeited. We did not recognize any compensation expense during 2013 related to the 2013 provisional award under the Program. Based on company performance for 2013, we expect to grant 263,000 units under the Program in first quarter 2014 that will fully vest on January 1, 2016.

On March 16, 2012, pursuant to the Program, the compensation committee approved the provisional cash awards of $13.1 million in the aggregate for future grants to our officers and key employees that are denominated in units (368,000 units in the aggregate), each of which was equivalent to the value of one share of our common stock on the date the provisional award was approved. Terms of the 2012 provisional award were similar to the terms discussed above for the 2013 provisional award. Based on our performance for 2012, we granted 365,000 units under the Program in the first quarter of 2013 that will fully vest on January 1, 2015. During 2013, we charged $7.6 million to compensation expense related to these awards.

On March 8, 2011, pursuant to the Program, the compensation committee approved the provisional cash awards of $14.4 million in the aggregate for future grants to our officers and key employees that are denominated in units (464,000 units in the aggregate), each of which is equivalent to the value of one share of our common stock on the date the provisional award was approved. Terms of the 2011 provisional award were similar to the terms discussed above for the 2012 provisional award. Based on our performance for 2011, we granted 432,000 units under the Program in the first quarter of 2012 that will fully vest on January 1, 2014. During 2013 and 2012, we charged $10.1 million and $7.5 million, respectively, to compensation expense related to these awards.

During 2012, cash awards related to the 2009 provisional award with an aggregate fair value of $26.5 million (1.1 million units in the aggregate) were vested and distributed to employees under the Program. No cash awards were vested or distributed during 2011 related to the 2008 provisional award because, based on our performance for 2008, we did not grant any units in 2009 related to the 2008 provisional award under the Program.

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11. Retirement Plans

We have a noncontributory defined benefit pension plan that, prior to July 1, 2005, covered substantially all of our domestic employees who had attained a specified age and one year of employment. Benefits under the plan were based on years of service and salary history. In 2005, we amended our defined benefit pension plan to freeze the accrual of future benefits for all U.S. employees, effective on July 1, 2005. Since the plan is frozen, there is no difference between the projected benefit obligation and accumulated benefit obligation at December 31, 2013 and 2012. In the table below, the service cost component represents plan administration costs that are incurred directly by the plan.

A reconciliation of the beginning and ending balances of the pension benefit obligation and fair value of plan assets and the funded status of the plan is as follows (in millions):

	Year Ended December 31,
	2013			2012
Change in pension benefit obligation:
Benefit obligation at beginning of year	$	292.0		$	267.1
Service cost		0.6			0.4
Interest cost		11.7			11.8
Net actuarial (gain) loss		(22.4	)		20.9
Benefits paid		(9.4	)		(8.2	)
Benefit obligation at end of year	$	272.5		$	292.0
Change in plan assets:
Fair value of plan assets at beginning of year	$	227.4		$	202.9
Actual return on plan assets		30.6			25.5
Contributions by Gallagher		6.3			7.2
Benefits paid		(9.4	)		(8.2	)
Fair value of plan assets at end of year	$	254.9		$	227.4
Funded status of the plan (underfunded)	$	(17.6	)	$	(64.6	)
Amounts recognized in the consolidated balance sheet consist of:
Noncurrent liabilities - accrued benefit liability	$	(17.6	)	$	(64.6	)
Accumulated other comprehensive loss - net actuarial loss		47.0			90.9
Net amount included in retained earnings	$	29.4		$	26.3

The components of the net periodic pension benefit cost for the plan and other changes in plan assets and obligations recognized in other comprehensive earnings consist of the following (in millions):

	Year Ended December 31,
	2013			2012			2011
Net periodic pension cost (earnings):
Service cost	$	0.6		$	0.4		$	0.4
Interest cost on benefit obligation		11.7			11.8			11.9
Expected return on plan assets		(17.0	)		(15.2	)		(14.9	)
Amortization of net loss		7.9			7.2			1.6
Net periodic benefit cost (earnings)		3.2			4.2			(1.0	)
Other changes in plan assets and obligations recognized in other comprehensive earnings:
Net (gain) loss incurred		(36.0	)		10.6			53.8
Amortization of net loss		(7.9	)		(7.2	)		(1.6	)
Total recognized in other comprehensive (earnings) loss		(43.9	)		3.4			52.2
Total recognized in net periodic pension cost (earnings) and other comprehensive (earnings) loss	$	(40.7	)	$	7.6		$	51.2
Estimated amortization for the following year:
Amortization of net loss	$	2.4		$	7.7		$	2.3

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The following weighted average assumptions were used at December 31 in determining the plan’s pension benefit obligation:

	December 31,
	2013			2012
Discount rate		4.75	%		4.00	%
Weighted average expected long-term rate of return on plan assets		7.50	%		7.50	%

The following weighted average assumptions were used at January 1 in determining the plan’s net periodic pension benefit cost:

	Year Ended December 31,
	2013			2012			2011
Discount rate		4.00	%		4.50	%		5.50	%
Weighted average expected long-term rate of return on plan assets		7.50	%		7.50	%		7.50	%

The following benefit payments are expected to be paid by the plan (in millions):

2014	$	10.1
2015		11.0
2016		11.8
2017		12.6
2018		13.3
Years 2019 to 2023		79.0

The following is a summary of the plan’s weighted average asset allocations at December 31 by asset category:

	December 31,
Asset Category	2013			2012
Equity securities		69.0	%		66.0	%
Debt securities		24.0	%		27.0	%
Real estate		7.0	%		7.0	%
Total		100.0	%		100.0	%

Plan assets are invested in various pooled separate accounts under annuity contracts managed by two life insurance carriers. The plan’s investment policy provides that investments will be allocated in a manner designed to provide a long-term investment return greater than the actuarial assumptions, maximize investment return commensurate with risk and to comply with the Employee Income Retirement Security Act of 1974, as amended (which we refer to as ERISA), by investing the funds in a manner consistent with ERISA’s fiduciary standards. The weighted average expected long-term rate of return on plan assets assumption was determined based on a review of the asset allocation strategy of the plan using expected ten-year return assumptions for all of the asset classes in which the plan was invested at December 31, 2013 and 2012. The ten-year return assumptions used in the valuation were based on data provided by the plan’s external investment advisors.

The following is a summary of the plan’s assets carried at fair value as of December 31 by level within the fair value hierarchy (in millions):

	December 31,
Fair Value Hierarchy	2013		2012
Level 1	$	—	$	—
Level 2		158.8		136.3
Level 3		96.1		91.1
Total fair value	$	254.9	$	227.4

The plan’s Level 2 assets consist of ownership interests in various pooled separate accounts within a life insurance carrier’s group annuity contract. The fair value of the pooled separate accounts is determined based on the net asset value of the respective funds, which is obtained from the carrier and determined each business day with issuances and redemptions of units of the funds made based on the net asset value per unit as determined on the valuation date. We have not adjusted the net asset values provided by the carrier. There are no restrictions as to the plan’s ability to redeem its investment at the net asset value of the respective funds as of the reporting date. The plan’s Level 3 assets consist of pooled separate accounts within another life insurance carrier’s annuity contracts for which fair value has been determined by an independent valuation. Due to the nature of these annuity contracts, our management makes assumptions to determine how a market participant would price these Level 3 assets. In determining fair value, the future cash flows to be generated by the annuity contracts were estimated using the underlying benefit provisions specified in each contract, market participant assumptions and various actuarial and financial models. These cash flows were then discounted to present value using a risk-adjusted rate that takes into consideration market based rates of return and probability-weighted present values.

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The following is a reconciliation of the beginning and ending balances for the Level 3 assets of the plan measured at fair value (in millions):

	Year Ended December 31,
	2013		2012
Fair value at January 1	$	91.1	$	79.6
Settlements		—		—
Unrealized gains		5.0		11.5
Fair value at December 31	$	96.1	$	91.1

We were not required under the Internal Revenue Code (which we refer to as IRC) to make any minimum contributions to the plan for each of the 2013 and 2012 plan years. We were required under the IRC to make minimum contributions of $0.3 million to the plan for the 2011 plan year. This level of required funding is based on the plan being frozen and the aggregate amount of our historical funding. During 2013, 2012 and 2011, we made discretionary contributions of $6.3 million, $7.2 million and $7.2 million, respectively, to the plan.

We also have a qualified contributory savings and thrift (401(k)) plan covering the majority of our domestic employees. For eligible employees who have met the plan’s age and service requirements to receive matching contributions, we match 100% of pre-tax and Roth elective deferrals up to a maximum of 5.0% of eligible compensation, subject to Federal limits on plan contributions and not in excess of the maximum amount deductible for Federal income tax purposes. Effective January 1, 2014, employees must be employed and eligible for the plan on the last day of the plan year to receive a matching contribution, subject to certain exceptions enumerated in the plan document. Matching contributions are subject to a five-year graduated vesting schedule. We contributed $36.8 million, $33.0 million and $30.5 million to the plan in 2013, 2012 and 2011, respectively.

We also have a nonqualified deferred compensation plan, the Supplemental Savings and Thrift Plan, for certain employees who, due to Internal Revenue Service (which we refer to as the IRS) rules, cannot take full advantage of our matching contributions under the 401(k) plan. The plan permits these employees to annually elect to defer a portion of their compensation until their retirement or a future date. Our matching contributions to this plan (up to a maximum of the lesser of a participant’s elective deferral of base salary, annual bonus and commissions or 5.0% of eligible compensation, less matching amounts contributed under the 401(k) plan) are also at the discretion of our board of directors. We contributed $2.8 million, $2.5 million and $2.1 million to a rabbi trust maintained under the plan in 2013, 2012 and 2011, respectively. The fair value of the assets in the plan’s rabbi trust at December 31, 2013 and 2012, including employee contributions and investment earnings, was $148.2 million and $116.7 million, respectively, and has been included in other noncurrent assets and the corresponding liability has been included in other noncurrent liabilities in the accompanying consolidated balance sheet.

We also have several foreign benefit plans, the largest of which is a defined contribution plan that provides for us to make contributions of 5.0% of eligible compensation. In addition, the plan allows for voluntary contributions by U.K. employees, which we match 100%, up to a maximum of an additional 5.0% of eligible compensation. Net expense for foreign retirement plans amounted to $18.1 million, $16.0 million and $12.3 million in 2013, 2012 and 2011, respectively.

In 1992, we amended our health benefits plan to eliminate retiree coverage, except for retirees and those employees who had already attained a specified age and length of service at the time of the amendment. The retiree health plan is contributory, with contributions adjusted annually, and is funded on a pay-as-you-go basis. The postretirement benefit obligation and the unfunded status of the plan as of December 31, 2013 and 2012 were $3.1 million and $3.1 million, respectively. The net periodic postretirement benefit (income) cost of the plan amounted to ($0.5 million), ($0.1 million) and $0.1 million in 2013, 2012 and 2011, respectively.

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12. Investments

The following is a summary of our investments and the related funding commitments (in millions):

	December 31, 2013				December 31,
			Funding		2012
	Assets		Commitments		Assets
Chem-Mod LLC	$	4.0	$	—	$	4.0
Chem-Mod International LLC		2.0		—		2.0
C-Quest Technology LLC		2.0		—		—
Clean-coal investments:
Non-controlling interest in three limited liability companies that own seven 2009 Era Clean Coal Plants		4.5		0.6		2.8
Controlling interest in three limited liability companies that own seven 2009 Era Clean Coal Plants		13.8		2.7		6.3
Non-controlling interest in six limited liability companies that own five 2011 Era Clean Coal Plants		12.1		—		13.2
Controlling interest in six limited liability companies that own eleven 2011 Era Clean Coal Plants		46.0		2.7		9.2
Controlling interest in a limited liability company that owns four 2011 Era Clean Coal Plants		2.3		—		5.1
Notes receivable and interest from co-investorrelated to the sales of three 2009 Era Plants		—		—		8.5
Other investments		3.7		5.4		3.0
Total investments	$	90.4	$	11.4	$	54.1

Chem-Mod LLC - At December 31, 2013, we had a 46.54% controlling interest in Chem-Mod. Chem-Mod possesses the exclusive marketing rights in the U.S. and Canada, for technologies used to reduce emissions created during the combustion of coal. The refined coal production plants discussed below, as well as those owned by other unrelated parties, license and use Chem-Mod’s proprietary technologies, The Chem-Mod™ Solution, in the production of refined coal. The Chem-Mod™ Solution uses a dual injection sorbent system to reduce mercury, sulfur dioxide and other emissions at coal-fired power plants.

We believe that the application of The Chem-Mod™ Solution qualifies for refined coal tax credits under IRC Section 45 when used with refined coal production plants placed in service by December 31, 2011 or 2009. Chem-Mod has been marketing its technologies principally to coal-fired power plants owned by utility companies, including those utilities that are operating with the IRC Section 45 refined coal production plants in which we hold an investment.

Chem-Mod is determined to be a VIE. We are the controlling manager of Chem-Mod and therefore consolidate its operations into our consolidated financial statements. At December 31, 2013, total assets and total liabilities of this VIE included in our consolidated balance sheet were $8.0 million and $0.8 million, respectively. For 2013, total revenues and expenses were $37.9 million and $21.2 million (including non-controlling interest of $19.2 million), respectively. We are under no obligation to fund Chem-Mod’s operations in the future.

Chem-Mod International LLC - At December 31, 2013, we held a 31.52% non-controlling ownership interest in Chem-Mod International. Chem-Mod International has the rights to market The Chem-Mod™ Solution in countries other than the U.S. and Canada. Such marketing activity has been limited to date.

C-Quest Technology LLC - At December 31, 2013, we held a non-controlling 8% interest in C-Quest’s global operation. C-Quest possesses rights, information and technology for the reduction of carbon dioxide emissions created by burning fossil fuels. Thus far, C-Quest’s operations have been limited to laboratory testing. C-Quest is determined to be a VIE, but due to our lack of control over the operation of C-Quest, we do not consolidate this investment into our consolidated financial statements. We also have options to acquire an additional 19% interest in C-Quest’s global operations for $9.5 million at any time on or prior to August 15, 2016. On August 1, 2013, we loaned the majority owner $2.0 million at a 2% interest rate, which matures on May 15, 2014. The loan can be paid in cash or by delivery of an additional 4% ownership interest in C-Quest’s global operations. If the loan is paid by delivery of the additional 4% ownership interest, our option would be reduced to 15% and the remaining purchase price would be reduced to $7.5 million.

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Clean Coal Investments -

• We have investments in limited liability companies that own 34 refined coal production plants which produce refined coal using proprietary technologies owned by Chem-Mod. We believe the production and sale of refined coal at these plants is qualified to receive refined coal tax credits under IRC Section 45. The fourteen plants placed in service prior to December 31, 2009 (which we refer to as the 2009 Era Plants) can receive tax credits through 2019 and the twenty plants placed in service prior to December 31, 2011 (which we refer to as the 2011 Era Plants) can receive tax credits through 2021.

• On March 1, 2013, we purchased an additional ownership interest in twelve of the 2009 Era Plants from one of the co-investors. For nine of the plants, our ownership increased from 24.5% to 49.5%. Our investment in these plants had been accounted for under the equity method of accounting and will continue to be accounted for under the equity method. For three of the plants, our ownership went from 25.0% to 60.0%. Our investment in these plants had been accounted for under the equity method of accounting. As of March 1, 2013, we consolidated the operations of the limited liability company that owns these three plants. For 2013, total revenues and expenses recorded in our consolidated statement of earnings related to this acquisition were $128.3 million and $133.5 million, respectively.

• Our purchase price for the additional ownership interests in these twelve plants was the assumption of the promissory note that we received as consideration for the co-investor’s purchase of ownership interests in three of the 2009 Era Plants on March 1, 2010, which had a carrying value, including accrued interest, of $8.0 million at March 1, 2013, plus the payment of cash and other consideration of $5.0 million. We recognized a gain of $9.6 million, which included the increase in fair value of our prior 25% equity interest in the limited liability company upon the acquisition of the additional 35% equity interest, and recorded $26.3 million of fixed and other amortizable intangible assets and $5.0 million of other assets in connection with this transaction. The carrying value of our prior non-controlling interest in the limited liability company was $4.8 million as of the acquisition date. The fair value of our prior non-controlling interest in the limited liability company was determined by allocating, on a pro rata basis, the fair value of the limited liability company as adjusted for our lack of control in our prior ownership position. We determined the fair value of the limited liability company based on provisional estimates of fair value using similar valuation techniques to those discussed in Note 3 to these consolidated financial statements.

• On September 1, 2013, we purchased a 99% interest in a limited liability company that has ownership interests in four limited liability companies that own five 2011 Era Plants. The purchase price was $4.0 million in cash plus a $10.0 million note with 3% interest due in installments through December 19, 2021. Total revenues and expenses recorded in our consolidated statement of earnings, for 2013 related to the acquisition, were $33.7 million and $36.9 million, respectively.

• On December 13, 2013, we purchased a co-investor’s 50.5% interest in one refined fuel plant for $2.5 million in cash. After this transaction, we own 100% of this plant and consolidate its results. Total revenues and expenses recorded in our consolidated statement of earnings, for 2013 related to the acquisition, were zero and $0.1 million, respectively.

• As of December 31, 2013:

• Twenty-eight of the plants have long-term production contracts.

• The remaining six plants are in various stages of seeking and negotiating long-term production contracts.

• We have a non-controlling, minority interest in twelve plants. We also have agreements in principle with co-investors for the sale of majority ownership interests in six additional plants. We may sell ownership interests in some or all of the remaining plants to co-investors.

• Seven of the 2009 Era Plants and five of the 2011 Era Plants that are owned by limited liability companies have been determined to be VIEs, for which we are not the primary beneficiary. At December 31, 2013, total assets and total liabilities of these VIEs were $76.3 million and $41.3 million, respectively. For 2013, total revenues and expenses of these VIEs were $342.2 million and $390.1 million, respectively.

• In all limited liability companies where we are a non-controlling, minority investor, the membership agreements for the operations of each of these entities contain provisions that preclude an individual member from being able to make major decisions that would denote control. As of the date we became a non-controlling, minority investor, we deconsolidated these entities and subsequently accounted for the investments using equity method accounting.

• For all plants that are not under long-term production contracts, we estimate that we will invest, on average, an additional $5.0 million per plant to connect and house each of them. For those plants that will have majority ownership co-investors, the average additional investment will be $2.5 million. We plan to sell majority ownership interests in such plants to co-investors and relinquish control of the plants, thereby becoming a non-controlling, minority investor. We are currently committed to fund an additional $6.0 million under engineering and construction contracts related to moving, connecting and housing the refined coal plants that we plan to redeploy during 2014. We further estimate that we will invest an additional $30.0 million to $35.0 million to redeploy the remainder of the refined coal plants later in 2014 and into 2015, before co-investor contributions.

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• Each investor funds its portion of the on-going operations of the limited liability companies in proportion to its investment ownership percentage. Other than our portion of the on-going operational funding, there are no additional amounts that we are committed to related to funding these investments.

• We are aware that some of the coal-fired power plants that purchase the refined coal are considering changing to burning natural gas or shutting down completely for economic reasons. We and our partners are prepared to move the refined coal productions plants to other, generally higher volume, coal-fired power plants. If these potential developments were to occur, we estimate those plants will not operate for 12 to 18 months during their movement and redeployment, which could have a material impact on the amount of tax credits that are generated by these plants.

• Until March 1, 2013, we had a promissory note from a co-investor that was received as part of the consideration for the March 1, 2010 sale of ownership interests in three of the 2009 Era Plants. The note assumed by us as part of our purchase of additional ownership interests in twelve of the 2009 Era Plants as described above.

Other Investments - At December 31, 2013, we owned a non-controlling, minority interest in five venture capital funds totaling $3.2 million, a 20% non-controlling interest in an investment management company totaling $0.5 million, twelve certified low-income housing developments with zero carrying value and two real estate entities with zero carrying value. The low-income housing developments and real estate entities have been determined to be VIEs, but are not required to be consolidated due to our lack of control over their respective operations. At December 31, 2013, total assets and total liabilities of these VIEs were approximately $60.0 million and $20.0 million, respectively.

13. Commitments, Contingencies and Off-Balance Sheet Arrangements

In connection with our investing and operating activities, we have entered into certain contractual obligations and commitments. See Notes 6 and 12 to our consolidated financial statements for additional discussion of these obligations and commitments. Our future minimum cash payments, including interest, associated with our contractual obligations pursuant to the note purchase agreements and Credit Agreement, operating leases and purchase commitments at December 31, 2013 were as follows (in millions):

	Payments Due by Period
Contractual Obligations	2014			2015			2016			2017		2018		Thereafter		Total
Note purchase agreements	$	100.0		$	—		$	50.0		$	300.0	$	50.0	$	425.0	$	925.0
Credit Agreement		530.5			—			—			—		—		—		530.5
Interest on debt		51.1			44.1			44.1			41.2		21.9		54.7		257.1
Total debt obligations		681.6			44.1			94.1			341.2		71.9		479.7		1,712.6
Operating lease obligations		74.0			65.7			53.4			42.0		28.3		86.9		350.3
Less sublease arrangements		(1.8	)		(0.8	)		(0.1	)		—		—		—		(2.7	)
Outstanding purchase obligations		22.6			15.4			9.3			0.9		0.3		—		48.5
Total contractual obligations	$	776.4		$	124.4		$	156.7		$	384.1	$	100.5	$	566.6	$	2,108.7

The amounts presented in the table above may not necessarily reflect our actual future cash funding requirements, because the actual timing of the future payments made may vary from the stated contractual obligation.

Note Purchase Agreements and Credit Agreement - See Note 6 to our consolidated financial statements for a discussion of the terms of the note purchase agreements and the Credit Agreement.

Operating Lease Obligations - Our corporate segment’s executive offices and certain subsidiary and branch facilities of our brokerage and risk management segments are located at Two Pierce Place, Itasca, Illinois, where we lease approximately 306,000 square feet of space, or approximately 60% of the building. The lease commitment on this property expires February 28, 2018.

We generally operate in leased premises at our other locations. Certain of these leases have options permitting renewals for additional periods. In addition to minimum fixed rentals, a number of leases contain annual escalation clauses which are generally related to increases in an inflation index.

Total rent expense, including rent relating to cancelable leases and leases with initial terms of less than one year, amounted to $91.3 million in 2013 and $91.0 million in each of 2012 and 2011.

We have leased certain office space to several non-affiliated tenants under operating sublease arrangements. In the normal course of business, we expect that the leases will not be renewed or replaced. We adjust charges for real estate taxes and common area maintenance annually based on actual expenses, and we recognize the related revenues in the year in which the expenses are incurred. These amounts are not included in the minimum future rentals to be received in the contractual obligations table above.

Outstanding Purchase Obligations - As a service company, we typically do not have a material amount of outstanding purchase obligations at any point in time. The amount disclosed in the contractual obligations table above represents the aggregate amount of unrecorded purchase obligations that we had outstanding at December 31, 2013. These obligations represent agreements to purchase goods or services that were executed in the normal course of business.

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Off-Balance Sheet Commitments - Our total unrecorded commitments associated with outstanding letters of credit, financial guarantees and funding commitments at December 31, 2013 were as follows (in millions):

													Total
	Amount of Commitment Expiration by Period												Amounts
Off-Balance Sheet Commitments	2014		2015		2016		2017		2018		Thereafter		Committed
Letters of credit	$	—	$	—	$	—	$	—	$	—	$	16.0	$	16.0
Financial guarantees		—		—		—		—		—		9.1		9.1
Funding commitments		8.5		—		—		—		—		2.9		11.4
Total commitments	$	8.5	$	—	$	—	$	—	$	—	$	28.0	$	36.5

Since commitments may expire unused, the amounts presented in the table above do not necessarily reflect our actual future cash funding requirements. See Note 12 to our consolidated financial statements for a discussion of our funding commitments related to our corporate segment and the Off-Balance Sheet Debt section below for a discussion of other letters of credit. All of the letters of credit represent multiple year commitments that have annual, automatic renewing provisions and are classified by the latest commitment date.

Since January 1, 2002, we have acquired 279 companies, all of which were accounted for using the acquisition method for recording business combinations. Substantially all of the purchase agreements related to these acquisitions contain provisions for potential earnout obligations. For all of our acquisitions made in the period from 2011 to 2013 that contain potential earnout obligations, such obligations are measured at fair value as of the acquisition date and are included on that basis in the recorded purchase price consideration for the respective acquisition. The amounts recorded as earnout payables are primarily based upon estimated future potential operating results of the acquired entities over a two- to three-year period subsequent to the acquisition date. The aggregate amount of the maximum earnout obligations related to these acquisitions was $462.3 million, of which $162.7 million was recorded in our consolidated balance sheet as of December 31, 2013 based on the estimated fair value of the expected future payments to be made.

Off-Balance Sheet Debt - Our unconsolidated investment portfolio includes investments in enterprises where our ownership interest is between 1% and 50%, in which management has determined that our level of influence and economic interest is not sufficient to require consolidation. As a result, these investments are accounted for under the equity method. None of these unconsolidated investments had any outstanding debt at December 31, 2013 or 2012 that was recourse to us.

At December 31, 2013, we had posted two letters of credit totaling $9.8 million in the aggregate, related to our self-insurance deductibles, for which we had a recorded liability of $9.0 million. At December 31, 2013, we had posted five letters of credit totaling $6.2 million to allow certain of our captive operations to meet minimum statutory surplus requirements and for additional collateral related to premium and claim funds held in a fiduciary capacity. These letters of credit have never been drawn upon.

Our commitments associated with outstanding letters of credit, financial guarantees and funding commitments at December 31, 2013 were as follows (all dollar amounts in table are in millions):

Description, Purpose and Trigger	Collateral	Compensation to Us	Maximum Exposure		Liability Recorded
IRC Section 45 project capital commitments
Funding commitments to construct refined coal plants into permanent operations Trigger - Construction contract terms	None	None	$	6.0	$	—
Venture capital fund
Funding commitment to three funds - $2.5 million, $1.5 million and $1.4 million expire in 2014, 2019 and 2023, respectively Trigger - Agreed conditions met	None	None		5.4		—
Other
Credit support under letters of credit for deductibles due by us on our own insurance coverages - expires after 2018 Trigger - We do not reimburse the insurance companies for deductibles the insurance companies advance on behalf of us	None	None		9.8		9.0
Credit enhancement under letters of credit for our captive insurance operations to meet minimum statutory capital requirements - expires after 2018 Trigger - Dissolution or catastrophic financial results of the operation	None	Reimbursement of LOC fees		4.2		—
Credit support under letters of credit for clients’ claim funds held by our Bermuda captive insurance operation in a fiduciary capacity - expires after 2018 Trigger - Investments fall below prescribed levels	None	Reimbursement of LOC fees		2.0		—
Financial guarantee of a mortgage loan to a U.K.-based employee - expires when mortgage balance is reduced to $6.4 million Trigger - Default on mortgage payments	(1)	None		9.1		—
			$	36.5	$	9.0

(1) The guarantee has no collateral. The mortgage loan has a lien on real property with an appraised value of approximately $11.0 million.

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Since commitments may expire unused, the amounts presented in the table above do not necessarily reflect our actual future cash funding requirements.

Litigation, Regulatory and Taxation Matters - We are the defendant in various legal actions incidental to the nature of our business, including matters related to employment practices, alleged breaches of non-compete or other restrictive covenants, theft of trade secrets, breaches of fiduciary duties and related causes of action. We are also periodically the subject of inquiries and investigations by regulatory and taxing authorities into various matters related to our business. Neither the outcomes of these matters nor their effect upon our business, financial condition or results of operations can be determined at this time.

Contingent Liabilities - We purchase insurance to provide protection from errors and omissions (which we refer to as E&O) claims that may arise during the ordinary course of business. We currently retain the first $5.0 million of each and every E&O claim. Our E&O insurance provides aggregate coverage for E&O losses up to $175.0 million in excess of our retained amounts. We have historically maintained self-insurance reserves for the portion of our E&O exposure that is not insured. We periodically determine a range of possible reserve levels using actuarial techniques that rely heavily on projecting historical claim data into the future. Our E&O reserve in the December 31, 2013 consolidated balance sheet is above the lower end of the most recently determined actuarial range by $1.6 million and below the upper end of the actuarial range by $4.2 million. We can make no assurances that the historical claim data used to project the current reserve levels will be indicative of future claim activity. Thus, the E&O reserve level and corresponding actuarial range could change in the future as more information becomes known, which could materially impact the amounts reported and disclosed herein.

Tax-advantaged Investments No Longer Held - Between 1996 and 2007, we developed and then sold portions of our ownership in various energy related investments, many of which qualified for tax credits under IRC Section 29. In connection with the sales to other investors, we provided various indemnifications. At December 31, 2013, the maximum potential amount of future payments that we could be required to make under these indemnifications totaled approximately $45.0 million, net of the applicable income tax benefit. In addition, we recorded tax benefits in connection with our ownership in these investments. At December 31, 2013, we had exposure on $130.0 million of previously earned tax credits. In 2004, 2007 and 2009, the IRS examined several of these investments and all examinations were closed without any changes being proposed by the IRS. However, any future adverse tax audits, administrative rulings or judicial decisions could disallow previously claimed tax credits or cause us to be subject to liability under our indemnification obligations. Because of the contingent nature of these exposures, no liabilities have been recorded in our December 31, 2013 consolidated balance sheet related to these indemnification obligations.

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14. Income Taxes

We and our principal domestic subsidiaries are included in a consolidated U.S. Federal income tax return. Our international subsidiaries file various income tax returns in their jurisdictions. Significant components of earnings before income taxes and the provision for income taxes are as follows (in millions):

	Year Ended December 31,
	2013			2012			2011
Earnings before income taxes:
Domestic	$	230.8		$	234.7		$	194.7
Foreign, principally Australia, Bermuda, Canada and the U.K.		43.7			10.6			13.1
	$	274.5		$	245.3		$	207.8
Provision for income taxes:
Federal:
Current	$	29.0		$	45.4		$	7.8
Deferred		(47.7	)		(14.6	)		38.4
		(18.7	)		30.8			46.2
State and local:
Current		10.6			17.3			7.2
Deferred		(0.6	)		(2.9	)		5.9
		10.0			14.4			13.1
Foreign:
Current		28.5			8.7			7.4
Deferred		(13.9	)		(3.6	)		(3.0	)
		14.6			5.1			4.4
Total provision for income taxes	$	5.9		$	50.3		$	63.7

A reconciliation of the provision for income taxes with the U.S. Federal statutory income tax rate is as follows (in millions, except percentages):

	Year Ended December 31,
	2013						2012						2011
	Amount			% of Pretax Earnings			Amount			% of Pretax Earnings			Amount			% of Pretax Earnings
Federal statutory rate	$	96.1			35.0		$	85.9			35.0		$	72.7			35.0
State income taxes - net of Federal benefit		6.5			2.4			9.4			3.8			9.8			4.7
Foreign taxes		(0.8	)		(0.3	)		0.9			0.4			0.6			0.3
Alternative energy, foreign and other tax credits		(93.8	)		(34.2	)		(45.3	)		(18.5	)		(13.2	)		(6.4	)
Foreign dividends and other permanent differences		(2.5	)		(0.9	)		(2.7	)		(1.1	)		0.2			0.1
Changes in unrecognized tax benefits related to resolution of Federal and state audits, expiration of various statutes of limitations and other items		1.5			0.5			0.6			0.2			(1.9	)		(0.9	)
Change in valuation allowance		0.5			0.2			0.3			0.1			(0.7	)		(0.3	)
Other		(1.6	)		(0.6	)		1.2			0.6			(3.8	)		(1.8	)
Provision for income taxes	$	5.9			2.1		$	50.3			20.5		$	63.7			30.7

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A reconciliation of the beginning and ending balances of the total amounts of gross unrecognized tax benefits is as follows (in millions):

	December 31,
	2013			2012
Gross unrecognized tax benefits at January 1	$	6.7		$	5.8
Increases in tax positions for current year		2.9			1.7
Settlements		—			(0.3	)
Lapse in statute of limitations		(1.4	)		(1.6	)
Increases in tax positions for prior years		2.3			1.1
Decreases in tax positions for prior years		(1.3	)		—
Gross unrecognized tax benefits at December 31	$	9.2		$	6.7

The total amount of net unrecognized tax benefits that, if recognized, would affect the effective tax rate was $5.9 million and $4.5 million at December 31, 2013 and 2012, respectively. We accrue interest and penalties related to unrecognized tax benefits in our provision for income taxes. At December 31, 2013 and 2012, we had accrued interest and penalties related to unrecognized tax benefits of $0.6 million and $0.6 million, respectively.

We file income tax returns in the U.S. and in various state, local and foreign jurisdictions. We are routinely examined by tax authorities in these jurisdictions. At December 31, 2013, we had been examined by the IRS through calendar year 2010. Subsequent to December 31, 2013, we have been contacted by the IRS to commence an examination of calendar years 2011 and 2012. A number of foreign, state and local examinations are currently ongoing. It is reasonably possible that our gross unrecognized tax benefits may change within the next twelve months. However, we believe any changes in the recorded balance would not have a significant impact on our consolidated financial statements.

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of our deferred tax assets and liabilities are as follows (in millions):

	December 31,
	2013			2012
Deferred tax assets:
Alternative minimum tax and other credit carryforwards	$	147.4		$	112.3
Accrued and unfunded compensation and employee benefits		136.6			107.1
Compensation expense related to stock options		14.2			15.7
Investments		9.0			16.3
Accrued liabilities		30.2			27.3
Accrued pension liability		9.2			27.3
Net operating loss carryforwards		11.9			12.2
Deferred rent liability		8.2			6.2
Other		6.8			4.1
Total deferred tax assets		373.5			328.5
Valuation allowance for deferred tax assets		(8.8	)		(8.3	)
Deferred tax assets		364.7			320.2
Deferred tax liabilities:
Nondeductible amortizable intangible assets		184.0			139.2
Depreciable fixed assets		5.2			—
Other prepaid items		4.7			5.2
Investment-related partnerships		13.2			17.5
Accrued liabilities		2.4			2.0
Total deferred tax liabilities		209.5			163.9
Net deferred tax assets	$	155.2		$	156.3

At December 31, 2013 and 2012, $84.9 million and $68.4 million, respectively, of deferred tax assets have been included in other current assets in the accompanying consolidated balance sheet. At December 31, 2013 and 2012, $5.0 million and $5.2 million, respectively, of deferred tax liabilities have been included in other current liabilities and $204.5 million and $158.7 million, respectively, have been included in noncurrent liabilities in the accompanying consolidated balance sheet. Alternative minimum tax credits of $108.2 million have an indefinite life, general business tax credits of $33.5 million expire, if not utilized, in 2033

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and other tax credits of $5.7 million begin to expire, if not utilized, in 2018. We expect the historically favorable trend in earnings before income taxes to continue in the foreseeable future. Accordingly, we expect to make full use of the net deferred tax assets. Valuation allowances have been established primarily with respect to various state net operating loss carryforwards that may not be utilized in the future.

We do not provide for U.S. Federal income taxes on the undistributed earnings ($224.2 million and $173.8 million at December 31, 2013 and 2012, respectively) of foreign subsidiaries which are considered permanently invested outside of the U.S. The amount of unrecognized deferred tax liability on these undistributed earnings was $35.2 million and $22.9 million at December 31, 2013 and 2012, respectively.

15. Accumulated Other Comprehensive Earnings

The after-tax components of our accumulated comprehensive earnings (loss) consist of the following:

	Pension Liability			Foreign Currency Translation			Fair Value of Derivative Instruments			Accumulated Comprehensive Earnings (Loss)
Balance as of January 1, 2011	$	(18.4	)	$	20.5		$	0.1		$	2.2
Net change in period		(30.6	)		(16.1	)		(2.7	)		(49.4	)
Balance as of December 31, 2011	$	(49.0	)	$	4.4		$	(2.6	)	$	(47.2	)
Net change in period		(3.4	)		16.1			1.7			14.4
Balance as of December 31, 2012	$	(52.4	)	$	20.5		$	(0.9	)	$	(32.8	)
Net change in period		26.8			1.6			1.8			30.2
Balance as of December 31, 2013	$	(25.6	)	$	22.1		$	0.9		$	(2.6	)

The foreign currency translation in 2013, 2012 and 2011 primarily relates to the net impact of changes in the value of the local currencies relative to the U.S. dollar for our operations in Australia, Canada, India, Singapore and the U.K.

During 2013, 2012 and 2011, $7.9 million, $7.2 million and $1.6 million, respectively, of expense related to the pension liability was reclassified from accumulated other comprehensive loss to compensation expense in the statement of earnings. During 2013, 2012 and 2011, $0.9 million, $0.2 million and ($0.4 million), respectively, of expense (income) related to the fair value of derivative investments was reclassified from accumulated other comprehensive loss to the statement of earnings. During 2013, 2012 and 2011, no amounts related to foreign currency translation were reclassified from accumulated other comprehensive loss to the statement of earnings.

16. Quarterly Operating Results (unaudited)

Quarterly operating results for 2013 and 2012 were as follows (in millions, except per share data):

	1st		2nd		3rd		4th
2013
Total revenues	$	674.1	$	779.5	$	835.8	$	890.2
Total expenses		631.8		682.1		750.3		840.9
Earnings before income taxes	$	42.3	$	97.4	$	85.5	$	49.3
Net earnings	$	40.5	$	93.5	$	74.6	$	60.0
Basic net earnings per share:	$	0.32	$	0.73	$	0.57	$	0.45
Diluted net earnings per share:	$	0.32	$	0.73	$	0.57	$	0.45
2012
Total revenues	$	546.8	$	649.9	$	650.4	$	673.2
Total expenses		514.3		558.8		574.1		627.8
Earnings before income taxes	$	32.5	$	91.1	$	76.3	$	45.4
Net earnings	$	28.1	$	71.7	$	61.7	$	33.5
Basic net earnings per share:	$	0.24	$	0.60	$	0.50	$	0.27
Diluted net earnings per share:	$	0.24	$	0.59	$	0.50	$	0.27

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17. Segment Information

We have three reportable operating segments: brokerage, risk management and corporate. The brokerage segment is primarily comprised of retail and wholesale insurance brokerage operations. The brokerage segment generates revenues through commissions paid by insurance underwriters and through fees charged to our clients. Our brokers, agents and administrators act as intermediaries between insurers and their customers and we do not assume underwriting risks. The risk management segment provides contract claim settlement and administration services for enterprises that choose to self-insure some or all of their property/casualty coverages and for insurance companies that choose to outsource some or all of their property/casualty claims departments. These operations also provide claims management, loss control consulting and insurance property appraisal services. Revenues are principally generated on a negotiated per-claim or per-service fee basis. The corporate segment manages our clean energy and other investments. This segment also holds all of our corporate debt. Allocations of investment income and certain expenses are based on reasonable assumptions and estimates primarily using revenue, headcount and other information. We allocate the provision for income taxes to the brokerage and risk management segments as if those segments were preparing income tax provisions on a separate company basis. Reported operating results by segment would change if different methods were applied. Financial information relating to our segments for 2013, 2012 and 2011 is as follows (in millions):

Year Ended December 31, 2013	Brokerage		Risk Management			Corporate			Total
Revenues:
Commissions	$	1,553.1	$	—		$	—		$	1,553.1
Fees		450.5		609.0			—			1,059.5
Supplemental commissions		77.3		—			—			77.3
Contingent commissions		52.1		—			—			52.1
Investment income		6.1		2.0			—			8.1
Gains on books of business sales and other		5.2		—			—			5.2
Revenue from clean coal activities		—		—			412.5			412.5
Other - net gain		—		—			11.8			11.8
Total revenues		2,144.3		611.0			424.3			3,179.6
Compensation		1,290.4		370.5			24.1			1,685.0
Operating		369.9		146.0			36.5			552.4
Cost of revenues from clean coal activities		—		—			437.3			437.3
Interest		—		—			50.1			50.1
Depreciation		31.1		19.4			2.9			53.4
Amortization		122.7		2.5			—			125.2
Change in estimated acquisition earnout payables		2.6		(0.9	)		—			1.7
Total expenses		1,816.7		537.5			550.9			2,905.1
Earnings (loss) before income taxes		327.6		73.5			(126.6	)		274.5
Provision (benefit) for income taxes		122.8		27.3			(144.2	)		5.9
Net earnings	$	204.8	$	46.2		$	17.6		$	268.6
Net foreign exchange gain (loss)	$	0.6	$	—		$	(0.4	)	$	0.2
Revenues:
United States	$	1,644.8	$	473.5		$	424.3		$	2,542.6
United Kingdom		407.0		27.4			—			434.4
Other foreign, principally Australia, Bermuda and Canada		92.5		110.1			—			202.6
Total revenues	$	2,144.3	$	611.0		$	424.3		$	3,179.6
At December 31, 2013
Identifiable assets:
United States	$	3,219.6	$	419.0		$	783.8		$	4,422.4
United Kingdom		1,819.5		58.8			—			1,878.3
Other foreign, principally Australia, Bermuda and Canada		483.6		66.9			9.3			559.8
Total identifiable assets	$	5,522.7	$	544.7		$	793.1		$	6,860.5
Goodwill - net	$	2,122.9	$	22.3		$	—		$	2,145.2
Amortizable intangible assets - net		1,061.6		17.2			—			1,078.8

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Year Ended December 31, 2012	Brokerage			Risk Management			Corporate			Total
Revenues:
Commissions	$	1,302.5		$	—		$	—		$	1,302.5
Fees		403.2			568.5			—			971.7
Supplemental commissions		67.9			—			—			67.9
Contingent commissions		42.9			—			—			42.9
Investment income		7.2			3.2			—			10.4
Gains on books of business sales and other		3.9			—			—			3.9
Revenue from clean coal activities		—			—			119.6			119.6
Other - net gain		—			—			1.4			1.4
Total revenues		1,827.6			571.7			121.0			2,520.3
Compensation		1,131.6			347.0			14.8			1,493.4
Operating		312.7			137.7			32.8			483.2
Cost of revenues from clean coal activities		—			—			111.6			111.6
Interest		—			—			43.0			43.0
Depreciation		24.7			16.0			0.7			41.4
Amortization		96.2			2.8			—			99.0
Change in estimated acquisition earnout payables		3.6			(0.2	)		—			3.4
Total expenses		1,568.8			503.3			202.9			2,275.0
Earnings (loss) before income taxes		258.8			68.4			(81.9	)		245.3
Provision (benefit) for income taxes		103.0			25.9			(78.6	)		50.3
Net earnings (loss)	$	155.8		$	42.5		$	(3.3	)	$	195.0
Net foreign exchange loss	$	(1.6	)	$	(0.1	)	$	(0.2	)	$	(1.9	)
Revenues:
United States	$	1,431.6		$	453.5		$	121.0		$	2,006.1
United Kingdom		324.1			28.2			—			352.3
Other foreign, principally Australia, Bermuda and Canada		71.9			90.0			—			161.9
Total revenues	$	1,827.6		$	571.7		$	121.0		$	2,520.3
At December 31, 2012
Identifiable assets:
United States	$	2,637.1		$	390.9		$	647.9		$	3,675.9
United Kingdom		1,117.6			52.4			—			1,170.0
Other foreign, principally Australia, Bermuda and Canada		442.1			55.3			9.0			506.4
Total identifiable assets	$	4,196.8		$	498.6		$	656.9		$	5,352.3
Goodwill - net	$	1,451.4		$	21.3		$	—		$	1,472.7
Amortizable intangible assets - net		791.6			18.0			—			809.6

81

Year Ended December 31, 2011	Brokerage			Risk Management		Corporate			Total
Revenues:
Commissions	$	1,127.4		$	—	$	—		$	1,127.4
Fees		324.1			546.1		—			870.2
Supplemental commissions		56.0			—		—			56.0
Contingent commissions		38.1			—		—			38.1
Investment income		5.4			2.7		—			8.1
Gains on books of business sales and other		5.5			—		—			5.5
Revenues from clean coal activities		—			—		29.2			29.2
Other - net gain		—			—		0.2			0.2
Total revenues		1,556.5			548.8		29.4			2,134.7
Compensation		968.4			344.1		13.6			1,326.1
Operating		267.3			135.8		15.9			419.0
Cost of revenues from clean coal activities		—			—		32.0			32.0
Interest		—			—		40.8			40.8
Depreciation		21.2			14.2		0.5			35.9
Amortization		77.0			2.3		—			79.3
Change in estimated acquisition earnout payables		(6.2	)		—		—			(6.2	)
Total expenses		1,327.7			496.4		102.8			1,926.9
Earnings (loss) before income taxes		228.8			52.4		(73.4	)		207.8
Provision (benefit) for income taxes		88.6			19.1		(44.0	)		63.7
Net earnings (loss)	$	140.2		$	33.3	$	(29.4	)	$	144.1
Net foreign exchange loss	$	—		$	—	$	(0.2	)	$	(0.2	)
Revenues:
United States	$	1,266.2		$	429.5	$	29.4		$	1,725.1
United Kingdom		236.2			24.3		—			260.5
Other foreign, principally Australia, Bermuda and Canada		54.1			95.0		—			149.1
Total revenues	$	1,556.5		$	548.8	$	29.4		$	2,134.7
At December 31, 2011
Identifiable assets:
United States	$	2,215.3		$	384.5	$	602.7		$	3,202.5
United Kingdom		874.8			71.4		—			946.2
Other foreign, principally Australia, Bermuda and Canada		256.5			73.2		5.1			334.8
Total identifiable assets	$	3,346.6		$	529.1	$	607.8		$	4,483.5
Goodwill - net	$	1,136.6		$	18.7	$	—		$	1,155.3
Amortizable intangible assets - net		542.3			19.2		—			561.5

82

Report of Independent Registered Public Accounting Firm on Financial Statements

Board of Directors and Stockholders

Arthur J. Gallagher & Co.

We have audited the accompanying consolidated balance sheet of Arthur J. Gallagher & Co. (Gallagher) as of December 31, 2013 and 2012, and the related consolidated statements of earnings, comprehensive earnings, stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2013. Our audits also included the financial statement schedule listed in the Index at Item 15(2)(a). These financial statements and schedule are the responsibility of Gallagher’s management. Our responsibility is to express an opinion on these financial statements and schedule based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Arthur J. Gallagher & Co. at December 31, 2013 and 2012, and the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, 2013, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule, when considered in relation to the basic financial statements taken as a whole, presents fairly in all material respects the information set forth therein.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Gallagher’s internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (1992 framework) and our report, dated February 7, 2014, expressed an unqualified opinion thereon.

/s/ Ernst & Young LLP

Ernst & Young LLP

Chicago, Illinois

February 7, 2014

83

Management’s Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rules 13a-15(f) under the Exchange Act. Under the supervision and with the participation of management, including our principal executive officer and principal financial officer, we conducted an assessment of the effectiveness of our internal control over financial reporting based on the framework in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.

In conducting our assessment of the effectiveness of its internal control over financial reporting, we have excluded eighteen of the thirty-one entities acquired in 2013, which are included in our 2013 consolidated financial statements. Collectively, these acquired entities constituted approximately 6.2% of total assets as of December 31, 2013 and approximately 2.3% of total revenues and approximately 1.3% of net earnings for the year then ended.

Based on our assessment under the framework in Internal Control – Integrated Framework, management concluded that our internal control over financial reporting was effective as of December 31, 2013. In addition, the effectiveness of our internal control over financial reporting as of December 31, 2013 has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their attestation report which is included herein.

Arthur J. Gallagher & Co.

Itasca, Illinois

February 7, 2014

/s/ J. Patrick Gallagher, Jr.	/s/ Douglas K. Howell
J. Patrick Gallagher, Jr. Chairman, President and Chief Executive Officer	Douglas K. Howell Chief Financial Officer

84

Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting

Board of Directors and Stockholders

Arthur J. Gallagher & Co.

We have audited Arthur J. Gallagher & Co.’s (Gallagher) internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (1992 framework) (the COSO criteria). Gallagher’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on Gallagher’s internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

As indicated in the accompanying Management’s Report on Internal Control Over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of eighteen of the thirty-one entities acquired in 2013, which are included in the 2013 consolidated financial statements of Gallagher. Collectively, these acquired entities constituted approximately 6.2% of total assets as of December 31, 2013 and approximately 2.3% of total revenues and approximately 1.3% of net earnings for the year then ended. Our audit of internal control over financial reporting of Gallagher also did not include an evaluation of the internal control over financial reporting of these acquired entities.

In our opinion, Arthur J. Gallagher & Co. maintained in all material respects, effective internal control over financial reporting as of December 31, 2013, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of Arthur J. Gallagher & Co. as of December 31, 2013 and 2012, and the related consolidated statements of earnings, comprehensive earnings, stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2013 of Arthur J. Gallagher & Co. and our report dated February 7, 2014 expressed an unqualified opinion thereon.

/s/ Ernst & Young LLP

Ernst & Young LLP

Chicago, Illinois

February 7, 2014

85

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

There were no changes in or disagreements with our accountants on matters related to accounting and financial disclosure.

Item 9A. Controls and Procedures.

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures.

As of December 31, 2013, our management, including our chief executive officer and chief financial officer, have conducted an evaluation of the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15(b) of the Exchange Act. Based on that evaluation, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures were effective as of December 31, 2013.

Design and Evaluation of Internal Control Over Financial Reporting.

Pursuant to Section 404 of the Sarbanes-Oxley Act of 2002, we included a report of management’s assessment of the design and effectiveness of our internal controls as part of this annual report for the fiscal year ended December 31, 2013. Our independent registered public accounting firm also attested to, and reported on, the effectiveness of internal control over financial reporting. Management’s report and the independent registered public accounting firm’s attestation report are included in Item 8, “Financial Statements and Supplementary Data,” under the captions entitled “Management’s Report on Internal Control Over Financial Reporting” and “Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting.”

Changes in Internal Control Over Financial Reporting.

There has been no change in our internal control over financial reporting during the fourth fiscal quarter ended December 31, 2013, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Item 9B. Other Information.

Not applicable.

Part III

Item 10. Directors, Executive Officers and Corporate Governance.

Our 2014 Proxy Statement will include the information required by this item under the headings “Proposal 1 – Election of Directors,” “Security Ownership by Certain Beneficial Owners and Management – Section 16 (a) Beneficial Ownership Reporting Compliance” and “Corporate Governance,” which we incorporate herein by reference.

Item 11. Executive Compensation.

Our 2014 Proxy Statement will include the information required by this item under the headings “Compensation Committee Report” and “Compensation Discussion and Analysis,” which we incorporate herein by reference.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

Our 2014 Proxy Statement will include the information required by this item under the headings “Security Ownership by Certain Beneficial Owners and Management” and “Equity Compensation Plan Information,” which we incorporate herein by reference.

86

Item 13. Certain Relationships and Related Transactions, and Director Independence.

Our 2014 Proxy Statement will include the information required by this item under the headings “Certain Relationships and Related Transactions” and “Corporate Governance – Board of Directors,” which we incorporate herein by reference.

Item 14. Principal Accountant Fees and Services.

Our 2014 Proxy Statement will include the information required by this item under the heading “Principal Accountant Fees and Services,” which we incorporate herein by reference.

Part IV

Item 15. Exhibits and Financial Statement Schedules.

The following documents are filed as a part of this report:

1. Consolidated Financial Statements:

(a) Consolidated Statement of Earnings for each of the three years in the period ended December 31, 2013.

(b) Consolidated Balance Sheet as of December 31, 2013 and 2012.

(c) Consolidated Statement of Cash Flows for each of the three years in the period ended December 31, 2013.

(d) Consolidated Statement of Stockholders’ Equity for each of the three years in the period ended December 31, 2013.

(e) Notes to Consolidated Financial Statements.

(f) Report of Independent Registered Public Accounting Firm on Financial Statements.

(g) Management’s Report on Internal Control Over Financial Reporting.

(h) Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting.

2. Consolidated Financial Statement Schedules required to be filed by Item 8 of this Form:

(a) Schedule II – Valuation and Qualifying Accounts.

All other schedules are omitted because they are not applicable, or not required, or because the required information is included in our consolidated financial statements or the notes thereto.

3. Exhibits:

Included in this Form 10-K.

*10.15	The Arthur J. Gallagher & Co. Supplemental Savings and Thrift Plan, as amended and restated effective January 21, 2014.
*10.16	Arthur J. Gallagher & Co. Deferred Equity Participation Plan, amended and restated as of January 22, 2014.
*10.16.1	Form of Deferred Equity Participation Plan Award Agreement.
21.1	Subsidiaries of Arthur J. Gallagher & Co., including state or other jurisdiction of incorporation or organization and the names under which each does business.
23.1	Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm.
24.1	Power of Attorney.

87

31.1	Rule 13a-14(a) Certification of Chief Executive Officer.
31.2	Rule 13a-14(a) Certification of Chief Financial Officer.
32.1	Section 1350 Certification of Chief Executive Officer.
32.2	Section 1350 Certification of Chief Financial Officer.
101.INS	XBRL Instance Document.
101.SCH	XBRL Taxonomy Extension Schema Document.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB	XBRL Taxonomy Extension Label Linkbase Document.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document.
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document.

Incorporated by reference into this Form 10-K.

2.1	Agreement and Plan of Reorganization, dated as of August 12, 2013, by and among Arthur J. Gallagher & Co., Bollinger Holdings, Inc., Bollinger, Inc., JPGAC, LLC, Evercore Capital Partners II L.P., Evercore Partners Inc. and Management Group, LLC (incorporated by reference to the same exhibit number to the post-effective amendment No. 2 to our Form S-4 Registration Statement dated September 6, 2013, File No. 333-188651).
2.2	Share Purchase Agreement, dated September 4, 2013, between Gallagher, Giles and the Seller (incorporated by reference to Exhibit 2.1 to our Form 8-K Current Report dated September 6, 2013, File No. 1 09761).
3.1	Amended and Restated Certificate of Incorporation of Arthur J. Gallagher & Co. (incorporated by reference to the same exhibit number to our Form 10-Q Quarterly Report for the quarterly period ended June 30, 2008, File No. 1-09761).
3.2	Amended and Restated By-Laws of Arthur J. Gallagher & Co. (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 2008, File No. 1-09761).
4.1	Multicurrency Credit Agreement, dated as of September 19, 2013, among Arthur J. Gallagher & Co., the other borrowers party thereto, the lenders party thereto, Bank of Montreal, as administrative agent, BMO Capital Markets, as joint lead arranger and joint book runner, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citibank N.A., Barclays Bank PLC, and J.P. Morgan Securities LLC, as joint lead arrangers, joint book runners and co-syndication agents and U.S. Bank National Association, as documentation agent (incorporated by reference to the same exhibit number to our Form 8-K Current Report dated September 19, 2013, File No. 1-09761).
10.5	Lease Agreement between Arthur J. Gallagher & Co. and Itasca Center III Limited Partnership, a Texas limited partnership, dated July 26, 1989 (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 1989, File No. 1-09761).
10.5.1	Amendments No. 1 to No. 15 to the Lease Agreement between Arthur J. Gallagher & Co. and HGC/Two Pierce Limited Partnership, an Illinois limited partnership, as successor to Itasca Center III Limited Partnership, a Texas limited partnership, dated May 20, 1991 to October 15, 2005 (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 2005, File No. 1-09761).
10.5.2	Amendment No. 16 to the Lease Agreement between Arthur J. Gallagher & Co. and Wells REIT-Two Pierce Place, LLC, a Delaware limited liability company, dated December 7, 2006 (incorporated by reference to the same exhibit number to our Form 8-K Current Report dated December 7, 2006, File No. 1-09761).
*10.11	Form of Indemnity Agreement between Arthur J. Gallagher & Co. and each of our directors and corporate officers (incorporated by reference to the same exhibit number to our Form 10-Q Quarterly Report for the quarterly period ended March 31, 2009, File No. 1-09761).
*10.12	Arthur J. Gallagher & Co. Deferral Plan for Nonemployee Directors (amended and restated as of January 1, 2011) (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 2010, File No. 1-09761).

88

*10.14.1	Form of Change in Control Agreement between Arthur J. Gallagher & Co. and those Executive Officers hired prior to January 1, 2008 (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 2011, File No. 1-09761).
*10.14.2	Form of Change in Control Agreement between Arthur J. Gallagher & Co. and those Executive Officers hired after January 1, 2008 (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 2011, File No. 1-09761).
*10.17	Arthur J. Gallagher & Co. Severance Plan (effective September 15, 1997, as amended and restated effective January 1, 2010) (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 2008, File No. 1-09761).
*10.17.1	First Amendment to the Arthur J. Gallagher & Co. Severance Plan (effective September 15, 1997, as amended and restated effective January 1, 2009) (incorporated by reference to Exhibit 10.1 to our Form 10-Q Quarterly Report for the quarterly period ended June 30, 2010, File No. 1-09761).
*10.25	Arthur J. Gallagher & Co. United Kingdom Incentive Stock Option Plan, Amended and restated as of January 22, 1998 and approved by the Inland Revenue on June 12, 1998 (incorporated by reference to the same exhibit number to our Form 10-Q Quarterly Report for the quarterly period ended June 30, 1998, File No. 1-09761).
*10.26	Conformed copy of the Arthur J. Gallagher & Co. 1988 Incentive Stock Option Plan, through Amendment No. 1 as of January 19, 2005 (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 2009, File No. 1-09761).
*10.27	Conformed copy of the Arthur J. Gallagher & Co. 1988 Nonqualified Stock Option Plan, through Amendment No. 6 as of January 19, 2005 (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 2009, File No. 1-09761).
*10.28	Conformed copy of the Arthur J. Gallagher & Co. 1989 Non-Employee Directors’ Stock Option Plan, through Amendment No. 6 as of May 17, 2005 (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 2009, File No. 1-09761).
*10.29	Arthur J. Gallagher & Co. Restricted Stock Plan (incorporated by reference to Exhibit 4.6 to our Form S-8 Registration Statement, File No. 333-106539).
*10.30	The Arthur J. Gallagher & Co. Employee Stock Purchase Plan, amended and restated as of September 17, 2012 (incorporated by reference to the same exhibit number to our Form 10-Q Quarterly Report for the quarterly period ended September 30, 2012, File No. 1-09761).
10.38	Operating Agreement of Chem-Mod LLC dated as of June 23, 2004, by and among NOx II, Ltd., an Ohio limited liability company, AJG Coal, Inc., a Delaware corporation, and IQ Clean Coal LLC, a Delaware limited liability company (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 2005, File No. 1-09761).
10.40	Operating Agreement of Chem-Mod International LLC dated as of July 8, 2005, between NOx II International, Ltd., an Ohio limited liability company and AJG Coal, Inc., a Delaware corporation, together with Amendment No. 1 dated August 2, 2005 (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 2005, File No. 1-09761).
*10.42	Arthur J. Gallagher & Co. 2009 Long-Term Incentive Plan (incorporated by reference to Exhibit 4.4 to our Form S-8 Registration Statement, File No. 333-159150).
*10.42.1	Form of Long-Term Incentive Plan Restricted Stock Unit Award Agreement (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 2010, File No. 1-09761).
*10.42.2	Form of Long-Term Incentive Plan Stock Option Award Agreement (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 2010, File No. 1-09761).
*10.42.3	Form of Long-Term Incentive Plan Stock Appreciation Rights Award Agreement (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 2010, File No. 1-09761).
*10.42.4	Form of Long-Term Incentive Plan Restricted Stock Unit Award Agreement for executive officers over the age of 55 (incorporated by reference to the same exhibit number to our Form 10 Q Quarterly Report for the quarterly period ended March 31, 2013, File No. 1-09761).

89

*10.42.5	Form of Long-Term Incentive Plan Stock Option Award Agreement for executive officers over the age of 55 (incorporated by reference to the same exhibit number to our Form 10 Q Quarterly Report for the quarterly period ended March 31, 2013, File No. 1-09761),
*10.43	Arthur J. Gallagher & Co. Performance Unit Program (incorporated by reference to the same exhibit number to our Form 10-Q Quarterly Report for the quarterly period ended June 30, 2007, File No. 1-09761).
*10.43.1	Form of Performance Unit Grant Agreement under the Performance Unit Program (incorporated by reference to the same exhibit number to our Form 10-K Annual Report for 2010, File No. 1-09761).
*10.43.2	Form of Performance Unit Grant Agreement under the Performance Unit Program for executive officers over the age of 55 (incorporated by reference to the same exhibit number to our Form 10 Q Quarterly Report for the quarterly period ended March 31, 2013, File No. 1-09761),
*10.44	Senior Management Incentive Plan (incorporated by reference to Exhibit 10.2 to our Form 10-Q Quarterly Report for the quarterly period ended June 30, 2010, File No. 1-09761).
*10.45	Arthur J. Gallagher & Co. 2011 Long-Term Incentive Plan (incorporated by reference to Exhibit 99.1 to our Form S-8 Registration Statement, File No. 333-174497).
10.46	Share Purchase Agreement, dated May 12, 2011, between Gallagher Holdings Two (UK) Limited, HLG Holdings Limited and the Shareholders of HLG Holdings Limited named therein (incorporated by reference to Exhibit 2.1 to our Form 8-K Current Report dated May 17, 2011, File No. 1-09761).

All other exhibits are omitted because they are not applicable, or not required, or because the required information is included in our consolidated financial statements or the notes thereto. The registrant agrees to furnish to the Securities and Exchange Commission upon request a copy of any long-term debt instruments that have been omitted pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K.

* Such exhibit is a management contract or compensatory plan or arrangement required to be filed as an exhibit to this form pursuant to item 601 of Regulation S-K.

90

Signatures

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on the 7^th day of February, 2014.

ARTHUR J. GALLAGHER & CO.
By	/S/    J. PATRICK GALLAGHER, JR.
	J. Patrick Gallagher, Jr.
	Chairman, President and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on the 7^th day of February, 2014 by the following persons on behalf of the Registrant in the capacities indicated.

Name	Title
/S/ J. PATRICK GALLAGHER, JR.	Chairman, President and Director (Principal Executive Officer)
J. Patrick Gallagher, Jr.
/S/ DOUGLAS K. HOWELL	Vice President and Chief Financial Officer (Principal Financial Officer)
Douglas K. Howell
/S/ RICHARD C. CARY	Controller (Principal Accounting Officer)
Richard C. Cary
*SHERRY S. BARRAT	Director
Sherry S. Barrat
*WILLIAM L. BAX	Director
William L. Bax
* FRANK E. ENGLISH, JR.	Director
Frank E. English, Jr.
*ELBERT O. HAND	Director
Elbert O. Hand
*DAVID S. JOHNSON	Director
David S. Johnson
*KAY W. MC CURDY	Director
Kay W. Mc Curdy
*NORMAN L. ROSENTHAL	Director
Norman L. Rosenthal
* JAMES R. WIMMER	Director
James R. Wimmer

*By:	/s/    WALTER D. BAY
	Walter D. Bay, Attorney-in-Fact

91

Schedule II

Arthur J. Gallagher & Co.

Valuation and Qualifying Accounts

	Balance at Beginning of Year		Amounts Recorded in Earnings			Adjustments			Balance at End of Year
	(In millions)
Year ended December 31, 2013
Allowance for doubtful accounts	$	6.6	$	2.7		$	(2.6	)(1)	$	6.7
Allowance for estimated policy cancellations		4.0		(0.2	)		0.4	(2)		4.2
Accumulated amortization of expiration lists, noncompete agreements and trade names		419.3		125.2			(0.4	)(3)		544.1
Year ended December 31, 2012
Allowance for doubtful accounts	$	4.8	$	1.0		$	0.8	(1)	$	6.6
Allowance for estimated policy cancellations		5.2		(1.6	)		0.4	(2)		4.0
Accumulated amortization of expiration lists, noncompete agreements and trade names		321.3		99.0			(1.0	)(3)		419.3
Year ended December 31, 2011
Allowance for doubtful accounts	$	4.4	$	0.5		$	(0.1	)(1)	$	4.8
Allowance for estimated policy cancellations		4.3		0.9			—	(2)		5.2
Accumulated amortization of expiration lists, noncompete agreements and trade names		247.7		79.3			(5.7	)(3)		321.3

(1) Net activity of bad debt write offs and recoveries.

(2) Additions to allowance related to acquired businesses.

(3) Elimination of fully amortized expiration lists, non-compete agreements and trade names, intangible asset/amortization reclassifications and disposal of acquired businesses.

92

Arthur J. Gallagher & Co.

Annual Report on Form 10-K

For the Fiscal Year Ended December 31, 2013

Exhibit Index

*10.15	The Arthur J. Gallagher & Co. Supplemental Savings and Thrift Plan, as amended and restated effective January 21, 2014.
*10.16	Arthur J. Gallagher & Co. Deferred Equity Participation Plan, amended and restated as of January 22, 2014.
*10.16.1	Form of Deferred Equity Participation Plan Award Agreement.
21.1	Subsidiaries of Arthur J. Gallagher & Co., including state or other jurisdiction of incorporation or organization and the names under which each does business.
23.1	Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm.
24.1	Power of Attorney.
31.1	Rule 13a-14(a) Certification of Chief Executive Officer.
31.2	Rule 13a-14(a) Certification of Chief Financial Officer.
32.1	Section 1350 Certification of Chief Executive Officer.
32.2	Section 1350 Certification of Chief Financial Officer.
101.INS	XBRL Instance Document.
101.SCH	XBRL Taxonomy Extension Schema Document.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB	XBRL Taxonomy Extension Label Linkbase Document.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document.
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document.

* Such exhibit is a management contract or compensatory plan or arrangement required to be filed as an exhibit to this form pursuant to item 601 of Regulation S-K.

93

EX-10.15

Exhibit 10.15

ARTHUR J. GALLAGHER & CO.

SUPPLEMENTAL SAVINGS and THRIFT PLAN

As Amended and Restated Effective January 21, 2014

TABLE OF CONTENTS

ARTICLE 1 INTRODUCTION			1
	1.1.	Purpose of the Plan	1
	1.2.	Status of Plan	1
ARTICLE 2 DEFINITIONS			1
	2.1.	“Accounts”	1
	2.2.	“Board”	1
	2.3.	“Cause”	1
	2.4.	“Change of Control”	1
	2.5.	“Code”	2
	2.6.	“Company”	2
	2.7.	“Compensation”	2
	2.8.	“Effective Date”	2
	2.9.	“Elective Deferral”	2
	2.10.	“Eligible Employee”	2
	2.11.	“Employer”	3
	2.12.	“ERISA”	3
	2.13.	“Funding Trust”	3
	2.14.	“Funding Trustee”	3
	2.15.	“Gallagher”	3
	2.16.	“Hour of Service”	3
	2.17.	“Insolvent”	3
	2.18.	“LTIC Program”	3
	2.19.	“Matching Deferral”	3
	2.20.	“Participant”	3
	2.21.	“Performance Deferral”	3
	2.22.	“Plan”	3
	2.23.	“Plan Administrator”	3

	2.24.	“Plan Year”	3
	2.25.	“Qualified Plan”	3
	2.26.	“Retirement”	4
	2.27.	“Scheduled Distribution Account”	4
	2.28.	“Separation from Service”	4
	2.29.	“Separation from Service Account”	4
	2.30.	“Unforeseeable Emergency”	4
ARTICLE 3 PARTICIPATION			4
	3.1.	Commencement of Participation	4
	3.2.	Continued Participation	4
ARTICLE 4 ELECTIVE, MATCHING AND PERFORMANCE DEFERRALS			4
	4.1.	Elective Deferrals	4
	4.2.	Matching Deferrals	6
	4.3.	Performance Deferrals	7
ARTICLE 5 ACCOUNTS			7
	5.1.	Accounts	7
	5.2.	Investments	11
ARTICLE 6 VESTING			12
	6.1.	General	12
	6.2.	Change of Control	12
	6.3.	Retirement, Death or Disability	12
	6.4.	Insolvency	12
ARTICLE 7 PAYMENTS			12
	7.1.	Election as to Time and Form of Payment	12
	7.2.	Termination of Employment	14
	7.3.	Death	14

	7.4.	Withdrawal Due to Unforeseeable Emergency	14
	7.5.	Restrictive Covenants; Clawback	14
	7.6.	Taxes	16
ARTICLE 8 PLAN ADMINISTRATOR			16
	8.1.	Plan Administration and Interpretation	16
	8.2.	Powers, Duties, Procedures, Etc.	16
	8.3.	Information	16
	8.4.	Indemnification of Plan Administrator	16
ARTICLE 9 AMENDMENT AND TERMINATION			17
	9.1.	Amendments	17
	9.2.	Termination of Plan	17
	9.3.	Existing Rights	17
ARTICLE 10 MISCELLANEOUS			17
	10.1.	No Funding	17
	10.2.	Non-assignability	18
	10.3.	Limitation of Participant’s Rights	18
	10.4.	Participants Bound	18
	10.5.	Receipt and Release	18
	10.6.	Compliance With Section 409A of Code	18
	10.7.	Governing Law	19
	10.8.	Headings and Subheadings	19

ARTICLE 1

Introduction

1.1. Purpose of the Plan

The Company has adopted the Plan to provide a means by which certain employees may elect to defer receipt of portions of their compensation and to provide opportunities for such individuals to save for retirement on the terms and conditions set forth herein.

1.2. Status of Plan

The Plan is intended to be “a plan which is unfunded and is maintained by an employer primarily for the purpose of providing deferred compensation for a select group of management or highly compensated employees” within the meaning of Sections 201(2), 301(a)(3) and 401(a)(I) of ERISA, and is further intended to comply with the requirements of Section 409A of the Code. The Plan shall be interpreted and administered consistently with such intent. The Plan was initially effective January 1, 1999, was amended and restated effective January 1, 2008, was further amended effective July 1, 2009, was further amended and restated effective December 1, 2009 for certain clerical corrections, was further amended and restated December 7, 2012 to allow investment of deferred monies in Gallagher Common Stock (as hereinafter defined) and was further amended and restated January 21, 2014 to make certain administrative clarifications.

ARTICLE 2

Definitions

Wherever used herein, the following terms have the meanings set forth below, unless a different meaning is clearly required by the context:

2.1. “Accounts” mean, for each Participant, the Separation from Service Accounts and Scheduled Distribution Accounts established for his or her benefit under Section 5.1.

2.2. “Board” means the Board of Directors of Gallagher.

2.3. “Cause” means a Participant’s gross misconduct or a willful and material breach by a Participant of any agreement between an Employer and the Participant; provided that no act or failure to act on the Participant’s part shall be deemed “willful” unless done, or omitted to be done, by the Participant not in good faith and without a reasonable belief that the action or omission was in the best interest of the Employer.

2.4. “Change of Control” means: (i) any person or group, as defined in Sections 13(d) and 14(d) (2) of the Securities Exchange Act of 1934, as amended, is or becomes the beneficial owner, directly or indirectly, of securities of Gallagher representing fifty percent (50%) or more of the combined voting power of Gallagher’s outstanding securities then entitled to vote for the election of directors; or (ii) during any period of two consecutive years, individuals who at the beginning of such period constitute the Board of Directors of Gallagher (the “Board”) and any new directors whose election by the Board or nomination for election by Gallagher’s stockholders was approved by at least two-thirds of the directors then still in office who either

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were directors at the beginning of the period or whose election was previously so approved cease for any reason to constitute at least a majority thereof; or (iii) the stockholders of Gallagher shall approve the sale of all or substantially all of the assets of Gallagher or any merger, consolidation, issuance of securities or purchase of assets, the result of which would be the occurrence of any event described in clause (i) or (ii) above.

2.5. “Code” means the Internal Revenue Code of 1986, as amended from time to time. Reference to any section or subsection of the Code includes reference to any comparable or succeeding provisions of any legislation which amends, supplements or replaces such section or subsection.

2.6. “Company” means Arthur J. Gallagher & Co. (Illinois), an Illinois corporation, and any successor to all or a substantial portion of its assets or business that assumes the obligations of the Company (with the consent of the Company if it is still in existence).

2.7. “Compensation” shall have the meaning set forth in the Qualified Plan (i) increased by the amount of any Elective Deferrals under this Plan; and (ii) determined without regard to the limit applicable to the Qualified Plan under Section 401(a)(17) of the Code.

2.8. “Effective Date” means January 1, 1999.

2.9. “Elective Deferral” means the portion of Compensation which is deferred by a Participant under Section 4.1.

2.10. “Eligible Employee”, with respect to a Plan Year, means an employee of an Employer if (i) the employee has completed sixty (60) days of employment with an Employer prior to the first day of such Plan Year and (ii) either (A) the Company determines, in its sole discretion, that the employee has received or is expected to receive Compensation in the calendar year ending prior to the first day of such Plan Year in an amount equal to or greater than the dollar amount in effect for such Plan Year under Section 401(a)(17) of the Code or (B) the Company, determines, in its sole discretion, and specifies in a written notice to the employee that such employee is otherwise eligible to participate in the Plan for such Plan Year. In addition to the foregoing, an employee who is hired by an Employer after the first day of a Plan Year shall be an “Eligible Employee” with respect to such Plan Year if (1) the employee has completed sixty (60) days of employment with such Employer after such date of hire and (2) either (x) the Company determines, in its sole discretion, that the employee is expected to receive annualized Compensation in such Plan Year in an amount equal to or greater than the annual dollar amount in effect for such Plan Year under Section 401(a)(17) of the Code or (y) the Company, determines, in its sole discretion, and specifies in a written notice to the employee that such employee is otherwise eligible to participate in the Plan for such Plan Year. If an Eligible Employee’s actual Compensation is less than the applicable dollar amount prescribed by Section 401(a)(17) of the Code for two consecutive Plan Years, such Eligible Employee will be suspended from making any additional Elective Deferrals under the Plan for each subsequent Plan Year, until the open enrollment period following the Plan Year in which such Eligible Employee’s Compensation is not less than the applicable dollar amount.

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2.11. “Employer” means the Company and each other entity that is affiliated with the Company and adopts the Plan with the Company’s consent.

2.12. “ERISA” means the Employee Retirement Income Security Act of 1974, as amended from time to time. Reference to any section or subsection of ERISA includes reference to any comparable or succeeding provisions of any legislation that amends, supplements or replaces such section or subsection.

2.13. “Funding Trust” means the grantor trust established by the Company to hold assets contributed under the Plan.

2.14. “Funding Trustee” means the trustee or trustees under the Funding Trust.

2.15. “Gallagher” means Arthur J. Gallagher & Co., a Delaware corporation, and any successor to all or a substantial portion of Gallagher’s assets or business that assumes the obligations of Gallagher (with Gallagher’s consent if it is still in existence).

2.16. “Hour of Service” means an Hour of Service as calculated for purposes of the Qualified Plan.

2.17. “Insolvent” means either (i) an Employer is unable to pay its debts as they become due, or (ii) the Employer is subject to a pending proceeding as a debtor under the United States Bankruptcy Code.

2.18. “LTIC Program” means a long-term incentive compensation program maintained by Gallagher or the Company.

2.19. “Matching Deferral” means a contribution by an Employer for the benefit of a Participant who is an Eligible Employee, as described in Section 4.2.

2.20. “Participant” means any individual who participates in the Plan in accordance with Article 3.

2.21. “Performance Deferral” means a discretionary contribution by an Employer for the benefit of a Participant who is an Eligible Employee, as described in Section 4.3.

2.22. “Plan” means the Arthur J. Gallagher & Co. Supplemental Savings and Thrift Plan as provided herein and as amended from time to time.

2.23. “Plan Administrator” means the person, persons or entity designated by the Company to administer the Plan. If no such person or entity is so serving at any time, the Company shall be the Plan Administrator.

2.24. “Plan Year” means the 12-month period ending on December 31.

2.25. “Qualified Plan” means the Arthur J. Gallagher & Co. Employees’ 401(k) Savings and Thrift Plan, or any successor thereto.

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2.26. “Retirement” means the retirement of a Participant from employment with an Employer on or after his or her 65th birthday, or as otherwise determined by the Company in its sole discretion, and excluding terminations for Cause and terminations under such other circumstances as shall be specified by the Participant’s Employer.

2.27. “Scheduled Distribution Account” means a Scheduled Distribution Account established by a Participant pursuant to Section 5.1.

2.28. “Separation from Service” shall have the meaning set forth III Treasury regulations promulgated under Section 409A of the Code.

2.29. “Separation from Service Account” means a Separation from Service Account established on behalf of a Participant pursuant to Section 5.1.

2.30. “Unforeseeable Emergency” means a severe financial hardship of a Participant resulting from an illness or accident of the Participant or the Participant’s spouse or dependent (as defined in Section 152(a) of the Code), a loss of the Participant’s property due to casualty (including the need to rebuild a home following damage not otherwise covered by insurance), or any other similar extraordinary and unforeseeable circumstance arising as a result of events beyond the control of the Participant, all within the meaning of Section 409A of the Code.

ARTICLE 3

Participation

3.1. Commencement of Participation

An Eligible Employee shall become a Participant in the Plan as of the date on which he or she begins to defer compensation in accordance with Section 4.1 or on the date determined by the Plan Administrator with respect to a Matching Deferral under Section 4.2 or a Performance Deferral under Section 4.3.

3.2. Continued Participation

A Participant in the Plan shall continue to be a Participant so long as any amount remains credited to his or her Account.

ARTICLE 4

Elective, Matching and Performance Deferrals

4.1. Elective Deferrals

(a) Base Salary. An Eligible Employee may elect to defer a percentage or dollar amount of his or her base salary. An Eligible Employee who desires to elect a deferral described in this Section 4.1(a) shall complete and submit to the Plan Administrator a deferral election which shall designate either (A) the percentage of each payment to be deferred in one percent (1%) increments to a maximum of ninety percent (90%) or (B) the whole dollar amount of each payment to be deferred. Elections pursuant to this Section 4.1(a) to defer base salary earned in a Plan Year must be made prior to the first day of such Plan Year; provided that an

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individual who first becomes an Eligible Employee following the commencement of a Plan Year and who is in his or her “first year of eligibility,” as defined under Section 409A of the Code, may submit an irrevocable deferral election within 30 days after the date such individual becomes an Eligible Employee, and such election shall be effective with respect to compensation earned after the date of such election. An election to defer a percentage or dollar amount of base salary for any Plan Year shall apply for subsequent Plan Years (an “Evergreen Base Salary Election”) unless changed or revoked by the Participant by submitting a new deferral election with the Plan Administrator on or before the date on which elections are due with respect to such Plan Year.

(b) Annual Bonuses and Commissions. An Eligible Employee may elect to defer a percentage or dollar amount of his or her annual bonus or commissioned earnings, to the extent payable to the Eligible Employee in cash. An Eligible Employee who desires to elect a deferral described in this Section 4.1(b) shall complete and submit to the Plan Administrator a deferral election which shall designate either (A) the percentage of each payment to be deferred in one percent (1%) increments to a maximum of one hundred percent (100%) or (B) the whole dollar amount of each payment to be deferred. Elections pursuant to this Section 4.1(b) to defer an annual bonus or commissioned earnings earned in a Plan Year must be made prior to the first day of such Plan Year; provided that (i) an election to defer an annual bonus that is considered performance-based compensation within the meaning of Section 409A of the Code may be made as of a date specified by the Plan Administrator that is at least six months prior to the last day of the applicable performance period and (ii) to the extent the election period described in clause (i) is not available, an individual who first becomes an Eligible Employee following the commencement of a Plan Year and who is in his or her “first year of eligibility,” as defined under Section 409A of the Code, may submit an irrevocable deferral election within 30 days after the date such individual becomes an Eligible Employee, and such election shall be effective with respect to the portion of the annual bonus or commission earned after the date of such election. An election to defer a percentage or dollar amount of an annual bonus or commission for any Plan Year shall apply for subsequent Plan Years (an “Evergreen Bonus or Commission Election”) unless changed or revoked by the Participant by submitting a new election with the Plan Administrator on or before the date on which elections are due with respect to such Plan Year. The annual bonuses that are subject to a bonus deferral election under this Section 4.1(b) shall include all annual, production and performance-based bonuses, but not other types of bonuses, such as sign-on, retention and educational bonuses.

(c) Restricted Stock Awards. An Eligible Employee who has been granted (or is to be granted) a restricted stock unit award with respect to the common stock of Gallagher (“Gallagher Common Stock”) as part of, or in lieu, of an annual bonus award or an award under an LTIC Program, may elect to defer the receipt of the shares of Gallagher Common Stock issuable upon the vesting of such award (a “Share Deferral”). An Eligible Employee who desires to elect a Share Deferral shall complete and submit to the Plan Administrator a deferral election which shall designate the percentage of the award to be deferred in one percent (1%) increments to a maximum of one hundred percent (100%). Share Deferral elections must be made on or prior to the date determined by the Plan Administrator that is both (i) not later than 30 days after the date on which the applicable restricted stock unit award is granted; and (ii) at least 12 months prior to the date on which such award is first scheduled to vest. In his or her Share Deferral election, a Participant may elect whether restricted stock units, upon vesting, shall remain

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credited to the Participant’s Account as notional units representing shares of Gallagher Common Stock or whether such restricted stock units shall be converted to another notional investment option available under the Plan. After such restricted stock units are credited to a Participant’s Account, the manner in which notional earnings and losses are credited to such Account, including the right of the Participant to change the notional investment of such Account, shall be determined in accordance with Section 5.2. An election to defer the receipt of all or any number of the shares of Gallagher Common Stock issuable upon the vesting of a restricted stock unit award shall apply to all subsequent restricted stock unit awards (an “Evergreen RSU Election”) unless changed or revoked by the Participant by submitting a new deferral election with the Plan Administrator on or before the date on which elections are due with respect to such subsequent restricted stock unit award. For the avoidance of doubt, if a Participant elects to defer a specified number of shares of Gallagher Common Stock issuable upon the vesting of a restricted stock unit award and the number of shares of Gallagher Common Stock issuable upon the vesting of a subsequent restricted stock unit award is less than the number of shares under the Evergreen RSU Election, then 100% of the shares of Gallagher Common Stock issuable upon the vesting of such subsequent restricted stock unit award shall be subject to such Evergreen RSU Election.

(d) Long-Term Incentive Compensation Program-Cash Awards. An Eligible Employee who has been granted (or is to be granted) a cash-based award under an LTIC Program may elect to defer the receipt of the amount payable pursuant to such award by completing and submitting to the Plan Administrator a deferral election which shall designate either (A) the percentage of the award to be deferred in one percent (1%) increments to a maximum of one hundred percent (100%) or (B) a percentage of the award to be deferred in one percent (1%) increments, but only to the extent the award exceeds a specified dollar amount. Such deferral elections must be made on or prior to the date determined by the Plan Administrator that is both (i) not later than 30 days after the date on which the applicable award is granted; and (ii) at least 12 months prior to the date on which such award is first scheduled to vest; provided that an election to defer an award that is considered performance-based compensation within the meaning of Section 409A of the Code may be made as of a date specified by the Plan Administrator that is at least six months prior to the last day of the applicable performance period. An election to defer a percentage or percentage in excess of a specified dollar amount of a cash-based award under an LTIC Program shall apply to all subsequent cash-based awards under an LTIC Program (an “Evergreen LTIC Election”) unless changed or revoked by the Participant by submitting a new deferral election with the Plan Administrator on or before the date on which elections are due with respect to such subsequent cash-based awards under an LTIC Program.

(e) Suspension of Deferrals. Any election pursuant to this Section 4.1 shall be irrevocable from and after the deadline for such election provided that a deferral election may be terminated, or the amount of the deferral may be reduced, after such deadline in the event of (and consistent with) an Unforeseeable Emergency, as determined by the Plan Administrator.

4.2. Matching Deferrals

(a) Not later than the date required by law for matching contributions under the Qualified Plan (or any later date as of which the need for a contribution hereunder is determined), each Employer shall credit a Matching Deferral to the Account of each Eligible

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Employee who is employed by such Employer on the last day of the Plan Year or who terminated employment during such Plan Year by reason of death, total and permanent disability (as determined by the Plan Administrator), Retirement, or for any reason other than Cause during the 12-month period immediately following a Change of Control, to the extent described in Section 4.2(b).

(b) For each Plan Year beginning on or after January 1, 2006, the Matching Deferral for each Eligible Employee shall be equal to the excess of (i) 100% of his or her Elective Deferrals under Sections 4.1(a) and 4.1(b) of the Plan for such Plan Year but taking into account only Elective Deferrals which in the aggregate do not exceed 5% of such Eligible Employee’s Compensation for such Plan Year, minus (ii) the maximum amount of matching contributions the Eligible Employee could have received under the Qualified Plan for such Plan Year if he or she had elected to defer the maximum amount permitted under such plan for the full Plan Year; provided, however, that in no event shall such Matching Deferral exceed 100% of the amount of such Eligible Employee’s Elective Deferrals under Sections 4.1(a), 4.1(b), 4.1(c) and 4.1(d) of the Plan and a Performance Deferral Award(s) received under Section 4.3 of the Plan for such Plan Year.

4.3. Performance Deferrals

Any Eligible Employee may also receive a Performance Deferral in an amount to be determined by the Employer in its sole discretion. All determinations by the Employer with regard to the amount or timing of or the eligibility for a Performance Deferral shall be final.

ARTICLE 5

Accounts

5.1. Accounts

(a) The Plan Administrator shall establish deferral Accounts for each Participant reflecting the Elective Deferrals, Matching Deferrals and Performance Deferrals made for the Participant’s benefit together with any adjustments for income, gain or loss and any payments from the Accounts. Upon the commencement of an Eligible Employee’s participation in the Plan, the Plan Administrator shall establish for the benefit of such Participant one or more Separation from Service Accounts, which in accordance with Section 7.1 shall be distributed following the Participant’s Separation from Service. In addition, at the time a Participant submits an Elective Deferral election pursuant to Section 4.1 with respect to any Plan Year, the Participant may in his or her discretion establish a Scheduled Distribution Account to which such Elective Deferrals shall be credited and which, in accordance with Section 7.1, shall be distributed in the calendar year designated by the Participant at the time such Scheduled Distribution Account is established. The Plan Administrator may limit the number of Scheduled Distribution Accounts or Separation from Service Accounts maintained on behalf of a Participant at any time. If the distribution of a Scheduled Distribution Account is scheduled to begin during a Plan Year, then no further Elective Deferrals shall be credited to such Scheduled Distribution Account with respect to such Plan Year, and such Scheduled Distribution Account shall be disregarded for purposes of the limit on the number of Scheduled Distribution Accounts that may be maintained at any time. To illustrate the foregoing, Elective Deferrals with respect to the 2010 Plan Year may not be credited to a 2010 Scheduled Distribution Account.

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(b) At the time a Participant submits an Elective Deferral election with respect to a Plan Year, the Participant shall elect that such Elective Deferrals be credited to a Separation from Service Account previously established by such Participant, a new Separation from Service Account, a Scheduled Distribution Account previously established by such Participant, a new Scheduled Distribution Account at that time established by such Participant, or a combination of such Accounts; provided that any new Scheduled Distribution Account elected by a Participant must provide for distributions of base salary or annual bonus or commissioned earnings to commence more than two years after the last day of such Plan Year and must provide for distributions of restricted stock unit awards or cash-based awards under an LTIC Program to commence no sooner than the Plan Year following the Plan Year during which such restricted stock unit award or cash-based award under an LTIC Program would otherwise have been issued or paid. If a Participant does not affirmatively elect the Account to which any portion of his or her Elective Deferrals shall be credited with respect to any Plan Year, such Elective Deferrals shall be credited as follows:

(i) Base Salary. A Participant’s Evergreen Base Salary Election shall be automatically applied to the Participant’s base salary earned in the current Plan Year as follows:

(A) If an Evergreen Base Salary Election provides for contribution into either a Separation from Service Account or to a Scheduled Distribution Account pursuant to which distributions are scheduled to be made or begin later than the current Plan Year, then the base salary deferred for the current Plan Year shall be credited to the Participant’s Account in accordance with the Evergreen Base Salary Election; or

(B) If an Evergreen Base Salary Election provides for contribution into a Scheduled Distribution Account pursuant to which distributions are scheduled to be made or begin during the current Plan Year, then the base salary deferred for the current Plan Year shall be credited to a new Scheduled Distribution Account that provides for distributions to be paid in a lump sum payment during the first Plan Year that is more than two years after the last day of the current Plan Year.

(ii) Annual Bonus or Commissions. A Participant’s Evergreen Bonus or Commission Election shall be automatically applied to the Participant’s annual bonus and/or commissions earned in the current Plan Year as follows:

(A) If an Evergreen Bonus or Commission Election provides for contribution into either a Separation from Service Account or to a Scheduled Distribution Account pursuant to which distributions are scheduled to be made or begin later than the first Plan Year after the current Plan Year, then the annual bonus and/or commissions deferred for the current Plan Year shall be credited to the Participant’s Account in accordance with the Evergreen Bonus or Commission Election; or

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(B) If an Evergreen Bonus or Commission Election provides for contribution into a Scheduled Distribution Account pursuant to which distributions are scheduled to be made or begin during the first Plan Year after the current Plan Year, then the annual bonus and/or commissions deferred for the current Plan Year shall be credited to a new Scheduled Distribution Account that provides for distributions to be paid in a lump sum payment during the first Plan Year that is more than three years after the last day of the current Plan Year.

(iii) Restricted Stock Unit Awards. A Participant’s Evergreen RSU Election shall be automatically applied to the Participant’s subsequent restricted stock unit awards as follows:

(A) If an Evergreen RSU Election provides for contribution into either a Separation from Service Account or to a Scheduled Distribution Account pursuant to which distributions are scheduled to be made or begin later than the Plan Year in which the shares underlying such subsequent restricted stock unit award would otherwise have been issued (absent such Evergreen RSU Election), then the subsequent restricted stock unit award shall be credited to the Participant’s Account in accordance with the Evergreen RSU Election.

(B) If an Evergreen RSU Election provides for contribution into a Scheduled Distribution Account pursuant to which distributions are scheduled to be made or begin during the Plan Year in which the shares underlying such subsequent restricted stock unit award would otherwise have been issued (absent such Evergreen RSU Election), then the subsequent restricted stock unit award shall be credited to a new Scheduled Distribution Account that provides for shares to be issued during the Plan Year following the Plan Year during which the shares underlying such subsequent restricted stock unit award would otherwise have been issued (absent such Evergreen RSU Election).

(iv) Cash Awards under LTIC Programs. A Participant’s Evergreen LTIC Election shall be automatically applied to the Participant’s subsequent cash awards under an LTIC Program as follows:

(A) If an Evergreen LTIC Election provides for contribution into either a Separation from Service Account or to a Scheduled Distribution Account pursuant to which distributions are scheduled to be made or begin later than the Plan Year in which such subsequent cash award under an LTIC Program would otherwise have been paid (absent such Evergreen LTIC Election), then the subsequent cash award under an LTIC Program shall be credited to the Participant’s Account in accordance with such Evergreen LTIC Election.

(B) If an Evergreen LTIC Election provides for contribution into a Scheduled Distribution Account pursuant to which distributions are scheduled to be made or begin during the Plan Year in which such subsequent cash award under an LTIC Program would otherwise have been paid (absent such Evergreen LTIC Election), then the subsequent cash award under an LTIC Program shall be credited to a new Scheduled Distribution Account that provides for distributions to be paid in a lump sum payment during the Plan Year following the Plan Year during which such subsequent cash award under an LTIC Program would otherwise have been paid (absent such Evergreen LTIC Election).

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(v) In all other cases, the Elective Deferrals for the current Plan Year shall be credited to the Separation from Service Account initially established by the Participant, or if none, to a new Separation from Service Account for such Participant that provides for distributions to be paid in a lump sum.

(c) All Matching Deferrals credited to the Account of a Participant pursuant to Section 4.2 shall be credited to the Separation from Service Account initially established by the Participant, or if none, to a new Separation from Service Account for such Participant that provides for distributions to be paid in a lump sum.

(d) At the time an Employer credits a Performance Deferral to a Participant’s Account, the Employer shall specify whether the Performance Deferral shall be credited to a Separation from Service Account previously established by the Participant or an Employer, a new Separation from Service Account at that time established by the Employer, a Scheduled Distribution Account previously established by the Participant or the Employer, a new Scheduled Distribution Account at that time established by the Employer, or a combination of such Accounts. Alternatively, the Employer may permit Participants to elect the Account to which such Performance Deferrals shall be credited, provided that such election is made in accordance with one of the following permissible deferral election rules:

(i) not later than 30 days after the date on which such Performance Deferral is awarded and at least 12 months prior to the date on which such award is first scheduled to vest;

(ii) for the deferral of a particular annual contribution with respect to a Performance Deferral that consists of a series of annual contributions that require the Participant to remain employed by the Employer for the applicable year, by December 31^st of the calendar year preceding the calendar year in which the annual contribution is earned;

(iii) with respect to a Performance Deferral that is considered performance-based compensation within the meaning of Section 409A of the Code, as of a date specified by the Plan Administrator that is at least six months prior to the last day of the applicable performance period; or

(iv) in accordance with any other permissible deferral election rule under Section 409A of the Code.

(e) Elective Deferrals shall be credited to the Account of a Participant as soon as administratively practicable after the Elective Deferrals are withheld from the Participant’s Compensation. Matching Deferrals and Performance Deferrals shall be credited to the Account of a Participant as of the later of the date related trust contributions are received by the Funding Trustee or the date the Funding Trustee receives from the Plan Administrator such instructions as the Funding Trustee may reasonably require to allocate the amount received among the asset accounts maintained by the Funding Trustee. The Plan Administrator shall make available to each Participant periodic statements of his or her Account reflecting the income, gain and loss, amounts of deferrals, and payments from such Account.

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5.2. Investments

(a) The assets of the Funding Trust shall be invested in such investments as are designated by the Plan Administrator. The Plan Administrator shall provide each Participant with the opportunity to indicate how each of his or her Accounts is apportioned to the investments designated by the Plan Administrator in one percent (1%) increments. A Participant’s Account is solely a device for the measurement and determination of the amounts to be paid to the Participant pursuant to the Plan and shall not constitute or be treated as a trust fund of any kind.

(b) Each investment fund’s operating expenses will be netted against such investment fund’s return for purposes of measuring the earnings and losses credited to each Participant’s Account. Other Plan legal, trustee and administrative expenses will be paid by the Employers.

(c) To the extent a Participant’s Account is credited with notional units representing shares of Gallagher Common Stock, each such notional unit shall have a value equal to the fair market value of a share of Common Stock. Upon the payment of a dividend by Gallagher on issued and outstanding shares of Common Stock, an amount equal to such per share dividend amount multiplied by the number of notional share units credited to each Participant’s Account shall be credited to the Account within 10 days after the dividend payment date and shall be deemed invested in an investment fund designated by the Plan Administrator for this purpose. Unless the Plan Administrator determines otherwise, and subject to the restrictions set forth in Section 5.2(d), notional units representing shares of Gallagher Common Stock shall be offered as a permissible investment of a Participant’s Account under the Plan. Each Participant whose Account has been credited with notional units representing shares of Gallagher Common Stock shall be permitted, in accordance with such procedures, conditions and limitations as may be prescribed by the Plan Administrator, to elect that such units be converted to one or more other notional investment alternatives available under the Plan, and vice versa.

(d) A Participant’s transactions involving notional units representing shares of Gallagher Common Stock are subject to Gallagher’s Insider Trading Policy, as such policy may be amended from time to time, including, if applicable, pre-clearance and blackout restrictions. If applicable, Participants are responsible for ensuring that their transactions in Gallagher Common Stock are properly reported under the provisions of Section 16 of the Exchange Act of 1934, as amended (the “Exchange Act”). It is the intention of the Board that transactions involving notional units representing shares of Gallagher Common Stock under the Plan, and the issuance or distribution of any Gallagher Common Stock to Participants, may be deemed transactions which are exempt from the provisions of Section 16(b) of the Exchange Act, as provided under Rule 16b-3(d)(I) promulgated under the Exchange Act.

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ARTICLE 6

Vesting

6.1. General

A Participant shall at all times have a fully vested and nonforfeitable right to all Elective Deferrals and Matching Deferrals credited to his or her Account, adjusted for income, gain and loss attributable thereto. Subject to earlier vesting as provided in Sections 6.2, 6.3 and 6.4, a Participant shall be or become vested in the portion of his or her Account attributable to Performance Deferrals, adjusted for income, gain and loss attributable thereto, as determined by the Employer at the time the Performance Deferral is made. If the vesting or vested percentage is based on the Participant’s “Years of Service,” the Participant shall receive credit for a Year of Service for each Plan Year (including Plan Years before the date as of which the Performance Deferral is made and the Effective Date only to the extent determined by the Employer) during which he or she completed at least 1,000 of Hours of Service.

6.2. Change of Control

Any unvested portion of a Participant’s Account shall become fully vested upon a Change of Control.

6.3. Retirement, Death or Disability

Any unvested portion of a Participant’s Account shall become fully vested upon a termination of such Participant’s employment by reason of the Participant’s Retirement, death or total and permanent disability (as determined by the Plan Administrator).

6.4. Insolvency

Any unvested portion of a Participant’s Account shall become fully vested immediately prior to the Employer’s becoming Insolvent, in which case the Participant will have the same rights as a general creditor of the Employer with respect to his or her Account balance.

ARTICLE 7

Payments

7.1. Election as to Time and Form of Payment

(a) In the deferral election submitted by a Participant for each Plan Year in which such Participant makes Elective Deferrals under the Plan, the Participant shall elect that such Elective Deferrals be credited to a Separation from Service Account previously established by such Participant, a new Separation from Service Account at that time established by such Participant, a Scheduled Distribution Account previously established by such Participant, a new Scheduled Distribution Account at that time established by such Participant, or any combination of such Accounts. At the time a Participant establishes a new Separation from Service Account, the Participant shall elect the form in which the amounts credited to such Account are to be distributed, which may be a single lump sum payment or annual installments over a period of not less than two years and not more than 10 years. At the time a Participant establishes a new

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Scheduled Distribution Account, the Participant shall elect (i) the year in which such Scheduled Distribution Account is to be payable, which must provide for distributions of base salary or annual bonus or commissioned earnings to commence more than two years after the last day of the Plan Year in which such election must be made and must provide for distributions of restricted stock unit awards or cash-based awards under an LTIC Program to commence no sooner than the Plan Year following the Plan Year during which such restricted stock unit award or cash-based award under an LTIC Program would otherwise have been issued or paid and not later than the year in which the Participant will attain age 70 and (ii) the form in which the amounts credited to such Account are to be distributed, which may be a single lump sum payment or annual installments over a period of not less than two years and not more than 10 years. If a Participant fails to elect the form in which any Account is to be distributed, such Account shall be distributed in a single lump sum payment.

(b) A Participant who is actively employed by an Employer may change the time at which and/or the form in which any of the Participant’s Accounts is to be distributed or commence to be distributed by submitting a new election to the Plan Administrator; provided that (i) such new election is submitted at least one year prior to the date on which such Account was previously scheduled to be distributed or commence to be distributed, (ii) such new election shall not take effect for 12 months after it is submitted to the Plan Administrator and (iii) the distribution subject to such new election is scheduled to be made or commence at least five years later than the date on which such distribution was previously scheduled to have been made or commence. Such new election shall be void if it would result in any payment being made later than the year in which the Participant will attain age 70.

(c) Each of a Participant’s Separation from Service Accounts shall be distributed or commence to be distributed on the six-month anniversary of such Participant’s Separation from Service. Each Participant’s Scheduled Distribution Account shall be distributed or commence to be distributed on July 1^st of the year of distribution designated by the Participant at the time such Scheduled Distribution Account is established, or at such later date designated pursuant to Section 7.1(b). Each Account shall be distributed in the form elected by the Participant pursuant to Section 7.1(a), (b) or (c), with annual installments distributed on July 1st of each year; provided, however, that if the value of such account is $25,000 or less at the time that distribution of such account is scheduled to commence in the form of installments, then such account instead shall be paid in the form of a single lump sum payment. If one of a Participant’s Separation from Service Accounts is payable in installments, the first installment shall be paid on the six-month anniversary of the Participant’s Separation from Service, and each subsequent installment shall be paid on July 1st of each year in the installment period, beginning with the July 1st next following the date of such first installment.

(d) Amounts credited to a Participant’s Account in the form of notional units representing shares of Gallagher Common Stock shall be distributed in shares of Gallagher Common Stock, which may be purchased in the open market. All other Distributions from a Participant’s Account shall be in cash.

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7.2. Termination of Employment

Upon the termination of a Participant’s employment, the unvested portion of the Participant’s Account (excluding any portion that becomes vested pursuant to Section 6.2, 6.3 or 6.4) shall be forfeited and any related amounts held in the Funding Trust shall be used to satisfy the Employer’s obligation to make contributions to the Funding Trust under the Plan.

7.3. Death

(a) If a Participant dies prior to the complete distribution of his or her Accounts, the balance of each such Account shall be paid to the Participant’s beneficiary or beneficiaries, designated in accordance with Section 7.3(b), in a single lump sum payment within 60 days following the date of the Participant’s death.

(b) A Participant may designate a beneficiary at any time before the Participant’s death, in the manner prescribed by the Plan Administrator for that purpose. Subject to the last sentence hereof, a Participant may revoke any beneficiary designation or designate a new beneficiary at any time without the consent of a beneficiary or any other person. If no beneficiary is designated or no designated beneficiary survives the Participant, payment shall be made to the Participant’s surviving spouse, or, if none, to the Participant’s issue per stirpes, in a single payment. If no spouse or issue survives the Participant, payment shall be made in a single lump sum to the Participant’s estate. If a Participant is married, any designation of a beneficiary other than such Participant’s spouse shall be effective only if the Participant’s spouse consents to such designation in writing.

7.4. Withdrawal Due to Unforeseeable Emergency

If a Participant requests an immediate payment on account of an Unforeseeable Emergency, the Plan Administrator shall pay to the Participant only that portion, if any, of the vested portion of his or her Account which the Plan Administrator determines is necessary to satisfy the emergency need, including any amounts necessary to pay the federal, state or local income taxes reasonably anticipated to result from the distribution. A Participant requesting an emergency payment shall apply for the payment in writing using a form prescribed by the Plan Administrator for that purpose and shall provide such additional information as the Plan Administrator shall decide. If a Participant elects an immediate payment on account of an Unforeseeable Emergency, such Participant’s Elective Deferral election shall be cancelled for the remainder of the Plan Year in which such payment is made.

7.5. Restrictive Covenants; Clawback

(a) If, at any time within the later to occur of (i) ten years after a Participant’s Separation from Service; or (ii) two years after the final payment of any installment due to the Participant from a Participant’s Accounts, the Participant, in the determination of the management of Gallagher, engages in any activity in competition with any activity of Gallagher, or inimical, contrary or harmful to the interests of Gallagher, including, but not limited to: (1) conduct related to his employment for which either criminal or civil penalties against him may be sought, (2) violation of Gallagher policies, including, without limitation, Gallagher’s Insider Trading Policy, (3) directly or indirectly, soliciting, placing, accepting, aiding, counseling or

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consulting in the renewal, discontinuance or replacement of any insurance or reinsurance by, or handling self-insurance programs, insurance claims or other insurance administrative functions (“insurance services”) for, any existing Gallagher account or any actively solicited prospective account of Gallagher for which he performed any of the foregoing functions during the two-year period immediately preceding such termination or providing any employee benefit brokerage, consulting, or administration services, in the areas of group insurance, defined benefit and defined contribution pension plans, individual life, disability and capital accumulation products, investment advisory services and all other employee benefit areas (“benefit services”) Gallagher is involved with, for any existing Gallagher account or any actively solicited prospective account of Gallagher for which he performed any of the foregoing functions during the two-year period immediately preceding such termination or, if the Participant has not terminated employment, the date of the prohibited activity (the term Gallagher account as used in this Section shall be construed broadly to include all users of insurance services or benefit services including commercial and individual consumers, risk managers, carriers, agents and other insurance intermediaries), (4) the rendering of services for any organization which is competitive with Gallagher, (5) employing or recruiting any current or former employee of Gallagher, (6) disclosing or misusing any confidential information or material concerning Gallagher, or (7) participating in a hostile takeover attempt of Gallagher, then all Matching Deferrals and Performance Deferrals in the Participant’s Accounts, including any income, gain or loss thereon, shall be forfeited, unless terminated sooner by operation of another term or condition of this Plan, and any payments made from a Participant’s Accounts consisting of Matching Deferrals and Performance Deferrals to such Participant, including any income, gain or loss thereon, shall be repaid by the Participant to Gallagher. Repayment of any Matching Deferrals and Performance Deferrals by the Participant shall include interest measured from the date of payments made from the Participant’s Accounts at the highest rate allowable under Delaware law.

(b) By participating in the Plan, each Participant acknowledges that the Participant’s engaging in activities and behavior in violation of Section 7.5(a) above will result in a loss to Gallagher which cannot reasonably or adequately be compensated in damages in an action at law, that a breach of Section 7.5(a) will result in irreparable and continuing harm to Gallagher and that therefore, in addition to and cumulative with any other remedy which Gallagher may have at law or in equity, Gallagher shall be entitled to injunctive relief for a breach of Section 7.5(a) by the Participant. By participating in the Plan each Participant acknowledges and agrees that the requirement in Section 7.5(a) above that Participant disgorge and pay over to Gallagher any payments received from the Participant’s Accounts by such Participant is not a provision for liquidated damages. The Participant agrees to pay any and all costs and expenses, including reasonable attorneys’ fees, incurred by Gallagher in enforcing any breach of any covenant in this Plan.

(c) The provisions of Section 7.5 shall only apply to (i) Matching Deferrals credited to a Participant’s Accounts with respect to Elective Deferrals made by the Participant for the 2009 Plan Year and succeeding Plan Years; and (ii) Performance Deferrals first granted and credited to a Participant’s Accounts by the Employer in the 2009 Plan Year or succeeding Plan Years.

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7.6. Taxes

All deferrals and payments under the Plan shall be subject to all applicable federal, state and local tax withholding requirements.

ARTICLE 8

Plan Administrator

8.1. Plan Administration and Interpretation

The Plan Administrator shall oversee the administration of the Plan. The Plan Administrator shall have complete control and authority to determine the rights and benefits and all claims, demands and actions arising out of the provisions of the Plan of any Participant, beneficiary, deceased Participant, or other person having or claiming to have any interest under the Plan. The Plan Administrator shall have complete discretion to interpret the Plan and to decide all matters under the Plan. Such interpretation and decision shall be final, conclusive and binding on all Participants and any person claiming under or through any Participant, in the absence of clear and convincing evidence that the Plan Administrator acted arbitrarily and capriciously. Any individual(s) serving as Plan Administrator who is a Participant will not vote or act on any matter relating solely to himself or herself. When making a determination or calculation, the Plan Administrator shall be entitled to rely on information furnished by a Participant, a beneficiary, the Employer or the Funding Trustee. The Plan Administrator shall have the responsibility for complying with any reporting and disclosure requirements of ERISA.

8.2. Powers, Duties, Procedures, Etc.

The Plan Administrator shall have such powers and duties, may adopt such rules and tables, may act in accordance with such procedures, may appoint such officers or agents, may delegate such powers and duties, and shall follow such claims and appeal procedures with respect to the Plan as it may establish.

8.3. Information

To enable the Plan Administrator to perform its functions, the Employer shall supply full and timely information to the Plan Administrator on all matters relating to the compensation of Participants, their employment, Retirement, death, termination of employment, and such other pertinent facts as the Plan Administrator may require.

8.4. Indemnification of Plan Administrator

The Employer agrees to indemnify and to defend to the fullest extent permitted by law any of its officer(s) or employee(s) who serve as Plan Administrator (including any such individual who formerly served as Plan Administrator) against all liabilities, damages, costs and expenses (including attorneys’ fees and amounts paid in settlement of any claims approved by the Employer) occasioned by any act or omission to act in connection with the Plan, if such act or omission is in good faith.

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ARTICLE 9

Amendment and Termination

9.1. Amendments

The Company shall have the right to amend the Plan from time to time, subject to Section 9.3, by an instrument in writing which has been executed on its behalf by a duly authorized officer.

9.2. Termination of Plan

The Plan is strictly a voluntary undertaking on the part of each Employer and shall not be deemed to constitute a contract between the Employer and any Eligible Employee (or any other employee), as consideration for, or an inducement or condition of employment for, the performance of the services by an Eligible Employee (or other employee). The Company reserves the right to terminate the Plan at any time, subject to Section 9.3, by an instrument in writing which has been executed on its behalf by a duly authorized officer. Upon termination, the Company shall continue to maintain the Funding Trust to pay benefits hereunder as they become due as if the Plan had not terminated; provided, however, that if the Plan is terminated in connection with a Change in Control Event, within the meaning of regulations or other guidance promulgated under Section 409A of the Code, Gallagher’s Compensation Committee, as constituted immediately prior to such Change in Control Event, may elect, in its sole discretion, to pay out all Accounts to Participants and beneficiaries within 12 months after the occurrence of such Change in Control Event to the extent permitted under Section 409A of the Code. For purposes of the preceding sentence, the Account balance of each Participant who is in the employ of the Employer at the time the Funding Trustee is directed to pay such balance shall become fully vested and nonforfeitable. After Participants and their beneficiaries are paid all Plan benefits to which they are entitled, all remaining assets of the Funding Trust attributable to Participants who terminated employment with the Employer before they were fully vested in their Accounts under Article 6 at that time shall be returned to the Employer.

9.3. Existing Rights

No amendment or termination of the Plan shall adversely affect the rights of any Participant with respect to amounts that have been credited to his or her Account prior to the date of such amendment or termination except as provided in Section 9.2 or to comply with the requirements of applicable law.

ARTICLE 10

Miscellaneous

10.1. No Funding

The Plan constitutes a mere promise by the Employer to make payments in accordance with the terms of the Plan and Participants and beneficiaries shall have the status of general unsecured creditors of the Employer. Nothing in the Plan will be construed to give any employee or any other person rights to any specific assets of the Employer or of any other person. In all events, it is the intent of the Employer that the Plan be treated as unfunded for tax purposes and for purposes of Title I of ERISA.

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10.2. Non-assignability

None of the benefits, payments, proceeds or claims of any Participant or beneficiary shall be subject to any claim of any creditor of any Participant or beneficiary and, in particular, the same shall not be subject to attachment or garnishment or other legal process by any creditor of such Participant or beneficiary, nor shall any Participant or beneficiary have any right to alienate, anticipate, commute, pledge, encumber or assign any of the benefits or payments or proceeds which he or she may expect to receive, contingently or otherwise under the Plan.

10.3. Limitation of Participant’s Rights

Nothing contained in the Plan shall confer upon any person a right to be employed or to continue in the employ of the Employer, or interfere in any way with the right of the Employer to terminate the employment of a Participant in the Plan at any time, with or without cause.

10.4. Participants Bound

Any action with respect to the Plan taken by the Plan Administrator or the Funding Trustee or any action authorized by or taken at the direction of the Plan Administrator, the Company or the Funding Trustee shall be conclusive upon all Participants and beneficiaries entitled to benefits under the Plan.

10.5. Receipt and Release

Any payment to any Participant or beneficiary in accordance with the provisions of the Plan shall, to the extent thereof, be in full satisfaction of all claims against the Employer, the Plan Administrator and the Funding Trustee under the Plan, and the Plan Administrator may require such Participant or beneficiary, as a condition precedent to such payment, to execute a receipt and release to such effect. If any Participant or beneficiary is determined by the Plan Administrator to be incompetent by reason of physical or mental disability or other legal disability (including minority) to give a valid receipt and release, the Plan Administrator may cause the payment or payments becoming due to such person to be made to another person for his or her benefit without responsibility on the part of the Plan Administrator, the Employer or the Funding Trustee to follow the application of such funds.

10.6. Compliance With Section 409A of Code

This Plan is intended to comply with the provisions of Section 409A of the Code, and shall be interpreted and construed accordingly, and the timing of all payments under the Plan shall be modified as necessary to comply therewith.

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10.7. Governing Law

The Plan shall be construed, administered, and governed in all respects under and by the laws of the State of Illinois. If any provision shall be held by a court of competent jurisdiction to be invalid or unenforceable, the remaining provisions hereof shall continue to be fully effective.

10.8. Severability

If a provision of the Plan shall be held to be illegal or invalid, the illegality or invalidity shall not affect the remaining parts of the Plan and the Plan shall be construed and enforced as if the illegal or invalid provision had not been included.

10.9. Headings and Subheadings

Headings and subheadings in this Plan are inserted for convenience only and are not to be considered in the construction of the provisions hereof.

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EX-10.16

Exhibit 10.16

ARTHUR J. GALLAGHER & CO.

DEFERRED EQUITY PARTICIPATION PLAN

(as amended and restated on January 22, 2014)

Purpose

The purpose of this Deferred Equity Participation Plan (the “Plan”) is to encourage key executives of Arthur J. Gallagher & Co. (together with its subsidiaries and affiliates, the “Company”), to remain employed with the Company until at least age 62. The retention of key executives promotes the interests of the Company and its stockholders by providing continuity of management and leadership and by capitalizing on the investments the Company has made in its key executives over the years.

In the event that a Participant’s Account is deemed invested in shares of the Company’s common stock, par value $1.00 per share (“Common Stock”), such shares of Common Stock will either be contributed to the trustee of the Trust (as defined below) by the Company, in which case they will be deemed to have been distributed under the Arthur J. Gallagher & Co. 2011 Long-Term Incentive Plan, as amended from time to time, or any successor plan adopted by the Company and approved by its stockholders (the “LTIP”), and will count against the limit on the number of shares of Common Stock available for distribution thereunder, or such shares shall have been purchased by the trustee of the Trust on the open market or in privately negotiated transactions, as a result of an irrevocable election by the Participant, and shall not be deemed to have been distributed under the LTIP.

Section 1. Trust and Trust Funding.

(a) Trust. The Company has formed The Arthur J. Gallagher & Co. Deferred Equity Trust (the “Trust”) pursuant to the trust agreement dated March 22, 2001, as amended. The Trust is intended to be a “grantor trust” under the Code and the establishment of the Trust or the utilization of the Trust for Plan benefits, as applicable, is not intended to cause any Participant to realize current income on amounts contributed thereto, and the Trust shall be so interpreted. Any such funds will be subject to the claims of all bankruptcy or insolvency creditors of the Company as provided in the Trust agreement. No Participant will have any vested interest or secured or preferred position with respect to such funds or have any claims against the Company hereunder except as a general creditor.

(b) Trust Funding. On or before June 15 each year, to the extent permissible under Section 409A of the Internal Revenue Code of 1986, as amended, and all regulations, interpretations and administrative guidance issued thereunder (collectively, “Section 409A”), the Company may contribute to the Trust either: (i) shares of Common Stock, or (ii) cash, in either case in an amount approved by the Compensation Committee (the “Committee”) of the Company’s Board of Directors (such contribution, the “Annual Funding”). Alternatively, the Company may contribute cash to the Trust and instruct the trustee to acquire a specified number of shares or a specified value of shares of Common Stock on the open market or in privately negotiated transactions. The Committee shall exercise all rights of ownership, including voting control, of the Trust assets prior to distribution under the Plan.

(c) Interrelationship of the Plan and the Trust. The provisions of the Plan shall govern the rights of a Participant to receive distributions pursuant to the Plan. The provisions of the Trust shall govern the rights of the Company, the Participants and the creditors of the Company to the assets transferred to the Trust.

Section 2. Participant Accounts.

(a) Accounts. The Company shall maintain an unfunded, bookkeeping account (an “Account”) for the benefit of each executive who participates in the Plan (a “Participant”).

(b) Annual Funding. On or before June 15 of each year, the Chief Executive Officer of the Company shall provide to the Committee a list of Participants and the proposed allocation (either in dollars or on a percentage basis) of the Annual Funding from that year that may be credited to each such Participant’s Account (with the exception of the Chief Executive Officer’s allocation). The Committee shall determine the allocation of the Annual Funding to be awarded to the Chief Executive Officer and shall review the list provided by the Chief Executive Officer of the Company and shall determine, in its sole discretion, whether to adjust the list of Participants and the proposed allocation of the Annual Funding to be credited to each such Participant’s Account. The Committee shall make the final determination regarding the allocation of the Annual Funding to be credited to each such Participant’s Account. Receiving an allocation under the Plan in any year does not in any way entitle the Participant to receive an allocation in any future year.

(c) Earnings. The Committee shall establish from time to time the hypothetical investment(s) made available under the Plan from time to time, which may include investments in Common Stock, for purposes of valuing Participant Accounts (each, an “Investment”). At any time, the Committee may, in its discretion, add one or more additional Investments under the Plan. In addition, the Committee, in its sole discretion, may discontinue any Investment at any time, and provide for the portions of Participants’ Accounts designated to the discontinued Investment to be reallocated to another Investment. While a Participant’s Account does not represent the Participant’s ownership of, or any ownership interest in, any particular assets, the Participant’s Account shall be adjusted in accordance with the Investment(s), subject to the conditions and procedures set forth herein or established by the Committee from time to time. Any notional cash earnings generated under an Investment (such as interest and cash dividends and distributions) shall, at the Committee’s sole discretion, either be deemed to be reinvested in that Investment or reinvested in one or more other Investment(s) designated by the Committee. All notional acquisitions and dispositions of Investments under a Participant’s Account shall be deemed to occur at such times as the Committee shall determine to be administratively feasible in its sole discretion and the Participant’s Account shall be adjusted accordingly. In addition, a Participant’s Account may be adjusted from time to time, in accordance with procedures and practices established by the Committee, in its sole discretion, to reflect any notional transactional costs and other fees and expenses relating to the deemed investment, disposition or carrying of any Investment for the Participant’s Account.

Section 3. Vesting.

(a) Initial Allocation. In order to comply with the requirements of the 13-Month Rule (described below in Section 4(a)), notwithstanding any provision in the Plan to the contrary

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and except as set forth in Sections 3(a)(i) - (iii), a Participant’s first allocation under the Plan shall not vest and shall be forfeited unless the Participant provides continuous services to the Company through the date that is 12 months from the 30^th day after the Participant obtains the legally binding right to such allocation (the “13-Month Period”). Notwithstanding the general forfeiture condition in this Section 3(a), a Participant’s Account shall be immediately vested and the default time and form of payment under Section 4(a)(ii) (or, in the event of death, Section 4(e)) shall apply upon the first to occur during the 13-Month Period of any of the following events:

(i) the death of the Participant;

(ii) the Participant incurs a 409A Disability (for purposes of this subsection, “409A Disability” means that the Participant is: (A) unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than 12 months; or (B) by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than 12 months, receiving income replacement benefits for a period of not less than three months under an accident and health plan covering employees of the Company; or (iii) determined to be totally disabled by the Social Security Administration); or

(iii) the Company undergoes a Change in Control.

For purposes of the Plan, a “Change in Control” shall occur if any person or group, as defined in Sections 13(d) and 14(d)(2) of the Exchange Act, as amended, is or becomes the beneficial owner, directly or indirectly, of securities of the Company representing more than 50 percent of the combined voting power of the Company’s outstanding securities then entitled to vote for the election of directors, or during any 12-month period, individuals who at the beginning of such period constitute the Board and any new directors whose election by the Board or nomination for election by the Company’s stockholders was approved by at least two-thirds of the directors then still in office who either were directors at the beginning of the period or whose election was previously so approved cease for any reason to constitute at least a majority thereof.

(b) General. Subject to the initial allocation rule in Section 3 (a), a Participant shall become vested in his or her Account upon the earliest to occur of (each, a “Vesting Date”):

(i) The date determined under (A) or (B), as applicable:

(A) For allocations made to a Participant’s Account at any time on or prior to the date upon which the Participant attains age 61, the date upon which the Participant attains age 62;

(B) For allocations made to a Participant’s Account at any time after the date upon which the Participant attains age 61, the later of (i) the one-year anniversary of the date that the allocation is credited to the Participant’s Account, or (ii) March 31st of the year following the year in which the Award was granted;

(ii) the date of the Participant’s death;

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(iii) the date of a termination of the Participant’s employment by the Company because of Disability (meaning that the Participant’s termination of employment occurs at a time when the Participant is disabled and qualifies to receive benefits under the Company’s long-term disability plan, regardless of whether the Disability is also a 409A Disability);

(iv) the date of a termination of the Participant’s employment by the Company in a manner that entitles the Participant to receive a severance benefit pursuant to the Company’s Severance Plan, as then in effect; or

(v) the date upon which the Company undergoes a Change in Control;

provided, in each case, that such Participant remains employed by the Company from the date the Participant received the allocation to his or her Account until the date on which such Account becomes vested.

Section 4. Distributions.

(a) Initial Distribution Election.

(i) Within 30 days after a Participant first receives an award under the Plan, the Participant shall make a distribution election for his or her Account on such forms and subject to such other terms and conditions not inconsistent with this Plan as are required by the Committee. The distribution election shall specify a time of payment pursuant to Section 4( b) and a form of payment pursuant to Section 4(c). A Participant’s initial distribution election for his or her Account is made in compliance with and in reliance on the rules governing initial deferral elections with respect to certain forfeitable rights under Section 1.409A-2(a)(5) of the Treasury Regulations (the “13-Month Rule”). A Participant’s distribution election shall not apply to allocations made to the Participant’s Account after the date the Participant attains age 61, or to a Participant’s initial allocation which becomes entitled to accelerated vesting under Section 3(a)(i), (ii) or (iii), in each case adjusted for investment earnings and losses, and those amounts shall instead be paid in accordance with Section 4(a)(ii) (or Section 4(e), in the event of the Participant’s death).

(ii) Any Participant who fails to make such elections within such period, or whose elections were not permitted under Section 409A, shall be deemed to have elected to receive a lump-sum payment on the six-month anniversary of the date on which such Participant separates from service, as defined by Section 409A (a “Separation from Service”), with the Company. This payment rule shall also apply to a Participant’s initial allocation that becomes entitled to accelerated vesting under Section 3(a)(i), (ii) or (iii), and to any allocation made to a Participant’s Account following the date the Participant attains age 61, except to the extent that Section 4(e) applies due to the Participant’s death.

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(b) Time of Payment. The amount allocated to a Participant’s Account under the Plan and not required to be distributed under the default distribution rules of Section 4(a)(ii) or the death benefit distribution rules of Section 4(e) shall be distributed or commence to be distributed in the form elected by the Participant pursuant to Section 4(c) at one of the following times occurring on or after the Vesting Date as the Participant shall elect (the “Distribution Date”):

(i) on the Participant’s Vesting Date; provided, however, that if a Participant elects “Vesting Date” as his or her Distribution Date, his or her Account shall be payable as follows:

(A) If the Participant becomes vested in his or her Account under Section 3(b)(iii) due to a termination of the Participant’s employment by the Company because of Disability, then no payment shall be made unless such termination of employment constitutes a Separation from Service. In the event that such termination of employment does not constitute a Separation from Service, then the Participant’s Account shall still fully vest upon such termination of employment, but shall not be payable until the first to occur of the date upon which the Participant attains age 62, a Change in Control or, in the case of a Participant who Separates from Service prior to the occurrence of either of such events, the six month anniversary of the Participant’s Separation from Service with the Company.

(B) If the Participant becomes vested in his or her Account under Section 3(b)(iv) due to a termination of the Participant’s employment by the Company in a manner that entitles the Participant to receive a severance benefit pursuant to the Company’s Severance Plan, then no payment shall be made unless such termination of employment constitutes a Separation from Service. In the event that such termination of employment does not constitute a Separation from Service, then the Participant’s Account shall still fully vest upon such termination of employment, but shall not be payable until the first to occur of the date upon which the Participant attains age 62, a Change in Control or, in the case of a Participant who Separates from Service prior to the occurrence of either of such events, the six month anniversary of the Participant’s Separation from Service with the Company.

(ii) on the six-month anniversary of the date on which such Participant undergoes a Separation from Service with the Company after the Vesting Date; or

(iii) on the first day of any calendar year beginning after the year in which the Participant attains age 62 but not later than the calendar year in which the Participant attains age 70.

(c) Form of Payment. The Participant may elect to receive a distribution of his or her Account (excluding amounts required to be distributed under the default distribution rules of Section 4(a)(ii) or the death benefit distribution rules of Section 4(e)) in the form of:

(i) a lump-sum payment;

(ii) ten equal annual installment payments commencing on the Distribution Date, and due on the next nine anniversaries of the Distribution Date; or

(iii) five equal annual installment payments commencing on the Distribution Date, and due on the next four anniversaries of the Distribution Date.

In the event a Participant elects a lump-sum payment pursuant to Section 4(c)(i), such payment shall be made by the end of the calendar year in which the Distribution Date occurs, or, if later, the 15th day of the third month following the Distribution Date. In the event a Participant elects annual installment payments pursuant to Section 4(c)(ii) or Section 4(c)(iii): the first such

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installment payment shall be made by the end of the calendar year in which the Distribution Date occurs, or, if later, the 15th day of the third month following the Distribution Date; and each subsequent installment payment shall be made by the end of the calendar year in which the appropriate anniversary of the Distribution Date occurs, or, if later, the 15th day of the third month following the appropriate anniversary of the Distribution Date. The amount of each installment payment shall be equal to the value of the Participant’s Account divided by the number of installments remaining to be paid. Under no circumstances will the Participant be permitted to directly or indirectly designate the year of payment.

(d) Subsequent Distribution Elections. Subject to any restrictions that may be imposed by the Committee, a Participant may change his or her distribution election at any time, and from time to time; provided, however, that:

(i) the election may not take effect until the first anniversary of the date on which such election change is submitted to the Company on a form prescribed by the Company;

(ii) no such election shall be effective if the Participant is previously scheduled to receive distributions under the Plan within one year following the date on which such election change is submitted to the Company;

(iii) such election provides for a Distribution Date that is at least five years later than the previous Distribution Date, in accordance with Section 409A;

(iv) a Participant who elects “Vesting Date” as his or her Distribution Date under Section 4(b) shall only be permitted to make a subsequent election as to the form of payment pursuant to Section 4(c);

(v) a Participant who does not elect “Vesting Date” as his or her Distribution Date under Section 4(b) shall not be permitted to elect “Vesting Date” as his or her Distribution Date under this Section 4(d).

For the avoidance of doubt, if a Participant elected to commence payment on the first day of a specific calendar year under Section 4(b)(iii), then no subsequent distribution election shall be effective if the effect of such election is that payment is made or commences under Section 4(b)(iii) later than the calendar year in which the Participant attains age 70. In the event an election change does not become effective, the prior valid election of such Participant shall govern the form of distribution.

(e) Death. In the event a Participant dies before such Participant’s distribution has begun or has been paid in full, any unpaid portion of such Participant’s vested Account under the Plan shall be paid to the beneficiary designated by the Participant, or if no beneficiary has been designated, to the Participant’s estate. Such unpaid portion shall be paid in a lump sum by the end of the calendar year in which the Participant died or, if later, the 15th day of the third month following the date of the Participant’s death. Under no circumstances will the beneficiary be permitted to directly or indirectly designate the year of payment.

(f) Medium of Payment. The portion of each Account, if any, that is deemed invested in shares of Common Stock shall be distributed in shares of unrestricted Common Stock, which may have been purchased by the trustee of the Trust on the open market or in privately negotiated transactions, and all other distributions under the Plan shall be paid in cash.

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Section 5. Forfeitures.

(a) Termination Prior to Vesting Date. In the event a Participant’s employment with the Company terminates prior to such Participant’s Vesting Date, then the Participant’s Account under the Plan shall be forfeited.

(b) Violation of Restrictive Covenants. In the event a Participant violates the provisions of Section 6 prior to the Participant’s Distribution Date or the date(s) any payment are due after a Participant’s Distribution Date, then the unpaid portion of the Participant’s Account under the Plan shall be forfeited.

Section 6. Restrictive Covenants; Clawback.

(a) If, at any time before the later of (i) ten years after the Vesting Date; or (ii) two years after the final payment of any installment due to the Participant after the Distribution Date, the Participant, in the sole determination of the management of the Company, engages in any activity in competition with any activity of the Company, or inimical, contrary or harmful to the interests of the Company, including, but not limited to:(1) conduct related to his or her employment for which either criminal or civil penalties against him may be sought, (2) violation of Company policies, including, without limitation, the Company’s Insider Trading Policy, (3) directly or indirectly, soliciting, placing, accepting, aiding, counseling or consulting in the renewal, discontinuance or replacement of any insurance or reinsurance by, or handling self-insurance programs, insurance claims or other insurance administrative functions (“insurance services”) for, any existing Company account or any actively solicited prospective account of the Company for which the Participant performed any of the foregoing functions during the two-year period immediately preceding such termination or providing any employee benefit brokerage, consulting, or administration services, in the areas of group insurance, defined benefit and defined contribution pension plans, individual life, disability and capital accumulation products, investment advisory services and all other employee benefit areas (“benefit services”) the Company is involved with, for any existing Company account or any actively solicited prospective account of the Company for which the Participant performed any of the foregoing functions during the two-year period immediately preceding such termination or, if the Participant has not terminated employment, the date of the prohibited activity (the term Company account as used in this Section shall be construed broadly to include all users of insurance services or benefit services including commercial and individual consumers, risk managers, carriers, agents and other insurance intermediaries), (4) the rendering of services for any organization which is competitive with the Company, (5) employing or recruiting any current or former employee of the Company, (6) disclosing or misusing any confidential information or material concerning the Company, or (7) participating in a hostile takeover attempt of the Company, then the Participant’s Account shall be forfeited effective as of the date on which the Participant enters into such activity, unless terminated sooner by operation of another term or condition of this Plan, and any payments made from a Participant’s Account to such Participant from and after the Distribution Date shall be repaid by the Participant to the Company. Such repayment shall include interest measured from the first date the Participant engaged in any of the prohibited activities set forth above at the highest rate allowable under Delaware law.

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(b) By participating in the Plan, each Participant acknowledges that the Participant’s engaging in activities and behavior in violation of Section 6(a) above will result in a loss to the Company which cannot reasonably or adequately be compensated in damages in an action at law, that a breach of Section 6(a) will result in irreparable and continuing harm to the Company and that therefore, in addition to and cumulative with any other remedy which the Company may have at law or in equity, the Company shall be entitled to injunctive relief for a breach of Section 6(a) by the Participant. By participating in the Plan each Participant acknowledges and agrees that the requirement in Section 6(a) above that the Participant disgorge and pay over to the Company any payments received from the Participant’s Account by such Participant is not a provision for liquidated damages. The Participant agrees to pay any and all costs and expenses, including reasonable attorneys’ fees, incurred by the Company in enforcing any breach of any covenant in this Plan.

(c) To the extent permitted by Section 409A, by participating in the Plan, each Participant consents to deductions from any amounts the Company owes the Participant from time to time (including amounts owed as wages or other compensation, fringe benefits or vacation pay, as well as any other amounts owed to the Participant by the Company) to the extent of the amounts the Participant owes the Company under Section 6(a) above. Whether or not the Company elects to make any set-off in whole or in part, if the Company does not recover by means of setoff the full amount owed, calculated as set forth above, the Participant agrees to pay immediately the unpaid balance to the Company.

Section 7. Adjustment of Shares. The number of shares of Common Stock allocated to each Participant’s Account shall be appropriately adjusted, in the sole discretion of the Committee, to reflect any stock split, stock dividend, recapitalization, reorganization, merger, consolidation, combination, exchange of shares, liquidation, spin-off or other similar change in capitalization or event, and the reinvestment of cash dividends.

Section 8. Amendment or Termination of the Plan.

(a) Plan Amendment. The Company reserves the right to amend the Plan at any time and for any reason, including such amendments as are necessary to comply with the requirements of Section 409A, by action of the Chief Executive Officer of the Company. The Company also reserves the right to suspend the Plan at any time, for any given calendar year or otherwise; provided, however, that in the event of a suspension of the Plan, the Participants’ Accounts shall remain payable in accordance with the Participant’s payment election and the terms of this Plan

(b) Plan Termination. The Company has no obligation to maintain the Plan for any length of time and may terminate the Plan at any time in a manner that complies with the requirements of Section 409A. The Plan may terminate the Plan and accelerate the time and form of payment under the Plan only as permitted by Treasury Regulation 1.409A-3(j)(4)(ix), which generally permits:

(i) Change in Control Event. In the event of a Change in Control of the Company, the Plan may be terminated and liquidated pursuant to irrevocable action taken during the period commencing 30 days before and ending 12 months after the Change in Control, but only if: (A) all arrangements sponsored by the Company that would be aggregated with the Plan pursuant to Treasury Regulation 1.409A-1(c) are terminated and liquidated with respect to every participant who experienced such Change in Control; and (B) all amounts payable under such plan(s) for such participants are paid within 12 months after the irrevocable action is taken.

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(ii) Liquidation and Dissolution of the Company. In the event of a complete liquidation and dissolution of the Company, the Company shall terminate the Plan within 12 months of the liquidation and dissolution of the Company and the value of Participant’s Accounts under the Plan shall be determined as of that date and shall be distributed to the Participants or their beneficiaries; provided, however, that the benefits payable under the Plan are included in the gross income of the Participants or their beneficiaries in the latest of: (A) the calendar year in which the Plan termination occurs; (B) the calendar year in which the amount is no longer subject to a substantial risk of forfeiture; or (C) the first calendar year in which the payment is administratively practicable.

(iii) Discretionary Termination. The Company may, at its sole and absolute discretion, determine to terminate the Plan, provided that: (A) the termination does not occur proximate to a downturn in the financial health of the Company, (B) all arrangements sponsored by the Company that would be aggregated with the Plan pursuant to Treasury Regulation 1.409A-1 (c) if the same Participant participated in all of the arrangements are terminated; (C) no payments other than the payments that would be payable under the terms of the arrangements if the termination had not occurred are made within 12 months of the termination of the arrangements; (D) all payments are made within 24 months of the termination of the arrangements; and (E) the Company does not adopt a new arrangement that would be aggregated with any terminated arrangement under Treasury Regulation 1.409A-1(c) if the same Participant participated in both arrangements, at any time within three years following the date of termination of the arrangements.

(c) Other Permissible Accelerations.

(i) Section 409A Failure. An acceleration of the time of payment under the Plan to a Participant shall be permitted at any time the Plan fails to meet the requirements of Section 409A; provided, however, that the payment made based upon the acceleration for the failure to meet the requirements of Section 409A may not exceed the amount required to be included in income as a result of the failure to comply with the requirements of Section 409A.

(ii) Event of Taxation. If, for any reason, all or any portion of a Participant’s Account under the Plan becomes taxable to the Participant prior to receipt, a Participant may petition the Committee before a Change in Control, or the trustee after a Change in Control, for a distribution of the state, local or foreign taxes owed on that portion of his or her benefit that has become taxable. Upon the grant of such a petition, which grant shall not be unreasonably withheld, the Company shall, to the extent permissible under Section 409A, distribute to the Participant immediately available funds in an amount equal to the state, local and foreign taxes owed on the portion of the Participant’s Account that has become taxable. If the petition is granted, the tax liability distribution shall be made within 90 days of the date that the Participant’s Account under the Plan became taxable. Such a distribution shall affect and reduce the benefits to be paid to the Participant under the Plan.

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This Section 8 shall be construed and administered in a manner consistent with Section 409A and Treasury Regulation 1.409A-3 (j)(4) or the corresponding provision in future guidance issued by the Internal Revenue Service or the Treasury.

Section 9. Compliance with Section 409A. It is intended that any amounts payable under this Plan will comply with Section 409A, and the regulations promulgated thereunder, so as not to subject any Participant to the payment of any interest and tax penalty which may be imposed under Section 409A. The Plan shall be administered and interpreted to the extent possible in a manner consistent with that intent and the Company’s Policy Regarding Section 409A Compliance. The Company shall not be responsible for any such interest and tax penalties under Section 409A. To the extent permissible under Section 409A, the timing of the payments or benefits hereunder may be modified to so comply with Section 409A. Notwithstanding any Plan provision to the contrary, to the extent any Participant is entitled to receive a payment under the Plan upon such Participant’s Separation from Service, such payment shall be made on the date that is six months after the date of such Separation from Service.

Section 10. Consent to Transfer Personal Data. By participating in this Plan, a Participant voluntarily acknowledges and consents to the collection, use, processing and transfer of personal data as described in this Section. Participants are not obliged to consent to such collection, use, processing and transfer of personal data. However, failure to provide the consent may affect the Participant’s ability to participate in the Plan. The Company holds certain personal information about the Participant, that may include his or her name, home address and telephone number, date of birth, social security number or other employee identification number, salary grade, hire data, salary, nationality, job title, any shares of stock held in the Company, or details of all awards under the Plan, for the purpose of managing and administering the Plan (“Data”). The Company will transfer Data amongst themselves as necessary for the purpose of implementation, administration and management of Participant’s participation in the Plan, and the Company may each further transfer Data to any third parties assisting the Company in the implementation, administration and management of the Plan. These recipients may be located throughout the world, including the United States. Each Participant authorizes them to receive, possess, use, retain and transfer the Data, in electronic or other form, for the purposes of implementing, administering and managing the Participant’s participation in the Plan, including any requisite transfer of such Data as may be required for the administration of the Plan and/or the subsequent holding of shares of stock on the Participant’s behalf to a broker or other third party with whom the Participant may elect to deposit any shares of stock acquired pursuant to the Plan. A Participant may, at any time, review Data, require any necessary amendments to it or withdraw the consents herein in writing by contacting the Company; however, withdrawing consent may affect the Participant’s ability to participate in the Plan.

Section 11. Administration. This Plan shall be administered by the Committee. The Committee shall, subject to the terms of this Plan, interpret this Plan and the application thereof, establish rules and regulations it deems necessary or desirable for the administration of this Plan and may impose, incidental to the grant of an award, conditions with respect to any award. All such interpretations, rules, regulations and conditions shall be final, binding and conclusive. Subject to

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applicable law, the Committee may delegate some or all of its power and authority hereunder to the Board or the Chief Executive Officer or other executive officer of the Company as the Committee deems appropriate; provided, however, that the Committee may not delegate its power and authority to the Chief Executive Officer or other executive officer of the Company with regard to the selection for participation in this Plan of an officer or other person subject to Section 16 of the Securities Exchange Act of 1934, as amended, or decisions concerning the timing or amount of an award to such an officer or other person. No member of the Board or Committee, and neither the Chief Executive Officer nor any other executive officer to whom the Committee delegates any of its power and authority hereunder, shall be liable for any act, omission, interpretation, construction or determination made in connection with this Plan in good faith, and the members of the Board and the Committee and the Chief Executive Officer or other executive officer shall be entitled to indemnification and reimbursement by the Company in respect of any claim, loss, damage or expense (including attorneys’ fees) arising therefrom to the full extent permitted by law, except as otherwise may be provided in the Company’s Certificate of Incorporation and/or By-laws, and under any directors’ and officers’ liability insurance that may be in effect from time to time.

Section 12. Non-Transferability of Accounts. No Account shall be transferable other than by will, the laws of descent and distribution or pursuant to beneficiary designation procedures approved by the Company. Except to the extent permitted by the preceding sentence, no Account may be sold, transferred, assigned, pledged, hypothecated, encumbered or otherwise disposed of (whether by operation of law or otherwise) or be subject to execution, attachment or similar process. Upon any attempt to so sell, transfer, assign, pledge, hypothecate, encumber or otherwise dispose of any such Account, such Account and all rights thereunder shall immediately become null and void.

Section 13. Tax Withholding. The Company shall have the right to withhold or require payment by each Participant of any Federal, state, local or other taxes which may be required to be withheld or paid in connection with the vesting or distribution of such Participant’s Account.

Section 14. Restrictions on Shares. Each award made hereunder shall be subject to the requirement that if at any time the Company determines that the listing, registration or qualification of the shares of Common Stock subject to such award upon any securities exchange or under any law, or the consent or approval of any governmental body, or the taking of any other action is necessary or desirable as a condition of, or in connection with, the delivery of shares pursuant to an award granted under this Plan, no shares shall be so delivered unless such listing, registration, qualification, consent, approval or other action shall have been effected or obtained, free of any conditions not acceptable to the Company. The Company may require that certificates evidencing shares of Common Stock delivered pursuant to the Plan bear a legend indicating that the sale, transfer or other disposition thereof by the holder is prohibited except in compliance with the Securities Act of 1933, as amended, and the rules and regulations thereunder.

Section 15. No Right of Participation or Employment. No person shall have any right to participate in this Plan. Neither this Plan nor any award made hereunder shall confer upon any person any right to continued employment by the Company or affect in any manner the right of the Company to terminate the employment of any person at any time without liability hereunder.

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Section 16. No Rights as Stockholder. No person shall have any right as a stockholder of the Company with respect to any shares of Common Stock or other equity security of the Company which is subject to this Plan unless and until such person becomes a stockholder of record with respect to such shares of Common Stock or equity security.

Section 17. Designation of Beneficiary. If permitted by the Company, a Participant may file with the Company a written designation of one or more persons as such Participant’s beneficiary or beneficiaries (both primary and contingent) in the event of the Participant’s death. Each beneficiary designation shall become effective only when filed in writing with the Company during the Participant’s lifetime on a form prescribed by the Company. The spouse of a married Participant domiciled in a community property jurisdiction shall join in any designation of a beneficiary other than such spouse. The filing with the Company of a new beneficiary designation shall cancel all previously filed beneficiary designations.

Section 18. Governing Law. This Plan and all determinations made and actions taken pursuant thereto, to the extent not otherwise governed by the laws of the United States, shall be governed by the laws of the State of Delaware and construed in accordance therewith without giving effect to principles of conflicts of laws.

Section 19. Claims Procedure. The claims procedure of the Arthur J. Gallagher & Co. Employees’ 401(k) Savings and Thrift Plan shall apply to this Plan; provided, however, that for purposes of the Plan, any reference to the Arthur J. Gallagher & Co. Employees’ 401(k) Savings and Thrift Plan Benefits Committee in such claims procedure shall refer to the Committee.

Section 20. Electronic Documents Permitted. Subject to applicable law, distribution election forms and other forms or documents may be in electronic format or made available through means of online enrollment or other electronic transmission.

Section 21. Status of Plan. The Plan is intended to be: (i) a plan that is not qualified within the meaning of Section 401(a) of the Code and (ii) a plan that “is unfunded and is maintained by an employer primarily for the purpose of providing deferred compensation for a select group of management or highly compensated employees” within the meaning of Sections 201(2), 301(a)(3) and 401(a)(1) of ERISA. The Plan shall be administered and interpreted to the extent possible in a manner consistent with that intent. All Accounts and all credits and other adjustments to such Accounts shall be bookkeeping entries only and shall be utilized solely as a device for the measurement and determination of amounts to be paid under the Plan.

Section 22. Foreign Employees. Without amending this Plan, the Chief Executive Officer of the Company and/or the Committee may grant awards to eligible persons outside the United States on such terms and conditions different from those specified in this Plan as may in their judgment be necessary or desirable to foster and promote achievement of the purposes of this Plan and, in furtherance of such purposes the Chief Executive Officer and/or the Committee may make such modifications, amendments, procedures, sub-plans and the like as may be necessary or advisable to comply with provisions of laws in other countries or jurisdictions in which the Company operates or has employees.

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EX-10.16.1

Exhibit 10.16.1

ARTHUR J. GALLAGHER & CO.

DEFERRED EQUITY PARTICIPATION PLAN

AWARD AGREEMENT

Participant		[	]
Award Date		[	]
Allocation of Annual Funding	$	[	]

This Deferred Equity Participation Plan Award Agreement (this “Agreement”), effective as of the Award Date shown above, between Arthur J. Gallagher & Co., a Delaware corporation (the “Company”), and the Participant named above, sets forth the terms and conditions of an allocation of Annual Funding (the “Award”) under the Arthur J. Gallagher & Co. Deferred Equity Participation Plan (the “Plan”). The Award is subject to all of the terms and conditions set forth in the Plan and this Agreement. In the event of any conflict, the Plan will control over this Agreement. Capitalized terms in this Agreement shall have the meaning specified in the Plan, unless a different meaning is specified herein. The Participant hereby expressly acknowledges receipt of a copy of the Plan.

1. Allocation of Annual Funding. The Company hereby grants to the Participant the allocation of Annual Funding in the amount specified above.

2. Vesting. The allocation of Annual Funding shall become vested as set forth in Section 3 of the Plan. In the event the Participant’s employment with the Company terminates for any reason other than those specified in Section 3(b) of the Plan prior to the Vesting Date, then the Award shall automatically terminate and be forfeited, cancelled and of no further force and effect. In the event that the Award is the Participant’s first allocation of Annual Funding under the Plan, then the vesting and forfeiture conditions in Section 3(a) of the Plan shall also apply to the Award.

3. Payment. If the Award is the first allocation of Annual Funding the Participant has received under the Plan, then within 30 days after the Award Date, the Participant shall make a Distribution Election which shall specify the Distribution Date and the form of payment for the Plan. If the Participant fails to make such elections within such period, he or she shall be deemed to have elected to receive a lump-sum payment on the six-month anniversary of the date of Separation from Service with the Company. The Distribution Election shall apply to all allocations of Annual Funding under the Plan other than as set forth in the next sentence. For any Awards granted within one year of or after the Participant’s original Vesting Date (for example, within

one year of reaching, or after the Participant reaches, age 62), the distribution shall be a lump-sum payment on the six-month anniversary of the date of Separation from Service with the company. Participant may change his or her Distribution Election only in accordance with the provisions set forth in the Plan.

(a) Distribution Date. Pursuant to the Plan, the Participant’s Distribution Election shall specify one of the following as the Participant’s Distribution Date: (i) the Participant’s Vesting Date; (ii) the 6-month anniversary of the date on which the Participant undergoes a Separation from Service with the Company; or (iii) the first day of any calendar year beginning after the year in which the Participant attains age 62, but not later than the calendar year in which the Participant attains age 70.

(b) Form of Payment. Pursuant to the Plan, the Participant’s Distribution Election shall specify to receive the Award in the form of: (i) a lump-sum payment; (ii) ten substantially equal annual installment payments commencing on the Distribution Date, and due on the next nine anniversaries of the Distribution Date; or (iii) five equal annual installment payments commencing on the Distribution Date, and due on the next four anniversaries of the Distribution Date.

(c) Medium of Payment. Pursuant to the Plan, the Participant may make an election to receive his or her Award in the form of shares of common stock of the Company (“Common Stock”) or cash. The Participant acknowledges that the default election is to receive the Award in the form of shares of Common Stock, and that by signing this Agreement he or she makes the default election irrevocably with respect to the Award. The Participant further acknowledges that he or she must contact [    ] at [    ] for an alternate form, prior to signing this Agreement, if he or she wishes to make an election other than the default election.

4. Miscellaneous.

(a) Administration. Any action taken or decision made by the Company or the Compensation Committee or its delegates arising out of or in connection with the construction, administration, interpretation or effect of the Plan or this Agreement shall lie within its sole and absolute discretion, as the case may be, and shall be final, conclusive and binding upon the Participant and all persons claiming under or through the Participant. By accepting the Award or other benefit under the Plan, the Participant and each person claiming under or through the Participant shall be conclusively deemed to have indicated acceptance and ratification of, and consent to, any action taken or decision made under the Plan by the Company or the Compensation Committee or its delegates.

(b) Tax Withholding and Furnishing of Information. There shall be withheld from any payment under this Agreement such amount, if any, as the Company determines is required by law, including, but not limited to, U.S. federal, state, local or foreign income, employment or other taxes incurred by reason of making of the Award or of such payment. It shall be a condition to the obligation of the Company to make payments under this Agreement that the Participant promptly provide the Company with all forms, documents or other information reasonably required by the Company in connection with the Award.

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(c) Clawback, Forfeiture or Recoupment. Any payment made to the Participant under the Award will be subject to the restrictive covenants in Section 6 of the Plan, the Company’s compensation recovery policy, as well as any other or additional “clawback,” forfeiture or recoupment policy now existing or adopted by the Company after the date of this Agreement.

(d) Beneficiary Designation. You may, by completing and returning the appropriate form provided to you by the Company, name a beneficiary or beneficiaries to receive any payment to which you may become entitled under this Agreement in the event of your death under the circumstances described in, and in accordance with, Section 17 of the Plan. You may change your beneficiary or beneficiaries from time to time by submitting a new form in accordance with the procedures established by the Company. If you do not designate a beneficiary, or if no designated beneficiary is living on the date any amount becomes payable under this Agreement, such payment will be made to the legal representatives of your estate, which will be deemed to be your designated beneficiary under this Agreement.

(e) Section 409A. This Agreement and the payment of the Award hereunder are intended to comply with the requirements of Section 409A of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations promulgated and other official guidance issued thereunder, and this Agreement shall be administered and interpreted consistent with such intent.

(f) Governing Law. This Agreement, the Award and all determinations made and actions taken pursuant thereto, to the extent not otherwise governed by the laws of the United States, shall be governed by the laws of the State of Delaware and construed in accordance therewith without giving effect to principles of conflicts of laws.

(signature page immediately follows)

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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written.

ARTHUR J. GALLAGHER & CO.

By:

PARTICIPANT

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EX-21.1

Exhibit 21.1

Subsidiaries of Arthur J. Gallagher & Co.

In the following list of subsidiaries of Arthur J. Gallagher & Co., those companies that are indented represent subsidiaries of the corporation under which they are indented. Except for directors’ qualifying shares, 100% of the voting stock of each of the subsidiaries listed below, other than those indicated by footnote, is owned of record or beneficially by its indicated parent.

Name	State or Other Jurisdiction of Incorporation
Arthur J. Gallagher & Co. (Registrant)	Delaware
Arthur J. Gallagher Brokerage & Risk Management Services, LLC	Delaware
Arthur J. Gallagher Risk Management Services, Inc.	Illinois
Arthur J. Gallagher Risk Management Services (Hawaii), Inc.	Hawaii
Arthur J. Gallagher Risk Management Services of Utah, Inc.	Utah
Arthur J. Gallagher & Co. Insurance Brokers of California, Inc.	California
Charity First Insurance Services, Inc.	California
Artex Risk Solutions, Inc.	Delaware
Western Litigation, Inc.	Texas
Fortress Insurance, LLC	Delaware
RIL (Administrators (Guernsey)) Ltd.	Guernsey
Sentinel Indemnity, LLC	Delaware
Artex Risk Solutions Inc.	Anguilla
JPGAC, LLC	Delaware
Bollinger, Inc.	New Jersey
Bollinger Insurance Services, Inc.	Delaware
Risk Placement Services, Inc.	Illinois
Edwin M. Rollins Company	North Carolina
Continental Premium Finance Corporation	Georgia
Commonwealth Premium Finance Corporation	Kentucky
First Premium, Inc.	Louisiana
Premium Finance Corporation	Wisconsin
American Freedom Carriers, Inc.	Indiana
Gallagher Benefit Services, Inc.	Delaware
GBS Retirement Services, Inc.	New York
GBS Insurance and Financial Services, Inc.	Delaware
GBS Administrators, Inc.	Washington
Gallagher Fiduciary Advisors, LLC	Delaware
Gallagher Voluntary Benefits, LLC	Delaware
Gallagher Bassett Services, Inc.	Delaware
MedInsights, Inc.	Delaware
Gallagher Bassett International Ltd. (UK)	England
Gallagher Bassett Insurance Services, Ltd.	England
Gallagher Bassett Canada Inc.	Canada
Gallagher Bassett Services Pty Ltd.	Australia
Gallagher Bassett Services Workers Compensation Victoria Pty Ltd.	Australia
Gallagher Bassett Services NZ Pty Ltd.	Australia
AJG Financial Services, LLC	Delaware
AJG Coal, Inc.	Delaware
Gallagher Clean Energy, LLC	Delaware
Gallagher Holdings Bermuda Company Limited	Bermuda
MG Advanced Coal Technolgies-1 LLC	Delaware
Advanced Energy Systems LLC (1)	Delaware
AJG RCF LLC	Delaware
Arthur J. Gallagher Service Company, LLC	Delaware
Arthur J. Gallagher & Co. (Illinois)	Illinois
Gallagher Mauritius Holdings	Mauritius
Gallagher Operations Support Services Private Limited	India

Name	State or Other Jurisdiction of Incorporation
Arthur J. Gallagher Latin America, LLC	Illinois
Arthur J. Gallagher Brasil Corretora de Resseguros, S.A.	Brazil
Arthur J. Gallagher & Co. (Canada) Ltd.	Delaware
AJG Canada ULC	Canada
AJG North America ULC	Canada
Gallagher Benefit Services (Canada) Group Inc.	Canada
Arthur J. Gallagher (Canada) Group	Canada
Gallagher Energy Risk Services, Inc.	Canada
Arthur J. Gallagher Group Quebec ULC	Canada
Arthur J. Gallagher & Co. (Bermuda) Limited	Bermuda
Arthur J. Gallagher Management (Bermuda) Limited	Bermuda
Artex Risk Solutions, Inc. (Cayman) Limited	Cayman Islands
SEG Insurance Ltd. (2)	Bermuda
Artex Intermediaries, Ltd.	Bermuda
Artex Risk Solutions (Bermuda) Ltd.	Bermuda
Protected Insurance Company	Bermuda
Arthur J. Gallagher (Bermuda) Holding Partnership (3) (4)	Bermuda
Muf Investments S.a.r.l. (5)	Luxembourg
Arthur J. Gallagher Chile Corredores de Reaseguros, S.A (6)	Chile
A J Gallagher (Norway) Holdings	Norway
Bergvall Marine A.S.	Norway
CGM Gallagher Group Ltd.	St. Lucia
Mecacem Insurance SPC Ltd.	Cayman Islands
CGM Gallagher Insurance Brokers Ltd.	Barbados
CGM Gallagher Insurance Brokers Ja. Ltd.	Jamaica
CGM Gallagher Insurance Brokers St. Lucia Ltd.	St. Lucia
CGM Gallagher Insurance Brokers St. Vincent Ltd.	St. Vincent
CGM Gallagher Insurance Brokers St. Kitts & Nevis Ltd.	St. Kitts & Nevis
Carib RM Ltd. (St. Lucia) (7)	St. Lucia
Carib RM Ltd. (Jamaica)	Jamaica
Carib RM Ltd. (Barbados)	Barbados
Arthur J. Gallagher (Singapore) Pte. Ltd.	Singapore
Gallagher Holdings Two (UK) Limited	England
OIM Underwriting Limited	England
Contego Underwriting Ltd.	England
Zennor Limited	England
Risk & Reward Group (Holdings) Limited	England
Gallagher Risk & Reward Limited	England
Gallagher Holdings (UK) Limited	England
Arthur J. Gallagher (UK) Limited	England
Strand Underwriting Limited	England
Risk Management Partners Ltd.	England
Alesco Risk Management Services, Ltd. (8)	England
Arthur J. Gallagher Asia Pty. Limited	Hong Kong
Gallagher International Reinsurance Broking Limited	England
HLG Holdings Limited	England
Friary Intermediate Limited	England
Acumus Interco Limited	England
Acumus Holdings Limited	England
Arthur J. Gallagher Housing Limited	England
Igloo Insurance PCC Limited	Guernsey
Heath Lambert Limited	England
Gallagher Benefits Consulting Limited	England
Heath Lambert Overseas Limited	England
Lambert Fenchurch Overseas Limited	England
Fenchurch Trustees Limited	England
Risk Management Holdings	England

2

Name	State or Other Jurisdiction of Incorporation
HL Corporate Services Limited	England
Heath Insurance Broking Limited	England
Gallagher Holdings Three (UK) Limited	England
Insurance Dialogue Ltd. (9)	England
E Red Limited	England
Blenheim Park Ltd.	England
Blenheim Park Services Ltd.	England
Property and Commercial Limited	England
Belmont Insurance Holdings Limited	England
Bishops Limited	England
Belmont Financial Management Limited	England
Belmont International Limited	England
Travelrisk Management Limited	England
Rio 587 Limited	England
Rio 588 Limited	England
Quillco 226 Limited	Scotland
Quillco 227 Limited	Scotland
Ink Underwriting Agencies Limited	England
Westinsure Group Limited	England
Giles Holdings Limited	Scotland
RA Rossborough Ltd (RARL)	Jersey
RA Rossborough (Insurance Brokers) Ltd (Jersey)	Jersey
Rossborough Insurance Services Ltd.	Jersey
Rossborough Insurance (IOM) Ltd.	Isle of Man
Rossborough Healthcare International Ltd	Guernsey
RA Rossborough Guernsey Ltd.	Guernsey
Rossborough (Cayman Island) Ltd.	Cayman Islands
Giles Insurance Brokers Limited	Scotland
Arthur J. Gallagher Australasia Holdings Pty Ltd.	Australia
Australis Group (Underwriting ) Pty Ltd.	Australia
Interpacific Underwriting Agencies Pty Ltd.	Australia
Aged Care Insurance Services	Australia
InsSync Group Pty Ltd.	Australia
SRS Underwriting Agency Pty Ltd.	Australia
Arthur J. Gallagher Reinsurance Australasia Pty Ltd.	Australia
Arthur J. Gallagher (Aus) Pty Ltd.	Australia
Specialised Broking Associates Pty Ltd.	Australia

(1) 15% of the Membership Interests of this subsidiary is owned by an unrelated party.

(2) 76% of the Common Stock of this subsidiary is owned by two third parties.

(3) Arthur J. Gallagher & Co (Canada) Ltd is an equal partner in the Bermuda partnership.

(4) The Partnership owns 80% of CGM Gallagher Group Ltd.

(5) Holds 21.3% ownership interest in Casanueva Perez S.A.P. de C.V. (Grupo CP).

(6) 22% of this subsidiary is owned by the management group.

(7) 45% of this subsidiary is owned by the management group.

(8) 30.25% of this subsidiary is owned by the management group.

(9) 21.7% of this subsidiary is owned by the management group.

3

EX-23.1

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the Registration Statements (Form S-8, No. 333-87320 and Form S-8, No. 333-106535) pertaining to the Arthur J. Gallagher & Co. 1988 Nonqualified and Non-Employee Directors’ Stock Option Plans, in the Registration Statement (Form S-8, No. 333-106534) pertaining to the Arthur J. Gallagher & Co. Employee Stock Purchase Plan, in the Registration Statement (Form S-8, No. 333-106539) pertaining to the Arthur J. Gallagher & Co. Restricted Stock Plan, in the Registration Statement (Form S-8, No. 333-159150) pertaining to the Arthur J. Gallagher & Co. 2009 Long-Term Incentive Plan, in the Registration Statement (Form S-8, No. 333-174497) pertaining to the Arthur J. Gallagher & Co. 2011 Long-Term Incentive Plan, and in the Registration Statements (Form S-4, No. 333-152710, Form S-3, No. 333-166533, Form S-4, No. 333-188651 and Form S-3, No. 333-192437), of Arthur J. Gallagher & Co., and in the related Prospectuses, of our reports dated February 7, 2014, with respect to the consolidated financial statements and schedule of Arthur J. Gallagher & Co., and the effectiveness of internal control over financial reporting of Arthur J. Gallagher & Co., included in this Annual Report (Form 10-K) for the year ended December 31, 2013.

/s/ Ernst & Young LLP

Ernst & Young LLP

Chicago, Illinois

February 7, 2014

EX-24.1

Exhibit 24.1

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned being a director of Arthur J. Gallagher & Co., a Delaware corporation (the “Company”), does hereby constitute and appoint WALTER D. BAY and DOUGLAS K. HOWELL, with full power to each of them to act alone, as the true and lawful attorneys and agents of the undersigned, with full power of substitution and resubstitution to each of said attorneys, to execute, file and deliver any and all instruments and to do any and all acts and things which said attorneys and agents, or any of them, deem advisable to enable the Company to comply with the Securities Exchange Act of 1934, as amended, and any requirements of the Securities and Exchange Commission in respect thereto, relating to the annual report on Form 10-K for the year ended December 31, 2013, including specifically, but without limitation of the general authority hereby granted, the power and authority to sign his or her name in the name and on behalf of the Company or as a director of the Company, as indicated below opposite his or her signature, to the annual report on Form 10-K for the year ended December 31, 2013 or any amendment or papers supplemental thereto; and each of the undersigned does hereby fully ratify and confirm all that said attorneys and agents or any of them, or the substitute of any of them, shall do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the undersigned have subscribed these presents this 6^th day of February, 2014.

Signature	Title
/s/ Sherry S. Barrat
Sherry S. Barrat	Director
/s/ WILLIAM L. BAX
William L. Bax	Director
/s/ FRANK E. ENGLISH, JR.
Frank E. English, Jr.	Director
/s/ ELBERT O. HAND
Elbert O. Hand	Director
/s/ DAVID S. JOHNSON
David S. Johnson	Director
/s/ KAY W. MC CURDY
Kay W. McCurdy	Director
/s/ NORMAN L. ROSENTHAL
Norman L. Rosenthal	Director
/s/ JAMES R. WIMMER
James R. Wimmer	Director

EX-31.1

Exhibit 31.1

Rule 13a-14(a) Certification of Chief Executive Officer

Certification

I, J. Patrick Gallagher, Jr., certify that:

1. I have reviewed this annual report on Form 10-K of Arthur J. Gallagher & Co.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a.) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b.) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c.) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d.) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a.) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b.) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 7, 2014

/s/ J. Patrick Gallagher, Jr.

J. Patrick Gallagher, Jr.

Chairman, President and Chief Executive

Officer

(principal executive officer)

EX-31.2

Exhibit 31.2

Rule 13a-14(a) Certification of Chief Financial Officer

Certification

I, Douglas K. Howell, certify that:

1. I have reviewed this annual report on Form 10-K of Arthur J. Gallagher & Co.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a.) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b.) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c.) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d.) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a.) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b.) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting

Date: February 7, 2014

/s/ Douglas K. Howell

Douglas K. Howell

Vice President
Chief Financial Officer

(principal financial officer)

EX-32.1

Exhibit 32.1

Section 1350 Certification of Chief Executive Officer

I, J. Patrick Gallagher, Jr., the chief executive officer of Arthur J. Gallagher & Co., certify that (i) the Annual Report on Form 10-K of Arthur J. Gallagher & Co. for the twelve month period ended December 31, 2013 (the “Form 10-K”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and (ii) the information contained in the Form 10-K fairly presents, in all material respects, the financial condition and results of operations of Arthur J. Gallagher & Co. and its subsidiaries.

Date: February 7, 2014

/s/ J. Patrick Gallagher, Jr.

J. Patrick Gallagher, Jr.

Chairman, President and Chief Executive

Officer

(principal executive officer)

EX-32.2

Exhibit 32.2

Section 1350 Certification of Chief Financial Officer

I, Douglas K. Howell, the chief financial officer of Arthur J. Gallagher & Co., certify that (i) the Annual Report on Form 10-K of Arthur J. Gallagher & Co. for the twelve month period ended December 31, 2013 (the “Form 10-K”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and (ii) the information contained in the Form 10-K fairly presents, in all material respects, the financial condition and results of operations of Arthur J. Gallagher & Co. and its subsidiaries.

Date: February 7, 2014

/s/ Douglas K. Howell

Douglas K. Howell

Vice President

Chief Financial Officer

(principal financial officer)

XML

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2013

Income Tax Disclosure [Abstract]

Components of Earnings Before Income Taxes and Provision for Income Taxes

Significant components of earnings before income taxes and the provision for income taxes are as follows (in millions):

	Year Ended December 31,
	2013			2012			2011
Earnings before income taxes:
Domestic	$	230.8		$	234.7		$	194.7
Foreign, principally Australia, Bermuda, Canada and the U.K.		43.7			10.6			13.1
	$	274.5		$	245.3		$	207.8
Provision for income taxes:
Federal:
Current	$	29.0		$	45.4		$	7.8
Deferred		(47.7	)		(14.6	)		38.4
		(18.7	)		30.8			46.2
State and local:
Current		10.6			17.3			7.2
Deferred		(0.6	)		(2.9	)		5.9
		10.0			14.4			13.1
Foreign:
Current		28.5			8.7			7.4
Deferred		(13.9	)		(3.6	)		(3.0	)
		14.6			5.1			4.4
Total provision for income taxes	$	5.9		$	50.3		$	63.7

Reconciliation of Provision for Income Taxes with Federal Statutory Income Tax Rate

A reconciliation of the provision for income taxes with the U.S. Federal statutory income tax rate is as follows (in millions, except percentages):

	Year Ended December 31,
	2013						2012						2011
	Amount			% of Pretax Earnings			Amount			% of Pretax Earnings			Amount			% of Pretax Earnings
Federal statutory rate	$	96.1			35.0		$	85.9			35.0		$	72.7			35.0
State income taxes - net of Federal benefit		6.5			2.4			9.4			3.8			9.8			4.7
Foreign taxes		(0.8	)		(0.3	)		0.9			0.4			0.6			0.3
Alternative energy, foreign and other tax credits		(93.8	)		(34.2	)		(45.3	)		(18.5	)		(13.2	)		(6.4	)
Foreign dividends and other permanent differences		(2.5	)		(0.9	)		(2.7	)		(1.1	)		0.2			0.1
Changes in unrecognized tax benefits related to resolution of Federal and state audits, expiration of various statutes of limitations and other items		1.5			0.5			0.6			0.2			(1.9	)		(0.9	)
Change in valuation allowance		0.5			0.2			0.3			0.1			(0.7	)		(0.3	)
Other		(1.6	)		(0.6	)		1.2			0.6			(3.8	)		(1.8	)
Provision for income taxes	$	5.9			2.1		$	50.3			20.5		$	63.7			30.7

Gross Unrecognized Tax Benefits

A reconciliation of the beginning and ending balances of the total amounts of gross unrecognized tax benefits is as follows (in millions):

	December 31,
	2013			2012
Gross unrecognized tax benefits at January 1	$	6.7		$	5.8
Increases in tax positions for current year		2.9			1.7
Settlements		—			(0.3	)
Lapse in statute of limitations		(1.4	)		(1.6	)
Increases in tax positions for prior years		2.3			1.1
Decreases in tax positions for prior years		(1.3	)		—
Gross unrecognized tax benefits at December 31	$	9.2		$	6.7

Deferred Tax Assets and Liabilities

Significant components of our deferred tax assets and liabilities are as follows (in millions):

	December 31,
	2013			2012
Deferred tax assets:
Alternative minimum tax and other credit carryforwards	$	147.4		$	112.3
Accrued and unfunded compensation and employee benefits		136.6			107.1
Compensation expense related to stock options		14.2			15.7
Investments		9.0			16.3
Accrued liabilities		30.2			27.3
Accrued pension liability		9.2			27.3
Net operating loss carryforwards		11.9			12.2
Deferred rent liability		8.2			6.2
Other		6.8			4.1
Total deferred tax assets		373.5			328.5
Valuation allowance for deferred tax assets		(8.8	)		(8.3	)
Deferred tax assets		364.7			320.2
Deferred tax liabilities:
Nondeductible amortizable intangible assets		184.0			139.2
Depreciable fixed assets		5.2			—
Other prepaid items		4.7			5.2
Investment-related partnerships		13.2			17.5
Accrued liabilities		2.4			2.0
Total deferred tax liabilities		209.5			163.9
Net deferred tax assets	$	155.2		$	156.3

XML

Intangible Assets - Estimated Aggregate Amortization Expense (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013
Goodwill And Intangible Assets Disclosure [Abstract]
2014	$ 146.3
2015	141.1
2016	135.5
2017	126.3
2018	115.0
Total	$ 664.2

XML

Business Combinations - Summary of Estimated Fair Values of Net Assets Acquired (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013
Business Acquisition Actual Revenue And Pre Tax Income Loss [Line Items]
Cash	$ 50.3
Other current assets	261.4
Fixed assets	10.5
Noncurrent assets	3.6
Goodwill	665.0
Expiration lists	394.2
Non-compete agreements	7.1
Trade names	1.8
Total assets acquired	1,393.9
Current liabilities	302.2
Noncurrent liabilities	55.1
Total liabilities assumed	357.3
Total net assets acquired	1,036.6
Property & Commercial Limited (PCL) [Member]
Business Acquisition Actual Revenue And Pre Tax Income Loss [Line Items]
Cash	2.4
Other current assets	32.9
Fixed assets	2.2
Noncurrent assets	0.4
Goodwill	45.1
Expiration lists	25.6
Non-compete agreements
Trade names	0.1
Total assets acquired	108.7
Current liabilities	35.5
Noncurrent liabilities	8.1
Total liabilities assumed	43.6
Total net assets acquired	65.1
Bollinger, Inc. (BOL) [Member]
Business Acquisition Actual Revenue And Pre Tax Income Loss [Line Items]
Cash	7.6
Other current assets	39.5
Fixed assets	2.4
Noncurrent assets	2.3
Goodwill	200.2
Expiration lists	132.5
Non-compete agreements	0.4
Trade names	1.7
Total assets acquired	386.6
Current liabilities	51.1
Noncurrent liabilities	15.9
Total liabilities assumed	67.0
Total net assets acquired	319.6
Belmont International (BEL) [Member]
Business Acquisition Actual Revenue And Pre Tax Income Loss [Line Items]
Cash	5.3
Other current assets	19.1
Fixed assets	0.4
Noncurrent assets
Goodwill	11.4
Expiration lists	14.4
Non-compete agreements
Trade names
Total assets acquired	50.6
Current liabilities	20.6
Noncurrent liabilities	2.9
Total liabilities assumed	23.5
Total net assets acquired	27.1
G.S. Levine Insurance Services, Inc. (GSL) [Member]
Business Acquisition Actual Revenue And Pre Tax Income Loss [Line Items]
Cash	0.4
Other current assets	1.1
Fixed assets	0.3
Noncurrent assets	0.9
Goodwill	8.0
Expiration lists	20.1
Non-compete agreements	0.1
Trade names
Total assets acquired	30.9
Current liabilities	2.1
Noncurrent liabilities
Total liabilities assumed	2.1
Total net assets acquired	28.8
Giles Group of Companies (GGC) [Member]
Business Acquisition Actual Revenue And Pre Tax Income Loss [Line Items]
Cash	25.9
Other current assets	135.7
Fixed assets	4.1
Noncurrent assets
Goodwill	301.5
Expiration lists	89.8
Non-compete agreements	3.7
Trade names
Total assets acquired	560.7
Current liabilities	149.1
Noncurrent liabilities	19.9
Total liabilities assumed	169.0
Total net assets acquired	391.7
Bergvall Marine A.S. (BMA) [Member]
Business Acquisition Actual Revenue And Pre Tax Income Loss [Line Items]
Cash	0.8
Other current assets	16.2
Fixed assets	0.1
Noncurrent assets
Goodwill	13.4
Expiration lists	8.8
Non-compete agreements	0.2
Trade names
Total assets acquired	39.5
Current liabilities	15.3
Noncurrent liabilities	2.5
Total liabilities assumed	17.8
Total net assets acquired	21.7
Longfellow Financial, LLC (LGF) [Member]
Business Acquisition Actual Revenue And Pre Tax Income Loss [Line Items]
Cash
Other current assets	0.2
Fixed assets
Noncurrent assets
Goodwill	12.9
Expiration lists	17.5
Non-compete agreements	0.8
Trade names
Total assets acquired	31.4
Current liabilities
Noncurrent liabilities
Total liabilities assumed
Total net assets acquired	31.4
McIntyre Risk Management, LLC (MRM) [Member]
Business Acquisition Actual Revenue And Pre Tax Income Loss [Line Items]
Cash
Other current assets	4.0
Fixed assets	0.2
Noncurrent assets
Goodwill	10.7
Expiration lists	9.8
Non-compete agreements	0.1
Trade names
Total assets acquired	24.8
Current liabilities	4.5
Noncurrent liabilities
Total liabilities assumed	4.5
Total net assets acquired	20.3
Twenty Three Other Acquisitions Completed [Member]
Business Acquisition Actual Revenue And Pre Tax Income Loss [Line Items]
Cash	7.9
Other current assets	12.7
Fixed assets	0.8
Noncurrent assets
Goodwill	61.8
Expiration lists	75.7
Non-compete agreements	1.8
Trade names
Total assets acquired	160.7
Current liabilities	24.0
Noncurrent liabilities	5.8
Total liabilities assumed	29.8
Total net assets acquired	$ 130.9

XML

Retirement Plan - Weighted Average Assumptions of Pension Benefit Obligation and Net Periodic Pension Benefit Cost (Detail)	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Defined Benefit Pension Plans And Defined Benefit Postretirement Plans Disclosure [Abstract]
Discount rate, pension benefit obligation	4.75%	4.00%
Weighted average expected long-term rate of return on plan assets, pension benefit obligation	7.50%	7.50%
Discount rate, net periodic pension benefit cost	4.00%	4.50%	5.50%
Weighted average expected long-term rate of return on plan assets, net periodic pension benefit cost	7.50%	7.50%	7.50%

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Credit and Other Debt Agreements - Note Purchase Agreement - Additional information (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended			0 Months Ended	12 Months Ended									0 Months Ended
	Dec. 31, 2013	Dec. 31, 2013 Note Purchase Agreements [Member]	Dec. 31, 2013 Note Purchase Agreements [Member] 3.69% Senior Notes Series G [Member] Private Placement [Member]	Feb. 27, 2014 Note Purchase Agreements [Member] Scenario, Forecast [Member] Private Placement [Member]	Dec. 31, 2013 Note Purchase Agreements [Member] Senior Note, Series D [Member]	Dec. 31, 2013 Note Purchase Agreements [Member] Senior Note, Series E [Member]	Dec. 31, 2013 Note Purchase Agreements [Member] 3.99% Senior Notes, Series F [Member]	Dec. 31, 2013 Note Purchase Agreements [Member] Senior Note, Series A [Member]	Dec. 31, 2013 Note Purchase Agreements [Member] Senior Note, Series B [Member]	Dec. 31, 2013 Note Purchase Agreements [Member] Senior Note, Series C [Member]	Dec. 31, 2013 Note Purchase Agreements [Member] Senior Note, Series C [Member] First Installment [Member]	Dec. 31, 2013 Note Purchase Agreements [Member] Senior Note, Series C [Member] Second Installment [Member]	Dec. 31, 2013 Note Purchase Agreements [Member] Senior Note, Series C [Member] Third Installment [Member]	Feb. 27, 2014 Note Purchase Agreements [Member] Senior Note Series H [Member] Scenario, Forecast [Member] Private Placement [Member]	Feb. 27, 2014 Note Purchase Agreements [Member] Senior Note Series I [Member] Scenario, Forecast [Member] Private Placement [Member]	Feb. 27, 2014 Note Purchase Agreements [Member] Senior Note Series J [Member] Scenario, Forecast [Member] Private Placement [Member]
Debt Instrument [Line Items]
Notes issued and sold				$ 600.0	$ 75.0	$ 50.0	$ 50.0	$ 100.0	$ 300.0	$ 150.0				$ 325.0	$ 175.0	$ 100.0
Note payable, semi-annual payments of interest, fixed rate					5.18%	5.49%	3.99%	6.26%	6.44%	5.85%				4.58%	4.73%	4.98%
Debt instrument, maturity date			Jun. 14, 2022		Feb. 10, 2021	Feb. 10, 2023	Jul. 10, 2020	Aug. 03, 2014	Aug. 03, 2017		Nov. 30, 2016	Nov. 30, 2018	Nov. 30, 2019
Private placement debt, additional amount committed to borrow			200.0
Interest rate			3.69%
Debt instrument, maturity period														2024	2026	2029
Debt acquisition cost	$ 1.3
Amount payable to redeem the notes, percent of the principal amount		100.00%
Discount rate used to compute the remaining scheduled payments of principal and interest		U.S. Treasury yield plus 0.5%

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Investments - Additional Information (Detail) (USD $) In Millions, unless otherwise specified				12 Months Ended		12 Months Ended		12 Months Ended
	Dec. 31, 2013	Sep. 01, 2013	Dec. 31, 2013 Chem-Mod Clean-Coal Venture - U.S. And Canadian Operations [Member]	Dec. 31, 2013 Chem-Mod Clean-Coal Venture [Member]	Dec. 31, 2013 Chem-Mod International LLC [Member]	Dec. 31, 2013 C-Quest Technology LLC [Member]	Aug. 01, 2013 C-Quest Technology LLC [Member]	Dec. 31, 2013 C-Quest Technology LLC [Member] Change In Option On Delivery Of Additional Interest [Member]
Schedule of Equity Method Investments [Line Items]
Ownership interest held	50.00%	99.00%	46.54%		31.52%	8.00%
Total assets of variable interest entities				$ 8.0
Total liabilities of variable interest entities				0.8
Total revenue of limited liability companies				37.9
Total expenses of limited liability companies				21.2
Non-controlling interest				19.2
Options to acquire additional interest, percent						19.00%		15.00%
Options to acquire additional interest, total price						9.5		7.5
End date for acquiring additional interest						Aug. 15, 2016
Loans to majority owners							$ 2.0
Interest rate of loan							2.00%
Maturity date of of loan						May 15, 2014
Loan description						On August 1, 2013, we loaned the majority owner $2.0 million at a 2% interest rate, which matures on May 15, 2014. The loan can be paid in cash or by delivery of an additional 4% ownership interest in C-Quest’s global operations. If the loan is paid by delivery of the additional 4% ownership interest, our option would be reduced to 15% and the remaining purchase price would be reduced to $7.5 million.
Delivery of additional ownership interest						4.00%

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Business Combinations - Acquisition Method for Recording Business Combinations (Parenthetical) (Detail)	12 Months Ended
	Dec. 31, 2013
Metzler Brothers Insurance [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Feb. 01, 2013
Advanced Benefit Advisors, Inc.[Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Apr. 01, 2013
Property & Commercial Limited (PCL) [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Apr. 01, 2013
Garza Long Group, LLC [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	May 01, 2013
Bollinger, Inc. (BOL) [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Aug. 01, 2013
Dickinson & Associates, Inc. [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Aug. 01, 2013
Belmont International (BEL) [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Sep. 01, 2013
R.W. Scobie, Inc. [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Sep. 01, 2013
Jeffrey Haber & Michael Fischman [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Sep. 20, 2013
G.S. Levine Insurance Services, Inc. (GSL) [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Oct. 01, 2013
R.J. Dutton Incorporated [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Oct. 01, 2013
Employee Benefits Analysis Corporation [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Nov. 01, 2013
Parks Johnson Agency, LLC [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Nov. 01, 2013
Giles Group of Companies (GGC) [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Nov. 14, 2013
Barmore Insurance Agency, Inc. [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Dec. 01, 2013
Bergvall Marine A.S. (BMA) [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Dec. 01, 2013
Cleaveland Insurance Group, Inc. [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Dec. 01, 2013
The Jenkins Group, Inc. [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Dec. 01, 2013
Longfellow Financial, LLC (LGF) [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Dec. 01, 2013
McIntyre Risk Management, LLC (MRM) [Member]
Business Acquisition [Line Items]
Effective Date of Acquisition	Dec. 01, 2013

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Earnings per Share (Tables)

12 Months Ended

Dec. 31, 2013

Earnings Per Share [Abstract]

Computation of Basic and Diluted Net EPS

The following table sets forth the computation of basic and diluted net earnings per share (in millions, except per share data):

	Year Ended December 31,
	2013		2012		2011
Net earnings	$	268.6	$	195.0	$	144.1
Weighted average number of common shares outstanding		128.9		121.0		111.7
Dilutive effect of stock options using the treasury stock method		1.6		1.5		0.8
Weighted average number of common and common equivalent shares outstanding		130.5		122.5		112.5
Basic net earnings per share	$	2.08	$	1.61	$	1.29
Diluted net earnings per share:	$	2.06	$	1.59	$	1.28

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Investments - Clean Coal Investments - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended								12 Months Ended						12 Months Ended			12 Months Ended					12 Months Ended									12 Months Ended
	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2013 Plant	Dec. 31, 2012	Dec. 31, 2011	Sep. 01, 2013	Mar. 01, 2013	Sep. 01, 2013 Notes Payable, Other Payables [Member]	Dec. 31, 2013 Non-controlling Interest [Member] Plant	Dec. 31, 2013 2009 Era Plants [Member]	Mar. 01, 2013 2009 Era Plants [Member] Plant	Dec. 31, 2013 2011 Era Plants [Member] Notes Payable, Other Payables [Member]	Dec. 31, 2013 Chem-Mod LLC [Member] Plant	Dec. 31, 2013 Chem-Mod LLC [Member] 2009 Era Plants [Member] Plant	Dec. 31, 2013 Chem-Mod LLC [Member] 2011 Era Plants [Member] Plant	Dec. 31, 2013 Co-Investor [Member]	Dec. 31, 2013 Clean-Coal Investments [Member]	Dec. 31, 2013 Clean-Coal Investments [Member] Notes Receivable and Interest from Co-Investor [Member] Plant	Dec. 31, 2013 Clean-Coal Investments [Member] Minimum [Member]	Dec. 31, 2014 Clean-Coal Investments [Member] Minimum [Member] Scenario, Forecast [Member]	Dec. 31, 2013 Clean-Coal Investments [Member] Maximum [Member]	Dec. 31, 2014 Clean-Coal Investments [Member] Maximum [Member] Scenario, Forecast [Member]	Dec. 31, 2013 Clean-Coal Investments [Member] VIE [Member]	Dec. 31, 2013 Clean-Coal Investments [Member] 2009 Era Plants [Member] Plant	Dec. 31, 2013 Clean-Coal Investments [Member] 2011 Era Plants [Member] Plant	Dec. 31, 2013 Long Term Production Contracts [Member] Plant	Dec. 31, 2013 Long-Term Production Agreement [Member] Plant
Schedule of Equity Method Investments [Line Items]
Number of clean coal production plants owned															12				34	14	20			3								28	6
Number of additional plants acquired																	12
Number of additional plants acquired with ownership interest range one																	9
Number of additional plants acquired with ownership interest range two																	3
Ownership interest before additional nine plants acquired													24.50%
Ownership interest after additional nine plants acquired													49.50%
Ownership interest before additional three plants acquired													25.00%
Ownership interest after additional three plants acquired													60.00%
Total revenues	$ 890.2	$ 835.8	$ 779.5	$ 674.1	$ 673.2	$ 650.4	$ 649.9	$ 546.8	$ 3,179.6	$ 2,520.3	$ 2,134.7					$ 128.3		$ 33.7					$ 0
Total expenses	(840.9)	(750.3)	(682.1)	(631.8)	(627.8)	(574.1)	(558.8)	(514.3)	2,905.1	2,275.0	1,926.9					133.5		36.9					0.1
Purchase of consideration received	8.0								8.0
Payment of cash and other consideration	5.0								5.0
Gain on purchase of additional interest	9.6								9.6
Prior percentage of equity interest in limited liability company	25.00%								25.00%
Additional percentage of equity interest in limited liability company upon acquisition	35.00%								35.00%
Fixed assets and other amortizable intangible assets acquired upon acquisition	26.3								26.3
Carrying value of prior non-controlling interest in limited liability company on acquisition date	4.8								4.8
Other assets acquired upon acquisition	5.0								5.0
Ownership interest acquired in a limited liability company	50.00%								50.00%			99.00%										50.50%	100.00%
Amount of promissory note												10.0
Purchase price paid in cash	2.5								2.5			4.0
Interest rate on promissory note														3.00%
Number of clean coal production plants seeking and negotiating for long term production contract									6
Number of variable interest entities																														7	5
Total assets of limited liability companies																													76.3
Total liability of limited liability companies																													41.3
Total revenues of limited liability companies																													342.2
Total expenses of limited liability companies																													390.1
Additional investment per plant under new long-term production contract, net of co-investor funds																							5.0			30.0		35.0
Tax effected average additional investment																							2.5
Investment in engineering and construction contracts	$ 6.0								$ 6.0
Idle period during move and redeployment																									12 months		18 months

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Retirement Plans - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Defined Benefit Plan Disclosure [Line Items]
Expected period of return on plan assets, years	10 years
Minimum contribution by employer			$ 0.3
Discretionary contributions by employer	6.3	7.2	7.2
Fair value of plan assets	254.9	227.4	202.9
Matching contributions vesting schedule	5 years
Postretirement benefit obligation and unfunded status of plan	272.5	292.0	267.1
Net periodic postretirement benefit cost	3.2	4.2	(1.0)
Qualified Contributory Savings and Thrift 401(k) Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Percentage of eligible compensation for matching contributions by employer	5.00%
Contribution expense to plan	36.8	33.0	30.5
Matching contributions by employer, percentage	100.00%
Nonqualified Deferred Compensation Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Percentage of eligible compensation for matching contributions by employer	5.00%
Contribution expense to plan	2.8	2.5	2.1
Fair value of plan assets	148.2	116.7
Foreign Retirement Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Percentage of eligible compensation for matching contributions by employer	5.00%
Contribution expense to plan	18.1	16.0	12.3
Matching contributions by employer, percentage	100.00%
Additional percentage of eligible compensation for matching contributions by employer	5.00%
Retiree Health Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Postretirement benefit obligation and unfunded status of plan	3.1	3.1
Net periodic postretirement benefit cost	$ (0.5)	$ (0.1)	$ 0.1

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Income Taxes - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Income Tax Expense Benefit [Line Items]
Net unrecognized tax benefits	$ 5.9	$ 4.5
Accrued interest and penalties related to unrecognized tax benefits	0.6	0.6
Deferred tax assets	364.7	320.2
Deferred tax liabilities	209.5	163.9
Deferred minimum tax credits	108.2
Deferred business tax credits	33.5
Deferred other tax credits	5.7
Undistributed earnings of foreign subsidiaries	224.2	173.8
Unrecognized deferred tax liability on undistributed earnings	35.2	22.9
Other Current Assets [Member]
Income Tax Expense Benefit [Line Items]
Deferred tax assets	84.9	68.4
Other Current Liabilities [Member]
Income Tax Expense Benefit [Line Items]
Deferred tax assets	5.0	5.2
Noncurrent Liabilities [Member]
Income Tax Expense Benefit [Line Items]
Deferred tax liabilities	$ 204.5	$ 158.7

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Credit and Other Debt Agreements - Summary of Debt (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Debt Instrument [Line Items]
Semi-annual payments of interest	$ 1,455.5	$ 854.0
Note Purchase Agreements [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest	925.0	725.0
Fixed Rate of 6.26%, Balloon Due 2014 [Member] | Note Purchase Agreements [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest	100.0	100.0
Fixed Rate of 6.44%, Balloon Due 2017 [Member] | Note Purchase Agreements [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest	300.0	300.0
Fixed Rate of 5.85%, $50.0 Million Due in 2016, 2018 and 2019 [Member] | Note Purchase Agreements [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest	150.0	150.0
Fixed Rate of 5.18%, Balloon Due 2021 [Member] | Note Purchase Agreements [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest	75.0	75.0
Fixed Rate of 5.49%, Balloon Due 2023 [Member] | Note Purchase Agreements [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest	50.0	50.0
Fixed Rate of 3.99%, Balloon Due 2020 [Member] | Note Purchase Agreements [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest	50.0	50.0
Fixed rate of 3.69%, balloon due 2022 [Member] | Note Purchase Agreements [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest	200.0
Prime or LIBOR plus up to 1.45%, expires September 19, 2018 [Member] | Credit Agreement [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest	$ 530.5	$ 129.0

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Investments - Investments Reported in Other Current and Non-Current Assets (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Schedule of Equity Method Investments [Line Items]
Funding Commitments	$ 11.4
Assets	90.4	54.1
Chem-Mod LLC [Member]
Schedule of Equity Method Investments [Line Items]
Funding Commitments
Assets	4.0	4.0
Chem-Mod International LLC [Member]
Schedule of Equity Method Investments [Line Items]
Funding Commitments
Assets	2.0	2.0
C-Quest Technology LLC [Member]
Schedule of Equity Method Investments [Line Items]
Funding Commitments
Assets	2.0
Clean-Coal Investments [Member] | Non-controlling Interest [Member] | Seven 2009 Era Clean Coal Plants [Member]
Schedule of Equity Method Investments [Line Items]
Funding Commitments	0.6
Assets	4.5	2.8
Clean-Coal Investments [Member] | Non-controlling Interest [Member] | Five 2011 Era Clean Coal Plants [Member]
Schedule of Equity Method Investments [Line Items]
Funding Commitments
Assets	12.1	13.2
Clean-Coal Investments [Member] | Controlling Interest [Member] | Seven 2009 Era Clean Coal Plants [Member]
Schedule of Equity Method Investments [Line Items]
Funding Commitments	2.7
Assets	13.8	6.3
Clean-Coal Investments [Member] | Controlling Interest [Member] | Eleven 2011 Era Clean Coal Plants [Member]
Schedule of Equity Method Investments [Line Items]
Funding Commitments	2.7
Assets	46.0	9.2
Clean-Coal Investments [Member] | Controlling Interest [Member] | Four 2011 Era Clean Coal Plants [Member]
Schedule of Equity Method Investments [Line Items]
Funding Commitments
Assets	2.3	5.1
Clean-Coal Investments [Member] | Notes Receivable and Interest from Co-Investor [Member] | Three 2009 Era Plants [Member]
Schedule of Equity Method Investments [Line Items]
Funding Commitments
Assets		8.5
Other Investments [Member]
Schedule of Equity Method Investments [Line Items]
Funding Commitments	5.4
Assets	$ 3.7	$ 3.0

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Income Taxes - Components of Earnings Before Income Taxes and Provision for Income Taxes (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended								12 Months Ended
	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Income Tax Disclosure [Abstract]
Domestic									$ 230.8	$ 234.7	$ 194.7
Foreign, principally Australia, Bermuda, Canada and the U.K.									43.7	10.6	13.1
Earnings before income taxes	49.3	85.5	97.4	42.3	45.4	76.3	91.1	32.5	274.5	245.3	207.8
Federal Current									29.0	45.4	7.8
Federal Deferred									(47.7)	(14.6)	38.4
Total Provision for income taxes, Federal									(18.7)	30.8	46.2
State and local Current									10.6	17.3	7.2
State and local Deferred									(0.6)	(2.9)	5.9
Total Provision for income taxes, State and local									10.0	14.4	13.1
Foreign Current									28.5	8.7	7.4
Foreign Deferred									(13.9)	(3.6)	(3.0)
Total Provision for income taxes- Foreign									14.6	5.1	4.4
Total Provision for income taxes									$ 5.9	$ 50.3	$ 63.7

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Commitments, Contingencies and Off-Balance Sheet Arrangements - Contractual Obligations (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013
Note Purchase Agreements [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Contractual Obligations, Payments Due by Period, 2014	$ 100.0
Contractual Obligations, Payments Due by Period, 2015
Contractual Obligations, Payments Due by Period, 2016	50.0
Contractual Obligations, Payments Due by Period, 2017	300.0
Contractual Obligations, Payments Due by Period, 2018	50.0
Contractual Obligations, Payments Due by Period, Thereafter	425.0
Total	925.0
Credit Agreement [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Contractual Obligations, Payments Due by Period, 2014	530.5
Contractual Obligations, Payments Due by Period, 2015
Contractual Obligations, Payments Due by Period, 2016
Contractual Obligations, Payments Due by Period, 2017
Contractual Obligations, Payments Due by Period, 2018
Contractual Obligations, Payments Due by Period, Thereafter
Total	530.5
Total Debt Obligations [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Contractual Obligations, Payments Due by Period, 2014	681.6
Contractual Obligations, Payments Due by Period, 2015	44.1
Contractual Obligations, Payments Due by Period, 2016	94.1
Contractual Obligations, Payments Due by Period, 2017	341.2
Contractual Obligations, Payments Due by Period, 2018	71.9
Contractual Obligations, Payments Due by Period, Thereafter	479.7
Total	1,712.6
Operating Lease Obligations [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Contractual Obligations, Payments Due by Period, 2014	74.0
Contractual Obligations, Payments Due by Period, 2015	65.7
Contractual Obligations, Payments Due by Period, 2016	53.4
Contractual Obligations, Payments Due by Period, 2017	42.0
Contractual Obligations, Payments Due by Period, 2018	28.3
Contractual Obligations, Payments Due by Period, Thereafter	86.9
Total	350.3
Less Sublease Arrangements [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Contractual Obligations, Payments Due by Period, 2014	(1.8)
Contractual Obligations, Payments Due by Period, 2015	(0.8)
Contractual Obligations, Payments Due by Period, 2016	(0.1)
Contractual Obligations, Payments Due by Period, 2017
Contractual Obligations, Payments Due by Period, 2018
Contractual Obligations, Payments Due by Period, Thereafter
Total	(2.7)
Outstanding Purchase Obligations [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Contractual Obligations, Payments Due by Period, 2014	22.6
Contractual Obligations, Payments Due by Period, 2015	15.4
Contractual Obligations, Payments Due by Period, 2016	9.3
Contractual Obligations, Payments Due by Period, 2017	0.9
Contractual Obligations, Payments Due by Period, 2018	0.3
Contractual Obligations, Payments Due by Period, Thereafter
Total	48.5
Total Contractual Obligations [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Contractual Obligations, Payments Due by Period, 2014	776.4
Contractual Obligations, Payments Due by Period, 2015	124.4
Contractual Obligations, Payments Due by Period, 2016	156.7
Contractual Obligations, Payments Due by Period, 2017	384.1
Contractual Obligations, Payments Due by Period, 2018	100.5
Contractual Obligations, Payments Due by Period, Thereafter	566.6
Total	2,108.7
Interest on Debt [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Contractual Obligations, Payments Due by Period, 2014	51.1
Contractual Obligations, Payments Due by Period, 2015	44.1
Contractual Obligations, Payments Due by Period, 2016	44.1
Contractual Obligations, Payments Due by Period, 2017	41.2
Contractual Obligations, Payments Due by Period, 2018	21.9
Contractual Obligations, Payments Due by Period, Thereafter	54.7
Total	$ 257.1

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Income Taxes - Reconciliation of Provision for Income Taxes with Federal Statutory Income Tax Rate (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Income Tax Disclosure [Abstract]
Federal statutory rate, Amount	$ 96.1	$ 85.9	$ 72.7
State income taxes - net of Federal benefit, Amount	6.5	9.4	9.8
Foreign taxes, Amount	(0.8)	0.9	0.6
Alternative energy, foreign and other tax credits, Amount	(93.8)	(45.3)	(13.2)
Foreign dividends and other permanent differences, Amount	(2.5)	(2.7)	0.2
Changes in unrecognized tax benefits related to resolution of Federal and state audits, expiration of various statutes of limitations and other items, Amount	1.5	0.6	(1.9)
Change in valuation allowance, Amount	0.5	0.3	(0.7)
Other, Amount	(1.6)	1.2	(3.8)
Total Provision for income taxes	$ 5.9	$ 50.3	$ 63.7
Federal statutory rate, % of Pretax Earnings	35.00%	35.00%	35.00%
State income taxes-net of Federal benefit, % of Pretax Earnings	2.40%	3.80%	4.70%
Foreign taxes, % of Pretax Earnings	(0.30%)	0.40%	0.30%
Alternative energy, foreign and other tax credits, % of Pretax Earnings	(34.20%)	(18.50%)	(6.40%)
Foreign dividends and other permanent differences, % of Pretax Earnings	(0.90%)	(1.10%)	0.10%
Changes in unrecognized tax benefits related to resolution of Federal and state audits, expiration of various statutes of limitations and other items, % of Pretax Earnings	0.50%	0.20%	(0.90%)
Change in valuation allowance, % of Pretax Earnings	0.20%	0.10%	(0.30%)
Other, % of Pretax Earnings	(0.60%)	0.60%	(1.80%)
Total provision for income taxes-continuing operations, % of Pretax Earnings	2.10%	20.50%	30.70%

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Investments - Investments Reported in Other Current and Non-Current Assets (Parenthetical) (Detail) (Clean-Coal Investments [Member])	12 Months Ended
	Dec. 31, 2013 Plant Entity	Dec. 31, 2012 Plant Entity
Seven 2009 Era Clean Coal Plants [Member] | Non-controlling Interest [Member]
Schedule of Equity Method Investments [Line Items]
Number of coal plants	7	7
Number of variable interest entities	3	3
Seven 2009 Era Clean Coal Plants [Member] | Controlling Interest [Member]
Schedule of Equity Method Investments [Line Items]
Number of coal plants	7	7
Number of variable interest entities	3	3
Five 2011 Era Clean Coal Plants [Member] | Non-controlling Interest [Member]
Schedule of Equity Method Investments [Line Items]
Number of coal plants	5	5
Number of variable interest entities	6	6
Eleven 2011 Era Clean Coal Plants [Member] | Controlling Interest [Member]
Schedule of Equity Method Investments [Line Items]
Number of coal plants	11	11
Number of variable interest entities	6	6
Four 2011 Era Clean Coal Plants [Member] | Controlling Interest [Member]
Schedule of Equity Method Investments [Line Items]
Number of coal plants	4	4
Three 2009 Era Plants [Member] | Notes Receivable and Interest from Co-Investor [Member]
Schedule of Equity Method Investments [Line Items]
Number of plants sold	3	3

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Retirement Plans - Schedule of Benefit Payments Expected to be Paid by Plan (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013
Defined Benefit Pension Plans And Defined Benefit Postretirement Plans Disclosure [Abstract]
2014	$ 10.1
2015	11.0
2016	11.8
2017	12.6
2018	13.3
Years 2019 to 2023	$ 79.0

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Segment Information

12 Months Ended

Dec. 31, 2013

Segment Reporting [Abstract]

Segment Information

17. Segment Information

We have three reportable operating segments: brokerage, risk management and corporate. The brokerage segment is primarily comprised of retail and wholesale insurance brokerage operations. The brokerage segment generates revenues through commissions paid by insurance underwriters and through fees charged to our clients. Our brokers, agents and administrators act as intermediaries between insurers and their customers and we do not assume underwriting risks. The risk management segment provides contract claim settlement and administration services for enterprises that choose to self-insure some or all of their property/casualty coverages and for insurance companies that choose to outsource some or all of their property/casualty claims departments. These operations also provide claims management, loss control consulting and insurance property appraisal services. Revenues are principally generated on a negotiated per-claim or per-service fee basis. The corporate segment manages our clean energy and other investments. This segment also holds all of our corporate debt. Allocations of investment income and certain expenses are based on reasonable assumptions and estimates primarily using revenue, headcount and other information. We allocate the provision for income taxes to the brokerage and risk management segments as if those segments were preparing income tax provisions on a separate company basis. Reported operating results by segment would change if different methods were applied. Financial information relating to our segments for 2013, 2012 and 2011 is as follows (in millions):

Year Ended December 31, 2013	Brokerage		Risk Management			Corporate			Total
Revenues:
Commissions	$	1,553.1	$	—		$	—		$	1,553.1
Fees		450.5		609.0			—			1,059.5
Supplemental commissions		77.3		—			—			77.3
Contingent commissions		52.1		—			—			52.1
Investment income		6.1		2.0			—			8.1
Gains on books of business sales and other		5.2		—			—			5.2
Revenue from clean coal activities		—		—			412.5			412.5
Other - net gain		—		—			11.8			11.8
Total revenues		2,144.3		611.0			424.3			3,179.6
Compensation		1,290.4		370.5			24.1			1,685.0
Operating		369.9		146.0			36.5			552.4
Cost of revenues from clean coal activities		—		—			437.3			437.3
Interest		—		—			50.1			50.1
Depreciation		31.1		19.4			2.9			53.4
Amortization		122.7		2.5			—			125.2
Change in estimated acquisition earnout payables		2.6		(0.9	)		—			1.7
Total expenses		1,816.7		537.5			550.9			2,905.1
Earnings (loss) before income taxes		327.6		73.5			(126.6	)		274.5
Provision (benefit) for income taxes		122.8		27.3			(144.2	)		5.9
Net earnings	$	204.8	$	46.2		$	17.6		$	268.6
Net foreign exchange gain (loss)	$	0.6	$	—		$	(0.4	)	$	0.2
Revenues:
United States	$	1,644.8	$	473.5		$	424.3		$	2,542.6
United Kingdom		407.0		27.4			—			434.4
Other foreign, principally Australia, Bermuda and Canada		92.5		110.1			—			202.6
Total revenues	$	2,144.3	$	611.0		$	424.3		$	3,179.6
At December 31, 2013
Identifiable assets:
United States	$	3,219.6	$	419.0		$	783.8		$	4,422.4
United Kingdom		1,819.5		58.8			—			1,878.3
Other foreign, principally Australia, Bermuda and Canada		483.6		66.9			9.3			559.8
Total identifiable assets	$	5,522.7	$	544.7		$	793.1		$	6,860.5
Goodwill - net	$	2,122.9	$	22.3		$	—		$	2,145.2
Amortizable intangible assets - net		1,061.6		17.2			—			1,078.8

Year Ended December 31, 2012	Brokerage			Risk Management			Corporate			Total
Revenues:
Commissions	$	1,302.5		$	—		$	—		$	1,302.5
Fees		403.2			568.5			—			971.7
Supplemental commissions		67.9			—			—			67.9
Contingent commissions		42.9			—			—			42.9
Investment income		7.2			3.2			—			10.4
Gains on books of business sales and other		3.9			—			—			3.9
Revenue from clean coal activities		—			—			119.6			119.6
Other - net gain		—			—			1.4			1.4
Total revenues		1,827.6			571.7			121.0			2,520.3
Compensation		1,131.6			347.0			14.8			1,493.4
Operating		312.7			137.7			32.8			483.2
Cost of revenues from clean coal activities		—			—			111.6			111.6
Interest		—			—			43.0			43.0
Depreciation		24.7			16.0			0.7			41.4
Amortization		96.2			2.8			—			99.0
Change in estimated acquisition earnout payables		3.6			(0.2	)		—			3.4
Total expenses		1,568.8			503.3			202.9			2,275.0
Earnings (loss) before income taxes		258.8			68.4			(81.9	)		245.3
Provision (benefit) for income taxes		103.0			25.9			(78.6	)		50.3
Net earnings (loss)	$	155.8		$	42.5		$	(3.3	)	$	195.0
Net foreign exchange loss	$	(1.6	)	$	(0.1	)	$	(0.2	)	$	(1.9	)
Revenues:
United States	$	1,431.6		$	453.5		$	121.0		$	2,006.1
United Kingdom		324.1			28.2			—			352.3
Other foreign, principally Australia, Bermuda and Canada		71.9			90.0			—			161.9
Total revenues	$	1,827.6		$	571.7		$	121.0		$	2,520.3
At December 31, 2012
Identifiable assets:
United States	$	2,637.1		$	390.9		$	647.9		$	3,675.9
United Kingdom		1,117.6			52.4			—			1,170.0
Other foreign, principally Australia, Bermuda and Canada		442.1			55.3			9.0			506.4
Total identifiable assets	$	4,196.8		$	498.6		$	656.9		$	5,352.3
Goodwill - net	$	1,451.4		$	21.3		$	—		$	1,472.7
Amortizable intangible assets - net		791.6			18.0			—			809.6

Year Ended December 31, 2011	Brokerage			Risk Management		Corporate			Total
Revenues:
Commissions	$	1,127.4		$	—	$	—		$	1,127.4
Fees		324.1			546.1		—			870.2
Supplemental commissions		56.0			—		—			56.0
Contingent commissions		38.1			—		—			38.1
Investment income		5.4			2.7		—			8.1
Gains on books of business sales and other		5.5			—		—			5.5
Revenues from clean coal activities		—			—		29.2			29.2
Other - net gain		—			—		0.2			0.2
Total revenues		1,556.5			548.8		29.4			2,134.7
Compensation		968.4			344.1		13.6			1,326.1
Operating		267.3			135.8		15.9			419.0
Cost of revenues from clean coal activities		—			—		32.0			32.0
Interest		—			—		40.8			40.8
Depreciation		21.2			14.2		0.5			35.9
Amortization		77.0			2.3		—			79.3
Change in estimated acquisition earnout payables		(6.2	)		—		—			(6.2	)
Total expenses		1,327.7			496.4		102.8			1,926.9
Earnings (loss) before income taxes		228.8			52.4		(73.4	)		207.8
Provision (benefit) for income taxes		88.6			19.1		(44.0	)		63.7
Net earnings (loss)	$	140.2		$	33.3	$	(29.4	)	$	144.1
Net foreign exchange loss	$	—		$	—	$	(0.2	)	$	(0.2	)
Revenues:
United States	$	1,266.2		$	429.5	$	29.4		$	1,725.1
United Kingdom		236.2			24.3		—			260.5
Other foreign, principally Australia, Bermuda and Canada		54.1			95.0		—			149.1
Total revenues	$	1,556.5		$	548.8	$	29.4		$	2,134.7
At December 31, 2011
Identifiable assets:
United States	$	2,215.3		$	384.5	$	602.7		$	3,202.5
United Kingdom		874.8			71.4		—			946.2
Other foreign, principally Australia, Bermuda and Canada		256.5			73.2		5.1			334.8
Total identifiable assets	$	3,346.6		$	529.1	$	607.8		$	4,483.5
Goodwill - net	$	1,136.6		$	18.7	$	—		$	1,155.3
Amortizable intangible assets - net		542.3			19.2		—			561.5

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Fixed Assets - Summery of Fixed Assets (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Property Plant And Equipment Useful Life And Values [Abstract]
Office equipment	$ 16.3	$ 15.1
Furniture and fixtures	78.3	74.2
Computer equipment	117.2	116.7
Leasehold improvements	77.9	52.2
Software	147.6	102.7
Other	8.5	2.9
Gross fixed assets	445.8	363.8
Accumulated depreciation	(285.4)	(258.4)
Net fixed assets	$ 160.4	$ 105.4

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Segment Information (Tables)

12 Months Ended

Dec. 31, 2013

Segment Reporting [Abstract]

Schedule of Segment Reporting Information by Segment

 Financial information relating to our segments for 2013, 2012 and 2011 is as follows (in millions):

Year Ended December 31, 2013	Brokerage		Risk Management			Corporate			Total
Revenues:
Commissions	$	1,553.1	$	—		$	—		$	1,553.1
Fees		450.5		609.0			—			1,059.5
Supplemental commissions		77.3		—			—			77.3
Contingent commissions		52.1		—			—			52.1
Investment income		6.1		2.0			—			8.1
Gains on books of business sales and other		5.2		—			—			5.2
Revenue from clean coal activities		—		—			412.5			412.5
Other - net gain		—		—			11.8			11.8
Total revenues		2,144.3		611.0			424.3			3,179.6
Compensation		1,290.4		370.5			24.1			1,685.0
Operating		369.9		146.0			36.5			552.4
Cost of revenues from clean coal activities		—		—			437.3			437.3
Interest		—		—			50.1			50.1
Depreciation		31.1		19.4			2.9			53.4
Amortization		122.7		2.5			—			125.2
Change in estimated acquisition earnout payables		2.6		(0.9	)		—			1.7
Total expenses		1,816.7		537.5			550.9			2,905.1
Earnings (loss) before income taxes		327.6		73.5			(126.6	)		274.5
Provision (benefit) for income taxes		122.8		27.3			(144.2	)		5.9
Net earnings	$	204.8	$	46.2		$	17.6		$	268.6
Net foreign exchange gain (loss)	$	0.6	$	—		$	(0.4	)	$	0.2
Revenues:
United States	$	1,644.8	$	473.5		$	424.3		$	2,542.6
United Kingdom		407.0		27.4			—			434.4
Other foreign, principally Australia, Bermuda and Canada		92.5		110.1			—			202.6
Total revenues	$	2,144.3	$	611.0		$	424.3		$	3,179.6
At December 31, 2013
Identifiable assets:
United States	$	3,219.6	$	419.0		$	783.8		$	4,422.4
United Kingdom		1,819.5		58.8			—			1,878.3
Other foreign, principally Australia, Bermuda and Canada		483.6		66.9			9.3			559.8
Total identifiable assets	$	5,522.7	$	544.7		$	793.1		$	6,860.5
Goodwill - net	$	2,122.9	$	22.3		$	—		$	2,145.2
Amortizable intangible assets - net		1,061.6		17.2			—			1,078.8

Year Ended December 31, 2012	Brokerage			Risk Management			Corporate			Total
Revenues:
Commissions	$	1,302.5		$	—		$	—		$	1,302.5
Fees		403.2			568.5			—			971.7
Supplemental commissions		67.9			—			—			67.9
Contingent commissions		42.9			—			—			42.9
Investment income		7.2			3.2			—			10.4
Gains on books of business sales and other		3.9			—			—			3.9
Revenue from clean coal activities		—			—			119.6			119.6
Other - net gain		—			—			1.4			1.4
Total revenues		1,827.6			571.7			121.0			2,520.3
Compensation		1,131.6			347.0			14.8			1,493.4
Operating		312.7			137.7			32.8			483.2
Cost of revenues from clean coal activities		—			—			111.6			111.6
Interest		—			—			43.0			43.0
Depreciation		24.7			16.0			0.7			41.4
Amortization		96.2			2.8			—			99.0
Change in estimated acquisition earnout payables		3.6			(0.2	)		—			3.4
Total expenses		1,568.8			503.3			202.9			2,275.0
Earnings (loss) before income taxes		258.8			68.4			(81.9	)		245.3
Provision (benefit) for income taxes		103.0			25.9			(78.6	)		50.3
Net earnings (loss)	$	155.8		$	42.5		$	(3.3	)	$	195.0
Net foreign exchange loss	$	(1.6	)	$	(0.1	)	$	(0.2	)	$	(1.9	)
Revenues:
United States	$	1,431.6		$	453.5		$	121.0		$	2,006.1
United Kingdom		324.1			28.2			—			352.3
Other foreign, principally Australia, Bermuda and Canada		71.9			90.0			—			161.9
Total revenues	$	1,827.6		$	571.7		$	121.0		$	2,520.3
At December 31, 2012
Identifiable assets:
United States	$	2,637.1		$	390.9		$	647.9		$	3,675.9
United Kingdom		1,117.6			52.4			—			1,170.0
Other foreign, principally Australia, Bermuda and Canada		442.1			55.3			9.0			506.4
Total identifiable assets	$	4,196.8		$	498.6		$	656.9		$	5,352.3
Goodwill - net	$	1,451.4		$	21.3		$	—		$	1,472.7
Amortizable intangible assets - net		791.6			18.0			—			809.6

Year Ended December 31, 2011	Brokerage			Risk Management		Corporate			Total
Revenues:
Commissions	$	1,127.4		$	—	$	—		$	1,127.4
Fees		324.1			546.1		—			870.2
Supplemental commissions		56.0			—		—			56.0
Contingent commissions		38.1			—		—			38.1
Investment income		5.4			2.7		—			8.1
Gains on books of business sales and other		5.5			—		—			5.5
Revenues from clean coal activities		—			—		29.2			29.2
Other - net gain		—			—		0.2			0.2
Total revenues		1,556.5			548.8		29.4			2,134.7
Compensation		968.4			344.1		13.6			1,326.1
Operating		267.3			135.8		15.9			419.0
Cost of revenues from clean coal activities		—			—		32.0			32.0
Interest		—			—		40.8			40.8
Depreciation		21.2			14.2		0.5			35.9
Amortization		77.0			2.3		—			79.3
Change in estimated acquisition earnout payables		(6.2	)		—		—			(6.2	)
Total expenses		1,327.7			496.4		102.8			1,926.9
Earnings (loss) before income taxes		228.8			52.4		(73.4	)		207.8
Provision (benefit) for income taxes		88.6			19.1		(44.0	)		63.7
Net earnings (loss)	$	140.2		$	33.3	$	(29.4	)	$	144.1
Net foreign exchange loss	$	—		$	—	$	(0.2	)	$	(0.2	)
Revenues:
United States	$	1,266.2		$	429.5	$	29.4		$	1,725.1
United Kingdom		236.2			24.3		—			260.5
Other foreign, principally Australia, Bermuda and Canada		54.1			95.0		—			149.1
Total revenues	$	1,556.5		$	548.8	$	29.4		$	2,134.7
At December 31, 2011
Identifiable assets:
United States	$	2,215.3		$	384.5	$	602.7		$	3,202.5
United Kingdom		874.8			71.4		—			946.2
Other foreign, principally Australia, Bermuda and Canada		256.5			73.2		5.1			334.8
Total identifiable assets	$	3,346.6		$	529.1	$	607.8		$	4,483.5
Goodwill - net	$	1,136.6		$	18.7	$	—		$	1,155.3
Amortizable intangible assets - net		542.3			19.2		—			561.5

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Retirement Plans - Reconciliation of Beginning and Ending Balances for Level 3 Assets of Plan Measured at Fair Value (Detail) (USD $) In Millions, unless otherwise specified				12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2013 Level 3 [Member]	Dec. 31, 2012 Level 3 [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets at beginning of year	$ 254.9	$ 227.4	$ 202.9	$ 91.1	$ 79.6
Settlements
Unrealized gains				5.0	11.5
Fair value of plan assets at end of year	$ 254.9	$ 227.4	$ 202.9	$ 96.1	$ 91.1

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Investments (Tables)

12 Months Ended

Dec. 31, 2013

Equity Method Investments And Joint Ventures [Abstract]

Investments Reported In Other Current and Non-Current Assets

The following is a summary of our investments and the related funding commitments (in millions):

	December 31, 2013				December 31,
			Funding		2012
	Assets		Commitments		Assets
Chem-Mod LLC	$	4.0	$	—	$	4.0
Chem-Mod International LLC		2.0		—		2.0
C-Quest Technology LLC		2.0		—		—
Clean-coal investments:
Non-controlling interest in three limited liability companies that own seven 2009 Era Clean Coal Plants		4.5		0.6		2.8
Controlling interest in three limited liability companies that own seven 2009 Era Clean Coal Plants		13.8		2.7		6.3
Non-controlling interest in six limited liability companies that own five 2011 Era Clean Coal Plants		12.1		—		13.2
Controlling interest in six limited liability companies that own eleven 2011 Era Clean Coal Plants		46.0		2.7		9.2
Controlling interest in a limited liability company that owns four 2011 Era Clean Coal Plants		2.3		—		5.1
Notes receivable and interest from co-investorrelated to the sales of three 2009 Era Plants		—		—		8.5
Other investments		3.7		5.4		3.0
Total investments	$	90.4	$	11.4	$	54.1

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Intangible Assets - Changes in Carrying Amount of Goodwill (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012
Goodwill [Line Items]
Beginning Balance	$ 1,472.7	$ 1,155.3
Goodwill acquired during the year	665.0	308.8
Goodwill related to earnouts recognized during the year		0.1
Goodwill adjustments related to appraisals and other acquisition adjustments	3.3	(0.8)
Goodwill related to transfers of operations between segments
Foreign currency translation adjustments during the year	4.2	9.3
Ending Balance	2,145.2	1,472.7
Brokerage [Member]
Goodwill [Line Items]
Beginning Balance	1,451.4	1,136.6
Goodwill acquired during the year	664.1	308.1
Goodwill related to earnouts recognized during the year		0.1
Goodwill adjustments related to appraisals and other acquisition adjustments	3.3	(0.6)
Goodwill related to transfers of operations between segments		(2.0)
Foreign currency translation adjustments during the year	4.1	9.2
Ending Balance	2,122.9	1,451.4
Risk Management [Member]
Goodwill [Line Items]
Beginning Balance	21.3	18.7
Goodwill acquired during the year	0.9	0.7
Goodwill adjustments related to appraisals and other acquisition adjustments		(0.2)
Goodwill related to transfers of operations between segments		2.0
Foreign currency translation adjustments during the year	0.1	0.1
Ending Balance	22.3	21.3
Corporate [Member]
Goodwill [Line Items]
Beginning Balance
Goodwill acquired during the year
Goodwill related to earnouts recognized during the year
Goodwill adjustments related to appraisals and other acquisition adjustments
Goodwill related to transfers of operations between segments
Foreign currency translation adjustments during the year
Ending Balance

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Restricted Stock and Cash Awards - Schedule of Restricted Stock Awards Vesting Periods (Detail)	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Vesting Period [Line Items]
Shares granted in the period	369,975	352,000	224,000
Vesting Period One Year [Member]
Vesting Period [Line Items]
Shares granted in the period	19,375	20,000	20,000
Vesting period, years	1 year
Vesting Period Four Years [Member]
Vesting Period [Line Items]
Shares granted in the period	345,000	332,000	200,000
Vesting period, years	4 years
Vesting Period Five Years [Member]
Vesting Period [Line Items]
Shares granted in the period	5,600		4,000
Vesting period, years	5 years

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Stock Option Plans - Additional information (Detail) (USD $)	0 Months Ended	12 Months Ended											0 Months Ended		12 Months Ended
	Mar. 08, 2011	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2013 Long Term Incentive Plan [Member]	Dec. 31, 2013 Performance-Based Restricted Stock [Member]	Dec. 31, 2013 Incentive Plan Prior to 2007 [Member]	Dec. 31, 2013 Prior to 2009 Options [Member]	Dec. 31, 2013 Black-Scholes Option Pricing Model [Member]	Dec. 31, 2012 Black-Scholes Option Pricing Model [Member]	Dec. 31, 2011 Black-Scholes Option Pricing Model [Member]	Dec. 31, 2013 Minimum [Member]	Mar. 13, 2013 Officer and Key Employees [Member]	Mar. 16, 2012 Officer and Key Employees [Member]	Dec. 31, 2013 Officer and Key Employees [Member] Non Qualified Plan Prior to 2007 [Member]	Dec. 31, 2013 Executive Officer [Member]
Stock Option Plans [Line Items]
Maximum number of shares available		369,975	352,000	224,000	500,000
Maximum number of shares granted during any fiscal year to any person		200,000				100,000
Maximum amount payable for the shares granted during any fiscal year to any person						$ 3,000,000
Maximum period for the exercise of stock options, years		7 years
Minimum exercise price of stock options, percent of fair market value of a share of common stock on the date of grant		100.00%
Shares available for grant	851,000				8,000,000								1,665,000	1,355,000
Stock options granted, exercise rate per year	20.00%						10.00%								10.00%
Stock options granted, exercise percentage, year one													34.00%	34.00%
Stock options granted, exercise percentage, year two													33.00%	33.00%
Stock options granted, exercise percentage, year three													33.00%	33.00%
Number of years options expire, maximum		7 years	7 years	7 years				10 years
Minimum age of employee with not subject to award forfeiture on condition compliance																55 years
Period of Service from Grant Date Stock Options Awarded Not Subject to Forfeiture												2 years
Accelerated vesting in the event of death, disability or retirement															100.00%
Compensation expense related to stock option grants		7,700,000	7,200,000	7,100,000
Weighted average fair value per option for all options									$ 7.51	$ 5.49	$ 5.25
Total intrinsic value of options exercised		32,000,000	26,000,000	10,800,000
Total unrecognized compensation cost related to nonvested options		$ 20,700,000
Weighted average period, years		4 years

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Business Combinations - Additional Information (Detail) In Millions, except Share data in Thousands, unless otherwise specified	12 Months Ended			144 Months Ended			12 Months Ended							12 Months Ended
	Dec. 31, 2013 USD ($) Entity	Dec. 31, 2012 USD ($) Entity	Dec. 31, 2011 USD ($) Entity	Dec. 31, 2013 USD ($) Entity	Dec. 31, 2013 Brokerage [Member] USD ($)	Dec. 31, 2013 Risk Management [Member] USD ($)	Dec. 31, 2013 Giles Group of Companies (GGC) [Member] USD ($) Employee Office	Dec. 31, 2013 Giles Group of Companies (GGC) [Member] GBP (£)	Dec. 31, 2013 2013 Acquisitions [Member] USD ($)	Dec. 31, 2013 2013 Acquisitions [Member] Brokerage [Member] USD ($)	Dec. 31, 2013 2013 Acquisitions [Member] Brokerage [Member] Trade Names [Member] USD ($)	Dec. 31, 2013 2013 Acquisitions [Member] Brokerage [Member] Expiration Lists [Member] USD ($)	Dec. 31, 2013 2013 Acquisitions [Member] Brokerage [Member] Non-Compete Agreements [Member] USD ($)	Dec. 31, 2013 2013 Acquisitions [Member] Minimum [Member] Market Approach Valuation Technique [Member]	Dec. 31, 2013 2013 Acquisitions [Member] Maximum [Member] Market Approach Valuation Technique [Member]	Dec. 31, 2013 2012 Acquisitions [Member] Minimum [Member] Income Approach Valuation Technique [Member]	Dec. 31, 2013 2012 Acquisitions [Member] Maximum [Member] Income Approach Valuation Technique [Member]	Dec. 31, 2012 Acquisitions Made Prior to 2009 [Member] USD ($) Entity	Dec. 31, 2011 Acquisitions Made Prior to 2009 [Member] USD ($) Entity
Business Acquisition [Line Items]
Cash paid for acquisition of equity interest	$ 719.6						$ 387.9	£ 233.0										$ 3.5	$ 8.2
Number of employees at offices of acquired entity							1,100	1,100
Number of offices in which acquiree entity operates							43	43
Unrealized fair value, pretax gain							2.6
Revenue growth rate														2.00%	12.00%	2.00%	10.00%
Discount rate														8.00%	9.00%	10.50%	14.50%
Accretion of the discount on acquisition	11.9	9.3	8.3
Income related to net adjustments	10.2	5.9	14.5
Number of companies acquired	79	46	22	279														5	19
Aggregate amount of maximum earnout obligations related to acquisitions	462.3	384.8
Aggregate amount of maximum earnout obligations related to acquisitions, recorded in consolidated balance sheet	162.7	139.8
Goodwill	665.0			665.0	664.1	0.9	301.5
Trade name	1.8			1.8	1.8					1.8
Expiration lists	394.2			394.2	392.6	1.6	89.8			394.2
Non-compete agreements	7.1			7.1	7.1		3.7			7.1
Attrition rate																5.00%	15.00%
Business acquisition not deductible for income tax purposes											1.8	287.7	4.6
Deferred tax liability										48.4
Goodwill related to nondeductible amortizable intangible assets										48.4
Common stock issued related to acquisition, shares	5,103																	425	245
Current liabilities related to earnout obligations																			18.3
Current goodwill related to earnout obligations																		0.1	30.0
Annualized revenue of business acquisitions during 6 month period ended June 30, 2013									383.9
Total revenues related to 2013 acquisitions in the aggregate	3,461.2	2,903.6							107.4
Net earnings	$ 286.3	$ 212.9							$ 2.1

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Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2013

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

1. Summary of Significant Accounting Policies

Nature of Operations - Arthur J. Gallagher & Co. and its subsidiaries, collectively referred to herein as we, our or us or the company, provide insurance brokerage and risk management services to a wide variety of commercial, industrial, institutional and governmental organizations through three reportable operating segments. Commission and fee revenue generated by the brokerage segment is primarily related to the negotiation and placement of insurance for our clients. Fee revenue generated by the risk management segment is primarily related to claims management, information management, risk control consulting (loss control) services and appraisals in the property/casualty market. Investment income and other revenue are generated from our investment portfolio, which includes invested cash and restricted funds, as well as clean energy and other investments. We are headquartered in Itasca, Illinois, have operations in 24 countries and offer client-service capabilities in more than 140 countries globally through a network of correspondent insurance brokers and consultants.

Basis of Presentation - The accompanying consolidated financial statements include our accounts and all of our majority-owned subsidiaries (50% or greater ownership). Substantially all of our investments in partially owned entities in which our ownership is less than 50% are accounted for using the equity method based on the legal form of our ownership interest and the applicable ownership percentage of the entity. However, in situations where a less than 50%-owned investment has been determined to be a variable interest entity (which we refer to as a VIE) and we are deemed to be the primary beneficiary in accordance with the variable interest model of consolidation, we will consolidate the investment into our consolidated financial statements. For partially owned entities accounted for using the equity method, our share of the net earnings of these entities is included in consolidated net earnings. All material intercompany accounts and transactions have been eliminated in consolidation.

Certain reclassifications have been made to the amounts reported in prior years’ consolidated financial statements in order to conform to the current year presentation.

In the preparation of our consolidated financial statements as of December 31, 2013, management evaluated all material subsequent events or transactions that occurred after the balance sheet date through the date on which the financial statements were issued for potential recognition in our consolidated financial statements and/or disclosure in the notes thereto.

Use of Estimates - The preparation of our consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed herein.

Revenue Recognition - Our revenues are derived from commissions, fees and investment income.

We recognize commission revenues at the later of the billing or the effective date of the related insurance policies, net of an allowance for estimated policy cancellations. We recognize commission revenues related to installment premiums as the installments are billed. We recognize supplemental commission revenues using internal data and information received from insurance carriers that allows us to reasonably estimate the supplemental commissions earned in the period. A supplemental commission is a commission paid by an insurance carrier that is above the base commission paid, is determined by the insurance carrier, and is established annually in advance of the contractual period based on historical performance criteria. We recognize contingent commissions and commissions on premiums directly billed by insurance carriers as revenue when we have obtained the data necessary to reasonably determine such amounts. Typically, we cannot reasonably determine these types of commission revenues until we have received the cash or the related policy detail or other carrier specific information from the insurance carrier. A contingent commission is a commission paid by an insurance carrier based on the overall profit and/or volume of the business placed with that insurance carrier during a particular calendar year and is determined after the contractual period. Commissions on premiums billed directly by insurance carriers to the insureds generally relate to a large number of property/casualty insurance policy transactions, each with small premiums, and comprise a substantial portion of the revenues generated by our employee benefit brokerage operations. Under these direct bill arrangements, the insurance carrier controls the entire billing and policy issuance process. We record the income effects of subsequent premium adjustments when the adjustments become known.

Fee revenues generated from the brokerage segment primarily relate to fees negotiated in lieu of commissions that we recognize in the same manner as commission revenues. Fee revenues generated from the risk management segment relate to third party claims administration, loss control and other risk management consulting services, which we provide over a period of time, typically one year. We recognize these fee revenues ratably as the services are rendered, and record the income effects of subsequent fee adjustments when the adjustments become known.

We deduct brokerage expense from gross revenues in our determination of our total revenues. Brokerage expense represents commissions paid to sub-brokers related to the placement of certain business by our brokerage segment. We recognize this expense in the same manner as commission revenues.

Premiums and fees receivable in the accompanying consolidated balance sheet are net of allowances for estimated policy cancellations and doubtful accounts. The allowance for estimated policy cancellations was $4.2 million and $4.0 million at December 31, 2013 and 2012, respectively, which represents a reserve for future reversals in commission and fee revenues related to the potential cancellation of client insurance policies that were in force as of each year end. The allowance for doubtful accounts was $6.7 million and $6.6 million at December 31, 2013 and 2012, respectively. We establish the allowance for estimated policy cancellations through a charge to revenues and the allowance for doubtful accounts through a charge to operating expenses. Both of these allowances are based on estimates and assumptions using historical data to project future experience. Such estimates and assumptions could change in the future as more information becomes known which could impact the amounts reported and disclosed herein. We periodically review the adequacy of these allowances and make adjustments as necessary.

Investment income primarily includes interest and dividend income, which is accrued as it is earned. Gains on books of business sales represent one-time gains related to sales of brokerage related businesses, which are primarily recognized on a cash received basis. Revenues from clean coal activities include revenues from consolidated clean coal production plants, royalty income from clean coal licenses and income (loss) related to unconsolidated clean coal production plants, all of which are recognized as earned. Revenues from consolidated clean coal production plants represent sales of refined coal. Royalty income from clean coal licenses represents fee income related to the use of clean coal technologies. Income (loss) from unconsolidated clean coal production plants includes income (losses) related to our equity portion of the pretax results of the clean coal production plants and production based installment sale income from majority investors. Other net revenues primarily consist of our equity portions of the earnings from our investments in venture capital funds.

Claims Handling Obligations - We are obligated under certain circumstances to provide future claims handling and certain administrative services for our former global risks brokerage clients in the U.K. Our obligation is the result of following the industry practice of insurance brokers providing future claims handling and administrative services to former clients. In addition, under certain circumstances, our risk management segment operations are contractually obligated to provide contract claim settlement and administration services to our former clients. Accordingly, we record a liability for these deferred run-off obligations based on the estimated costs to provide these future services to former clients. This liability is based on estimates and assumptions using historical data to project future experience. Such estimates and assumptions could change in the future as more information becomes known which could impact the amounts reported and disclosed herein. We periodically review (at least annually) the adequacy of this liability and will make adjustments as necessary.

Earnings per Share - Basic net earnings per share is computed by dividing net earnings by the weighted average number of common shares outstanding during the reporting period. Diluted net earnings per share is computed by dividing net earnings by the weighted average number of common and common equivalent shares outstanding during the reporting period. Common equivalent shares include incremental shares from dilutive stock options, which are calculated from the date of grant under the treasury stock method using the average market price for the period.

Cash and Cash Equivalents - Short-term investments, consisting principally of cash and money market accounts that have average maturities of 90 days or less, are considered cash equivalents.

Restricted Cash - In our capacity as an insurance broker, we collect premiums from insureds and, after deducting our commissions and/or fees, remit these premiums to insurance carriers. We hold unremitted insurance premiums in a fiduciary capacity until we disburse them, and the use of such funds is restricted by laws in certain states and foreign jurisdictions in which our subsidiaries operate. Various state and foreign agencies regulate insurance brokers and provide specific requirements that limit the type of investments that may be made with such funds. Accordingly, we invest these funds in cash and U.S. Treasury fund accounts. We can earn interest income on these unremitted funds, which is included in investment income in the accompanying consolidated statement of earnings. These unremitted amounts are reported as restricted cash in the accompanying consolidated balance sheet, with the related liability reported as premiums payable to insurance and reinsurance companies. Additionally, several of our foreign subsidiaries are required by various foreign agencies to meet certain liquidity and solvency requirements. We were in compliance with these requirements at December 31, 2013.

Related to our third party administration business, we are responsible for client claim funds that we hold in a fiduciary capacity. We do not earn any interest income on the funds held. These client funds have been included in restricted cash, along with a corresponding liability in premiums payable to insurance and reinsurance companies in the accompanying consolidated balance sheet.

Derivative Instruments - In the normal course of business, we are exposed to the impact of foreign currency fluctuations that impact our results of operations and cash flows. We utilize a foreign currency risk management program involving foreign currency derivatives that consist of several monthly put/call options designed to hedge a significant portion of our future foreign currency disbursements through various future payment dates. To mitigate the counterparty credit risk we only enter into contracts with carefully selected major financial institutions based upon their credit ratings and other factors. These derivative instrument contracts are cash flow hedges that qualify for hedge accounting and primarily hedge against fluctuations between changes in the British Pound Sterling and Indian Rupee versus the U.S. Dollar. Changes in fair value of the derivative instruments are reflected in other comprehensive earnings in the accompanying consolidated balance sheet. The impact of the hedge at maturity is recognized in the income statement as a component of compensation and operating expenses. These derivative instrument contracts are periodically monitored for hedge ineffectiveness, the amount of which has not been material to the accompanying consolidated financial statements. We do not use derivatives for trading or speculative purposes. In 2013, other net revenues also includes a gain of $2.6 million related to three foreign currency derivative investment contracts that we executed in September 2013 in connection with the signing of an agreement to acquire The Giles Group of Companies, headquartered in London, England. These contracts were designed to hedge a portion of the GBP denominated purchase price consideration of this acquisition. The derivative investment contracts were exercised on October 31, 2013 and the Giles transaction closed in early November 2013.

Investments - We have a management investment committee that meets four to six times per year to review the valuation of our investments. For investments that do not have quoted market prices, we use various valuation techniques to estimate fair value and look for indicators of impairment. Factors that may indicate that an impairment could exist include, but are not limited to, reductions or changes to dividend payments, sustained operating losses or a trend of poor operating performance, recent refinancings or recapitalizations, unfavorable press reports, significant customer or revenue loss, litigation, losses by other companies in a similar industry, overall economic conditions, management changes and significant changes in strategy. In addition, in cases where the ultimate value of an investment is directly dependent on us for future financial support, we assess our willingness and intent to provide future funding in determining impairment.

If an indicator of impairment exists, we compare the investment’s carrying value to an estimate of its fair value. To estimate the fair value of our equity-method investments, we compare values established in recent recapitalizations or appraisals conducted by third parties. In some cases, no such recapitalizations or appraisals exist and we must perform our own valuations. This also requires us to exercise significant judgment. Even if impairment indicators exist, no impairment may be required if the estimated fair value is not less than the current carrying value or the decline in value is determined to be temporary and we have no intent to sell the investment, and it is more likely than not that we will not be required to sell the investment prior to a recovery in value. When we determine that an impairment is required, we record the impairment as a realized loss against current period earnings.

Both the process to review for indicators of impairment and, if such indicators exist, the method to compute the amount of impairment incorporates quantitative data and qualitative criteria including the receipt of new information that can significantly change the decision about the valuation of an investment in a short period of time. The determination of whether an impairment is required is necessarily a matter of subjective judgment. The timing and amount of realized losses reported in earnings could vary if management’s conclusions were different.

Because of the inherent risk of investments, we can make no assurances that there will not be impairments in the future should economic and other conditions change.

Premium Financing - Four subsidiaries of the brokerage segment make short-term loans (generally with terms of twelve months or less) to our clients to finance premiums. These premium financing contracts are structured to minimize potential bad debt expense to us. Such receivables are considered delinquent after seven days of the payment due date. Generally, insurance policies are cancelled within one month of the contractual payment due date if the payment remains delinquent. We recognize interest income as it is earned over the life of the contract using the interest “level-yield” method. Unearned interest related to contracts receivable is included in the receivable balance in the accompanying consolidated balance sheet. The outstanding contracts receivable balance was $2.3 million and $2.2 million at December 31, 2013 and 2012, respectively.

Fixed Assets - We carry fixed assets at cost, less accumulated depreciation, in the accompanying consolidated balance sheet. We periodically review long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying value of the assets may not be recoverable. Under those circumstances, if the fair value were less than the carrying amount of the asset, we would recognize a loss for the difference. Depreciation for fixed assets is computed using the straight-line method over the following estimated useful lives:

	Useful Life
Computer equipment	Three to five years
Furniture and fixtures	Three to ten years
Office equipment	Three to ten years
Software	Three to five years
Leasehold improvements	Shorter of the lease term or useful life of the asset

Intangible Assets - Intangible assets represent the excess of cost over the estimated fair value of net tangible assets of acquired businesses. Our primary intangible assets are classified as either goodwill, expiration lists, non-compete agreements or trade names. Expiration lists, non-compete agreements and trade names are amortized using the straight-line method over their estimated useful lives (three to fifteen years for expiration lists, three to five years for non-compete agreements and five to fifteen years for trade names), while goodwill is not subject to amortization. The establishment of goodwill, expiration lists, non-compete agreements and trade names and the determination of estimated useful lives are primarily based on valuations we receive from qualified independent appraisers. The calculations of these amounts are based on estimates and assumptions using historical and projected financial information and recognized valuation methods. Different estimates or assumptions could produce different results. We carry intangible assets at cost, less accumulated amortization, in the accompanying consolidated balance sheet.

We review all of our intangible assets for impairment periodically (at least annually for goodwill) and whenever events or changes in business circumstances indicate that the carrying value of the assets may not be recoverable. We perform such impairment reviews at the division (i.e., reporting unit) level with respect to goodwill and at the business unit level for amortizable intangible assets. In reviewing intangible assets, if the fair value were less than the carrying amount of the respective (or underlying) asset, an indicator of impairment would exist and further analysis would be required to determine whether or not a loss would need to be charged against current period earnings as a component of amortization expense. Based on the results of impairment reviews in 2013, 2012 and 2011, we wrote off $2.2 million, $3.5 million and $4.6 million, respectively, of amortizable intangible assets primarily related to prior year acquisitions of our brokerage segment, which is included in amortization expense in the accompanying consolidated statement of earnings. The determinations of impairment indicators and fair value are based on estimates and assumptions related to the amount and timing of future cash flows and future interest rates. Such estimates and assumptions could change in the future as more information becomes known which could impact the amounts reported and disclosed herein.

Income Taxes - Our tax rate reflects the statutory tax rates applicable to our taxable earnings and tax planning in the various jurisdictions in which we operate. Significant judgment is required in determining the annual effective tax rate and in evaluating uncertain tax positions. We report a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in our tax return. We evaluate our tax positions using a two-step process. The first step involves recognition. We determine whether it is more likely than not that a tax position will be sustained upon tax examination based solely on the technical merits of the position. The technical merits of a tax position are derived from both statutory and judicial authority (legislation and statutes, legislative intent, regulations, rulings and case law) and their applicability to the facts and circumstances of the position. If a tax position does not meet the “more likely than not” recognition threshold, we do not recognize the benefit of that position in the financial statements. The second step is measurement. A tax position that meets the “more likely than not” recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The tax position is measured as the largest amount of benefit that has a likelihood of greater than 50% of being realized upon ultimate resolution with a taxing authority.

Uncertain tax positions are measured based upon the facts and circumstances that exist at each reporting period and involve significant management judgment. Subsequent changes in judgment based upon new information may lead to changes in recognition, derecognition and measurement. Adjustments may result, for example, upon resolution of an issue with the taxing authorities, or expiration of a statute of limitations barring an assessment for an issue. We recognize interest and penalties, if any, related to unrecognized tax benefits in our provision for income taxes.

Tax law requires certain items to be included in our tax returns at different times than such items are reflected in the financial statements. As a result, the annual tax expense reflected in our consolidated statements of earnings is different than that reported in our tax returns. Some of these differences are permanent, such as expenses that are not deductible in our tax returns, and some differences are temporary and reverse over time, such as depreciation expense and amortization expense deductible for income tax purposes. Temporary differences create deferred tax assets and liabilities. Deferred tax liabilities generally represent tax expense recognized in the financial statements for which a tax payment has been deferred, or expense which has been deducted in the tax return but has not yet been recognized in the financial statements. Deferred tax assets generally represent items that can be used as a tax deduction or credit in tax returns in future years for which a benefit has already been recorded in the financial statements.

We establish or adjust valuation allowances for deferred tax assets when we estimate that it is more likely than not that future taxable income will be insufficient to fully use a deduction or credit in a specific jurisdiction. In assessing the need for the recognition of a valuation allowance for deferred tax assets, we consider whether it is more likely than not that some portion, or all, of the deferred tax assets will not be realized and adjust the valuation allowance accordingly. We evaluate all significant available positive and negative evidence as part of our analysis. Negative evidence includes the existence of losses in recent years. Positive evidence includes the forecast of future taxable income by jurisdiction, tax-planning strategies that would result in the realization of deferred tax assets and the presence of taxable income in prior carryback years. The underlying assumptions we use in forecasting future taxable income require significant judgment and take into account our recent performance. Such estimates and assumptions could change in the future as more information becomes known which could impact the amounts reported and disclosed herein. The ultimate realization of deferred tax assets depends on the generation of future taxable income during the periods in which temporary differences are deductible or creditable.

Fair Value of Financial Instruments - Fair value accounting establishes a framework for measuring fair value, which is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., an exit price). This framework includes a fair value hierarchy that prioritizes the inputs to the valuation technique used to measure fair value.

The classification of a financial instrument within the valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability on the measurement date. The three levels of the hierarchy in order of priority of inputs to the valuation technique are defined as follows:

• Level 1 - Valuations are based on unadjusted quoted prices in active markets for identical financial instruments;

• Level 2 - Valuations are based on quoted market prices, other than quoted prices included in Level 1, in markets that are not active or on inputs that are observable either directly or indirectly for the full term of the financial instrument; and

• Level 3 - Valuations are based on pricing or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement of the financial instrument. Such inputs may reflect management’s own assumptions about the assumptions a market participant would use in pricing the financial instrument.

The level in the fair value hierarchy within which the fair value measurement is classified is determined based on the lowest level input that is significant to the fair value measure in its entirety.

The carrying amounts of financial assets and liabilities reported in the accompanying consolidated balance sheet for cash and cash equivalents, restricted cash, premiums and fees receivable, premiums payable to insurance carriers, accrued salaries and bonuses, accounts payable and other accrued liabilities, unearned fees and income taxes payable, at December 31, 2013 and 2012, approximate fair value because of the short-term duration of these instruments. See Note 3 to our consolidated financial statements for the fair values related to the establishment of intangible assets and the establishment and adjustment of earnout payables. See Note 6 to our consolidated financial statements for the fair values related to borrowings outstanding at December 31, 2013 and 2012 under our debt agreements. See Note 11 to our consolidated financial statements for the fair values related to investments at December 31, 2013 and 2012 under our defined benefit pension plan.

Litigation - We are the defendant in various legal actions related to claims, lawsuits and proceedings incident to the nature of our business. We record liabilities for loss contingencies, including legal costs (such as fees and expenses of external lawyers and other service providers) to be incurred, when it is probable that a liability has been incurred on or before the balance sheet date and the amount of the liability can be reasonably estimated. We do not discount such contingent liabilities. To the extent recovery of such losses and legal costs is probable under our insurance programs, we record estimated recoveries concurrently with the losses recognized. Significant management judgment is required to estimate the amounts of such contingent liabilities and the related insurance recoveries. In order to assess our potential liability, we analyze our litigation exposure based on available information, including consultation with outside counsel handling the defense of these matters. As these liabilities are uncertain by their nature, the recorded amounts may change due to a variety of different factors, including new developments in, or changes in approach, such as changing the settlement strategy as applicable to each matter.

Stock-Based Compensation - We have several employee equity-settled and cash-settled share-based compensation plans. Equity-settled share-based payments to employees include grants of stock options and restricted stock units and are measured based on estimated grant date fair value. We have elected to use the Black-Scholes option pricing model to determine the fair value of stock options on the dates of grant. Restricted stock units are measured based on the fair market values of the underlying stock on the dates of grant. Shares are issued on the vesting dates net of the minimum statutory tax withholding requirements, as applicable, to be paid by us on behalf of our employees. As a result, the actual number of shares issued will be fewer than the actual number of restricted stock units outstanding. Furthermore, we record the liability for withholding amounts to be paid by us as a reduction to additional paid-in capital when paid.

Cash-settled share-based payments to employees include grants of performance units and stock appreciation rights. The fair value of the amount payable to employees in respect of cash-settled share-based payments is recognized as compensation expense, with a corresponding increase in liabilities, over the vesting period. The liability is remeasured at each reporting date and at settlement date. Any changes in fair value of the liability are recognized as compensation expense.

We recognize share-based compensation expense over the requisite service period for awards expected to ultimately vest. Forfeitures are estimated on the date of grant and revised if actual or expected forfeiture activity differs from original estimates.

Employee Stock Purchase Plan - We have an employee stock purchase plan (which we refer to as the ESPP), under which the sale of 4.0 million shares of our common stock has been authorized. Eligible employees may contribute up to 15% of their compensation towards the quarterly purchase of our common stock at a purchase price equal to 95% of the lesser of the fair market value of our common stock on the first business day or the last business day of the quarterly offering period. Eligible employees may annually purchase shares of our common stock with an aggregate fair market value of up to $25,000 (measured as of the first day of each quarterly offering period of each calendar year), provided that no employee may purchase more than 2,000 shares of our common stock under the ESPP during any calendar year. At December 31, 2013, 0.5 million shares of our common stock are reserved for future issuance under the ESPP.

Defined Benefit Pension and Other Postretirement Plans - We recognize in our consolidated balance sheet, an asset for our defined benefit postretirement plans’ overfunded status or a liability for our plans’ underfunded status. We recognize changes in the funded status of our defined benefit postretirement plans in comprehensive earnings in the year in which the changes occur. We use December 31 as the measurement date for our plans’ assets and benefit obligations. See Note 11 to our consolidated financial statements for additional information required to be disclosed related to our defined benefit postretirement plans.

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Stock Option Plans - Black-Scholes Option Pricing Model with Weighted Average (Detail)	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Expected dividend yield	3.50%	4.00%	4.50%
Expected risk-free interest rate	1.20%	1.20%	2.70%
Volatility	29.60%	26.90%	26.80%
Expected life (in years)	6 years	5 years	6 years

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Summary of Significant Accounting Policies - Additional Information (Detail) (USD $)	12 Months Ended
	Dec. 31, 2013 Country Segment Contract	Dec. 31, 2012	Dec. 31, 2011	Sep. 01, 2013	Mar. 08, 2011
Significant Accounting Policies [Line Items]
Number of countries in which the company has operations	24
Number of countries in which the company does business through a network of correspondent brokers and consultants	140
Number of reportable segments	3
Percentage of ownership interest	50.00%			99.00%
Percentage of variable ownership interest	50.00%
Fee revenue generation period, years	1 year
Allowances for estimated policy cancellations	$ 4,200,000	$ 4,000,000
Allowance for doubtful accounts	6,700,000	6,600,000
Maturity period of short-term investments	90 days or less
Gain on foreign currency derivative investment contracts	2,600,000
Number of foreign currency derivative investment contracts	3
Outstanding contracts receivable	2,300,000	2,200,000
Write-off of amortizable intangible assets	2,200,000	3,500,000	4,600,000
Maximum number of shares purchased by employees	200,000
Shares available for grant					851,000
Employee Stock Purchase Plan [Member]
Significant Accounting Policies [Line Items]
Number of shares authorized	4,000,000
Percentage of employees contribution	15.00%
Purchase price of common stock, percentage	95.00%
Aggregate fair market value of shares purchased	$ 25,000
Maximum number of shares purchased by employees	2,000
Shares available for grant	500,000
Expiration Lists [Member] | Minimum [Member]
Significant Accounting Policies [Line Items]
Estimated useful lives of intangibles assets, years	3 years
Expiration Lists [Member] | Maximum [Member]
Significant Accounting Policies [Line Items]
Estimated useful lives of intangibles assets, years	15 years
Non-Compete Agreements [Member] | Minimum [Member]
Significant Accounting Policies [Line Items]
Estimated useful lives of intangibles assets, years	3 years
Non-Compete Agreements [Member] | Maximum [Member]
Significant Accounting Policies [Line Items]
Estimated useful lives of intangibles assets, years	5 years
Trade Names [Member] | Minimum [Member]
Significant Accounting Policies [Line Items]
Estimated useful lives of intangibles assets, years	5 years
Trade Names [Member] | Maximum [Member]
Significant Accounting Policies [Line Items]
Estimated useful lives of intangibles assets, years	15 years

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Business Combinations (Tables)

12 Months Ended

Dec. 31, 2013

Business Combinations [Abstract]

Acquisition Method for Recording Business Combinations

During 2013, we acquired substantially all of the net assets of the following firms in exchange for our common stock and/or cash. These acquisitions have been accounted for using the acquisition method for recording business combinations (in millions except share data):

Name and Effective Date of Acquisition	Common Shares Issued			Common Share Value		Cash Paid		Accrued Liability		Escrow Deposited		Recorded Earnout Payable		Total Recorded Purchase Price		Maximum Potential Earnout Payable
		(000s	)
Metzler Brothers Insurance February 1, 2013		—		$	—	$	3.4	$	—	$	0.4	$	0.7	$	4.5	$	1.4
Advanced Benefit Advisors, Inc. April 1, 2013		—			—		10.9		—		0.1		1.8		12.8		7.0
Property & Commercial Limited (PCL) April 1, 2013		—			—		62.0		—		3.1		—		65.1		—
Garza Long Group, LLC May 1, 2013		—			—		4.3		—		0.1		0.5		4.9		6.7
Bollinger, Inc. (BOL) August 1, 2013		3,177			140.0		157.6		—		22.0		—		319.6		—
Dickinson & Associates, Inc. August 1, 2013		—			—		10.9		—		0.1		—		11.0		4.8
Belmont International (BEL) September 1, 2013		—			—		21.7		—		2.5		2.9		27.1		3.2
R.W. Scobie, Inc. September 1, 2013		223			8.0		4.4		—		1.5		2.5		16.4		5.0
Jeffrey Haber & Michael Fischman September 20, 2013		—			—		7.0		—		—		8.5		15.5		10.3
G.S. Levine Insurance Services, Inc. (GSL) October 1, 2013		413			16.8		5.5		—		2.7		3.8		28.8		8.0
R.J. Dutton Incorporated October 1, 2013		112			5.2		1.8		—		0.1		1.2		8.3		4.9
Employee Benefits Analysis Corporation November 1, 2013		148			6.9		—		—		0.1		0.6		7.6		5.0
Parks Johnson Agency, LLC November 1, 2013		—			—		5.4		—		0.1		0.6		6.1		5.2
Giles Group of Companies (GGC) November 14, 2013		—			—		387.9		—		3.8		—		391.7		—
Barmore Insurance Agency, Inc. December 1, 2013		95			4.4		1.1		—		0.3		1.6		7.4		3.5
Bergvall Marine A.S. (BMA) December 1, 2013		—			—		11.3		—		1.2		9.2		21.7		11.9
		(000s	)
Cleaveland Insurance Group, Inc. December 1, 2013		101			4.1		1.5		—		0.6		1.2		7.4		2.7
The Jenkins Group, Inc. December 1, 2013		—			—		1.2		3.8		—		1.0		6.0		4.0
Longfellow Financial, LLC (LGF) December 1, 2013		461			20.5		7.0		—		0.5		3.4		31.4		17.0
McIntyre Risk Management, LLC (MRM) December 1, 2013		296			13.6		4.3		—		0.2		2.2		20.3		5.5
Eleven other acquisitions completed in 2013		77			3.6		10.4		—		0.4		8.6		23.0		13.1
		5,103		$	223.1	$	719.6	$	3.8	$	39.8	$	50.3	$	1,036.6	$	119.2

Summary of Estimated Fair Values of the Net Assets Acquired

The following is a summary of the estimated fair values of the net assets acquired at the date of each acquisition made in 2013 (in millions):

	PCL		BOL		BEL		GSL		GGC		BMA		LGF		MRM		Twenty-three Other Acquisitions		Total
Cash	$	2.4	$	7.6	$	5.3	$	0.4	$	25.9	$	0.8	$	—	$	—	$	7.9	$	50.3
Other current assets		32.9		39.5		19.1		1.1		135.7		16.2		0.2		4.0		12.7		261.4
Fixed assets		2.2		2.4		0.4		0.3		4.1		0.1		—		0.2		0.8		10.5
Noncurrent assets		0.4		2.3		—		0.9		—		—		—		—		—		3.6
Goodwill		45.1		200.2		11.4		8.0		301.5		13.4		12.9		10.7		61.8		665.0
Expiration lists		25.6		132.5		14.4		20.1		89.8		8.8		17.5		9.8		75.7		394.2
Non-compete agreements		—		0.4		—		0.1		3.7		0.2		0.8		0.1		1.8		7.1
Trade names		0.1		1.7		—		—		—		—		—		—		—		1.8
Total assets acquired		108.7		386.6		50.6		30.9		560.7		39.5		31.4		24.8		160.7		1,393.9
Current liabilities		35.5		51.1		20.6		2.1		149.1		15.3		—		4.5		24.0		302.2
Noncurrent liabilities		8.1		15.9		2.9		—		19.9		2.5		—		—		5.8		55.1
Total liabilities assumed		43.6		67.0		23.5		2.1		169.0		17.8		—		4.5		29.8		357.3
Total net assets acquired	$	65.1	$	319.6	$	27.1	$	28.8	$	391.7	$	21.7	$	31.4	$	20.3	$	130.9	$	1,036.6

Summary of Unaudited Pro Forma Historical Results

The following is a summary of the unaudited pro forma historical results, as if these entities had been acquired at January 1, 2012 (in millions, except per share data):

	Year Ended December 31,
	2013		2012
Total revenues	$	3,461.2	$	2,903.6
Net earnings		286.3		212.9
Basic earnings per share		2.17		1.69
Diluted earnings per share		2.14		1.67

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Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2013

Accounting Policies [Abstract]

Summary of Estimated Useful Life of Fixed Assets

Depreciation for fixed assets is computed using the straight-line method over the following estimated useful lives:

	Useful Life
Computer equipment		Three to five years
Furniture and fixtures		Three to ten years
Office equipment		Three to ten years
Software		Three to five years
Leasehold improvements		Shorter of the lease term or useful life of the asset

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Credit and Other Debt Agreements - Credit Agreement - Additional information (Detail) (USD $)	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Debt Instrument [Line Items]
Debt acquisition costs	$ 1,300,000
Liabilities	4,775,000,000	3,693,700,000
Line of credit facility, increase in additional borrowings	890,500,000	303,000,000	151,000,000
Long-term debt	36,500,000
Credit Agreement [Member]
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	600,000,000
Number of financial institutions entered in unsecured multicurrency credit agreement	15
Debt instrument, maturity date	Sep. 19, 2018
Line of credit facility, maximum amount outstanding during period	850,000,000
Fixed rate (alternative one) over LIBOR	0.85%
Fixed rate (alternative two) over LIBOR	0.95%
Fixed rate (alternative three) over LIBOR	1.05%
Fixed rate (alternative four) over LIBOR	1.25%
Fixed rate (alternative five) over LIBOR	1.45%
Annual facility fee of revolving credit facility (alternative one)	0.15%
Annual facility fee of revolving credit facility (alternative two)	0.175%
Annual facility fee of revolving credit facility (alternative three)	0.20%
Annual facility fee of revolving credit facility (alternative four)	0.25%
Annual facility fee of revolving credit facility (alternative five)	0.30%
Debt acquisition costs	2,100,000
Estimated fair value of outstanding borrowings	530,500,000
Credit Agreement [Member] | Standby Letters of Credit [Member]
Debt Instrument [Line Items]
Long-term debt, gross	75,000,000
Line of credit facility, amount outstanding	16,000,000
Liabilities	9,000,000
Line of credit facility, fair value of amount outstanding	530,500,000
Line of credit facility, remaining borrowing capacity	53,500,000
Line of credit facility, increase in additional borrowings	53,500,000
Credit Agreement [Member] | Swing Loan [Member]
Debt Instrument [Line Items]
Long-term debt, gross	50,000,000
Previous Credit Facility [Member]
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	500,000,000
Debt instrument, maturity date	Jul. 14, 2014
Early termination fees incurred on termination of credit facility	0
Note Purchase Agreements [Member] | Level 3 [Member]
Debt Instrument [Line Items]
Line of credit facility, fair value of amount outstanding	979,400,000
Long-term debt	$ 925,000,000

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Summary of Significant Accounting Policies - Summery of Estimated Useful Lives of Fixed Assets (Detail)	12 Months Ended
	Dec. 31, 2013
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives, years	Shorter of the lease term or useful life of the asset
Minimum [Member] | Computer Equipment [Member]
Property, Plant and Equipment [Line Items]
Useful life, years	3 years
Minimum [Member] | Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Useful life, years	3 years
Minimum [Member] | Office Equipment [Member]
Property, Plant and Equipment [Line Items]
Useful life, years	3 years
Minimum [Member] | Software [Member]
Property, Plant and Equipment [Line Items]
Useful life, years	3 years
Maximum [Member] | Computer Equipment [Member]
Property, Plant and Equipment [Line Items]
Useful life, years	5 years
Maximum [Member] | Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Useful life, years	10 years
Maximum [Member] | Office Equipment [Member]
Property, Plant and Equipment [Line Items]
Useful life, years	10 years
Maximum [Member] | Software [Member]
Property, Plant and Equipment [Line Items]
Useful life, years	5 years

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Fixed Assets (Tables)

12 Months Ended

Dec. 31, 2013

Property Plant And Equipment [Abstract]

Summary of Fixed Assets

Major classes of fixed assets consist of the following (in millions):

	December 31,
	2013			2012
Office equipment	$	16.3		$	15.1
Furniture and fixtures		78.3			74.2
Computer equipment		117.2			116.7
Leasehold improvements		77.9			52.2
Software		147.6			102.7
Other		8.5			2.9
		445.8			363.8
Accumulated depreciation		(285.4	)		(258.4	)
Net fixed assets	$	160.4		$	105.4

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Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2013

Goodwill And Intangible Assets Disclosure [Abstract]

Carrying Amount of Goodwill Allocated by Domestic and Foreign Operations

The carrying amount of goodwill at December 31, 2013 and 2012 allocated by domestic and foreign operations is as follows (in millions):

	Brokerage		Risk Management		Corporate		Total
At December 31, 2013
United States	$	1,449.6	$	20.2	$	—	$	1,469.8
United Kingdom		595.1		2.1		—		597.2
Other foreign, principally Australia and Canada		78.2		—		—		78.2
Total goodwill – net	$	2,122.9	$	22.3	$	—	$	2,145.2
At December 31, 2012
United States	$	1,158.1	$	19.2	$	—	$	1,177.3
United Kingdom		223.9		2.1		—		226.0
Other foreign, principally Australia and Canada		69.4		—		—		69.4
Total goodwill - net	$	1,451.4	$	21.3	$	—	$	1,472.7

Changes in Carrying Amount of Goodwill

The changes in the carrying amount of goodwill for 2013 and 2012 are as follows (in millions):

	Brokerage			Risk Management			Corporate		Total
Balance as of January 1, 2012	$	1,136.6		$	18.7		$	—	$	1,155.3
Goodwill acquired during the year		308.1			0.7			—		308.8
Goodwill related to earnouts recognized during the year		0.1			—			—		0.1
Goodwill adjustments related to appraisals and other acquisition adjustments		(0.6	)		(0.2	)		—		(0.8	)
Goodwill related to transfers of operations between segments		(2.0	)		2.0			—		—
Foreign currency translation adjustments during the year		9.2			0.1			—		9.3
Balance as of December 31, 2012		1,451.4			21.3			—		1,472.7
Goodwill acquired during the year		664.1			0.9			—		665.0
Goodwill adjustments related to appraisals and other acquisition adjustments		3.3			—			—		3.3
Foreign currency translation adjustments during the year		4.1			0.1			—		4.2
Balance as of December 31, 2013	$	2,122.9		$	22.3		$	—	$	2,145.2

Major Classes of Amortizable Intangible Assets

Major classes of amortizable intangible assets consist of the following (in millions):

	December 31,
	2013			2012
Expiration lists	$	1,563.5		$	1,175.0
Accumulated amortization – expiration lists		(511.3	)		(390.8	)
		1,052.2			784.2
Non-compete agreements		37.3			30.9
Accumulated amortization – non-compete agreements		(25.9	)		(23.3	)
		11.4			7.6
Trade names		22.1			23.0
Accumulated amortization – trade names		(6.9	)		(5.2	)
		15.2			17.8
Net amortizable assets	$	1,078.8		$	809.6

Estimated Aggregate Amortization Expense

Estimated aggregate amortization expense for each of the next five years is as follows (in millions):

2014	$	146.3
2015		141.1
2016		135.5
2017		126.3
2018		115.0
Total	$	664.2

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Consolidated Statement of Stockholders' Equity (Parenthetical) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Statement Of Stockholders Equity [Abstract]
Tax effect on net change in pension liability	$ 17.9	$ (0.2)	$ (20.4)
Net change in fair value of derivative instruments, tax	$ 1.3	$ 1.1	$ (1.8)

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Credit and Other Debt Agreements (Tables)

12 Months Ended

Dec. 31, 2013

Debt Disclosure [Abstract]

Summary of Debt

The following is a summary of our corporate debt (in millions):

	December 31,
	2013		2012
Note Purchase Agreements:
Semi-annual payments of interest, fixed rate of 6.26%, balloon due 2014	$	100.0	$	100.0
Semi-annual payments of interest, fixed rate of 6.44%, balloon due 2017		300.0		300.0
Semi-annual payments of interest, fixed rate of 5.85%, $50.0 million due in 2016, 2018 and 2019		150.0		150.0
Semi-annual payments of interest, fixed rate of 5.18%, balloon due 2021		75.0		75.0
Semi-annual payments of interest, fixed rate of 5.49%, balloon due 2023		50.0		50.0
Semi-annual payments of interest, fixed rate of 3.99%, balloon due 2020		50.0		50.0
Semi-annual payments of interest, fixed rate of 3.69%, balloon due 2022		200.0		—
Total Note Purchase Agreements		925.0		725.0
Credit Agreement:
Periodic payments of interest and principal, prime or LIBOR plus up to 1.45%, expires September 19, 2018		530.5		129.0
	$	1,455.5	$	854.0

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Commitments, Contingencies and Off-Balance Sheet Arrangements - Off-Balance Sheet Commitments (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Amount of Commitment Expiration by Period - 2013	$ 8.5
Amount of Commitment Expiration by Period - 2014
Amount of Commitment Expiration by Period - 2015
Amount of Commitment Expiration by Period - 2016
Amount of Commitment Expiration by Period - 2017
Amount of Commitment Expiration by Period - Thereafter	28.0
Total Amounts Committed	36.5
Letters of Credit [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Amount of Commitment Expiration by Period - 2013
Amount of Commitment Expiration by Period - 2014
Amount of Commitment Expiration by Period - 2015
Amount of Commitment Expiration by Period - 2016
Amount of Commitment Expiration by Period - 2017
Amount of Commitment Expiration by Period - Thereafter	16.0
Total Amounts Committed	16.0
Financial Guarantees [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Amount of Commitment Expiration by Period - 2013
Amount of Commitment Expiration by Period - 2014
Amount of Commitment Expiration by Period - 2015
Amount of Commitment Expiration by Period - 2016
Amount of Commitment Expiration by Period - 2017
Amount of Commitment Expiration by Period - Thereafter	9.1
Total Amounts Committed	9.1
Funding Commitments [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Amount of Commitment Expiration by Period - 2013	8.5
Amount of Commitment Expiration by Period - 2014
Amount of Commitment Expiration by Period - 2015
Amount of Commitment Expiration by Period - 2016
Amount of Commitment Expiration by Period - 2017
Amount of Commitment Expiration by Period - Thereafter	2.9
Total Amounts Committed	$ 11.4

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Accumulated Other Comprehensive Earnings (Tables)

12 Months Ended

Dec. 31, 2013

Equity [Abstract]

Schedule of Accumulated Comprehensive Loss

The after-tax components of our accumulated comprehensive earnings (loss) consist of the following:

	Pension Liability			Foreign Currency Translation			Fair Value of Derivative Instruments			Accumulated Comprehensive Earnings (Loss)
Balance as of January 1, 2011	$	(18.4	)	$	20.5		$	0.1		$	2.2
Net change in period		(30.6	)		(16.1	)		(2.7	)		(49.4	)
Balance as of December 31, 2011	$	(49.0	)	$	4.4		$	(2.6	)	$	(47.2	)
Net change in period		(3.4	)		16.1			1.7			14.4
Balance as of December 31, 2012	$	(52.4	)	$	20.5		$	(0.9	)	$	(32.8	)
Net change in period		26.8			1.6			1.8			30.2
Balance as of December 31, 2013	$	(25.6	)	$	22.1		$	0.9		$	(2.6	)

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Intangible Assets - Major Classes of Amortizable Intangible Assets (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Finite-Lived Intangible Assets [Line Items]
Amortizable intangible assets, net	$ 1,078.8	$ 809.6	$ 561.5
Expiration Lists [Member]
Finite-Lived Intangible Assets [Line Items]
Amortizable intangible assets, gross	1,563.5	1,175.0
Accumulated amortization	(511.3)	(390.8)
Amortizable intangible assets, net	1,052.2	784.2
Non-Compete Agreements [Member]
Finite-Lived Intangible Assets [Line Items]
Amortizable intangible assets, gross	37.3	30.9
Accumulated amortization	(25.9)	(23.3)
Amortizable intangible assets, net	11.4	7.6
Trade Names [Member]
Finite-Lived Intangible Assets [Line Items]
Amortizable intangible assets, gross	22.1	23.0
Accumulated amortization	(6.9)	(5.2)
Amortizable intangible assets, net	$ 15.2	$ 17.8

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Retirement Plans - Summary of Plan's Weighted Average Asset Allocations (Detail)	Dec. 31, 2013	Dec. 31, 2012
Defined Benefit Plan Disclosure [Line Items]
Total weighted average asset	100.00%	100.00%
Equity Securities [Member]
Defined Benefit Plan Disclosure [Line Items]
Total weighted average asset	69.00%	66.00%
Debt Securities [Member]
Defined Benefit Plan Disclosure [Line Items]
Total weighted average asset	24.00%	27.00%
Real Estate [Member]
Defined Benefit Plan Disclosure [Line Items]
Total weighted average asset	7.00%	7.00%

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Consolidated Statement of Earnings (USD $) In Millions, except Per Share data, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Income Statement [Abstract]
Commissions	$ 1,553.1	$ 1,302.5	$ 1,127.4
Fees	1,059.5	971.7	870.2
Supplemental commissions	77.3	67.9	56.0
Contingent commissions	52.1	42.9	38.1
Investment income	8.1	10.4	8.1
Net gains on books of business sales	5.2	3.9	5.5
Revenues from clean coal activities	412.5	119.6	29.2
Other net revenues	11.8	1.4	0.2
Total revenues	3,179.6	2,520.3	2,134.7
Compensation	1,685.0	1,493.4	1,326.1
Operating	552.4	483.2	419.0
Cost of revenues from clean coal activities	437.3	111.6	32.0
Interest	50.1	43.0	40.8
Depreciation	53.4	41.4	35.9
Amortization	125.2	99.0	79.3
Change in estimated acquisition earnout payables	1.7	3.4	(6.2)
Total expenses	2,905.1	2,275.0	1,926.9
Earnings before income taxes	274.5	245.3	207.8
Provision for income taxes	5.9	50.3	63.7
Net earnings	$ 268.6	$ 195.0	$ 144.1
Basic net earnings per share:	$ 2.08	$ 1.61	$ 1.29
Diluted net earnings per share:	$ 2.06	$ 1.59	$ 1.28
Dividends declared per common share	$ 1.40	$ 1.36	$ 1.32

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Business Combinations - Acquisition Method for Recording Business Combinations (Detail) In Millions, except Share data in Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2013 USD ($)	Dec. 31, 2013 Metzler Brothers Insurance [Member] USD ($)	Dec. 31, 2013 Advanced Benefit Advisors, Inc.[Member] USD ($)	Dec. 31, 2013 Property & Commercial Limited (PCL) [Member] USD ($)	Dec. 31, 2013 Garza Long Group, LLC [Member] USD ($)	Dec. 31, 2013 Bollinger, Inc. (BOL) [Member] USD ($)	Dec. 31, 2013 Dickinson & Associates, Inc. [Member] USD ($)	Dec. 31, 2013 Belmont International (BEL) [Member] USD ($)	Dec. 31, 2013 R.W. Scobie, Inc. [Member] USD ($)	Dec. 31, 2013 Jeffrey Haber & Michael Fischman [Member] USD ($)	Dec. 31, 2013 G.S. Levine Insurance Services, Inc. (GSL) [Member] USD ($)	Dec. 31, 2013 R.J. Dutton Incorporated [Member] USD ($)	Dec. 31, 2013 Employee Benefits Analysis Corporation [Member] USD ($)	Dec. 31, 2013 Parks Johnson Agency, LLC [Member] USD ($)	Dec. 31, 2013 Giles Group of Companies (GGC) [Member] USD ($)	Dec. 31, 2013 Giles Group of Companies (GGC) [Member] GBP (£)	Dec. 31, 2013 Barmore Insurance Agency, Inc. [Member] USD ($)	Dec. 31, 2013 Bergvall Marine A.S. (BMA) [Member] USD ($)	Dec. 31, 2013 Cleaveland Insurance Group, Inc. [Member] USD ($)	Dec. 31, 2013 The Jenkins Group, Inc. [Member] USD ($)	Dec. 31, 2013 Longfellow Financial, LLC (LGF) [Member] USD ($)	Dec. 31, 2013 McIntyre Risk Management, LLC (MRM) [Member] USD ($)	Dec. 31, 2013 Eleven Other Acquisitions Completed [Member] USD ($)
Business Acquisition [Line Items]
Common Shares Issued	5,103					3,177			223		413	112	148				95		101		461	296	77
Common Share Value	$ 223.1					$ 140.0			$ 8.0		$ 16.8	$ 5.2	$ 6.9				$ 4.4		$ 4.1		$ 20.5	$ 13.6	$ 3.6
Cash Paid	719.6	3.4	10.9	62.0	4.3	157.6	10.9	21.7	4.4	7.0	5.5	1.8		5.4	387.9	233.0	1.1	11.3	1.5	1.2	7.0	4.3	10.4
Accrued Liability	3.8																			3.8
Escrow Deposited	39.8	0.4	0.1	3.1	0.1	22.0	0.1	2.5	1.5		2.7	0.1	0.1	0.1	3.8		0.3	1.2	0.6		0.5	0.2	0.4
Recorded Earnout Payable	50.3	0.7	1.8		0.5			2.9	2.5	8.5	3.8	1.2	0.6	0.6			1.6	9.2	1.2	1.0	3.4	2.2	8.6
Total Recorded Purchase Price	1,036.6	4.5	12.8	65.1	4.9	319.6	11.0	27.1	16.4	15.5	28.8	8.3	7.6	6.1	391.7		7.4	21.7	7.4	6.0	31.4	20.3	23.0
Maximum Potential Earnout Payable	$ 119.2	$ 1.4	$ 7.0		$ 6.7		$ 4.8	$ 3.2	$ 5.0	$ 10.3	$ 8.0	$ 4.9	$ 5.0	$ 5.2			$ 3.5	$ 11.9	$ 2.7	$ 4.0	$ 17.0	$ 5.5	$ 13.1

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Schedule II - Valuation and Qualifying Accounts (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Allowance for doubtful accounts [Member]
Valuation and Qualifying Accounts Disclosure [Line Items]
Balance at Beginning of Year	$ 6.6	$ 4.8	$ 4.4
Amounts Recorded in Earnings	2.7	1.0	0.5
Adjustments	(2.6)	0.8	(0.1)
Balance at End of Year	6.7	6.6	4.8
Allowance for estimated policy cancellations [Member]
Valuation and Qualifying Accounts Disclosure [Line Items]
Balance at Beginning of Year	4.0	5.2	4.3
Amounts Recorded in Earnings	(0.2)	(1.6)	0.9
Adjustments	0.4	0.4
Balance at End of Year	4.2	4.0	5.2
Accumulated amortization of expiration lists, noncompete agreements and trade names [Member]
Valuation and Qualifying Accounts Disclosure [Line Items]
Balance at Beginning of Year	419.3	321.3	247.7
Amounts Recorded in Earnings	125.2	99.0	79.3
Adjustments	(0.4)	(1.0)	(5.7)
Balance at End of Year	$ 544.1	$ 419.3	$ 321.3

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Consolidated Statement of Cash Flows (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Cash flows from operating activities:
Net earnings	$ 268.6	$ 195.0	$ 144.1
Adjustments to reconcile net earnings to net cash provided by operating activities:
Net gain on investments and other	(17.1)	(3.9)	(5.5)
Depreciation and amortization	178.6	140.4	115.2
Change in estimated acquisition earnout payables	1.7	3.4	(6.2)
Amortization of deferred compensation and restricted stock	19.0	8.3	6.8
Stock-based and other noncash compensation expense	7.7	7.5	14.3
Effect of exchange rate changes	(0.2)	1.9	0.3
Net change in restricted cash	(58.6)	(90.2)	31.9
Net change in premiums receivable	(85.4)	11.5	52.1
Net change in premiums payable	114.3	33.3	(55.8)
Net change in other current assets	(57.4)	52.4	(8.1)
Net change in accrued compensation and other accrued liabilities	36.3	19.2	12.8
Net change in fees receivable/unearned fees	(5.9)	4.3	(4.1)
Net change in income taxes payable	4.3	14.0	(10.4)
Net change in deferred income taxes	(53.8)	(20.4)	21.5
Net change in other noncurrent assets and liabilities	(2.2)	(33.7)	(24.9)
Net cash provided by operating activities	349.9	343.0	284.0
Cash flows from investing activities:
Net additions to fixed assets	(93.6)	(51.0)	(45.9)
Cash paid for acquisitions, net of cash acquired	(727.7)	(344.1)	(264.8)
Net proceeds from sales of operations	5.5	11.4	14.0
Net proceeds (funding) of investment transactions	(35.9)	1.5	(14.5)
Net cash used by investing activities	(851.7)	(382.2)	(311.2)
Cash flows from financing activities:
Proceeds from issuance of common stock	76.2	82.3	73.9
Tax impact from issuance of common stock	7.5	0.5	3.7
Repurchases of common stock		(1.5)	(1.2)
Dividends paid	(182.6)	(204.4)	(145.8)
Borrowings on line of credit facilities	890.5	303.0	151.0
Repayments on line of credit facilities	(489.0)	(184.0)	(141.0)
Borrowings of corporate related long-term debt	200.0	50.0	125.0
Net cash provided by financing activities	502.6	45.9	65.6
Effect of exchange rate changes on cash and cash equivalents	(4.8)	4.2	3.0
Net (decrease) increase in cash and cash equivalents	(4.0)	10.9	41.4
Cash and cash equivalents at beginning of year	302.1	291.2	249.8
Cash and cash equivalents at end of year	298.1	302.1	291.2
Supplemental disclosures of cash flow information:
Interest paid	49.2	42.2	38.4
Income taxes paid	$ 49.2	$ 47.5	$ 32.0

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Segment Information - Additional Information (Detail)	12 Months Ended
	Dec. 31, 2013 Segment
Segment Reporting [Abstract]
Number of reportable operating segments	3

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Earnings Per Share - Computation of Basic and Diluted Net EPS (Detail) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended								12 Months Ended
	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Earnings Per Share [Abstract]
Net earnings	$ 60.0	$ 74.6	$ 93.5	$ 40.5	$ 33.5	$ 61.7	$ 71.7	$ 28.1	$ 268.6	$ 195.0	$ 144.1
Weighted average number of common shares outstanding									128.9	121.0	111.7
Dilutive effect of stock options using the treasury stock method									1.6	1.5	0.8
Weighted average number of common and common equivalent shares outstanding									130.5	122.5	112.5
Basic net earnings per share									$ 2.08	$ 1.61	$ 1.29
Diluted net earnings per share:									$ 2.06	$ 1.59	$ 1.28

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Restricted Stock and Cash Awards (Tables)

12 Months Ended

Dec. 31, 2013

Text Block [Abstract]

Schedule of Restricted Stock Awards Vesting Periods

The vesting periods of the 2013, 2012 and 2011 restricted stock awards are as follows (in actual shares):

	Shares Granted
Vesting Period	2013		2012		2011
One year		19,375		20,000		20,000
Four years		345,000		332,000		200,000
Five years		5,600		—		4,000
Total shares granted		369,975		352,000		224,000

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Deferred Compensation - Additional information (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended				12 Months Ended
	Jun. 30, 2013	Mar. 31, 2013	Mar. 31, 2012	Mar. 31, 2011	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Schedule Of Sale Of Subsidiary [Abstract]
Deferred Equity Participation Plan, distributions to key executives, age					Age 62 (or the one-year anniversary of the date of the grant for participants over the age of 61 as of the grant date) or upon or after their actual retirement
Compensation approved by committee, value		$ 8.0	$ 7.3	$ 6.5
Fair value of the funded cash award assets						41.6
Charge to compensation expenses related to awards					7.2	5.4	4.6
Common stock Purchased from open Market, Share	1.2
Common stock Purchased from open Market, Value	52.4
Unearned deferred compensation, value					26.3	5.6
Unearned deferred compensation, shares					2.1	0.8
Total intrinsic value of unvested equity based awards					96.4	21.1
Cash and equity awards with aggregate fair value vested and distributed to participants					$ 1.4	$ 0.7	$ 0.5

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Income Taxes

12 Months Ended

Dec. 31, 2013

Income Tax Disclosure [Abstract]

Income Taxes

14. Income Taxes

We and our principal domestic subsidiaries are included in a consolidated U.S. Federal income tax return. Our international subsidiaries file various income tax returns in their jurisdictions. Significant components of earnings before income taxes and the provision for income taxes are as follows (in millions):

	Year Ended December 31,
	2013			2012			2011
Earnings before income taxes:
Domestic	$	230.8		$	234.7		$	194.7
Foreign, principally Australia, Bermuda, Canada and the U.K.		43.7			10.6			13.1
	$	274.5		$	245.3		$	207.8
Provision for income taxes:
Federal:
Current	$	29.0		$	45.4		$	7.8
Deferred		(47.7	)		(14.6	)		38.4
		(18.7	)		30.8			46.2
State and local:
Current		10.6			17.3			7.2
Deferred		(0.6	)		(2.9	)		5.9
		10.0			14.4			13.1
Foreign:
Current		28.5			8.7			7.4
Deferred		(13.9	)		(3.6	)		(3.0	)
		14.6			5.1			4.4
Total provision for income taxes	$	5.9		$	50.3		$	63.7

A reconciliation of the provision for income taxes with the U.S. Federal statutory income tax rate is as follows (in millions, except percentages):

	Year Ended December 31,
	2013						2012						2011
	Amount			% of Pretax Earnings			Amount			% of Pretax Earnings			Amount			% of Pretax Earnings
Federal statutory rate	$	96.1			35.0		$	85.9			35.0		$	72.7			35.0
State income taxes - net of Federal benefit		6.5			2.4			9.4			3.8			9.8			4.7
Foreign taxes		(0.8	)		(0.3	)		0.9			0.4			0.6			0.3
Alternative energy, foreign and other tax credits		(93.8	)		(34.2	)		(45.3	)		(18.5	)		(13.2	)		(6.4	)
Foreign dividends and other permanent differences		(2.5	)		(0.9	)		(2.7	)		(1.1	)		0.2			0.1
Changes in unrecognized tax benefits related to resolution of Federal and state audits, expiration of various statutes of limitations and other items		1.5			0.5			0.6			0.2			(1.9	)		(0.9	)
Change in valuation allowance		0.5			0.2			0.3			0.1			(0.7	)		(0.3	)
Other		(1.6	)		(0.6	)		1.2			0.6			(3.8	)		(1.8	)
Provision for income taxes	$	5.9			2.1		$	50.3			20.5		$	63.7			30.7

A reconciliation of the beginning and ending balances of the total amounts of gross unrecognized tax benefits is as follows (in millions):

	December 31,
	2013			2012
Gross unrecognized tax benefits at January 1	$	6.7		$	5.8
Increases in tax positions for current year		2.9			1.7
Settlements		—			(0.3	)
Lapse in statute of limitations		(1.4	)		(1.6	)
Increases in tax positions for prior years		2.3			1.1
Decreases in tax positions for prior years		(1.3	)		—
Gross unrecognized tax benefits at December 31	$	9.2		$	6.7

The total amount of net unrecognized tax benefits that, if recognized, would affect the effective tax rate was $5.9 million and $4.5 million at December 31, 2013 and 2012, respectively. We accrue interest and penalties related to unrecognized tax benefits in our provision for income taxes. At December 31, 2013 and 2012, we had accrued interest and penalties related to unrecognized tax benefits of $0.6 million and $0.6 million, respectively.

We file income tax returns in the U.S. and in various state, local and foreign jurisdictions. We are routinely examined by tax authorities in these jurisdictions. At December 31, 2013, we had been examined by the IRS through calendar year 2010. Subsequent to December 31, 2013, we have been contacted by the IRS to commence an examination of calendar years 2011 and 2012. A number of foreign, state and local examinations are currently ongoing. It is reasonably possible that our gross unrecognized tax benefits may change within the next twelve months. However, we believe any changes in the recorded balance would not have a significant impact on our consolidated financial statements.

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of our deferred tax assets and liabilities are as follows (in millions):

	December 31,
	2013			2012
Deferred tax assets:
Alternative minimum tax and other credit carryforwards	$	147.4		$	112.3
Accrued and unfunded compensation and employee benefits		136.6			107.1
Compensation expense related to stock options		14.2			15.7
Investments		9.0			16.3
Accrued liabilities		30.2			27.3
Accrued pension liability		9.2			27.3
Net operating loss carryforwards		11.9			12.2
Deferred rent liability		8.2			6.2
Other		6.8			4.1
Total deferred tax assets		373.5			328.5
Valuation allowance for deferred tax assets		(8.8	)		(8.3	)
Deferred tax assets		364.7			320.2
Deferred tax liabilities:
Nondeductible amortizable intangible assets		184.0			139.2
Depreciable fixed assets		5.2			—
Other prepaid items		4.7			5.2
Investment-related partnerships		13.2			17.5
Accrued liabilities		2.4			2.0
Total deferred tax liabilities		209.5			163.9
Net deferred tax assets	$	155.2		$	156.3

At December 31, 2013 and 2012, $84.9 million and $68.4 million, respectively, of deferred tax assets have been included in other current assets in the accompanying consolidated balance sheet. At December 31, 2013 and 2012, $5.0 million and $5.2 million, respectively, of deferred tax liabilities have been included in other current liabilities and $204.5 million and $158.7 million, respectively, have been included in noncurrent liabilities in the accompanying consolidated balance sheet. Alternative minimum tax credits of $108.2 million have an indefinite life, general business tax credits of $33.5 million expire, if not utilized, in 2033 and other tax credits of $5.7 million begin to expire, if not utilized, in 2018. We expect the historically favorable trend in earnings before income taxes to continue in the foreseeable future. Accordingly, we expect to make full use of the net deferred tax assets. Valuation allowances have been established primarily with respect to various state net operating loss carryforwards that may not be utilized in the future.

We do not provide for U.S. Federal income taxes on the undistributed earnings ($224.2 million and $173.8 million at December 31, 2013 and 2012, respectively) of foreign subsidiaries which are considered permanently invested outside of the U.S. The amount of unrecognized deferred tax liability on these undistributed earnings was $35.2 million and $22.9 million at December 31, 2013 and 2012, respectively.

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Retirement Plans (Tables)

12 Months Ended

Dec. 31, 2013

Compensation And Retirement Disclosure [Abstract]

Reconciliation of Balances of Pension Benefit Obligation and Fair Value of Plan Assets

A reconciliation of the beginning and ending balances of the pension benefit obligation and fair value of plan assets and the funded status of the plan is as follows (in millions):

	Year Ended December 31,
	2013			2012
Change in pension benefit obligation:
Benefit obligation at beginning of year	$	292.0		$	267.1
Service cost		0.6			0.4
Interest cost		11.7			11.8
Net actuarial (gain) loss		(22.4	)		20.9
Benefits paid		(9.4	)		(8.2	)
Benefit obligation at end of year	$	272.5		$	292.0
Change in plan assets:
Fair value of plan assets at beginning of year	$	227.4		$	202.9
Actual return on plan assets		30.6			25.5
Contributions by Gallagher		6.3			7.2
Benefits paid		(9.4	)		(8.2	)
Fair value of plan assets at end of year	$	254.9		$	227.4
Funded status of the plan (underfunded)	$	(17.6	)	$	(64.6	)
Amounts recognized in the consolidated balance sheet consist of:
Noncurrent liabilities - accrued benefit liability	$	(17.6	)	$	(64.6	)
Accumulated other comprehensive loss - net actuarial loss		47.0			90.9
Net amount included in retained earnings	$	29.4		$	26.3

Components of Net Periodic Pension Benefit Cost and Other Changes in Plan Assets and Obligations Recognized in Other Comprehensive Earnings

The components of the net periodic pension benefit cost for the plan and other changes in plan assets and obligations recognized in other comprehensive earnings consist of the following (in millions):

	Year Ended December 31,
	2013			2012			2011
Net periodic pension cost (earnings):
Service cost	$	0.6		$	0.4		$	0.4
Interest cost on benefit obligation		11.7			11.8			11.9
Expected return on plan assets		(17.0	)		(15.2	)		(14.9	)
Amortization of net loss		7.9			7.2			1.6
Net periodic benefit cost (earnings)		3.2			4.2			(1.0	)
Other changes in plan assets and obligations recognized in other comprehensive earnings:
Net (gain) loss incurred		(36.0	)		10.6			53.8
Amortization of net loss		(7.9	)		(7.2	)		(1.6	)
Total recognized in other comprehensive (earnings) loss		(43.9	)		3.4			52.2
Total recognized in net periodic pension cost (earnings) and other comprehensive (earnings) loss	$	(40.7	)	$	7.6		$	51.2
Estimated amortization for the following year:
Amortization of net loss	$	2.4		$	7.7		$	2.3

Weighted Average Assumptions of Pension Benefit Obligation and Net Periodic Pension Benefit Cost

The following weighted average assumptions were used at December 31 in determining the plan’s pension benefit obligation:

	December 31,
	2013			2012
Discount rate		4.75	%		4.00	%
Weighted average expected long-term rate of return on plan assets		7.50	%		7.50	%

The following weighted average assumptions were used at January 1 in determining the plan’s net periodic pension benefit cost:

	Year Ended December 31,
	2013			2012			2011
Discount rate		4.00	%		4.50	%		5.50	%
Weighted average expected long-term rate of return on plan assets		7.50	%		7.50	%		7.50	%

Schedule of Benefit Payments Expected to be Paid by Plan

The following benefit payments are expected to be paid by the plan (in millions):

2014	$	10.1
2015		11.0
2016		11.8
2017		12.6
2018		13.3
Years 2019 to 2023		79.0

Summary of Plans Weighted Average Asset Allocations

The following is a summary of the plan’s weighted average asset allocations at December 31 by asset category:

	December 31,
Asset Category	2013			2012
Equity securities		69.0	%		66.0	%
Debt securities		24.0	%		27.0	%
Real estate		7.0	%		7.0	%
Total		100.0	%		100.0	%

Summary of Plan's Assets Carried at Fair Value

The following is a summary of the plan’s assets carried at fair value as of December 31 by level within the fair value hierarchy (in millions):

	December 31,
Fair Value Hierarchy	2013		2012
Level 1	$	—	$	—
Level 2		158.8		136.3
Level 3		96.1		91.1
Total fair value	$	254.9	$	227.4

Reconciliation of Beginning and Ending Balances for Level 3 Assets of Plan Measured at Fair Value

The following is a reconciliation of the beginning and ending balances for the Level 3 assets of the plan measured at fair value (in millions):

	Year Ended December 31,
	2013		2012
Fair value at January 1	$	91.1	$	79.6
Settlements		—		—
Unrealized gains		5.0		11.5
Fair value at December 31	$	96.1	$	91.1

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Quarterly Operating Results (unaudited)

12 Months Ended

Dec. 31, 2013

Quarterly Financial Information Disclosure [Abstract]

Quarterly Operating Results (unaudited)

16. Quarterly Operating Results (unaudited)

Quarterly operating results for 2013 and 2012 were as follows (in millions, except per share data):

	1st		2nd		3rd		4th
2013
Total revenues	$	674.1	$	779.5	$	835.8	$	890.2
Total expenses		631.8		682.1		750.3		840.9
Earnings before income taxes	$	42.3	$	97.4	$	85.5	$	49.3
Net earnings	$	40.5	$	93.5	$	74.6	$	60.0
Basic net earnings per share:	$	0.32	$	0.73	$	0.57	$	0.45
Diluted net earnings per share:	$	0.32	$	0.73	$	0.57	$	0.45
2012
Total revenues	$	546.8	$	649.9	$	650.4	$	673.2
Total expenses		514.3		558.8		574.1		627.8
Earnings before income taxes	$	32.5	$	91.1	$	76.3	$	45.4
Net earnings	$	28.1	$	71.7	$	61.7	$	33.5
Basic net earnings per share:	$	0.24	$	0.60	$	0.50	$	0.27
Diluted net earnings per share:	$	0.24	$	0.59	$	0.50	$	0.27

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Retirement Plan - Reconciliation of Balances of Pension Benefit Obligation And Fair Value of Plan Assets (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Defined Benefit Pension Plans And Defined Benefit Postretirement Plans Disclosure [Abstract]
Benefit obligation at beginning of year	$ 292.0	$ 267.1
Service cost	0.6	0.4	0.4
Interest cost	11.7	11.8	11.9
Net actuarial (gain) loss	(22.4)	20.9
Benefits paid	(9.4)	(8.2)
Benefit obligation at end of year	272.5	292.0	267.1
Fair value of plan assets at beginning of year	227.4	202.9
Actual return on plan assets	30.6	25.5
Contributions by Gallagher	6.3	7.2	7.2
Benefits paid	(9.4)	(8.2)
Fair value of plan assets at end of year	254.9	227.4	202.9
Funded status of the plan (underfunded)	(17.6)	(64.6)
Noncurrent liabilities-accrued benefit liability	(17.6)	(64.6)
Accumulated other comprehensive loss-net actuarial loss	47.0	90.9
Net amount included in retained earnings	$ 29.4	$ 26.3

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Consolidated Statement of Stockholders' Equity (USD $) In Millions, unless otherwise specified	Total	Common Stock [Member]	Capital in Excess of Par Value [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive Earnings (Loss) [Member]
Beginning Balance at Dec. 31, 2010	$ 1,106.7	$ 108.4	$ 507.8	$ 488.3	$ 2.2
Beginning Balance, Shares at Dec. 31, 2010		108.4
Net earnings	144.1			144.1
Net change in pension asset/liability, net of taxes	(30.6)				(30.6)
Foreign currency translation	(16.1)				(16.1)
Change in fair value of derivative instruments, net of taxes	(2.7)				(2.7)
Compensation expense related to stock option plan grants	7.1		7.1
Tax impact from issuance of common stock	3.7		3.7
Common stock issued in:
Purchase transactions	102.3	3.4	98.9
Purchase transactions, shares		3.4
Stock option plans	66.7	2.6	64.1
Stock option plans (in shares)	2.6	2.6
Employee stock purchase plan	7.2	0.3	6.9
Employee stock purchase plan (in shares)		0.3
Deferred compensation/restricted stock	5.9		5.9
Common stock repurchases	(1.2)		(1.2)
Cash dividends declared on common stock	(149.5)			(149.5)
Ending Balance at Dec. 31, 2011	1,243.6	114.7	693.2	482.9	(47.2)
Ending Balance, Shares at Dec. 31, 2011		114.7
Net earnings	195.0			195.0
Net change in pension asset/liability, net of taxes	(3.4)				(3.4)
Foreign currency translation	16.1				16.1
Change in fair value of derivative instruments, net of taxes	1.7				1.7
Compensation expense related to stock option plan grants	7.2		7.2
Tax impact from issuance of common stock	0.5		0.5
Common stock issued in:
Purchase transactions	276.3	7.8	268.5
Purchase transactions, shares		7.8
Stock option plans	73.9	2.8	71.1
Stock option plans (in shares)	2.8	2.8
Employee stock purchase plan	8.4	0.3	8.1
Employee stock purchase plan (in shares)		0.3
Deferred compensation/restricted stock	8.0	0.1	7.9
Deferred compensation/restricted stock (in shares)		0.1
Other compensation expense	0.3		0.3
Common stock repurchases	(1.5)	(0.1)	(1.4)
Common stock repurchases, shares		(0.1)
Cash dividends declared on common stock	(167.5)			(167.5)
Ending Balance at Dec. 31, 2012	1,658.6	125.6	1,055.4	510.4	(32.8)
Ending Balance, Shares at Dec. 31, 2012		125.6
Net earnings	268.6			268.6
Net change in pension asset/liability, net of taxes	26.8				26.8
Foreign currency translation	1.6				1.6
Change in fair value of derivative instruments, net of taxes	1.8				1.8
Compensation expense related to stock option plan grants	7.7		7.7
Tax impact from issuance of common stock	7.5		7.5
Common stock issued in:
Purchase transactions	232.2	5.2	227.0
Purchase transactions, shares		5.2
Stock option plans	61.8	2.3	59.5
Stock option plans (in shares)	2.3	2.3
Employee stock purchase plan	10.2	0.3	9.9
Employee stock purchase plan (in shares)		0.3
Deferred compensation/restricted stock	(13.0)	0.1	(13.1)
Deferred compensation/restricted stock (in shares)		0.1
Stock issuance under dribble-out program	4.3	0.1	4.2
Stock issuance under dribble-out program (in shares)		0.1
Cash dividends declared on common stock	(182.6)			(182.6)
Ending Balance at Dec. 31, 2013	$ 2,085.5	$ 133.6	$ 1,358.1	$ 596.4	$ (2.6)
Ending Balance, Shares at Dec. 31, 2013		133.6

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Consolidated Statement of Comprehensive Earnings (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Statement Of Income And Comprehensive Income [Abstract]
Net earnings	$ 268.6	$ 195.0	$ 144.1
Change in pension liability, net of taxes	26.8	(3.4)	(30.6)
Foreign currency translation	1.6	16.1	(16.1)
Change in fair value of derivative instruments, net of taxes	1.8	1.7	(2.7)
Comprehensive earnings	$ 298.8	$ 209.4	$ 94.7

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Deferred Compensation

12 Months Ended

Dec. 31, 2013

Compensation And Retirement Disclosure [Abstract]

Deferred Compensation

9. Deferred Compensation

We have a Deferred Equity Participation Plan, which is a non-qualified plan that generally provides for distributions to certain of our key executives when they reach age 62 (or the one-year anniversary of the date of the grant for participants over the age of 61 as of the grant date) or upon or after their actual retirement. Under the provisions of the plan, we typically contribute shares of our common stock or cash, in an amount approved by the compensation committee, to a rabbi trust on behalf of the executives participating in the plan. Alternatively, we may contribute cash to the rabbi trust and instruct the trustee to acquire a specified number of shares of our common stock on the open market or in privately negotiated transactions based on participant elections. Distributions under the plan may not normally be made until the participant reaches age 62 (or the one-year anniversary of the date of the grant for participants over the age of 61 as of the grant date) and are subject to forfeiture in the event of voluntary termination of employment prior to then. All contributions to the plan deemed to be invested in shares of our common stock are distributed in the form of our common stock and all other distributions are paid in cash.

Our common stock that is issued to or purchased by the rabbi trust as a contribution under the Plan is valued at historical cost, which equals its fair market value at the date of grant or date of purchase. When common stock is issued, we record an unearned deferred compensation obligation as a reduction of capital in excess of par value in the accompanying consolidated balance sheet, which is amortized to compensation expense ratably over the vesting period of the participants. Future changes in the fair market value of our common stock owed to the participants do not have any impact on the amounts recorded in our consolidated financial statements.

In the first quarter of each of 2013, 2012 and 2011, the compensation committee approved $8.0 million, $7.3 million and $6.5 million, respectively, of cash awards in the aggregate to certain key executives under the Deferred Equity Participation Plan that were contributed to the rabbi trust in the second quarter of 2013 and the first quarters of 2012 and 2011, respectively. The fair value of the funded cash award assets at December 31, 2012 was $41.6 million and has been included in other noncurrent assets in the accompanying consolidated balance sheet. In the second quarter of 2013, we instructed the trustee for the Plan to liquidate all investments held under the Plan, other than our common stock, and use the proceeds to purchase additional shares of our common stock on the open market. As a result, the Plan sold all of the funded cash award assets and purchased 1.2 million shares of our common stock at an aggregate cost of $52.4 million during the second quarter of 2013. During 2013, 2012 and 2011, we charged $7.2 million, $5.4 million and $4.6 million, respectively, to compensation expense related to these awards.

At December 31, 2013, and 2012, we recorded $26.3 million (related to 2.1 million shares) and $5.6 million (related to 0.8 million shares), respectively, of unearned deferred compensation as an offset to capital in excess of par value in the accompanying consolidated balance sheet. The total intrinsic value of our unvested common stock under the plan at December 31, 2013 and 2012 was $96.4 million and $21.1 million, respectively. During 2013, 2012 and 2011, cash and equity awards with an aggregate fair value of $1.4 million, $0.7 million and $0.5 million, respectively, were vested and distributed to employees under this plan.

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Quarterly Operating Results - Quarterly Operating Results (Detail) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended								12 Months Ended
	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Income Statement [Abstract]
Total revenues	$ 890.2	$ 835.8	$ 779.5	$ 674.1	$ 673.2	$ 650.4	$ 649.9	$ 546.8	$ 3,179.6	$ 2,520.3	$ 2,134.7
Total expenses	840.9	750.3	682.1	631.8	627.8	574.1	558.8	514.3	(2,905.1)	(2,275.0)	(1,926.9)
Earnings before income taxes	49.3	85.5	97.4	42.3	45.4	76.3	91.1	32.5	274.5	245.3	207.8
Net earnings	$ 60.0	$ 74.6	$ 93.5	$ 40.5	$ 33.5	$ 61.7	$ 71.7	$ 28.1	$ 268.6	$ 195.0	$ 144.1
Basic net earnings per share:	$ 0.45	$ 0.57	$ 0.73	$ 0.32	$ 0.27	$ 0.50	$ 0.60	$ 0.24
Diluted net earnings per share:	$ 0.45	$ 0.57	$ 0.73	$ 0.32	$ 0.27	$ 0.50	$ 0.59	$ 0.24

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Accumulated Other Comprehensive Earnings - Schedule of Accumulated Comprehensive Loss (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Accumulated Other Comprehensive Income (Loss) [Line Items]
Ending Balance	$ (2.6)	$ (32.8)
Pension Liability [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance	(52.4)	(49.0)	(18.4)
Net change in period	26.8	(3.4)	(30.6)
Ending Balance	(25.6)	(52.4)	(49.0)
Foreign Currency Translation [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance	20.5	4.4	20.5
Net change in period	1.6	16.1	(16.1)
Ending Balance	22.1	20.5	4.4
Fair Value of Derivative Instruments [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance	(0.9)	(2.6)	0.1
Net change in period	1.8	1.7	(2.7)
Ending Balance	0.9	(0.9)	(2.6)
Accumulated Other Comprehensive Earnings (Loss) [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance	(32.8)	(47.2)	2.2
Net change in period	30.2	14.4	(49.4)
Ending Balance	$ (2.6)	$ (32.8)	$ (47.2)

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Document and Entity Information (USD $)	12 Months Ended
	Dec. 31, 2013	Jan. 31, 2014	Jun. 30, 2013
Document And Entity Information [Abstract]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	FY
Trading Symbol	AJG
Entity Registrant Name	GALLAGHER ARTHUR J & CO
Entity Central Index Key	0000354190
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		133,841,000
Entity Public Float			$ 5,276,300,000

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Restricted Stock and Cash Awards

12 Months Ended

Dec. 31, 2013

Text Block [Abstract]

Restricted Stock and Cash Awards

10. Restricted Stock and Cash Awards

Restricted Stock Awards

As discussed in Note 8 to our consolidated financial statements, on May 10, 2011, our stockholders approved the LTIP, which replaced our previous stockholder-approved 2009 LTIP. The LTIP provides for the grant of a stock award either as restricted stock or as restricted stock units. In either case, the compensation committee may determine that the award will be subject to the attainment of performance measures over an established performance period. Stock awards and the related dividend equivalents are non-transferable and subject to forfeiture if the holder does not remain continuously employed with us during the applicable restriction period or, in the case of a performance-based award, if applicable performance measures are not attained. The compensation committee will determine all of the terms relating to the satisfaction of performance measures and the termination of a restriction period, or the forfeiture and cancellation of a restricted stock award upon a termination of employment, whether by reason of disability, retirement, death or any other reason. The compensation committee may grant unrestricted shares of common stock or units representing the right to receive shares of common stock to employees who have attained age 62.

The agreements awarding restricted stock units will specify whether such awards may be settled in shares of our common stock, cash or a combination of shares and cash and whether the holder will be entitled to receive dividend equivalents, on a current or deferred basis, with respect to such award. Prior to the settlement of a restricted stock unit, the holder of a restricted stock unit will have no rights as a stockholder of the company. The maximum number of shares available under the LTIP for restricted stock, restricted stock units and performance unit awards settled with stock (i.e., all awards other than stock options and stock appreciation rights) is 1.2 million. At December 31, 2013, 0.5 million shares were available for grant under the LTIP for such awards.

Prior to May 12, 2009, we had a restricted stock plan for our directors, officers and certain other employees, which was superseded by the 2009 LTIP. Under the provisions of that plan, we were authorized to issue 4.0 million restricted shares or related stock units of our common stock. The compensation committee was responsible for the administration of the plan. Each award granted under the plan represented a right of the holder of the award to receive shares of our common stock, cash or a combination of shares and cash, subject to the holder’s continued employment with us for a period of time after the date the award is granted. The compensation committee determined each recipient of an award under the plan, the number of shares of common stock subject to such award and the period of continued employment required for the vesting of such award.

In 2013, 2012 and 2011, we granted 362,500, 352,000 and 224,000 units, respectively, of our common stock to employees under the LTIP, 2009 LTIP or restricted stock plan, as applicable, with an aggregate fair value of $14.3 million, $12.6 million and $6.9 million, respectively, at the date of grant.

The 2013, 2012 and 2011 restricted stock awards (consisting of restricted stock or restricted stock units) vest as follows: 345,000 shares granted in first quarter 2013, 332,000 shares granted in first quarter 2012 and 200,000 shares granted in first quarter 2011, vest in full based on continued employment through March 13, 2017, March 16, 2016 and March 8, 2015, respectively, while the other 2013, 2012 and 2011 restricted stock awards generally vest annually on a pro rata basis.

The vesting periods of the 2013, 2012 and 2011 restricted stock awards are as follows (in actual shares):

	Shares Granted
Vesting Period	2013		2012		2011
One year		19,375		20,000		20,000
Four years		345,000		332,000		200,000
Five years		5,600		—		4,000
Total shares granted		369,975		352,000		224,000

We account for restricted stock at historical cost, which equals its fair market value at the date of grant. When restricted shares are issued, we record an unearned restricted stock obligation as a reduction of capital in excess of par value in the accompanying consolidated balance sheet, which is amortized to compensation expense ratably over the vesting period of the participants. Future changes in the fair value of our common stock that is owed to the participants do not have any impact on the amounts recorded in our consolidated financial statements. During 2013, 2012 and 2011, we charged $9.8 million, $7.1 million and $5.5 million, respectively, to compensation expense related to restricted stock awards granted in 2006 through 2013. The total intrinsic value of unvested restricted stock at December 31, 2013 and 2012 was $49.5 million and $32.5 million, respectively.

Cash Awards

On March 13, 2013, pursuant to our Performance Unit Program (which we refer to as the Program), the compensation committee approved provisional cash awards of $10.5 million in the aggregate for future grants to our officers and key employees that are denominated in units (269,000 units in the aggregate), each of which was equivalent to the value of one share of our common stock on the date the provisional award was approved. The Program consists of a one-year performance period based on our financial performance and a two-year vesting period. At the discretion of the compensation committee and determined based on our performance, the eligible officer or key employee will be granted a percentage of the provisional cash award units that equates to the EBITAC growth achieved (as defined in the Program). At the end of the performance period, eligible participants will be granted a number of units based on achievement of the performance goal and subject to approval by the compensation committee. Granted units for the 2013 provisional award will fully vest based on continuous employment through January 1, 2016. For certain of our executive officers age 55 or older, awards granted under the Program in 2013 are no longer subject to forfeiture upon such officers’ departure from the company after two years from the date of grant. The ultimate award value will be equal to the trailing twelve-month stock price on December 31, 2015, multiplied by the number of units subject to the award, but limited to between 0.5 and 1.5 times the original value of the units determined as of the grant date. The fair value of the awarded units will be paid out in cash as soon as practicable in 2016. If an eligible employee leaves us prior to the vesting date, the entire award will be forfeited. We did not recognize any compensation expense during 2013 related to the 2013 provisional award under the Program. Based on company performance for 2013, we expect to grant 263,000 units under the Program in first quarter 2014 that will fully vest on January 1, 2016.

On March 16, 2012, pursuant to the Program, the compensation committee approved the provisional cash awards of $13.1 million in the aggregate for future grants to our officers and key employees that are denominated in units (368,000 units in the aggregate), each of which was equivalent to the value of one share of our common stock on the date the provisional award was approved. Terms of the 2012 provisional award were similar to the terms discussed above for the 2013 provisional award. Based on our performance for 2012, we granted 365,000 units under the Program in the first quarter of 2013 that will fully vest on January 1, 2015. During 2013, we charged $7.6 million to compensation expense related to these awards.

On March 8, 2011, pursuant to the Program, the compensation committee approved the provisional cash awards of $14.4 million in the aggregate for future grants to our officers and key employees that are denominated in units (464,000 units in the aggregate), each of which is equivalent to the value of one share of our common stock on the date the provisional award was approved. Terms of the 2011 provisional award were similar to the terms discussed above for the 2012 provisional award. Based on our performance for 2011, we granted 432,000 units under the Program in the first quarter of 2012 that will fully vest on January 1, 2014. During 2013 and 2012, we charged $10.1 million and $7.5 million, respectively, to compensation expense related to these awards.

During 2012, cash awards related to the 2009 provisional award with an aggregate fair value of $26.5 million (1.1 million units in the aggregate) were vested and distributed to employees under the Program. No cash awards were vested or distributed during 2011 related to the 2008 provisional award because, based on our performance for 2008, we did not grant any units in 2009 related to the 2008 provisional award under the Program.

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Investments - Other Investments - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013 Venture Investment	Sep. 01, 2013	Dec. 31, 2012
Schedule of Equity Method Investments [Line Items]
Assets	$ 90.4		$ 54.1
Ownership interest held	50.00%	99.00%
Non controlling interest in venture capital funds number	5
Non controlling interest certified low-income housing developments	12
Non controlling interest in real estate entities	2
Carrying value of investments	0
Other Investments [Member]
Schedule of Equity Method Investments [Line Items]
Assets	3.7		3.0
Liabilities	20.0
Other Investments [Member] | Five Venture Capital Funds [Member]
Schedule of Equity Method Investments [Line Items]
Assets	3.2
Other Investments [Member] | Variable Interest Entity, Not Primary Beneficiary [Member]
Schedule of Equity Method Investments [Line Items]
Assets	60.0
Other Investments [Member] | Variable Interest Entity, Not Primary Beneficiary [Member] | Twelve Certified Low-Income Housing Developments [Member]
Schedule of Equity Method Investments [Line Items]
Carrying value of investments	0
Investment Management Company [Member]
Schedule of Equity Method Investments [Line Items]
Ownership interest held	20.00%
Cost of acquiring equity interest	$ 0.5

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Income Taxes - Deferred Tax Assets and Liabilities (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Income Tax Disclosure [Abstract]
Alternative minimum tax and other credit carryforwards	$ 147.4	$ 112.3
Accrued and unfunded compensation and employee benefits	136.6	107.1
Compensation expense related to stock options	14.2	15.7
Investments	9.0	16.3
Accrued liabilities	30.2	27.3
Accrued pension liability	9.2	27.3
Net operating loss carryforwards	11.9	12.2
Deferred rent liability	8.2	6.2
Other	6.8	4.1
Total deferred tax assets	373.5	328.5
Valuation allowance for deferred tax assets	(8.8)	(8.3)
Deferred tax assets	364.7	320.2
Nondeductible amortizable intangible assets	184.0	139.2
Depreciable fixed assets	5.2
Other prepaid items	4.7	5.2
Investment-related partnerships	13.2	17.5
Accrued liabilities	2.4	2.0
Total deferred tax liabilities	209.5	163.9
Net deferred tax assets	$ 155.2	$ 156.3

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Consolidated Balance Sheet (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Statement Of Financial Position [Abstract]
Cash and cash equivalents	$ 298.1	$ 302.1
Restricted cash	1,027.4	851.6
Premiums and fees receivable	1,288.8	1,096.1
Other current assets	261.3	179.7
Total current assets	2,875.6	2,429.5
Fixed assets-net	160.4	105.4
Deferred income taxes	279.8	251.8
Other noncurrent assets	320.7	283.3
Goodwill-net	2,145.2	1,472.7
Amortizable intangible assets-net	1,078.8	809.6
Total assets	6,860.5	5,352.3
Premiums payable to insurance and reinsurance companies	2,154.7	1,819.7
Accrued compensation and other accrued liabilities	370.6	306.7
Unearned fees	84.5	70.6
Other current liabilities	44.5	36.9
Corporate related borrowings-current	630.5	129.0
Total current liabilities	3,284.8	2,362.9
Corporate related borrowings-noncurrent	825.0	725.0
Other noncurrent liabilities	665.2	605.8
Total liabilities	4,775.0	3,693.7
Stockholders' equity:
Common stock-authorized 400.0 shares; issued and outstanding 133.6 shares in 2013 and 125.6 shares in 2012	133.6	125.6
Capital in excess of par value	1,358.1	1,055.4
Retained earnings	596.4	510.4
Accumulated other comprehensive loss	(2.6)	(32.8)
Total stockholders' equity	2,085.5	1,658.6
Total liabilities and stockholders' equity	$ 6,860.5	$ 5,352.3

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Fixed Assets

12 Months Ended

Dec. 31, 2013

Property Plant And Equipment [Abstract]

Fixed Assets

4. Fixed Assets

Major classes of fixed assets consist of the following (in millions):

	December 31,
	2013			2012
Office equipment	$	16.3		$	15.1
Furniture and fixtures		78.3			74.2
Computer equipment		117.2			116.7
Leasehold improvements		77.9			52.2
Software		147.6			102.7
Other		8.5			2.9
		445.8			363.8
Accumulated depreciation		(285.4	)		(258.4	)
Net fixed assets	$	160.4		$	105.4

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Business Combinations

12 Months Ended

Dec. 31, 2013

Business Combinations [Abstract]

Business Combinations

3. Business Combinations

During 2013, we acquired substantially all of the net assets of the following firms in exchange for our common stock and/or cash. These acquisitions have been accounted for using the acquisition method for recording business combinations (in millions except share data):

Name and Effective Date of Acquisition	Common Shares Issued			Common Share Value		Cash Paid		Accrued Liability		Escrow Deposited		Recorded Earnout Payable		Total Recorded Purchase Price		Maximum Potential Earnout Payable
		(000s	)
Metzler Brothers Insurance February 1, 2013		—		$	—	$	3.4	$	—	$	0.4	$	0.7	$	4.5	$	1.4
Advanced Benefit Advisors, Inc. April 1, 2013		—			—		10.9		—		0.1		1.8		12.8		7.0
Property & Commercial Limited (PCL) April 1, 2013		—			—		62.0		—		3.1		—		65.1		—
Garza Long Group, LLC May 1, 2013		—			—		4.3		—		0.1		0.5		4.9		6.7
Bollinger, Inc. (BOL) August 1, 2013		3,177			140.0		157.6		—		22.0		—		319.6		—
Dickinson & Associates, Inc. August 1, 2013		—			—		10.9		—		0.1		—		11.0		4.8
Belmont International (BEL) September 1, 2013		—			—		21.7		—		2.5		2.9		27.1		3.2
R.W. Scobie, Inc. September 1, 2013		223			8.0		4.4		—		1.5		2.5		16.4		5.0
Jeffrey Haber & Michael Fischman September 20, 2013		—			—		7.0		—		—		8.5		15.5		10.3
G.S. Levine Insurance Services, Inc. (GSL) October 1, 2013		413			16.8		5.5		—		2.7		3.8		28.8		8.0
R.J. Dutton Incorporated October 1, 2013		112			5.2		1.8		—		0.1		1.2		8.3		4.9
Employee Benefits Analysis Corporation November 1, 2013		148			6.9		—		—		0.1		0.6		7.6		5.0
Parks Johnson Agency, LLC November 1, 2013		—			—		5.4		—		0.1		0.6		6.1		5.2
Giles Group of Companies (GGC) November 14, 2013		—			—		387.9		—		3.8		—		391.7		—
Barmore Insurance Agency, Inc. December 1, 2013		95			4.4		1.1		—		0.3		1.6		7.4		3.5
Bergvall Marine A.S. (BMA) December 1, 2013		—			—		11.3		—		1.2		9.2		21.7		11.9
		(000s	)
Cleaveland Insurance Group, Inc. December 1, 2013		101			4.1		1.5		—		0.6		1.2		7.4		2.7
The Jenkins Group, Inc. December 1, 2013		—			—		1.2		3.8		—		1.0		6.0		4.0
Longfellow Financial, LLC (LGF) December 1, 2013		461			20.5		7.0		—		0.5		3.4		31.4		17.0
McIntyre Risk Management, LLC (MRM) December 1, 2013		296			13.6		4.3		—		0.2		2.2		20.3		5.5
Eleven other acquisitions completed in 2013		77			3.6		10.4		—		0.4		8.6		23.0		13.1
		5,103		$	223.1	$	719.6	$	3.8	$	39.8	$	50.3	$	1,036.6	$	119.2

Effective November 14, 2013 we acquired the Giles Group of Companies (which we refer to as Giles) headquartered in London, England. Under the agreement, we purchased all of the outstanding shares of Giles for net cash consideration of approximately £233.0 million. Giles was the fifth largest independent retail insurance broker in the United Kingdom with over 1,100 employees operating out of 43 offices in England, Scotland, Wales, Northern Ireland, Isle of Man and the Channel Islands. In 2013, we recognized a pretax gain of $2.6 million resulting from three foreign currency derivative investment contracts that we executed in September 2013 and exercised on October 31, 2013 in connection with the signing of the agreement to acquire Giles. This gain was included in other net revenues in the consolidated statement of earnings.

Common shares issued in connection with acquisitions are valued at closing market prices as of the effective date of the applicable acquisition. We record escrow deposits that are returned to us as a result of adjustments to net assets acquired as reductions of goodwill when the escrows are settled. The maximum potential earnout payables disclosed in the foregoing table represent the maximum amount of additional consideration that could be paid pursuant to the terms of the purchase agreement for the applicable acquisition. The amounts recorded as earnout payables, which are primarily based upon the estimated future operating results of the acquired entities over a two- to three-year period subsequent to the acquisition date, are measured at fair value as of the acquisition date and are included on that basis in the recorded purchase price consideration in the foregoing table. We will record subsequent changes in these estimated earnout obligations, including the accretion of discount, in our consolidated statement of earnings when incurred.

The fair value of these earnout obligations is based on the present value of the expected future payments to be made to the sellers of the acquired entities in accordance with the provisions outlined in the respective purchase agreements, which is a Level 3 fair value measurement. In determining fair value, we estimated the acquired entity’s future performance using financial projections developed by management for the acquired entity and market participant assumptions that were derived for revenue growth and/or profitability. Revenue growth rates generally ranged from 2.0% to 12.0% for our 2013 acquisitions. We estimated future payments using the earnout formula and performance targets specified in each purchase agreement and these financial projections. We then discounted these payments to present value using a risk-adjusted rate that takes into consideration market-based rates of return that reflect the ability of the acquired entity to achieve the targets. These discount rates generally ranged from 8.0% to 9.0% for our 2013 acquisitions. Changes in financial projections, market participant assumptions for revenue growth and/or profitability, or the risk-adjusted discount rate, would result in a change in the fair value of recorded earnout obligations.

During 2013, 2012 and 2011, we recognized $11.9 million, $9.3 million and $8.3 million, respectively, of expense in our consolidated statement of earnings related to the accretion of the discount recorded for earnout obligations in connection with our acquisitions. In addition, during 2013, 2012 and 2011 we recognized $10.2 million, $5.9 million and $14.5 million of income, respectively, related to net adjustments in the estimated fair value of the liability for earnout obligations in connection with revised projections of future performance for 79, 46 and 22 acquisitions, respectively. The aggregate amount of maximum earnout obligations related to acquisitions made in 2010 and subsequent years was $462.3 million as of December 31, 2013, of which $162.7 million was recorded in the consolidated balance sheet as of that date based on the estimated fair value of the expected future payments to be made. The aggregate amount of maximum earnout obligations related to acquisitions made in 2009 and subsequent years was $384.8 million as of December 31, 2012, of which $139.8 million was recorded in the consolidated balance sheet as of that date.

The following is a summary of the estimated fair values of the net assets acquired at the date of each acquisition made in 2013 (in millions):

	PCL		BOL		BEL		GSL		GGC		BMA		LGF		MRM		Twenty-three Other Acquisitions		Total
Cash	$	2.4	$	7.6	$	5.3	$	0.4	$	25.9	$	0.8	$	—	$	—	$	7.9	$	50.3
Other current assets		32.9		39.5		19.1		1.1		135.7		16.2		0.2		4.0		12.7		261.4
Fixed assets		2.2		2.4		0.4		0.3		4.1		0.1		—		0.2		0.8		10.5
Noncurrent assets		0.4		2.3		—		0.9		—		—		—		—		—		3.6
Goodwill		45.1		200.2		11.4		8.0		301.5		13.4		12.9		10.7		61.8		665.0
Expiration lists		25.6		132.5		14.4		20.1		89.8		8.8		17.5		9.8		75.7		394.2
Non-compete agreements		—		0.4		—		0.1		3.7		0.2		0.8		0.1		1.8		7.1
Trade names		0.1		1.7		—		—		—		—		—		—		—		1.8
Total assets acquired		108.7		386.6		50.6		30.9		560.7		39.5		31.4		24.8		160.7		1,393.9
Current liabilities		35.5		51.1		20.6		2.1		149.1		15.3		—		4.5		24.0		302.2
Noncurrent liabilities		8.1		15.9		2.9		—		19.9		2.5		—		—		5.8		55.1
Total liabilities assumed		43.6		67.0		23.5		2.1		169.0		17.8		—		4.5		29.8		357.3
Total net assets acquired	$	65.1	$	319.6	$	27.1	$	28.8	$	391.7	$	21.7	$	31.4	$	20.3	$	130.9	$	1,036.6

Among other things, these acquisitions allow us to expand into desirable geographic locations, further extend our presence in the retail and wholesale insurance brokerage services and risk management industries and increase the volume of general services currently provided. The excess of the purchase price over the estimated fair value of the tangible net assets acquired at the acquisition date was allocated to goodwill, trade names, expiration lists and non-compete agreements in the amounts of $664.1 million, $1.8 million, $392.6 million and $7.1 million, respectively, within the brokerage segment and allocated to goodwill and expiration lists in the amounts of $0.9 million and $1.6 million, respectively, within the risk management segment.

Provisional estimates of fair value are established at the time of the acquisition and are subsequently reviewed within the first year of operations subsequent to the acquisition date to determine the necessity for adjustments. The fair value of the tangible assets and liabilities for each applicable acquisition at the acquisition date approximated their carrying values. The fair value of expiration lists was established using the excess earnings method, which is an income approach based on estimated financial projections developed by management for each acquired entity using market participant assumptions. Revenue growth and attrition rates generally ranged from 2.0% to 10.0% and 5.0% to 15.0% for our 2013 acquisitions, respectively, for which a valuation was performed. We estimate the fair value as the present value of the benefits anticipated from ownership of the subject customer list in excess of returns required on the investment in contributory assets necessary to realize those benefits. The rate used to discount the net benefits was based on a risk-adjusted rate that takes into consideration market-based rates of return and reflects the risk of the asset relative to the acquired business. These discount rates generally ranged from 10.5% to 14.5% for our 2013 acquisitions, for which a valuation was performed. The fair value of non-compete agreements was established using the profit differential method, which is an income approach based on estimated financial projections developed by management for the acquired company using market participant assumptions and various non-compete scenarios.

Of the $1.8 million of trade names, $394.2 million of expiration lists and $7.1 million of non-compete agreements related to the 2013 acquisitions, $1.8 million, $287.7 million and $4.6 million, respectively, is not expected to be deductible for income tax purposes. Accordingly, we recorded a deferred tax liability of $48.4 million, and a corresponding amount of goodwill, in 2013 related to the nondeductible amortizable intangible assets.

During 2012, we issued 425,000 shares of our common stock and paid $3.5 million in cash related to earnout obligations of five acquisitions made prior to 2009, and recorded additional goodwill of $0.1 million. During 2011, we issued 245,000 shares of our common stock, paid $8.2 million in cash and accrued $18.3 million in liabilities related to earnout obligations of 19 acquisitions made prior to 2009, and recorded additional goodwill of $30.0 million.

Our consolidated financial statements for the year ended December 31, 2013 include the operations of the acquired entities from their respective acquisition dates. The following is a summary of the unaudited pro forma historical results, as if these entities had been acquired at January 1, 2012 (in millions, except per share data):

	Year Ended December 31,
	2013		2012
Total revenues	$	3,461.2	$	2,903.6
Net earnings		286.3		212.9
Basic earnings per share		2.17		1.69
Diluted earnings per share		2.14		1.67

The unaudited pro forma results above have been prepared for comparative purposes only and do not purport to be indicative of the results of operations which actually would have resulted had these acquisitions occurred at January 1, 2012, nor are they necessarily indicative of future operating results. Annualized revenues of entities acquired in 2013 totaled approximately $383.9 million. Total revenues and net earnings recorded in our consolidated statement of earnings for 2013 related to the 2013 acquisitions in the aggregate were $107.4 million and $2.1 million, respectively.

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Accumulated Other Comprehensive Earnings

12 Months Ended

Dec. 31, 2013

Equity [Abstract]

Accumulated Other Comprehensive Earnings

15. Accumulated Other Comprehensive Earnings

The after-tax components of our accumulated comprehensive earnings (loss) consist of the following:

	Pension Liability			Foreign Currency Translation			Fair Value of Derivative Instruments			Accumulated Comprehensive Earnings (Loss)
Balance as of January 1, 2011	$	(18.4	)	$	20.5		$	0.1		$	2.2
Net change in period		(30.6	)		(16.1	)		(2.7	)		(49.4	)
Balance as of December 31, 2011	$	(49.0	)	$	4.4		$	(2.6	)	$	(47.2	)
Net change in period		(3.4	)		16.1			1.7			14.4
Balance as of December 31, 2012	$	(52.4	)	$	20.5		$	(0.9	)	$	(32.8	)
Net change in period		26.8			1.6			1.8			30.2
Balance as of December 31, 2013	$	(25.6	)	$	22.1		$	0.9		$	(2.6	)

The foreign currency translation in 2013, 2012 and 2011 primarily relates to the net impact of changes in the value of the local currencies relative to the U.S. dollar for our operations in Australia, Canada, India, Singapore and the U.K.

During 2013, 2012 and 2011, $7.9 million, $7.2 million and $1.6 million, respectively, of expense related to the pension liability was reclassified from accumulated other comprehensive loss to compensation expense in the statement of earnings. During 2013, 2012 and 2011, $0.9 million, $0.2 million and ($0.4 million), respectively, of expense (income) related to the fair value of derivative investments was reclassified from accumulated other comprehensive loss to the statement of earnings. During 2013, 2012 and 2011, no amounts related to foreign currency translation were reclassified from accumulated other comprehensive loss to the statement of earnings.

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Retirement Plans

12 Months Ended

Dec. 31, 2013

Compensation And Retirement Disclosure [Abstract]

Retirement Plans

11. Retirement Plans

We have a noncontributory defined benefit pension plan that, prior to July 1, 2005, covered substantially all of our domestic employees who had attained a specified age and one year of employment. Benefits under the plan were based on years of service and salary history. In 2005, we amended our defined benefit pension plan to freeze the accrual of future benefits for all U.S. employees, effective on July 1, 2005. Since the plan is frozen, there is no difference between the projected benefit obligation and accumulated benefit obligation at December 31, 2013 and 2012. In the table below, the service cost component represents plan administration costs that are incurred directly by the plan.

A reconciliation of the beginning and ending balances of the pension benefit obligation and fair value of plan assets and the funded status of the plan is as follows (in millions):

	Year Ended December 31,
	2013			2012
Change in pension benefit obligation:
Benefit obligation at beginning of year	$	292.0		$	267.1
Service cost		0.6			0.4
Interest cost		11.7			11.8
Net actuarial (gain) loss		(22.4	)		20.9
Benefits paid		(9.4	)		(8.2	)
Benefit obligation at end of year	$	272.5		$	292.0
Change in plan assets:
Fair value of plan assets at beginning of year	$	227.4		$	202.9
Actual return on plan assets		30.6			25.5
Contributions by Gallagher		6.3			7.2
Benefits paid		(9.4	)		(8.2	)
Fair value of plan assets at end of year	$	254.9		$	227.4
Funded status of the plan (underfunded)	$	(17.6	)	$	(64.6	)
Amounts recognized in the consolidated balance sheet consist of:
Noncurrent liabilities - accrued benefit liability	$	(17.6	)	$	(64.6	)
Accumulated other comprehensive loss - net actuarial loss		47.0			90.9
Net amount included in retained earnings	$	29.4		$	26.3

The components of the net periodic pension benefit cost for the plan and other changes in plan assets and obligations recognized in other comprehensive earnings consist of the following (in millions):

	Year Ended December 31,
	2013			2012			2011
Net periodic pension cost (earnings):
Service cost	$	0.6		$	0.4		$	0.4
Interest cost on benefit obligation		11.7			11.8			11.9
Expected return on plan assets		(17.0	)		(15.2	)		(14.9	)
Amortization of net loss		7.9			7.2			1.6
Net periodic benefit cost (earnings)		3.2			4.2			(1.0	)
Other changes in plan assets and obligations recognized in other comprehensive earnings:
Net (gain) loss incurred		(36.0	)		10.6			53.8
Amortization of net loss		(7.9	)		(7.2	)		(1.6	)
Total recognized in other comprehensive (earnings) loss		(43.9	)		3.4			52.2
Total recognized in net periodic pension cost (earnings) and other comprehensive (earnings) loss	$	(40.7	)	$	7.6		$	51.2
Estimated amortization for the following year:
Amortization of net loss	$	2.4		$	7.7		$	2.3

The following weighted average assumptions were used at December 31 in determining the plan’s pension benefit obligation:

	December 31,
	2013			2012
Discount rate		4.75	%		4.00	%
Weighted average expected long-term rate of return on plan assets		7.50	%		7.50	%

The following weighted average assumptions were used at January 1 in determining the plan’s net periodic pension benefit cost:

	Year Ended December 31,
	2013			2012			2011
Discount rate		4.00	%		4.50	%		5.50	%
Weighted average expected long-term rate of return on plan assets		7.50	%		7.50	%		7.50	%

The following benefit payments are expected to be paid by the plan (in millions):

2014	$	10.1
2015		11.0
2016		11.8
2017		12.6
2018		13.3
Years 2019 to 2023		79.0

The following is a summary of the plan’s weighted average asset allocations at December 31 by asset category:

	December 31,
Asset Category	2013			2012
Equity securities		69.0	%		66.0	%
Debt securities		24.0	%		27.0	%
Real estate		7.0	%		7.0	%
Total		100.0	%		100.0	%

Plan assets are invested in various pooled separate accounts under annuity contracts managed by two life insurance carriers. The plan’s investment policy provides that investments will be allocated in a manner designed to provide a long-term investment return greater than the actuarial assumptions, maximize investment return commensurate with risk and to comply with the Employee Income Retirement Security Act of 1974, as amended (which we refer to as ERISA), by investing the funds in a manner consistent with ERISA’s fiduciary standards. The weighted average expected long-term rate of return on plan assets assumption was determined based on a review of the asset allocation strategy of the plan using expected ten-year return assumptions for all of the asset classes in which the plan was invested at December 31, 2013 and 2012. The ten-year return assumptions used in the valuation were based on data provided by the plan’s external investment advisors.

The following is a summary of the plan’s assets carried at fair value as of December 31 by level within the fair value hierarchy (in millions):

	December 31,
Fair Value Hierarchy	2013		2012
Level 1	$	—	$	—
Level 2		158.8		136.3
Level 3		96.1		91.1
Total fair value	$	254.9	$	227.4

The plan’s Level 2 assets consist of ownership interests in various pooled separate accounts within a life insurance carrier’s group annuity contract. The fair value of the pooled separate accounts is determined based on the net asset value of the respective funds, which is obtained from the carrier and determined each business day with issuances and redemptions of units of the funds made based on the net asset value per unit as determined on the valuation date. We have not adjusted the net asset values provided by the carrier. There are no restrictions as to the plan’s ability to redeem its investment at the net asset value of the respective funds as of the reporting date. The plan’s Level 3 assets consist of pooled separate accounts within another life insurance carrier’s annuity contracts for which fair value has been determined by an independent valuation. Due to the nature of these annuity contracts, our management makes assumptions to determine how a market participant would price these Level 3 assets. In determining fair value, the future cash flows to be generated by the annuity contracts were estimated using the underlying benefit provisions specified in each contract, market participant assumptions and various actuarial and financial models. These cash flows were then discounted to present value using a risk-adjusted rate that takes into consideration market based rates of return and probability-weighted present values.

The following is a reconciliation of the beginning and ending balances for the Level 3 assets of the plan measured at fair value (in millions):

	Year Ended December 31,
	2013		2012
Fair value at January 1	$	91.1	$	79.6
Settlements		—		—
Unrealized gains		5.0		11.5
Fair value at December 31	$	96.1	$	91.1

We were not required under the Internal Revenue Code (which we refer to as IRC) to make any minimum contributions to the plan for each of the 2013 and 2012 plan years. We were required under the IRC to make minimum contributions of $0.3 million to the plan for the 2011 plan year. This level of required funding is based on the plan being frozen and the aggregate amount of our historical funding. During 2013, 2012 and 2011, we made discretionary contributions of $6.3 million, $7.2 million and $7.2 million, respectively, to the plan.

We also have a qualified contributory savings and thrift (401(k)) plan covering the majority of our domestic employees. For eligible employees who have met the plan’s age and service requirements to receive matching contributions, we match 100% of pre-tax and Roth elective deferrals up to a maximum of 5.0% of eligible compensation, subject to Federal limits on plan contributions and not in excess of the maximum amount deductible for Federal income tax purposes. Effective January 1, 2014, employees must be employed and eligible for the plan on the last day of the plan year to receive a matching contribution, subject to certain exceptions enumerated in the plan document. Matching contributions are subject to a five-year graduated vesting schedule. We contributed $36.8 million, $33.0 million and $30.5 million to the plan in 2013, 2012 and 2011, respectively.

We also have a nonqualified deferred compensation plan, the Supplemental Savings and Thrift Plan, for certain employees who, due to Internal Revenue Service (which we refer to as the IRS) rules, cannot take full advantage of our matching contributions under the 401(k) plan. The plan permits these employees to annually elect to defer a portion of their compensation until their retirement or a future date. Our matching contributions to this plan (up to a maximum of the lesser of a participant’s elective deferral of base salary, annual bonus and commissions or 5.0% of eligible compensation, less matching amounts contributed under the 401(k) plan) are also at the discretion of our board of directors. We contributed $2.8 million, $2.5 million and $2.1 million to a rabbi trust maintained under the plan in 2013, 2012 and 2011, respectively. The fair value of the assets in the plan’s rabbi trust at December 31, 2013 and 2012, including employee contributions and investment earnings, was $148.2 million and $116.7 million, respectively, and has been included in other noncurrent assets and the corresponding liability has been included in other noncurrent liabilities in the accompanying consolidated balance sheet.

We also have several foreign benefit plans, the largest of which is a defined contribution plan that provides for us to make contributions of 5.0% of eligible compensation. In addition, the plan allows for voluntary contributions by U.K. employees, which we match 100%, up to a maximum of an additional 5.0% of eligible compensation. Net expense for foreign retirement plans amounted to $18.1 million, $16.0 million and $12.3 million in 2013, 2012 and 2011, respectively.

In 1992, we amended our health benefits plan to eliminate retiree coverage, except for retirees and those employees who had already attained a specified age and length of service at the time of the amendment. The retiree health plan is contributory, with contributions adjusted annually, and is funded on a pay-as-you-go basis. The postretirement benefit obligation and the unfunded status of the plan as of December 31, 2013 and 2012 were $3.1 million and $3.1 million, respectively. The net periodic postretirement benefit (income) cost of the plan amounted to ($0.5 million), ($0.1 million) and $0.1 million in 2013, 2012 and 2011, respectively.

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Commitments, Contingencies and Off-Balance Sheet Arrangements - Outstanding Letters of Credit, Financial Guarantees and Funding Commitments (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Maximum Exposure	$ 36.5
Liability Recorded	9.0
Funding Commitments To Construct Refined Coal Plants Into Permanent Operations Trigger [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Collateral	None
Compensation to Us	None
Maximum Exposure	6.0
Funding Commitment To Three Funds Expire In 2014 2019 And 2023 Trigger [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Collateral	None
Compensation to Us	None
Maximum Exposure	5.4
Credit Support Under Letters Of Credit For Deductibles Due By Us On Our Own Insurance Coverage's Expires After Two Thousand Eighteen Trigger [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Collateral	None
Compensation to Us	None
Maximum Exposure	9.8
Liability Recorded	9.0
Credit Enhancement Under Letters Of Credit For Our Captive Insurance Operations To Meet Minimum Statutory Capital Requirements Expires After Two Thousand Eighteen [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Collateral	None
Compensation to Us	Reimbursement of LOC fees
Maximum Exposure	4.2
Credit Support Under Letters Of Credit For Clients Claim Funds Held By Our Bermuda Captive Insurance Operation In A Fiduciary Capacity Expires After Two Thousand Eighteen [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Collateral	None
Compensation to Us	Reimbursement of LOC fees
Maximum Exposure	2.0
Financial Guarantee Of Mortgage Loan To UK Based Employee Expires When Mortgage Balance Reduced Trigger [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Compensation to Us	None
Maximum Exposure	$ 9.1

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Earnings per Share

12 Months Ended

Dec. 31, 2013

Earnings Per Share [Abstract]

Earnings per Share

7. Earnings per Share

The following table sets forth the computation of basic and diluted net earnings per share (in millions, except per share data):

	Year Ended December 31,
	2013		2012		2011
Net earnings	$	268.6	$	195.0	$	144.1
Weighted average number of common shares outstanding		128.9		121.0		111.7
Dilutive effect of stock options using the treasury stock method		1.6		1.5		0.8
Weighted average number of common and common equivalent shares outstanding		130.5		122.5		112.5
Basic net earnings per share	$	2.08	$	1.61	$	1.29
Diluted net earnings per share:	$	2.06	$	1.59	$	1.28

Options to purchase 1.3 million, 1.1 million and 3.8 million shares of our common stock were outstanding at December 31, 2013, 2012 and 2011, respectively, but were not included in the computation of the dilutive effect of stock options for the year then ended. These stock options were excluded from the computation because the options’ exercise prices were greater than the average market price of our common shares during the respective period and, therefore, would be anti-dilutive to earnings per share under the treasury stock method.

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Earnings Per Share - Additional information (Detail) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Earnings Per Share [Abstract]
Options to purchase common stock shares outstanding	1.3	1.1	3.8

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Intangible Assets

12 Months Ended

Dec. 31, 2013

Goodwill And Intangible Assets Disclosure [Abstract]

Intangible Assets

5. Intangible Assets

The carrying amount of goodwill at December 31, 2013 and 2012 allocated by domestic and foreign operations is as follows (in millions):

	Brokerage		Risk Management		Corporate		Total
At December 31, 2013
United States	$	1,449.6	$	20.2	$	—	$	1,469.8
United Kingdom		595.1		2.1		—		597.2
Other foreign, principally Australia and Canada		78.2		—		—		78.2
Total goodwill – net	$	2,122.9	$	22.3	$	—	$	2,145.2
At December 31, 2012
United States	$	1,158.1	$	19.2	$	—	$	1,177.3
United Kingdom		223.9		2.1		—		226.0
Other foreign, principally Australia and Canada		69.4		—		—		69.4
Total goodwill - net	$	1,451.4	$	21.3	$	—	$	1,472.7

The changes in the carrying amount of goodwill for 2013 and 2012 are as follows (in millions):

	Brokerage			Risk Management			Corporate		Total
Balance as of January 1, 2012	$	1,136.6		$	18.7		$	—	$	1,155.3
Goodwill acquired during the year		308.1			0.7			—		308.8
Goodwill related to earnouts recognized during the year		0.1			—			—		0.1
Goodwill adjustments related to appraisals and other acquisition adjustments		(0.6	)		(0.2	)		—		(0.8	)
Goodwill related to transfers of operations between segments		(2.0	)		2.0			—		—
Foreign currency translation adjustments during the year		9.2			0.1			—		9.3
Balance as of December 31, 2012		1,451.4			21.3			—		1,472.7
Goodwill acquired during the year		664.1			0.9			—		665.0
Goodwill adjustments related to appraisals and other acquisition adjustments		3.3			—			—		3.3
Foreign currency translation adjustments during the year		4.1			0.1			—		4.2
Balance as of December 31, 2013	$	2,122.9		$	22.3		$	—	$	2,145.2

Major classes of amortizable intangible assets consist of the following (in millions):

	December 31,
	2013			2012
Expiration lists	$	1,563.5		$	1,175.0
Accumulated amortization – expiration lists		(511.3	)		(390.8	)
		1,052.2			784.2
Non-compete agreements		37.3			30.9
Accumulated amortization – non-compete agreements		(25.9	)		(23.3	)
		11.4			7.6
Trade names		22.1			23.0
Accumulated amortization – trade names		(6.9	)		(5.2	)
		15.2			17.8
Net amortizable assets	$	1,078.8		$	809.6

Estimated aggregate amortization expense for each of the next five years is as follows (in millions):

2014	$	146.3
2015		141.1
2016		135.5
2017		126.3
2018		115.0
Total	$	664.2

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Credit and Other Debt Agreements

12 Months Ended

Dec. 31, 2013

Debt Disclosure [Abstract]

Credit and Other Debt Agreements

6. Credit and Other Debt Agreements

Note Purchase Agreement – We are a party to an amended and restated note purchase agreement dated December 19, 2007, with certain accredited institutional investors, pursuant to which we issued and sold $100.0 million in aggregate principal amount of our 6.26% Senior Notes, Series A, due August 3, 2014 and $300.0 million in aggregate principal amount of our 6.44% Senior Notes, Series B, due August 3, 2017, in a private placement. These notes require semi-annual payments of interest that are due in February and August of each year.

We are a party to a note purchase agreement dated November 30, 2009, with certain accredited institutional investors, pursuant to which we issued and sold $150.0 million in aggregate principal amount of our 5.85% Senior Notes, Series C, due in three equal installments on November 30, 2016, November 30, 2018 and November 30, 2019, in a private placement. These notes require semi-annual payments of interest that are due in May and November of each year.

We are a party to a note purchase agreement dated February 10, 2011, with certain accredited institutional investors, pursuant to which we issued and sold $75.0 million in aggregate principal amount of our 5.18% Senior Notes, Series D, due February 10, 2021 and $50.0 million in aggregate principal amount of our 5.49% Senior Notes, Series E, due February 10, 2023, in a private placement. These notes require semi-annual payments of interest that are due in February and August of each year.

We are a party to a note purchase agreement dated July 10, 2012, with certain accredited institutional investors, pursuant to which we issued and sold $50.0 million in aggregate principal amount of our 3.99% Senior Notes, Series F, due July 10, 2020, in a private placement. These notes require semi-annual payments of interest that are due in January and July of each year.

We are a party to a note purchase agreement dated June 14, 2013, with certain accredited institutional investors, pursuant to which we issued and sold $200.0 million in aggregate principal amount of our 3.69% Senior Notes, Series G, due June 14, 2022, in a private placement. These notes require semi-annual payments of interest that are due in June and December of each year.

On December 20, 2013, we entered into a note purchase agreement with certain accredited investors, for a private placement of $600.0 million of Senior Notes. The agreement provides for three series of notes: Series H is $325.0 million at 4.58% due in 2024, Series I is $175.0 million at 4.73% due in 2026 and Series J is $100.0 million at 4.98% due 2029. Under the agreement, funding is expected to occur on February 27, 2014. These notes will require semi-annual payments of interest that will be due in February and August of each year. We will incur approximately $1.3 million of debt acquisition costs that will be capitalized and amortized on a pro rata basis over the life of the debt.

Under the terms of the note purchase agreements, we may redeem the notes at any time, in whole or in part, at 100% of the principal amount of such notes being redeemed, together with accrued and unpaid interest and a “make-whole amount”. The “make-whole amount” is derived from a net present value computation of the remaining scheduled payments of principal and interest using a discount rate based on the U.S. Treasury yield plus 0.5% and is designed to compensate the purchasers of the notes for their investment risk in the event prevailing interest rates at the time of prepayment are less favorable than the interest rates under the notes. We do not currently intend to prepay any of the notes.

The note purchase agreements contain customary provisions for transactions of this type, including representations and warranties regarding us and our subsidiaries and various financial covenants, including covenants that require us to maintain specified financial ratios. We were in compliance with these covenants as of December 31, 2013. The note purchase agreements also provide customary events of default, generally with corresponding grace periods, including, without limitation, payment defaults with respect to the notes, covenant defaults, cross-defaults to other agreements evidencing our or our subsidiaries’ indebtedness, certain judgments against us or our subsidiaries and events of bankruptcy involving us or our material subsidiaries.

The notes issued under the note purchase agreement are senior unsecured obligations of ours and rank equal in right of payment with our Credit Agreement discussed below.

Credit Agreement – On September 19, 2013, we entered into a $600.0 million unsecured multicurrency credit agreement (which we refer to as the Credit Agreement), which expires on September 19, 2018, with a group of fifteen financial institutions. The Credit Agreement replaced a $500.0 million unsecured revolving credit facility (that was scheduled to expire on July 14, 2014), which was terminated upon the execution of the Credit Agreement. All indebtedness, liabilities and obligations outstanding under the previous facility were fully paid and satisfied, except for the letters of credit (which we refer to as LOCs) which became LOCs under the Credit Agreement. We incurred no early termination fees in connection with replacing the previous credit facility.

The Credit Agreement provides for a revolving credit commitment of up to $600.0 million, of which up to $75.0 million may be used for issuances of standby or commercial letters of credit and up to $50.0 million may be used for the making of swing loans, as defined in the Credit Agreement. We may from time to time request, subject to certain conditions, an increase in the revolving credit commitment up to a maximum aggregate revolving credit commitment of $850.0 million.

The Credit Agreement provides that we may elect that each borrowing in U.S. dollars be either base rate loans or Eurocurrency loans, as defined in the Credit Agreement. All loans denominated in currencies other than U.S. dollars will be Eurocurrency loans. Interest rates on base rate loans and outstanding drawings on letters of credit in U.S. dollars under the Credit Agreement are based on the base rate, as defined in the Credit Agreement. Interest rates on Eurocurrency loans or outstanding drawings on letters of credit in currencies other than U.S. dollars are based on an adjusted London Interbank Offered Rate (which we refer to as LIBOR), as defined in the Credit Agreement, plus a margin of 0.85%, 0.95%, 1.05%, 1.25% or 1.45%, depending on the financial leverage ratio we maintain. Interest rates on swing loans are based, at our election, on either the base rate, as defined in the Credit Agreement, or such alternate rate as may be quoted by the lead lender. The annual facility fee related to the Credit Agreement is 0.15%, 0.175%, 0.20%, 0.25% or .30% of the used and unused portions of the revolving credit commitment, depending on the financial leverage ratio we maintain. In connection with entering into the Credit Agreement, we incurred approximately $2.1 million of debt acquisition costs that were capitalized and will be amortized on a pro rata basis over the term of the Credit Agreement.

The terms of the Credit Agreement include various financial covenants, including covenants that require us to maintain specified levels of net worth and financial leverage ratios. We were in compliance with these covenants as of December 31, 2013. The Credit Agreement also includes customary events of default, with corresponding grace periods, including, without limitation, payment defaults, cross-defaults to other agreements evidencing indebtedness and bankruptcy-related defaults.

At December 31, 2013, $16.0 million of letters of credit (for which we had $9.0 million of liabilities recorded at December 31, 2013) were outstanding under the Credit Agreement. See Note 13 to our consolidated financial statements for a discussion of the letters of credit. There were $530.5 million of borrowings outstanding under the Credit Agreement at December 31, 2013. Accordingly, at December 31, 2013, $53.5 million remained available for potential borrowings, of which $53.5 million may be in the form of additional letters of credit.

The following is a summary of our corporate debt (in millions):

	December 31,
	2013		2012
Note Purchase Agreements:
Semi-annual payments of interest, fixed rate of 6.26%, balloon due 2014	$	100.0	$	100.0
Semi-annual payments of interest, fixed rate of 6.44%, balloon due 2017		300.0		300.0
Semi-annual payments of interest, fixed rate of 5.85%, $50.0 million due in 2016, 2018 and 2019		150.0		150.0
Semi-annual payments of interest, fixed rate of 5.18%, balloon due 2021		75.0		75.0
Semi-annual payments of interest, fixed rate of 5.49%, balloon due 2023		50.0		50.0
Semi-annual payments of interest, fixed rate of 3.99%, balloon due 2020		50.0		50.0
Semi-annual payments of interest, fixed rate of 3.69%, balloon due 2022		200.0		—
Total Note Purchase Agreements		925.0		725.0
Credit Agreement:
Periodic payments of interest and principal, prime or LIBOR plus up to 1.45%, expires September 19, 2018		530.5		129.0
	$	1,455.5	$	854.0

The estimated fair value of the $925.0 million in debt under the note purchase agreements at December 31, 2013 was $979.4 million due to the long-term duration and fixed interest rates associated with these debt obligations. No active or observable market exists for our private long-term debt. Therefore, the estimated fair value of this debt is based on discounted future cash flows, which is a Level 3 fair value measurement, using current interest rates available for debt with similar terms and remaining maturities. To estimate an all-in interest rate for discounting, we obtain market quotes for notes with the same terms as ours, which we have deemed to be the closest approximation of current market rates. We have not adjusted this rate for risk profile changes, covenant issues or credit rating changes. The estimated fair value of the $530.5 million of borrowings outstanding under our Credit Agreement approximate their carrying value due to their short-term duration and variable interest rates.

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Stock Option Plans

12 Months Ended

Dec. 31, 2013

Text Block [Abstract]

Stock Option Plans

8. Stock Option Plans

Long-Term Incentive Plan

On May 10, 2011, our stockholders approved the Arthur J. Gallagher 2011 Long-Term Incentive Plan (which we refer to as the LTIP), which replaced our previous stockholder-approved Arthur J. Gallagher & Co. 2009 Long-Term Incentive Plan (which we refer to as the 2009 LTIP). The LTIP term began May 10, 2011 and it terminates on the date of the annual meeting of stockholders that occurs during 2018, unless terminated earlier by our board of directors. All of our officers, employees and non-employee directors are eligible to receive awards under the LTIP. The compensation committee of our board of directors determines the participants under the LTIP. The LTIP provides for non-qualified and incentive stock options, stock appreciation rights, restricted stock, restricted stock units and performance units, any or all of which may be made contingent upon the achievement of performance criteria. A stock appreciation right entitles the holder to receive, upon exercise and subject to withholding taxes, cash or shares of our common stock (which may be restricted stock) with a value equal to the difference between the fair market value of our common stock on the exercise date and the base price of the stock appreciation right. Subject to the LTIP limits, the compensation committee has the discretionary authority to determine the size of an award.

Shares of our common stock available for issuance under the LTIP include authorized and unissued shares of common stock or authorized and issued shares of common stock reacquired and held as treasury shares or otherwise, or a combination thereof. The number of available shares will be reduced by the aggregate number of shares that become subject to outstanding awards granted under the LTIP. To the extent that shares subject to an outstanding award granted under either the LTIP or the 2009 LTIP are not issued or delivered by reason of the expiration, termination, cancellation or forfeiture of such award or by reason of the settlement of such award in cash, then such shares will again be available for grant under the LTIP. Shares that are subject to a stock appreciation right and were not issued upon the net settlement or net exercise of such stock appreciation right, shares that are used to pay the exercise price of an option, delivered to or withheld by us to pay withholding taxes, and shares that are purchased on the open market with the proceeds of an option exercise, may not again be made available for issuance.

The maximum number of shares available under the LTIP for restricted stock, restricted stock unit awards and performance unit awards settled with stock (i.e., all awards other than stock options and stock appreciation rights) is 0.5 million as of December 31, 2013. To the extent necessary to be qualified performance-based compensation under Section 162(m) of the Internal Revenue Code (which we refer to as the IRC); (i) the maximum number of shares with respect to which options or stock appreciation rights or a combination thereof that may be granted during any fiscal year to any person is 200,000; (ii) the maximum number of shares with respect to which performance-based restricted stock or restricted stock units that may be granted during any fiscal year to any person is 100,000; and (iii) the maximum amount that may be payable with respect to performance units granted during any fiscal year to any person is $3.0 million.

The LTIP provides for the grant of stock options, which may be either tax-qualified incentive stock options or non-qualified options and stock appreciation rights. The compensation committee determines the period for the exercise of a non-qualified stock option, tax-qualified incentive stock option or stock appreciation right, provided that no option or stock appreciation right can be exercised later than seven years after its date of grant. The exercise price of a non-qualified stock option or tax-qualified incentive stock option and the base price of a stock appreciation right cannot be less than 100% of the fair market value of a share of our common stock on the date of grant, provided that the base price of a stock appreciation right granted in tandem with an option will be the exercise price of the related option.

Upon exercise, the option exercise price may be paid in cash, by the delivery of previously owned shares of our common stock, through a net-exercise arrangement, or through a broker-assisted cashless exercise arrangement. The compensation committee determines all of the terms relating to the exercise, cancellation or other disposition of an option or stock appreciation right upon a termination of employment, whether by reason of disability, retirement, death or any other reason. Stock option and stock appreciation right awards under the LTIP are non-transferable.

In addition to any discretionary stock options, each non-employee director is eligible under the LTIP to receive all or part of his or her annual retainer in the form of stock options, in lieu of cash. An option granted in lieu of a cash retainer will have an exercise price per share equal to the fair market value of a share of our common stock on the date the option is granted. The number of shares of common stock subject to each such option grant has a fair market value as of the date of the grant equal to a multiple of the forgone retainer. The board of directors determines the multiple from time to time based on the Black-Scholes model. We calculate the number of shares by multiplying the forgone cash retainer amount by the designated multiple, and then dividing that amount by the value of a share of common stock on the date of grant. Such options become exercisable in equal installments over the four quarters succeeding the date of grant and remain exercisable until the seventh anniversary of the date of grant.

On March 13, 2013, the compensation committee granted 1,665,000 options to our officers and key employees that become exercisable at the rate of 34%, 33% and 33% on the anniversary date of the grant in 2016, 2017 and 2018, respectively. On March 16, 2012, the compensation committee granted 1,355,000 options to our officers and key employees that become exercisable at the rate of 34%, 33% and 33% on the anniversary date of the grant in 2015, 2016 and 2017, respectively. On March 8, 2011, the compensation committee granted 851,000 options under the 2009 LTIP to our officers and key employees that become exercisable at the rate of 20% per year on the anniversary date of the grant. The 2013, 2012 and 2011 options expire seven years from the date of grant, or earlier in the event of termination of the employee. For certain of our executive officers age 55 or older, stock options awarded in 2013 are no longer subject to forfeiture upon such officers’ departure from the company after two years from the date of grant.

Prior Stock Option Plans

Prior to 2009, we issued stock options under four stock option-based employee compensation plans. In May 2008, all of these plans expired. Under the expired plans, we granted both incentive and nonqualified stock options to our officers and key employees. Most options granted under the incentive plan prior to 2007 become exercisable at the rate of 10% per year beginning the calendar year after the date of grant. Most options granted under the nonqualified plan prior to 2007 become exercisable at the rate of 10% per year beginning the calendar year after the date of grant or provided for accelerated vesting to 100% in the event of death, disability or retirement (if the retirement eligible age requirement is met). Options granted prior to 2009 expire ten years from the date of grant, or earlier in the event of termination of the employee (if the retirement eligible age requirement is not met).

Other Information

All of our stock option plans provide for the immediate vesting of all outstanding stock option grants in the event of a change in control of our company, as defined in the applicable plan documents.

During 2013, 2012 and 2011, we recognized $7.7 million, $7.2 million and $7.1 million, respectively, of compensation expense related to our stock option grants.

For purposes of expense recognition in 2013, 2012 and 2011, the estimated fair values of the stock option grants are amortized to expense over the options’ vesting period. We estimated the fair value of stock options at the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions:

	Year Ended December 31,
	2013			2012			2011
Expected dividend yield		3.5	%		4.0	%		4.5	%
Expected risk-free interest rate		1.2	%		1.2	%		2.7	%
Volatility		29.6	%		26.9	%		26.8	%
Expected life (in years)		6.0			5.0			6.0

Option valuation models require the input of highly subjective assumptions including the expected stock price volatility. The Black-Scholes option pricing model was developed for use in estimating the fair value of traded options which have no vesting restrictions and are fully transferable. Because our employee and director stock options have characteristics significantly different from those of traded options, and because changes in the selective input assumptions can materially affect the fair value estimate, in management’s opinion, the existing models do not necessarily provide a reliable single measure of the fair value of our employee and non-employee director stock options. The weighted average fair value per option for all options granted during 2013, 2012 and 2011, as determined on the grant date using the Black-Scholes option pricing model, was $7.51, $5.49 and $5.25, respectively.

The following is a summary of our stock option activity and related information for 2013, 2012 and 2011 (in millions, except exercise price and year data):

	Shares Under Option			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value
Year Ended December 31, 2013
Beginning balance		9.0		$	28.80
Granted		1.7			39.17
Exercised		(2.3	)		27.11
Forfeited or canceled		(0.1	)		26.01
Ending balance		8.3		$	31.35		3.62	$	129.4
Exercisable at end of year		3.8		$	27.64		2.15	$	72.5
Ending vested and expected to vest		8.2		$	31.28		3.59	$	128.3

	Shares Under			Weighted Average Exercise		Weighted Average Remaining Contractual Term		Aggregate Intrinsic
Year Ended December 31, 2012
Beginning balance		10.6		$	27.20
Granted		1.4			35.71
Exercised		(2.8	)		26.14
Forfeited or canceled		(0.2	)		29.46
Ending balance		9.0		$	28.80		3.41	$	53.9
Exercisable at end of year		5.1		$	27.50		2.52	$	36.3
Ending vested and expected to vest		8.9		$	28.76		3.39	$	53.8
Year Ended December 31, 2011
Beginning balance		12.5		$	26.71
Granted		0.9			30.95
Exercised		(2.6	)		25.87
Forfeited or canceled		(0.2	)		29.03
Ending balance		10.6		$	27.20		3.42	$	66.3
Exercisable at end of year		6.8		$	27.10		2.83	$	43.2
Ending vested and expected to vest		10.5		$	27.20		3.41	$	66.1

Options with respect to 8.0 million shares (less any shares of restricted stock issued under the LTIP—see Note 10 to our consolidated financial statements) were available for grant under the LTIP at December 31, 2013.

The total intrinsic value of options exercised during 2013, 2012 and 2011 amounted to $32.0 million, $26.0 million and $10.8 million, respectively. At December 31, 2013, we had approximately $20.7 million of total unrecognized compensation cost related to nonvested options. We expect to recognize that cost over a weighted average period of approximately four years.

Other information regarding stock options outstanding and exercisable at December 31, 2013 is summarized as follows (in millions, except exercise price and year data):

		Options Outstanding						Options Exercisable
Range of Exercise Prices		Number Outstanding		Weighted Average Remaining Contractual Term (in years)		Weighted Average Exercise Price		Number Exercisable		Weighted Average Exercise Price
$	10.58    -  $    27.25		2.8		2.53	$	25.86		2.0	$	25.86
	27.35    -        30.95		2.3		2.34		29.74		1.6		29.43
	31.24    -        35.71		1.5		4.71		35.43		0.2		32.97
	35.95    -        35.95		—		5.58		35.95		—		—
	39.17    -        39.17		1.7		6.20		39.17		—		—
$	10.58    -  $    39.17		8.3		3.62	$	31.35		3.8	$	27.64

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Stock Option Plans - Stock Options Outstanding and Exercisable (Detail) (USD $) In Millions, except Per Share data, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Option Outstanding, Weighted Average Remaining Contractual Term (in years)	3 years 7 months 13 days	3 years 4 months 28 days	3 years 5 months 1 day
Option Outstanding, Weighted Average Exercise Price	$ 31.35	$ 28.80	$ 27.20	$ 26.71
Range One [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices, minimum	$ 10.58
Range of Exercise Prices, maximum	$ 27.25
Option Outstanding, Number Outstanding	2.8
Option Outstanding, Weighted Average Remaining Contractual Term (in years)	2 years 6 months 11 days
Option Outstanding, Weighted Average Exercise Price	$ 25.86
Options Exercisable, Number Exercisable	2.0
Option Exercisable, Weighted Average Exercise Price	$ 25.86
Range Two [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices, minimum	$ 27.35
Range of Exercise Prices, maximum	$ 30.95
Option Outstanding, Number Outstanding	2.3
Option Outstanding, Weighted Average Remaining Contractual Term (in years)	2 years 4 months 2 days
Option Outstanding, Weighted Average Exercise Price	$ 29.74
Options Exercisable, Number Exercisable	1.6
Option Exercisable, Weighted Average Exercise Price	$ 29.43
Range Three [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices, minimum	$ 31.24
Range of Exercise Prices, maximum	$ 35.71
Option Outstanding, Number Outstanding	1.5
Option Outstanding, Weighted Average Remaining Contractual Term (in years)	4 years 8 months 16 days
Option Outstanding, Weighted Average Exercise Price	$ 35.43
Options Exercisable, Number Exercisable	0.2
Option Exercisable, Weighted Average Exercise Price	$ 32.97
Range Four [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices, minimum	$ 35.95
Range of Exercise Prices, maximum	$ 35.95
Option Outstanding, Number Outstanding
Option Outstanding, Weighted Average Remaining Contractual Term (in years)	5 years 6 months 29 days
Option Outstanding, Weighted Average Exercise Price	$ 35.95
Options Exercisable, Number Exercisable
Option Exercisable, Weighted Average Exercise Price
Range Five [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices, minimum	$ 39.17
Range of Exercise Prices, maximum	$ 39.17
Option Outstanding, Number Outstanding	1.7
Option Outstanding, Weighted Average Remaining Contractual Term (in years)	6 years 2 months 12 days
Option Outstanding, Weighted Average Exercise Price	$ 39.17
Options Exercisable, Number Exercisable
Option Exercisable, Weighted Average Exercise Price
Range Six [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices, minimum	$ 10.58
Range of Exercise Prices, maximum	$ 39.17
Option Outstanding, Number Outstanding	8.3
Option Outstanding, Weighted Average Remaining Contractual Term (in years)	3 years 7 months 13 days
Option Outstanding, Weighted Average Exercise Price	$ 31.35
Options Exercisable, Number Exercisable	3.8
Option Exercisable, Weighted Average Exercise Price	$ 27.64

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Commitments, Contingencies and Off-Balance Sheet Arrangements - Outstanding Letters of Credit, Financial Guarantees and Funding Commitments (Parenthetical) (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Funding commitment to fund, expires in 2014	$ 2.5
Funding commitment to fund, expires in 2019	1.5
Funding commitment to fund, expires in 2023	1.4
Financial Guarantee Of Mortgage Loan To UK Based Employee Expires When Mortgage Balance Reduced Trigger [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Decrease in long term mortgage debt	6.4
Long Term Debt Mortgages	$ 11.0

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Restricted Stock and Cash Awards - Additional Information (Detail) (USD $) In Millions, except Share data, unless otherwise specified	12 Months Ended						12 Months Ended									12 Months Ended						12 Months Ended
	Dec. 31, 2013 Times	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Mar. 31, 2014 Subsequent Event [Member]	Mar. 13, 2013 Officer and Key Employees [Member]	Dec. 31, 2013 Restricted Stock Units (RSUs) [Member]	Dec. 31, 2012 Restricted Stock Units (RSUs) [Member]	Dec. 31, 2011 Restricted Stock Units (RSUs) [Member]	Dec. 31, 2013 Restricted Stock Plan [Member]	Dec. 31, 2012 Restricted Stock Plan [Member]	Dec. 31, 2011 Restricted Stock Plan [Member]	May 12, 2009 Restricted Stock Plan [Member]	Dec. 31, 2013 Unvested Restricted Stock [Member]	Dec. 31, 2012 Unvested Restricted Stock [Member]	Dec. 31, 2013 Cash Awards [Member] Officer and Key Employees [Member]	Mar. 31, 2013 Cash Awards [Member] Officer and Key Employees [Member]	Mar. 13, 2013 Cash Awards [Member] Officer and Key Employees [Member]	Mar. 31, 2012 Cash Awards [Member] Officer and Key Employees [Member]	Mar. 16, 2012 Cash Awards [Member] Officer and Key Employees [Member]	Mar. 08, 2011 Cash Awards [Member] Officer and Key Employees [Member]	Dec. 31, 2013 2012 Provisional Cash Awards [Member]	Dec. 31, 2013 2011 Provisional Cash Awards [Member]	Dec. 31, 2012 2011 Provisional Cash Awards [Member]	Dec. 31, 2012 2009 Provisional Cash Awards [Member]	Dec. 31, 2012 2008 Provisional Cash Awards [Member]
Common Stock Options Restricted Stock Warrants And Changes In Capitalization [Line Items]
Share-based compensation, shares outstanding, Value							$ 1.2
Share-based compensation, shares outstanding	8,300,000	9,000,000	10,600,000	12,500,000			500,000
Shares authorized for issue													4,000,000
Shares granted in the period	369,975	352,000	224,000				345,000	332,000	200,000	362,500	352,000	224,000
Fair value of grants in period										14.3	12.6	6.9
Share based payment award vesting date							Mar. 13, 2017	Mar. 16, 2016	Mar. 08, 2015
Restricted stock or unit expense							9.8	7.1	5.5
Total intrinsic value														49.5	32.5
Provisional compensation cash award approved for future grant by compensation committee, value																		10.5		13.1	14.4
Provisional compensation cash award approved for future grant by compensation committee, units					263,000	269,000											365,000		432,000	368,000	464,000				1,100,000	0
Performance period, years																1
Vesting period, years																2 years
Ultimate award value, multiples of original value of the units, minimum	0.5
Ultimate award value, multiples of original value of the units, maximum	1.5
Cash-based compensation award, expenses																						7.6	10.1	7.5
Grants vested in period fair value																									$ 26.5	$ 0

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Stock Option Plans - Stock Option Activity and Related Information (Detail) (USD $) In Millions, except Per Share data, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Shares Under Option, Beginning balance	9.0	10.6	12.5
Shares Under Option, Granted	1.7	1.4	0.9
Shares Under Option, Exercised	(2.3)	(2.8)	(2.6)
Shares Under Option, Forfeited or canceled	(0.1)	(0.2)	(0.2)
Shares Under Option, Ending balance	8.3	9.0	10.6
Shares Under Option, Exercisable at end of period	3.8	5.1	6.8
Shares Under Option, Ending vested and expected to vest	8.2	8.9	10.5
Weighted Average Exercise Price, Beginning balance	$ 28.80	$ 27.20	$ 26.71
Weighted Average Exercise Price, Granted	$ 39.17	$ 35.71	$ 30.95
Weighted Average Exercise Price, Exercised	$ 27.11	$ 26.14	$ 25.87
Weighted Average Exercise Price, Forfeited or canceled	$ 26.01	$ 29.46	$ 29.03
Weighted Average Exercised Price, Ending balance	$ 31.35	$ 28.80	$ 27.20
Weighted Average Exercise Price, Exercisable at end of period	$ 27.64	$ 27.50	$ 27.10
Weighted Average Exercise price, Ending vested and expected to vest	$ 31.28	$ 28.76	$ 27.20
Weighted Average Remaining Contractual Term (in years), Ending balance	3 years 7 months 13 days	3 years 4 months 28 days	3 years 5 months 1 day
Weighted Average Remaining Contractual Term (in years), Exercisable at end of period	2 years 1 month 24 days	2 years 6 months 7 days	2 years 9 months 29 days
Weighted Average Remaining Contractual Term (in years), Ending vested and expected to vested	3 years 7 months 2 days	3 years 4 months 21 days	3 years 4 months 28 days
Aggregate Intrinsic Value, Ending Balance	$ 129.4	$ 53.9	$ 66.3
Aggregate Intrinsic Value, Exercisable at end of period	72.5	36.3	43.2
Aggregate Intrinsic Value, Ending vested and expected to vest	$ 128.3	$ 53.8	$ 66.1

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Accumulated Other Comprehensive Earnings - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Statement Of Income And Comprehensive Income [Abstract]
Expense related to pension liability reclassified from accumulated other comprehensive loss	$ 7.9	$ 7.2	$ 1.6
Income (expense) related to fair value of derivative investments reclassified from accumulated other comprehensive loss	0.9	0.2	(0.4)
Foreign currency translation reclassified from accumulated other comprehensive loss	$ 0	$ 0	$ 0

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Stock Option Plans (Tables)

12 Months Ended

Dec. 31, 2013

Text Block [Abstract]

Black-Scholes Option Pricing Model with Weighted Average

For purposes of expense recognition in 2013, 2012 and 2011, the estimated fair values of the stock option grants are amortized to expense over the options’ vesting period. We estimated the fair value of stock options at the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions:

	Year Ended December 31,
	2013			2012			2011
Expected dividend yield		3.5	%		4.0	%		4.5	%
Expected risk-free interest rate		1.2	%		1.2	%		2.7	%
Volatility		29.6	%		26.9	%		26.8	%
Expected life (in years)		6.0			5.0			6.0

Stock Option Activity and Related Information

The following is a summary of our stock option activity and related information for 2013, 2012 and 2011 (in millions, except exercise price and year data):

	Shares Under Option			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value
Year Ended December 31, 2013
Beginning balance		9.0		$	28.80
Granted		1.7			39.17
Exercised		(2.3	)		27.11
Forfeited or canceled		(0.1	)		26.01
Ending balance		8.3		$	31.35		3.62	$	129.4
Exercisable at end of year		3.8		$	27.64		2.15	$	72.5
Ending vested and expected to vest		8.2		$	31.28		3.59	$	128.3

	Shares Under			Weighted Average Exercise		Weighted Average Remaining Contractual Term		Aggregate Intrinsic
Year Ended December 31, 2012
Beginning balance		10.6		$	27.20
Granted		1.4			35.71
Exercised		(2.8	)		26.14
Forfeited or canceled		(0.2	)		29.46
Ending balance		9.0		$	28.80		3.41	$	53.9
Exercisable at end of year		5.1		$	27.50		2.52	$	36.3
Ending vested and expected to vest		8.9		$	28.76		3.39	$	53.8
Year Ended December 31, 2011
Beginning balance		12.5		$	26.71
Granted		0.9			30.95
Exercised		(2.6	)		25.87
Forfeited or canceled		(0.2	)		29.03
Ending balance		10.6		$	27.20		3.42	$	66.3
Exercisable at end of year		6.8		$	27.10		2.83	$	43.2
Ending vested and expected to vest		10.5		$	27.20		3.41	$	66.1

Other Information Regarding Stock Options Outstanding and Exercisable

Other information regarding stock options outstanding and exercisable at December 31, 2013 is summarized as follows (in millions, except exercise price and year data):

		Options Outstanding						Options Exercisable
Range of Exercise Prices		Number Outstanding		Weighted Average Remaining Contractual Term (in years)		Weighted Average Exercise Price		Number Exercisable		Weighted Average Exercise Price
$	10.58    -  $    27.25		2.8		2.53	$	25.86		2.0	$	25.86
	27.35    -        30.95		2.3		2.34		29.74		1.6		29.43
	31.24    -        35.71		1.5		4.71		35.43		0.2		32.97
	35.95    -        35.95		—		5.58		35.95		—		—
	39.17    -        39.17		1.7		6.20		39.17		—		—
$	10.58    -  $    39.17		8.3		3.62	$	31.35		3.8	$	27.64

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Intangible Assets - Carrying Amount of Goodwill Allocated by Domestic and Foreign Operations (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Goodwill [Line Items]
Total goodwill-net	$ 2,145.2	$ 1,472.7	$ 1,155.3
Unites States [Member]
Goodwill [Line Items]
Total goodwill-net	1,469.8	1,177.3
United Kingdom [Member]
Goodwill [Line Items]
Total goodwill-net	597.2	226.0
Other Foreign, Principally Australia and Canada [Member]
Goodwill [Line Items]
Total goodwill-net	78.2	69.4
Brokerage [Member]
Goodwill [Line Items]
Total goodwill-net	2,122.9	1,451.4	1,136.6
Brokerage [Member] | Unites States [Member]
Goodwill [Line Items]
Total goodwill-net	1,449.6	1,158.1
Brokerage [Member] | United Kingdom [Member]
Goodwill [Line Items]
Total goodwill-net	595.1	223.9
Brokerage [Member] | Other Foreign, Principally Australia and Canada [Member]
Goodwill [Line Items]
Total goodwill-net	78.2	69.4
Risk Management [Member]
Goodwill [Line Items]
Total goodwill-net	22.3	21.3	18.7
Risk Management [Member] | Unites States [Member]
Goodwill [Line Items]
Total goodwill-net	20.2	19.2
Risk Management [Member] | United Kingdom [Member]
Goodwill [Line Items]
Total goodwill-net	2.1	2.1
Risk Management [Member] | Other Foreign, Principally Australia and Canada [Member]
Goodwill [Line Items]
Total goodwill-net	0	0
Corporate [Member]
Goodwill [Line Items]
Total goodwill-net	0	0
Corporate [Member] | Unites States [Member]
Goodwill [Line Items]
Total goodwill-net	0	0
Corporate [Member] | United Kingdom [Member]
Goodwill [Line Items]
Total goodwill-net	0	0
Corporate [Member] | Other Foreign, Principally Australia and Canada [Member]
Goodwill [Line Items]
Total goodwill-net	$ 0	$ 0

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Commitments, Contingencies and Off-Balance Sheet Arrangements

12 Months Ended

Dec. 31, 2013

Commitments And Contingencies Disclosure [Abstract]

Commitments, Contingencies and Off-Balance Sheet Arrangements

13. Commitments, Contingencies and Off-Balance Sheet Arrangements

In connection with our investing and operating activities, we have entered into certain contractual obligations and commitments. See Notes 6 and 12 to our consolidated financial statements for additional discussion of these obligations and commitments. Our future minimum cash payments, including interest, associated with our contractual obligations pursuant to the note purchase agreements and Credit Agreement, operating leases and purchase commitments at December 31, 2013 were as follows (in millions):

	Payments Due by Period
Contractual Obligations	2014			2015			2016			2017		2018		Thereafter		Total
Note purchase agreements	$	100.0		$	—		$	50.0		$	300.0	$	50.0	$	425.0	$	925.0
Credit Agreement		530.5			—			—			—		—		—		530.5
Interest on debt		51.1			44.1			44.1			41.2		21.9		54.7		257.1
Total debt obligations		681.6			44.1			94.1			341.2		71.9		479.7		1,712.6
Operating lease obligations		74.0			65.7			53.4			42.0		28.3		86.9		350.3
Less sublease arrangements		(1.8	)		(0.8	)		(0.1	)		—		—		—		(2.7	)
Outstanding purchase obligations		22.6			15.4			9.3			0.9		0.3		—		48.5
Total contractual obligations	$	776.4		$	124.4		$	156.7		$	384.1	$	100.5	$	566.6	$	2,108.7

The amounts presented in the table above may not necessarily reflect our actual future cash funding requirements, because the actual timing of the future payments made may vary from the stated contractual obligation.

Note Purchase Agreements and Credit Agreement - See Note 6 to our consolidated financial statements for a discussion of the terms of the note purchase agreements and the Credit Agreement.

Operating Lease Obligations - Our corporate segment’s executive offices and certain subsidiary and branch facilities of our brokerage and risk management segments are located at Two Pierce Place, Itasca, Illinois, where we lease approximately 306,000 square feet of space, or approximately 60% of the building. The lease commitment on this property expires February 28, 2018.

We generally operate in leased premises at our other locations. Certain of these leases have options permitting renewals for additional periods. In addition to minimum fixed rentals, a number of leases contain annual escalation clauses which are generally related to increases in an inflation index.

Total rent expense, including rent relating to cancelable leases and leases with initial terms of less than one year, amounted to $91.3 million in 2013 and $91.0 million in each of 2012 and 2011.

We have leased certain office space to several non-affiliated tenants under operating sublease arrangements. In the normal course of business, we expect that the leases will not be renewed or replaced. We adjust charges for real estate taxes and common area maintenance annually based on actual expenses, and we recognize the related revenues in the year in which the expenses are incurred. These amounts are not included in the minimum future rentals to be received in the contractual obligations table above.

Outstanding Purchase Obligations - As a service company, we typically do not have a material amount of outstanding purchase obligations at any point in time. The amount disclosed in the contractual obligations table above represents the aggregate amount of unrecorded purchase obligations that we had outstanding at December 31, 2013. These obligations represent agreements to purchase goods or services that were executed in the normal course of business.

Off-Balance Sheet Commitments - Our total unrecorded commitments associated with outstanding letters of credit, financial guarantees and funding commitments at December 31, 2013 were as follows (in millions):

													Total
	Amount of Commitment Expiration by Period												Amounts
Off-Balance Sheet Commitments	2014		2015		2016		2017		2018		Thereafter		Committed
Letters of credit	$	—	$	—	$	—	$	—	$	—	$	16.0	$	16.0
Financial guarantees		—		—		—		—		—		9.1		9.1
Funding commitments		8.5		—		—		—		—		2.9		11.4
Total commitments	$	8.5	$	—	$	—	$	—	$	—	$	28.0	$	36.5

Since commitments may expire unused, the amounts presented in the table above do not necessarily reflect our actual future cash funding requirements. See Note 12 to our consolidated financial statements for a discussion of our funding commitments related to our corporate segment and the Off-Balance Sheet Debt section below for a discussion of other letters of credit. All of the letters of credit represent multiple year commitments that have annual, automatic renewing provisions and are classified by the latest commitment date.

Since January 1, 2002, we have acquired 279 companies, all of which were accounted for using the acquisition method for recording business combinations. Substantially all of the purchase agreements related to these acquisitions contain provisions for potential earnout obligations. For all of our acquisitions made in the period from 2011 to 2013 that contain potential earnout obligations, such obligations are measured at fair value as of the acquisition date and are included on that basis in the recorded purchase price consideration for the respective acquisition. The amounts recorded as earnout payables are primarily based upon estimated future potential operating results of the acquired entities over a two- to three-year period subsequent to the acquisition date. The aggregate amount of the maximum earnout obligations related to these acquisitions was $462.3 million, of which $162.7 million was recorded in our consolidated balance sheet as of December 31, 2013 based on the estimated fair value of the expected future payments to be made.

Off-Balance Sheet Debt - Our unconsolidated investment portfolio includes investments in enterprises where our ownership interest is between 1% and 50%, in which management has determined that our level of influence and economic interest is not sufficient to require consolidation. As a result, these investments are accounted for under the equity method. None of these unconsolidated investments had any outstanding debt at December 31, 2013 or 2012 that was recourse to us.

At December 31, 2013, we had posted two letters of credit totaling $9.8 million in the aggregate, related to our self-insurance deductibles, for which we had a recorded liability of $9.0 million. At December 31, 2013, we had posted five letters of credit totaling $6.2 million to allow certain of our captive operations to meet minimum statutory surplus requirements and for additional collateral related to premium and claim funds held in a fiduciary capacity. These letters of credit have never been drawn upon.

Our commitments associated with outstanding letters of credit, financial guarantees and funding commitments at December 31, 2013 were as follows (all dollar amounts in table are in millions):

Description, Purpose and Trigger	Collateral	Compensation to Us	Maximum Exposure		Liability Recorded
IRC Section 45 project capital commitments
Funding commitments to construct refined coal plants into permanent operations Trigger - Construction contract terms	None	None	$	6.0	$	—
Venture capital fund
Funding commitment to three funds - $2.5 million, $1.5 million and $1.4 million expire in 2014, 2019 and 2023, respectively Trigger - Agreed conditions met	None	None		5.4		—
Other
Credit support under letters of credit for deductibles due by us on our own insurance coverages - expires after 2018 Trigger - We do not reimburse the insurance companies for deductibles the insurance companies advance on behalf of us	None	None		9.8		9.0
Credit enhancement under letters of credit for our captive insurance operations to meet minimum statutory capital requirements - expires after 2018 Trigger - Dissolution or catastrophic financial results of the operation	None	Reimbursement of LOC fees		4.2		—
Credit support under letters of credit for clients’ claim funds held by our Bermuda captive insurance operation in a fiduciary capacity - expires after 2018 Trigger - Investments fall below prescribed levels	None	Reimbursement of LOC fees		2.0		—
Financial guarantee of a mortgage loan to a U.K.-based employee - expires when mortgage balance is reduced to $6.4 million Trigger - Default on mortgage payments	(1)	None		9.1		—
			$	36.5	$	9.0

(1) The guarantee has no collateral. The mortgage loan has a lien on real property with an appraised value of approximately $11.0 million.

Since commitments may expire unused, the amounts presented in the table above do not necessarily reflect our actual future cash funding requirements.

Litigation, Regulatory and Taxation Matters - We are the defendant in various legal actions incidental to the nature of our business, including matters related to employment practices, alleged breaches of non-compete or other restrictive covenants, theft of trade secrets, breaches of fiduciary duties and related causes of action. We are also periodically the subject of inquiries and investigations by regulatory and taxing authorities into various matters related to our business. Neither the outcomes of these matters nor their effect upon our business, financial condition or results of operations can be determined at this time.

Contingent Liabilities - We purchase insurance to provide protection from errors and omissions (which we refer to as E&O) claims that may arise during the ordinary course of business. We currently retain the first $5.0 million of each and every E&O claim. Our E&O insurance provides aggregate coverage for E&O losses up to $175.0 million in excess of our retained amounts. We have historically maintained self-insurance reserves for the portion of our E&O exposure that is not insured. We periodically determine a range of possible reserve levels using actuarial techniques that rely heavily on projecting historical claim data into the future. Our E&O reserve in the December 31, 2013 consolidated balance sheet is above the lower end of the most recently determined actuarial range by $1.6 million and below the upper end of the actuarial range by $4.2 million. We can make no assurances that the historical claim data used to project the current reserve levels will be indicative of future claim activity. Thus, the E&O reserve level and corresponding actuarial range could change in the future as more information becomes known, which could materially impact the amounts reported and disclosed herein.

Tax-advantaged Investments No Longer Held - Between 1996 and 2007, we developed and then sold portions of our ownership in various energy related investments, many of which qualified for tax credits under IRC Section 29. In connection with the sales to other investors, we provided various indemnifications. At December 31, 2013, the maximum potential amount of future payments that we could be required to make under these indemnifications totaled approximately $45.0 million, net of the applicable income tax benefit. In addition, we recorded tax benefits in connection with our ownership in these investments. At December 31, 2013, we had exposure on $130.0 million of previously earned tax credits. In 2004, 2007 and 2009, the IRS examined several of these investments and all examinations were closed without any changes being proposed by the IRS. However, any future adverse tax audits, administrative rulings or judicial decisions could disallow previously claimed tax credits or cause us to be subject to liability under our indemnification obligations. Because of the contingent nature of these exposures, no liabilities have been recorded in our December 31, 2013 consolidated balance sheet related to these indemnification obligations.

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Schedule II. Valuation and Qualifying Accounts

12 Months Ended

Dec. 31, 2013

Valuation And Qualifying Accounts [Abstract]

Schedule II. Valuation and Qualifying Accounts

Schedule II

Arthur J. Gallagher & Co.

Valuation and Qualifying Accounts

	Balance at Beginning of Year		Amounts Recorded in Earnings			Adjustments			Balance at End of Year
	(In millions)
Year ended December 31, 2013
Allowance for doubtful accounts	$	6.6	$	2.7		$	(2.6	)(1)	$	6.7
Allowance for estimated policy cancellations		4.0		(0.2	)		0.4	(2)		4.2
Accumulated amortization of expiration lists, noncompete agreements and trade names		419.3		125.2			(0.4	)(3)		544.1
Year ended December 31, 2012
Allowance for doubtful accounts	$	4.8	$	1.0		$	0.8	(1)	$	6.6
Allowance for estimated policy cancellations		5.2		(1.6	)		0.4	(2)		4.0
Accumulated amortization of expiration lists, noncompete agreements and trade names		321.3		99.0			(1.0	)(3)		419.3
Year ended December 31, 2011
Allowance for doubtful accounts	$	4.4	$	0.5		$	(0.1	)(1)	$	4.8
Allowance for estimated policy cancellations		4.3		0.9			—	(2)		5.2
Accumulated amortization of expiration lists, noncompete agreements and trade names		247.7		79.3			(5.7	)(3)		321.3

(1) Net activity of bad debt write offs and recoveries.

(2) Additions to allowance related to acquired businesses.

(3) Elimination of fully amortized expiration lists, non-compete agreements and trade names, intangible asset/amortization reclassifications and disposal of acquired businesses.

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Segment Information - Schedule of Segment Reporting Information by Segment (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended								12 Months Ended
	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Segment Reporting Information [Line Items]
Commissions									$ 1,553.1	$ 1,302.5	$ 1,127.4
Fees									1,059.5	971.7	870.2
Supplemental commissions									77.3	67.9	56.0
Contingent commissions									52.1	42.9	38.1
Investment income									8.1	10.4	8.1
Gains on books of business sales and other									5.2	3.9	5.5
Revenue from clean coal activities									412.5	119.6	29.2
Other - net gain									11.8	1.4	0.2
Total revenues	890.2	835.8	779.5	674.1	673.2	650.4	649.9	546.8	3,179.6	2,520.3	2,134.7
Compensation									1,685.0	1,493.4	1,326.1
Operating									552.4	483.2	419.0
Cost of revenues from clean coal activities									437.3	111.6	32.0
Interest									50.1	43.0	40.8
Depreciation									53.4	41.4	35.9
Amortization									125.2	99.0	79.3
Change in estimated acquisition earnout payables									1.7	3.4	(6.2)
Total expenses	(840.9)	(750.3)	(682.1)	(631.8)	(627.8)	(574.1)	(558.8)	(514.3)	2,905.1	2,275.0	1,926.9
Earnings (loss) before income taxes	49.3	85.5	97.4	42.3	45.4	76.3	91.1	32.5	274.5	245.3	207.8
Provision (benefit) for income taxes									5.9	50.3	63.7
Net earnings									268.6	195.0	144.1
Net foreign exchange gain (loss)									0.2	(1.9)	(0.2)
Total revenues	890.2	835.8	779.5	674.1	673.2	650.4	649.9	546.8	3,179.6	2,520.3	2,134.7
Total assets	6,860.5				5,352.3				6,860.5	5,352.3	4,483.5
Goodwill - net	2,145.2				1,472.7				2,145.2	1,472.7	1,155.3
Amortizable intangible assets - net	1,078.8				809.6				1,078.8	809.6	561.5
Unites States [Member]
Segment Reporting Information [Line Items]
Total revenues									2,542.6	2,006.1	1,725.1
Total revenues									2,542.6	2,006.1	1,725.1
Total assets	4,422.4				3,675.9				4,422.4	3,675.9	3,202.5
Goodwill - net	1,469.8				1,177.3				1,469.8	1,177.3
United Kingdom [Member]
Segment Reporting Information [Line Items]
Total revenues									434.4	352.3	260.5
Total revenues									434.4	352.3	260.5
Total assets	1,878.3				1,170.0				1,878.3	1,170.0	946.2
Goodwill - net	597.2				226.0				597.2	226.0
Other Foreign, Principally Australia and Canada [Member]
Segment Reporting Information [Line Items]
Total revenues									202.6	161.9	149.1
Total revenues									202.6	161.9	149.1
Total assets	559.8				506.4				559.8	506.4	334.8
Goodwill - net	78.2				69.4				78.2	69.4
Brokerage [Member]
Segment Reporting Information [Line Items]
Commissions									1,553.1	1,302.5	1,127.4
Fees									450.5	403.2	324.1
Supplemental commissions									77.3	67.9	56.0
Contingent commissions									52.1	42.9	38.1
Investment income									6.1	7.2	5.4
Gains on books of business sales and other									5.2	3.9	5.5
Total revenues									2,144.3	1,827.6	1,556.5
Compensation									1,290.4	1,131.6	968.4
Operating									369.9	312.7	267.3
Depreciation									31.1	24.7	21.2
Amortization									122.7	96.2	77.0
Change in estimated acquisition earnout payables									2.6	3.6	(6.2)
Total expenses									1,816.7	1,568.8	1,327.7
Earnings (loss) before income taxes									327.6	258.8	228.8
Provision (benefit) for income taxes									122.8	103.0	88.6
Net earnings									204.8	155.8	140.2
Net foreign exchange gain (loss)									0.6	(1.6)
Total revenues									2,144.3	1,827.6	1,556.5
Total assets	5,522.7				4,196.8				5,522.7	4,196.8	3,346.6
Goodwill - net	2,122.9				1,451.4				2,122.9	1,451.4	1,136.6
Amortizable intangible assets - net	1,061.6				791.6				1,061.6	791.6	542.3
Brokerage [Member] | Unites States [Member]
Segment Reporting Information [Line Items]
Total revenues									1,644.8	1,431.6	1,266.2
Total revenues									1,644.8	1,431.6	1,266.2
Total assets	3,219.6				2,637.1				3,219.6	2,637.1	2,215.3
Goodwill - net	1,449.6				1,158.1				1,449.6	1,158.1
Brokerage [Member] | United Kingdom [Member]
Segment Reporting Information [Line Items]
Total revenues									407.0	324.1	236.2
Total revenues									407.0	324.1	236.2
Total assets	1,819.5				1,117.6				1,819.5	1,117.6	874.8
Goodwill - net	595.1				223.9				595.1	223.9
Brokerage [Member] | Other Foreign, Principally Australia and Canada [Member]
Segment Reporting Information [Line Items]
Total revenues									92.5	71.9	54.1
Total revenues									92.5	71.9	54.1
Total assets	483.6				442.1				483.6	442.1	256.5
Goodwill - net	78.2				69.4				78.2	69.4
Risk Management [Member]
Segment Reporting Information [Line Items]
Commissions
Fees									609.0	568.5	546.1
Investment income									2.0	3.2	2.7
Total revenues									611.0	571.7	548.8
Compensation									370.5	347.0	344.1
Operating									146.0	137.7	135.8
Depreciation									19.4	16.0	14.2
Amortization									2.5	2.8	2.3
Change in estimated acquisition earnout payables									(0.9)	(0.2)
Total expenses									537.5	503.3	496.4
Earnings (loss) before income taxes									73.5	68.4	52.4
Provision (benefit) for income taxes									27.3	25.9	19.1
Net earnings									46.2	42.5	33.3
Net foreign exchange gain (loss)										(0.1)
Total revenues									611.0	571.7	548.8
Total assets	544.7				498.6				544.7	498.6	529.1
Goodwill - net	22.3				21.3				22.3	21.3	18.7
Amortizable intangible assets - net	17.2				18.0				17.2	18.0	19.2
Risk Management [Member] | Unites States [Member]
Segment Reporting Information [Line Items]
Total revenues									473.5	453.5	429.5
Total revenues									473.5	453.5	429.5
Total assets	419.0				390.9				419.0	390.9	384.5
Goodwill - net	20.2				19.2				20.2	19.2
Risk Management [Member] | United Kingdom [Member]
Segment Reporting Information [Line Items]
Total revenues									27.4	28.2	24.3
Total revenues									27.4	28.2	24.3
Total assets	58.8				52.4				58.8	52.4	71.4
Goodwill - net	2.1				2.1				2.1	2.1
Risk Management [Member] | Other Foreign, Principally Australia and Canada [Member]
Segment Reporting Information [Line Items]
Total revenues									110.1	90.0	95.0
Total revenues									110.1	90.0	95.0
Total assets	66.9				55.3				66.9	55.3	73.2
Goodwill - net	0				0				0	0
Corporate [Member]
Segment Reporting Information [Line Items]
Commissions
Revenue from clean coal activities									412.5	119.6	29.2
Other - net gain									11.8	1.4	0.2
Total revenues									424.3	121.0	29.4
Compensation									24.1	14.8	13.6
Operating									36.5	32.8	15.9
Cost of revenues from clean coal activities									437.3	111.6	32.0
Interest									50.1	43.0	40.8
Depreciation									2.9	0.7	0.5
Total expenses									550.9	202.9	102.8
Earnings (loss) before income taxes									(126.6)	(81.9)	(73.4)
Provision (benefit) for income taxes									(144.2)	(78.6)	(44.0)
Net earnings									17.6	(3.3)	(29.4)
Net foreign exchange gain (loss)									(0.4)	(0.2)	(0.2)
Total revenues									424.3	121.0	29.4
Total assets	793.1				656.9				793.1	656.9	607.8
Goodwill - net	0				0				0	0
Corporate [Member] | Unites States [Member]
Segment Reporting Information [Line Items]
Total revenues									424.3	121.0	29.4
Total revenues									424.3	121.0	29.4
Total assets	783.8				647.9				783.8	647.9	602.7
Goodwill - net	0				0				0	0
Corporate [Member] | United Kingdom [Member]
Segment Reporting Information [Line Items]
Goodwill - net	0				0				0	0
Corporate [Member] | Other Foreign, Principally Australia and Canada [Member]
Segment Reporting Information [Line Items]
Total assets	9.3				9.0				9.3	9.0	5.1
Goodwill - net	$ 0				$ 0				$ 0	$ 0

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Business Combinations - Summary of Unaudited Pro Forma Historical Results (Detail) (USD $) In Millions, except Per Share data, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012
Business Combinations [Abstract]
Total revenues	$ 3,461.2	$ 2,903.6
Net earnings	$ 286.3	$ 212.9
Basic earnings per share	$ 2.17	$ 1.69
Diluted earnings per share	$ 2.14	$ 1.67

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Quarterly Operating Results (unaudited) (Tables)

12 Months Ended

Dec. 31, 2013

Quarterly Financial Information Disclosure [Abstract]

Schedule of Quarterly Operating Results

Quarterly operating results for 2013 and 2012 were as follows (in millions, except per share data):

	1st		2nd		3rd		4th
2013
Total revenues	$	674.1	$	779.5	$	835.8	$	890.2
Total expenses		631.8		682.1		750.3		840.9
Earnings before income taxes	$	42.3	$	97.4	$	85.5	$	49.3
Net earnings	$	40.5	$	93.5	$	74.6	$	60.0
Basic net earnings per share:	$	0.32	$	0.73	$	0.57	$	0.45
Diluted net earnings per share:	$	0.32	$	0.73	$	0.57	$	0.45
2012
Total revenues	$	546.8	$	649.9	$	650.4	$	673.2
Total expenses		514.3		558.8		574.1		627.8
Earnings before income taxes	$	32.5	$	91.1	$	76.3	$	45.4
Net earnings	$	28.1	$	71.7	$	61.7	$	33.5
Basic net earnings per share:	$	0.24	$	0.60	$	0.50	$	0.27
Diluted net earnings per share:	$	0.24	$	0.59	$	0.50	$	0.27

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Consolidated Balance Sheet (Parenthetical) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Statement Of Financial Position [Abstract]
Common stock - authorized shares	400.0	400.0
Common stock - issued shares	133.6	125.6
Common stock - outstanding shares	133.6	125.6

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Income Taxes - Gross Unrecognized Tax Benefit (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012
Income Tax Disclosure [Abstract]
Gross unrecognized tax benefits at January 1	$ 6.7	$ 5.8
Increases in tax positions for current year	2.9	1.7
Settlements		(0.3)
Lapse in statute of limitations	(1.4)	(1.6)
Increases in tax positions for prior years	2.3	1.1
Decreases in tax positions for prior years	(1.3)
Gross unrecognized tax benefits at December 31	$ 9.2	$ 6.7

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Effect of New Accounting Pronouncements

12 Months Ended

Dec. 31, 2013

Accounting Changes And Error Corrections [Abstract]

Effect of New Accounting Pronouncements

2. Effect of New Accounting Pronouncements

Presentation of Unrecognized Tax Benefits

In July 2013, the Financial Accounting Standards Board (which we refer to as the FASB) issued ASU 2013-11, “Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists,” which provides explicit guidance on the presentation of certain unrecognized tax benefits in the financial statements that did not previously exist. The ASU provides that a liability related to an unrecognized tax benefit would be offset against a deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward if such settlement is required or expected in the event the uncertain tax position is disallowed. In that case, the liability associated with the unrecognized tax benefit is presented in the financial statements as a reduction to the related deferred tax asset. In situations in which a net operating loss carryforward, a similar tax loss or a tax credit carryforward is not available at the reporting date under the tax law of the jurisdiction or the tax law of the jurisdiction does not require, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit will be presented in the financial statements as a liability and will not be combined with deferred tax assets. This new guidance is effective for annual and interim periods beginning after December 15, 2013. Early adoption is permitted. Management has decided not to adopt this guidance early and has determined that the impact of the new guidance upon adoption, will not be material to the consolidated financial statements.

Other Comprehensive Income

In February 2013, the FASB issued ASU 2013-02, Comprehensive Income (Topic 220), “Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income,” which requires significant items reclassified out of accumulated other comprehensive income (which we refer to as AOCI) to net income in their entirety in the same reporting period, to be reported to show the effect of the reclassifications on the respective line items of the statement where net income is presented. These reclassifications can be presented either on the face of the statement where net income is presented or in the notes to the financial statements. For items that are not reclassified to net income in their entirety in the same reporting period, a cross reference to other disclosures currently required under U.S. GAAP is required in the notes to the consolidated financial statements. The new guidance also requires companies to report changes in the accumulated balances of each component of AOCI. This new guidance was effective for annual and interim periods beginning after December 15, 2012. We adopted the new guidance effective January 1, 2013. The adoption affected the disclosures made in our consolidated financial statements and notes thereto, but did not have any impact on our results of operations or financial position.

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Credit and Other Debt Agreements - Summary of Debt (Parenthetical) (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012
Fixed Rate of 6.26%, Balloon Due 2014 [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest, fixed rate	6.26%	6.26%
Principal payments, year due	2014	2014
Fixed Rate of 6.44%, Balloon Due 2017 [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest, fixed rate	6.44%	6.44%
Principal payments, year due	2017	2017
Fixed Rate of 5.85%, $50.0 Million Due in 2016, 2018 and 2019 [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest, fixed rate	5.85%	5.85%
Long-Term debt maturities repayments in 2016	$ 50.0	$ 50.0
Long-Term debt maturities repayments in 2018	50	50
Long-Term debt maturities repayments in 2019	$ 50	$ 50
Fixed Rate of 5.18%, Balloon Due 2021 [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest, fixed rate	5.18%	5.18%
Principal payments, year due	2021	2021
Fixed Rate of 5.49%, Balloon Due 2023 [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest, fixed rate	5.49%	5.49%
Principal payments, year due	2023	2023
Fixed Rate of 3.99%, Balloon Due 2020 [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest, fixed rate	3.99%	3.99%
Principal payments, year due	2020	2020
Fixed rate of 3.69%, balloon due 2022 [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest, fixed rate	3.69%	3.69%
Principal payments, year due	2022	2022
First Installment [Member] | Fixed Rate of 5.85%, $50.0 Million Due in 2016, 2018 and 2019 [Member]
Debt Instrument [Line Items]
Principal payments, year due	2016	2016
Second Installment [Member] | Fixed Rate of 5.85%, $50.0 Million Due in 2016, 2018 and 2019 [Member]
Debt Instrument [Line Items]
Principal payments, year due	2018	2018
Third Installment [Member] | Fixed Rate of 5.85%, $50.0 Million Due in 2016, 2018 and 2019 [Member]
Debt Instrument [Line Items]
Principal payments, year due	2019	2019
Credit Agreement [Member] | Prime or LIBOR plus up to 1.45%, expires September 19, 2018 [Member]
Debt Instrument [Line Items]
Semi-annual payments of interest, fixed rate	1.45%	1.45%
Periodic payments of interest and principal, expiry date	Sep. 19, 2018	Sep. 19, 2018

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Commitments, Contingencies and Off-Balance Sheet Arrangements - Additional Information (Detail) (USD $)	12 Months Ended			144 Months Ended
	Dec. 31, 2013 LetterOfCredit Entity sqft	Dec. 31, 2012 Entity	Dec. 31, 2011 Entity	Dec. 31, 2013 Entity
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Acquired property through lease area, sqft.	306,000
Acquired property through lease percentage of building	60.00%
Operating lease commitment, expiration date	Feb. 28, 2018
Total rent expense	$ 91.3	$ 91.0	$ 91.0
Number of companies acquired	79	46	22	279
Aggregate amount of maximum earnout obligations related to acquisitions	462,300,000	384,800,000
Aggregate amount of maximum earnout obligations related to acquisitions, recorded in consolidated balance sheet	162,700,000	139,800,000
Liabilities recorded on self-insurance	9,000,000			9,000,000
Debt	36,500,000			36,500,000
Number of letters of credit issued	2
Income tax credits and adjustments	130,000,000
Tax-Advantaged Investments No Longer Held [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Total indemnifications	45,000,000			45,000,000
Errors and Omissions [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Insurance claims, amount retained	5,000,000
Amount of losses in excess of retained amounts	175,000,000			175,000,000
Self-Insurance Deductibles [Member] | Letter of Credit [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Debt	9,800,000			9,800,000
Rent-A-Captive Facility [Member] | Letter of Credit [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Debt	6,200,000			6,200,000
Maximum [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Ownership interest	50.00%			50.00%
Maximum [Member] | Errors and Omissions [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Actuarial range value	4,200,000			4,200,000
Minimum [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Ownership interest	1.00%			1.00%
Minimum [Member] | Errors and Omissions [Member]
Commitments Contingencies And Off Balance Sheet Arrangements [Line Items]
Actuarial range value	$ 1,600,000			$ 1,600,000

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Retirement Plans - Components of Net Periodic Pension Benefit Cost and Other Changes in Plan Assets and Obligations Recognized in Other Comprehensive Earnings (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Defined Benefit Pension Plans And Defined Benefit Postretirement Plans Disclosure [Abstract]
Service cost	$ 0.6	$ 0.4	$ 0.4
Interest cost on benefit obligation	11.7	11.8	11.9
Expected return on plan assets	(17.0)	(15.2)	(14.9)
Amortization of net loss	7.9	7.2	1.6
Net periodic benefit cost (earnings)	3.2	4.2	(1.0)
Net (gain) loss incurred	(36.0)	10.6	53.8
Amortization of net loss	(7.9)	(7.2)	(1.6)
Total recognized in other comprehensive (earnings) loss	(43.9)	3.4	52.2
Total recognized in net periodic pension cost (earnings) and other comprehensive (earnings) loss	(40.7)	7.6	51.2
Amortization of net loss, Estimated	$ 2.4	$ 7.7	$ 2.3

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Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2013

Accounting Changes And Error Corrections [Abstract]

Nature of Operations

Nature of Operations - Arthur J. Gallagher & Co. and its subsidiaries, collectively referred to herein as we, our or us or the company, provide insurance brokerage and risk management services to a wide variety of commercial, industrial, institutional and governmental organizations through three reportable operating segments. Commission and fee revenue generated by the brokerage segment is primarily related to the negotiation and placement of insurance for our clients. Fee revenue generated by the risk management segment is primarily related to claims management, information management, risk control consulting (loss control) services and appraisals in the property/casualty market. Investment income and other revenue are generated from our investment portfolio, which includes invested cash and restricted funds, as well as clean energy and other investments. We are headquartered in Itasca, Illinois, have operations in 24 countries and offer client-service capabilities in more than 140 countries globally through a network of correspondent insurance brokers and consultants.

Basis of Presentation

Basis of Presentation - The accompanying consolidated financial statements include our accounts and all of our majority-owned subsidiaries (50% or greater ownership). Substantially all of our investments in partially owned entities in which our ownership is less than 50% are accounted for using the equity method based on the legal form of our ownership interest and the applicable ownership percentage of the entity. However, in situations where a less than 50%-owned investment has been determined to be a variable interest entity (which we refer to as a VIE) and we are deemed to be the primary beneficiary in accordance with the variable interest model of consolidation, we will consolidate the investment into our consolidated financial statements. For partially owned entities accounted for using the equity method, our share of the net earnings of these entities is included in consolidated net earnings. All material intercompany accounts and transactions have been eliminated in consolidation.

Certain reclassifications have been made to the amounts reported in prior years’ consolidated financial statements in order to conform to the current year presentation.

In the preparation of our consolidated financial statements as of December 31, 2013, management evaluated all material subsequent events or transactions that occurred after the balance sheet date through the date on which the financial statements were issued for potential recognition in our consolidated financial statements and/or disclosure in the notes thereto.

Use of Estimates

Use of Estimates - The preparation of our consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed herein.

Revenue Recognition

Revenue Recognition - Our revenues are derived from commissions, fees and investment income.

We recognize commission revenues at the later of the billing or the effective date of the related insurance policies, net of an allowance for estimated policy cancellations. We recognize commission revenues related to installment premiums as the installments are billed. We recognize supplemental commission revenues using internal data and information received from insurance carriers that allows us to reasonably estimate the supplemental commissions earned in the period. A supplemental commission is a commission paid by an insurance carrier that is above the base commission paid, is determined by the insurance carrier, and is established annually in advance of the contractual period based on historical performance criteria. We recognize contingent commissions and commissions on premiums directly billed by insurance carriers as revenue when we have obtained the data necessary to reasonably determine such amounts. Typically, we cannot reasonably determine these types of commission revenues until we have received the cash or the related policy detail or other carrier specific information from the insurance carrier. A contingent commission is a commission paid by an insurance carrier based on the overall profit and/or volume of the business placed with that insurance carrier during a particular calendar year and is determined after the contractual period. Commissions on premiums billed directly by insurance carriers to the insureds generally relate to a large number of property/casualty insurance policy transactions, each with small premiums, and comprise a substantial portion of the revenues generated by our employee benefit brokerage operations. Under these direct bill arrangements, the insurance carrier controls the entire billing and policy issuance process. We record the income effects of subsequent premium adjustments when the adjustments become known.

Fee revenues generated from the brokerage segment primarily relate to fees negotiated in lieu of commissions that we recognize in the same manner as commission revenues. Fee revenues generated from the risk management segment relate to third party claims administration, loss control and other risk management consulting services, which we provide over a period of time, typically one year. We recognize these fee revenues ratably as the services are rendered, and record the income effects of subsequent fee adjustments when the adjustments become known.

We deduct brokerage expense from gross revenues in our determination of our total revenues. Brokerage expense represents commissions paid to sub-brokers related to the placement of certain business by our brokerage segment. We recognize this expense in the same manner as commission revenues.

Premiums and fees receivable in the accompanying consolidated balance sheet are net of allowances for estimated policy cancellations and doubtful accounts. The allowance for estimated policy cancellations was $4.2 million and $4.0 million at December 31, 2013 and 2012, respectively, which represents a reserve for future reversals in commission and fee revenues related to the potential cancellation of client insurance policies that were in force as of each year end. The allowance for doubtful accounts was $6.7 million and $6.6 million at December 31, 2013 and 2012, respectively. We establish the allowance for estimated policy cancellations through a charge to revenues and the allowance for doubtful accounts through a charge to operating expenses. Both of these allowances are based on estimates and assumptions using historical data to project future experience. Such estimates and assumptions could change in the future as more information becomes known which could impact the amounts reported and disclosed herein. We periodically review the adequacy of these allowances and make adjustments as necessary.

Investment income primarily includes interest and dividend income, which is accrued as it is earned. Gains on books of business sales represent one-time gains related to sales of brokerage related businesses, which are primarily recognized on a cash received basis. Revenues from clean coal activities include revenues from consolidated clean coal production plants, royalty income from clean coal licenses and income (loss) related to unconsolidated clean coal production plants, all of which are recognized as earned. Revenues from consolidated clean coal production plants represent sales of refined coal. Royalty income from clean coal licenses represents fee income related to the use of clean coal technologies. Income (loss) from unconsolidated clean coal production plants includes income (losses) related to our equity portion of the pretax results of the clean coal production plants and production based installment sale income from majority investors. Other net revenues primarily consist of our equity portions of the earnings from our investments in venture capital funds.

Claims Handling Obligations

Claims Handling Obligations - We are obligated under certain circumstances to provide future claims handling and certain administrative services for our former global risks brokerage clients in the U.K. Our obligation is the result of following the industry practice of insurance brokers providing future claims handling and administrative services to former clients. In addition, under certain circumstances, our risk management segment operations are contractually obligated to provide contract claim settlement and administration services to our former clients. Accordingly, we record a liability for these deferred run-off obligations based on the estimated costs to provide these future services to former clients. This liability is based on estimates and assumptions using historical data to project future experience. Such estimates and assumptions could change in the future as more information becomes known which could impact the amounts reported and disclosed herein. We periodically review (at least annually) the adequacy of this liability and will make adjustments as necessary.

Earnings per Share

Earnings per Share - Basic net earnings per share is computed by dividing net earnings by the weighted average number of common shares outstanding during the reporting period. Diluted net earnings per share is computed by dividing net earnings by the weighted average number of common and common equivalent shares outstanding during the reporting period. Common equivalent shares include incremental shares from dilutive stock options, which are calculated from the date of grant under the treasury stock method using the average market price for the period.

Cash and Cash Equivalents

Cash and Cash Equivalents - Short-term investments, consisting principally of cash and money market accounts that have average maturities of 90 days or less, are considered cash equivalents.

Restricted Cash

Restricted Cash - In our capacity as an insurance broker, we collect premiums from insureds and, after deducting our commissions and/or fees, remit these premiums to insurance carriers. We hold unremitted insurance premiums in a fiduciary capacity until we disburse them, and the use of such funds is restricted by laws in certain states and foreign jurisdictions in which our subsidiaries operate. Various state and foreign agencies regulate insurance brokers and provide specific requirements that limit the type of investments that may be made with such funds. Accordingly, we invest these funds in cash and U.S. Treasury fund accounts. We can earn interest income on these unremitted funds, which is included in investment income in the accompanying consolidated statement of earnings. These unremitted amounts are reported as restricted cash in the accompanying consolidated balance sheet, with the related liability reported as premiums payable to insurance and reinsurance companies. Additionally, several of our foreign subsidiaries are required by various foreign agencies to meet certain liquidity and solvency requirements. We were in compliance with these requirements at December 31, 2013.

Related to our third party administration business, we are responsible for client claim funds that we hold in a fiduciary capacity. We do not earn any interest income on the funds held. These client funds have been included in restricted cash, along with a corresponding liability in premiums payable to insurance and reinsurance companies in the accompanying consolidated balance sheet.

Derivative Instruments

Derivative Instruments -  In the normal course of business, we are exposed to the impact of foreign currency fluctuations that impact our results of operations and cash flows. We utilize a foreign currency risk management program involving foreign currency derivatives that consist of several monthly put/call options designed to hedge a significant portion of our future foreign currency disbursements through various future payment dates. To mitigate the counterparty credit risk we only enter into contracts with carefully selected major financial institutions based upon their credit ratings and other factors. These derivative instrument contracts are cash flow hedges that qualify for hedge accounting and primarily hedge against fluctuations between changes in the British Pound Sterling and Indian Rupee versus the U.S. Dollar. Changes in fair value of the derivative instruments are reflected in other comprehensive earnings in the accompanying consolidated balance sheet. The impact of the hedge at maturity is recognized in the income statement as a component of compensation and operating expenses. These derivative instrument contracts are periodically monitored for hedge ineffectiveness, the amount of which has not been material to the accompanying consolidated financial statements. We do not use derivatives for trading or speculative purposes. In 2013, other net revenues also includes a gain of $2.6 million related to three foreign currency derivative investment contracts that we executed in September 2013 in connection with the signing of an agreement to acquire The Giles Group of Companies, headquartered in London, England. These contracts were designed to hedge a portion of the GBP denominated purchase price consideration of this acquisition. The derivative investment contracts were exercised on October 31, 2013 and the Giles transaction closed in early November 2013.

Investments

Investments - We have a management investment committee that meets four to six times per year to review the valuation of our investments. For investments that do not have quoted market prices, we use various valuation techniques to estimate fair value and look for indicators of impairment. Factors that may indicate that an impairment could exist include, but are not limited to, reductions or changes to dividend payments, sustained operating losses or a trend of poor operating performance, recent refinancings or recapitalizations, unfavorable press reports, significant customer or revenue loss, litigation, losses by other companies in a similar industry, overall economic conditions, management changes and significant changes in strategy. In addition, in cases where the ultimate value of an investment is directly dependent on us for future financial support, we assess our willingness and intent to provide future funding in determining impairment.

If an indicator of impairment exists, we compare the investment’s carrying value to an estimate of its fair value. To estimate the fair value of our equity-method investments, we compare values established in recent recapitalizations or appraisals conducted by third parties. In some cases, no such recapitalizations or appraisals exist and we must perform our own valuations. This also requires us to exercise significant judgment. Even if impairment indicators exist, no impairment may be required if the estimated fair value is not less than the current carrying value or the decline in value is determined to be temporary and we have no intent to sell the investment, and it is more likely than not that we will not be required to sell the investment prior to a recovery in value. When we determine that an impairment is required, we record the impairment as a realized loss against current period earnings.

Both the process to review for indicators of impairment and, if such indicators exist, the method to compute the amount of impairment incorporates quantitative data and qualitative criteria including the receipt of new information that can significantly change the decision about the valuation of an investment in a short period of time. The determination of whether an impairment is required is necessarily a matter of subjective judgment. The timing and amount of realized losses reported in earnings could vary if management’s conclusions were different.

Because of the inherent risk of investments, we can make no assurances that there will not be impairments in the future should economic and other conditions change.

Premium Financing

Premium Financing -  Four subsidiaries of the brokerage segment make short-term loans (generally with terms of twelve months or less) to our clients to finance premiums. These premium financing contracts are structured to minimize potential bad debt expense to us. Such receivables are considered delinquent after seven days of the payment due date. Generally, insurance policies are cancelled within one month of the contractual payment due date if the payment remains delinquent. We recognize interest income as it is earned over the life of the contract using the interest “level-yield” method. Unearned interest related to contracts receivable is included in the receivable balance in the accompanying consolidated balance sheet. The outstanding contracts receivable balance was $2.3 million and $2.2 million at December 31, 2013 and 2012, respectively.

Fixed Assets

Fixed Assets - We carry fixed assets at cost, less accumulated depreciation, in the accompanying consolidated balance sheet. We periodically review long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying value of the assets may not be recoverable. Under those circumstances, if the fair value were less than the carrying amount of the asset, we would recognize a loss for the difference. Depreciation for fixed assets is computed using the straight-line method over the following estimated useful lives:

	Useful Life
Computer equipment	Three to five years
Furniture and fixtures	Three to ten years
Office equipment	Three to ten years
Software	Three to five years
Leasehold improvements	Shorter of the lease term or useful life of the asset

Intangible Assets

Intangible Assets - Intangible assets represent the excess of cost over the estimated fair value of net tangible assets of acquired businesses. Our primary intangible assets are classified as either goodwill, expiration lists, non-compete agreements or trade names. Expiration lists, non-compete agreements and trade names are amortized using the straight-line method over their estimated useful lives (three to fifteen years for expiration lists, three to five years for non-compete agreements and five to fifteen years for trade names), while goodwill is not subject to amortization. The establishment of goodwill, expiration lists, non-compete agreements and trade names and the determination of estimated useful lives are primarily based on valuations we receive from qualified independent appraisers. The calculations of these amounts are based on estimates and assumptions using historical and projected financial information and recognized valuation methods. Different estimates or assumptions could produce different results. We carry intangible assets at cost, less accumulated amortization, in the accompanying consolidated balance sheet.

We review all of our intangible assets for impairment periodically (at least annually for goodwill) and whenever events or changes in business circumstances indicate that the carrying value of the assets may not be recoverable. We perform such impairment reviews at the division (i.e., reporting unit) level with respect to goodwill and at the business unit level for amortizable intangible assets. In reviewing intangible assets, if the fair value were less than the carrying amount of the respective (or underlying) asset, an indicator of impairment would exist and further analysis would be required to determine whether or not a loss would need to be charged against current period earnings as a component of amortization expense. Based on the results of impairment reviews in 2013, 2012 and 2011, we wrote off $2.2 million, $3.5 million and $4.6 million, respectively, of amortizable intangible assets primarily related to prior year acquisitions of our brokerage segment, which is included in amortization expense in the accompanying consolidated statement of earnings. The determinations of impairment indicators and fair value are based on estimates and assumptions related to the amount and timing of future cash flows and future interest rates. Such estimates and assumptions could change in the future as more information becomes known which could impact the amounts reported and disclosed herein.

Income Taxes

Income Taxes - Our tax rate reflects the statutory tax rates applicable to our taxable earnings and tax planning in the various jurisdictions in which we operate. Significant judgment is required in determining the annual effective tax rate and in evaluating uncertain tax positions. We report a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in our tax return. We evaluate our tax positions using a two-step process. The first step involves recognition. We determine whether it is more likely than not that a tax position will be sustained upon tax examination based solely on the technical merits of the position. The technical merits of a tax position are derived from both statutory and judicial authority (legislation and statutes, legislative intent, regulations, rulings and case law) and their applicability to the facts and circumstances of the position. If a tax position does not meet the “more likely than not” recognition threshold, we do not recognize the benefit of that position in the financial statements. The second step is measurement. A tax position that meets the “more likely than not” recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The tax position is measured as the largest amount of benefit that has a likelihood of greater than 50% of being realized upon ultimate resolution with a taxing authority.

Uncertain tax positions are measured based upon the facts and circumstances that exist at each reporting period and involve significant management judgment. Subsequent changes in judgment based upon new information may lead to changes in recognition, derecognition and measurement. Adjustments may result, for example, upon resolution of an issue with the taxing authorities, or expiration of a statute of limitations barring an assessment for an issue. We recognize interest and penalties, if any, related to unrecognized tax benefits in our provision for income taxes.

Tax law requires certain items to be included in our tax returns at different times than such items are reflected in the financial statements. As a result, the annual tax expense reflected in our consolidated statements of earnings is different than that reported in our tax returns. Some of these differences are permanent, such as expenses that are not deductible in our tax returns, and some differences are temporary and reverse over time, such as depreciation expense and amortization expense deductible for income tax purposes. Temporary differences create deferred tax assets and liabilities. Deferred tax liabilities generally represent tax expense recognized in the financial statements for which a tax payment has been deferred, or expense which has been deducted in the tax return but has not yet been recognized in the financial statements. Deferred tax assets generally represent items that can be used as a tax deduction or credit in tax returns in future years for which a benefit has already been recorded in the financial statements.

We establish or adjust valuation allowances for deferred tax assets when we estimate that it is more likely than not that future taxable income will be insufficient to fully use a deduction or credit in a specific jurisdiction. In assessing the need for the recognition of a valuation allowance for deferred tax assets, we consider whether it is more likely than not that some portion, or all, of the deferred tax assets will not be realized and adjust the valuation allowance accordingly. We evaluate all significant available positive and negative evidence as part of our analysis. Negative evidence includes the existence of losses in recent years. Positive evidence includes the forecast of future taxable income by jurisdiction, tax-planning strategies that would result in the realization of deferred tax assets and the presence of taxable income in prior carryback years. The underlying assumptions we use in forecasting future taxable income require significant judgment and take into account our recent performance. Such estimates and assumptions could change in the future as more information becomes known which could impact the amounts reported and disclosed herein. The ultimate realization of deferred tax assets depends on the generation of future taxable income during the periods in which temporary differences are deductible or creditable.

Fair Value of Financial Instruments

Fair Value of Financial Instruments - Fair value accounting establishes a framework for measuring fair value, which is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., an exit price). This framework includes a fair value hierarchy that prioritizes the inputs to the valuation technique used to measure fair value.

The classification of a financial instrument within the valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability on the measurement date. The three levels of the hierarchy in order of priority of inputs to the valuation technique are defined as follows:

• Level 1 - Valuations are based on unadjusted quoted prices in active markets for identical financial instruments;

• Level 2 - Valuations are based on quoted market prices, other than quoted prices included in Level 1, in markets that are not active or on inputs that are observable either directly or indirectly for the full term of the financial instrument; and

• Level 3 - Valuations are based on pricing or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement of the financial instrument. Such inputs may reflect management’s own assumptions about the assumptions a market participant would use in pricing the financial instrument.

The level in the fair value hierarchy within which the fair value measurement is classified is determined based on the lowest level input that is significant to the fair value measure in its entirety.

The carrying amounts of financial assets and liabilities reported in the accompanying consolidated balance sheet for cash and cash equivalents, restricted cash, premiums and fees receivable, premiums payable to insurance carriers, accrued salaries and bonuses, accounts payable and other accrued liabilities, unearned fees and income taxes payable, at December 31, 2013 and 2012, approximate fair value because of the short-term duration of these instruments. See Note 3 to our consolidated financial statements for the fair values related to the establishment of intangible assets and the establishment and adjustment of earnout payables. See Note 6 to our consolidated financial statements for the fair values related to borrowings outstanding at December 31, 2013 and 2012 under our debt agreements. See Note 11 to our consolidated financial statements for the fair values related to investments at December 31, 2013 and 2012 under our defined benefit pension plan.

Litigation

Litigation - We are the defendant in various legal actions related to claims, lawsuits and proceedings incident to the nature of our business. We record liabilities for loss contingencies, including legal costs (such as fees and expenses of external lawyers and other service providers) to be incurred, when it is probable that a liability has been incurred on or before the balance sheet date and the amount of the liability can be reasonably estimated. We do not discount such contingent liabilities. To the extent recovery of such losses and legal costs is probable under our insurance programs, we record estimated recoveries concurrently with the losses recognized. Significant management judgment is required to estimate the amounts of such contingent liabilities and the related insurance recoveries. In order to assess our potential liability, we analyze our litigation exposure based on available information, including consultation with outside counsel handling the defense of these matters. As these liabilities are uncertain by their nature, the recorded amounts may change due to a variety of different factors, including new developments in, or changes in approach, such as changing the settlement strategy as applicable to each matter.

Stock-Based Compensation

Stock-Based Compensation - We have several employee equity-settled and cash-settled share-based compensation plans. Equity-settled share-based payments to employees include grants of stock options and restricted stock units and are measured based on estimated grant date fair value. We have elected to use the Black-Scholes option pricing model to determine the fair value of stock options on the dates of grant. Restricted stock units are measured based on the fair market values of the underlying stock on the dates of grant. Shares are issued on the vesting dates net of the minimum statutory tax withholding requirements, as applicable, to be paid by us on behalf of our employees. As a result, the actual number of shares issued will be fewer than the actual number of restricted stock units outstanding. Furthermore, we record the liability for withholding amounts to be paid by us as a reduction to additional paid-in capital when paid.

Cash-settled share-based payments to employees include grants of performance units and stock appreciation rights. The fair value of the amount payable to employees in respect of cash-settled share-based payments is recognized as compensation expense, with a corresponding increase in liabilities, over the vesting period. The liability is remeasured at each reporting date and at settlement date. Any changes in fair value of the liability are recognized as compensation expense.

We recognize share-based compensation expense over the requisite service period for awards expected to ultimately vest. Forfeitures are estimated on the date of grant and revised if actual or expected forfeiture activity differs from original estimates.

Employee Stock Purchase Plan

Employee Stock Purchase Plan -  We have an employee stock purchase plan (which we refer to as the ESPP), under which the sale of 4.0 million shares of our common stock has been authorized. Eligible employees may contribute up to 15% of their compensation towards the quarterly purchase of our common stock at a purchase price equal to 95% of the lesser of the fair market value of our common stock on the first business day or the last business day of the quarterly offering period. Eligible employees may annually purchase shares of our common stock with an aggregate fair market value of up to $25,000 (measured as of the first day of each quarterly offering period of each calendar year), provided that no employee may purchase more than 2,000 shares of our common stock under the ESPP during any calendar year. At December 31, 2013, 0.5 million shares of our common stock are reserved for future issuance under the ESPP.

Defined Benefit Pension and Other Postretirement Plans

Defined Benefit Pension and Other Postretirement Plans -  We recognize in our consolidated balance sheet, an asset for our defined benefit postretirement plans’ overfunded status or a liability for our plans’ underfunded status. We recognize changes in the funded status of our defined benefit postretirement plans in comprehensive earnings in the year in which the changes occur. We use December 31 as the measurement date for our plans’ assets and benefit obligations. See Note 11 to our consolidated financial statements for additional information required to be disclosed related to our defined benefit postretirement plans.

Presentation of Unrecognized Tax Benefits

Presentation of Unrecognized Tax Benefits

In July 2013, the Financial Accounting Standards Board (which we refer to as the FASB) issued ASU 2013-11, “Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists,” which provides explicit guidance on the presentation of certain unrecognized tax benefits in the financial statements that did not previously exist. The ASU provides that a liability related to an unrecognized tax benefit would be offset against a deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward if such settlement is required or expected in the event the uncertain tax position is disallowed. In that case, the liability associated with the unrecognized tax benefit is presented in the financial statements as a reduction to the related deferred tax asset. In situations in which a net operating loss carryforward, a similar tax loss or a tax credit carryforward is not available at the reporting date under the tax law of the jurisdiction or the tax law of the jurisdiction does not require, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit will be presented in the financial statements as a liability and will not be combined with deferred tax assets. This new guidance is effective for annual and interim periods beginning after December 15, 2013. Early adoption is permitted. Management has decided not to adopt this guidance early and has determined that the impact of the new guidance upon adoption, will not be material to the consolidated financial statements.

Other Comprehensive Income

Other Comprehensive Income

In February 2013, the FASB issued ASU 2013-02, Comprehensive Income (Topic 220), “Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income,” which requires significant items reclassified out of accumulated other comprehensive income (which we refer to as AOCI) to net income in their entirety in the same reporting period, to be reported to show the effect of the reclassifications on the respective line items of the statement where net income is presented. These reclassifications can be presented either on the face of the statement where net income is presented or in the notes to the financial statements. For items that are not reclassified to net income in their entirety in the same reporting period, a cross reference to other disclosures currently required under U.S. GAAP is required in the notes to the consolidated financial statements. The new guidance also requires companies to report changes in the accumulated balances of each component of AOCI. This new guidance was effective for annual and interim periods beginning after December 15, 2012. We adopted the new guidance effective January 1, 2013. The adoption affected the disclosures made in our consolidated financial statements and notes thereto, but did not have any impact on our results of operations or financial position.

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Retirement Plans - Summary of Plan's Assets Carried at Fair Value (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Defined Benefit Plan Disclosure [Line Items]
Total fair value	$ 254.9	$ 227.4	$ 202.9
Level 1 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total fair value
Level 2 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total fair value	158.8	136.3
Level 3 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total fair value	$ 96.1	$ 91.1	$ 79.6

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Commitments, Contingencies and Off-Balance Sheet Arrangements (Tables)

12 Months Ended

Dec. 31, 2013

Commitments And Contingencies Disclosure [Abstract]

Contractual Obligations

Our future minimum cash payments, including interest, associated with our contractual obligations pursuant to the note purchase agreements and Credit Agreement, operating leases and purchase commitments at December 31, 2013 were as follows (in millions):

	Payments Due by Period
Contractual Obligations	2014			2015			2016			2017		2018		Thereafter		Total
Note purchase agreements	$	100.0		$	—		$	50.0		$	300.0	$	50.0	$	425.0	$	925.0
Credit Agreement		530.5			—			—			—		—		—		530.5
Interest on debt		51.1			44.1			44.1			41.2		21.9		54.7		257.1
Total debt obligations		681.6			44.1			94.1			341.2		71.9		479.7		1,712.6
Operating lease obligations		74.0			65.7			53.4			42.0		28.3		86.9		350.3
Less sublease arrangements		(1.8	)		(0.8	)		(0.1	)		—		—		—		(2.7	)
Outstanding purchase obligations		22.6			15.4			9.3			0.9		0.3		—		48.5
Total contractual obligations	$	776.4		$	124.4		$	156.7		$	384.1	$	100.5	$	566.6	$	2,108.7

Off-Balance Sheet Commitments

Off-Balance Sheet Commitments - Our total unrecorded commitments associated with outstanding letters of credit, financial guarantees and funding commitments at December 31, 2013 were as follows (in millions):

													Total
	Amount of Commitment Expiration by Period												Amounts
Off-Balance Sheet Commitments	2014		2015		2016		2017		2018		Thereafter		Committed
Letters of credit	$	—	$	—	$	—	$	—	$	—	$	16.0	$	16.0
Financial guarantees		—		—		—		—		—		9.1		9.1
Funding commitments		8.5		—		—		—		—		2.9		11.4
Total commitments	$	8.5	$	—	$	—	$	—	$	—	$	28.0	$	36.5

Outstanding Letters of Credit and Funding Commitments

Our commitments associated with outstanding letters of credit, financial guarantees and funding commitments at December 31, 2013 were as follows (all dollar amounts in table are in millions):

Description, Purpose and Trigger	Collateral	Compensation to Us	Maximum Exposure		Liability Recorded
IRC Section 45 project capital commitments
Funding commitments to construct refined coal plants into permanent operations Trigger - Construction contract terms	None	None	$	6.0	$	—
Venture capital fund
Funding commitment to three funds - $2.5 million, $1.5 million and $1.4 million expire in 2014, 2019 and 2023, respectively Trigger - Agreed conditions met	None	None		5.4		—
Other
Credit support under letters of credit for deductibles due by us on our own insurance coverages - expires after 2018 Trigger - We do not reimburse the insurance companies for deductibles the insurance companies advance on behalf of us	None	None		9.8		9.0
Credit enhancement under letters of credit for our captive insurance operations to meet minimum statutory capital requirements - expires after 2018 Trigger - Dissolution or catastrophic financial results of the operation	None	Reimbursement of LOC fees		4.2		—
Credit support under letters of credit for clients’ claim funds held by our Bermuda captive insurance operation in a fiduciary capacity - expires after 2018 Trigger - Investments fall below prescribed levels	None	Reimbursement of LOC fees		2.0		—
Financial guarantee of a mortgage loan to a U.K.-based employee - expires when mortgage balance is reduced to $6.4 million Trigger - Default on mortgage payments	(1)	None		9.1		—
			$	36.5	$	9.0

(1) The guarantee has no collateral. The mortgage loan has a lien on real property with an appraised value of approximately $11.0 million.

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Investments

12 Months Ended

Dec. 31, 2013

Equity Method Investments And Joint Ventures [Abstract]

Investments

12. Investments

The following is a summary of our investments and the related funding commitments (in millions):

	December 31, 2013				December 31,
			Funding		2012
	Assets		Commitments		Assets
Chem-Mod LLC	$	4.0	$	—	$	4.0
Chem-Mod International LLC		2.0		—		2.0
C-Quest Technology LLC		2.0		—		—
Clean-coal investments:
Non-controlling interest in three limited liability companies that own seven 2009 Era Clean Coal Plants		4.5		0.6		2.8
Controlling interest in three limited liability companies that own seven 2009 Era Clean Coal Plants		13.8		2.7		6.3
Non-controlling interest in six limited liability companies that own five 2011 Era Clean Coal Plants		12.1		—		13.2
Controlling interest in six limited liability companies that own eleven 2011 Era Clean Coal Plants		46.0		2.7		9.2
Controlling interest in a limited liability company that owns four 2011 Era Clean Coal Plants		2.3		—		5.1
Notes receivable and interest from co-investorrelated to the sales of three 2009 Era Plants		—		—		8.5
Other investments		3.7		5.4		3.0
Total investments	$	90.4	$	11.4	$	54.1

Chem-Mod LLC - At December 31, 2013, we had a 46.54% controlling interest in Chem-Mod. Chem-Mod possesses the exclusive marketing rights in the U.S. and Canada, for technologies used to reduce emissions created during the combustion of coal. The refined coal production plants discussed below, as well as those owned by other unrelated parties, license and use Chem-Mod’s proprietary technologies, The Chem-Mod™ Solution, in the production of refined coal. The Chem-Mod™ Solution uses a dual injection sorbent system to reduce mercury, sulfur dioxide and other emissions at coal-fired power plants.

We believe that the application of The Chem-Mod™ Solution qualifies for refined coal tax credits under IRC Section 45 when used with refined coal production plants placed in service by December 31, 2011 or 2009. Chem-Mod has been marketing its technologies principally to coal-fired power plants owned by utility companies, including those utilities that are operating with the IRC Section 45 refined coal production plants in which we hold an investment.

Chem-Mod is determined to be a VIE. We are the controlling manager of Chem-Mod and therefore consolidate its operations into our consolidated financial statements. At December 31, 2013, total assets and total liabilities of this VIE included in our consolidated balance sheet were $8.0 million and $0.8 million, respectively. For 2013, total revenues and expenses were $37.9 million and $21.2 million (including non-controlling interest of $19.2 million), respectively. We are under no obligation to fund Chem-Mod’s operations in the future.

Chem-Mod International LLC - At December 31, 2013, we held a 31.52% non-controlling ownership interest in Chem-Mod International. Chem-Mod International has the rights to market The Chem-Mod™ Solution in countries other than the U.S. and Canada. Such marketing activity has been limited to date.

C-Quest Technology LLC - At December 31, 2013, we held a non-controlling 8% interest in C-Quest’s global operation. C-Quest possesses rights, information and technology for the reduction of carbon dioxide emissions created by burning fossil fuels. Thus far, C-Quest’s operations have been limited to laboratory testing. C-Quest is determined to be a VIE, but due to our lack of control over the operation of C-Quest, we do not consolidate this investment into our consolidated financial statements. We also have options to acquire an additional 19% interest in C-Quest’s global operations for $9.5 million at any time on or prior to August 15, 2016. On August 1, 2013, we loaned the majority owner $2.0 million at a 2% interest rate, which matures on May 15, 2014. The loan can be paid in cash or by delivery of an additional 4% ownership interest in C-Quest’s global operations. If the loan is paid by delivery of the additional 4% ownership interest, our option would be reduced to 15% and the remaining purchase price would be reduced to $7.5 million.

Clean Coal Investments -

• We have investments in limited liability companies that own 34 refined coal production plants which produce refined coal using proprietary technologies owned by Chem-Mod. We believe the production and sale of refined coal at these plants is qualified to receive refined coal tax credits under IRC Section 45. The fourteen plants placed in service prior to December 31, 2009 (which we refer to as the 2009 Era Plants) can receive tax credits through 2019 and the twenty plants placed in service prior to December 31, 2011 (which we refer to as the 2011 Era Plants) can receive tax credits through 2021.

• On March 1, 2013, we purchased an additional ownership interest in twelve of the 2009 Era Plants from one of the co-investors. For nine of the plants, our ownership increased from 24.5% to 49.5%. Our investment in these plants had been accounted for under the equity method of accounting and will continue to be accounted for under the equity method. For three of the plants, our ownership went from 25.0% to 60.0%. Our investment in these plants had been accounted for under the equity method of accounting. As of March 1, 2013, we consolidated the operations of the limited liability company that owns these three plants. For 2013, total revenues and expenses recorded in our consolidated statement of earnings related to this acquisition were $128.3 million and $133.5 million, respectively.

• Our purchase price for the additional ownership interests in these twelve plants was the assumption of the promissory note that we received as consideration for the co-investor’s purchase of ownership interests in three of the 2009 Era Plants on March 1, 2010, which had a carrying value, including accrued interest, of $8.0 million at March 1, 2013, plus the payment of cash and other consideration of $5.0 million. We recognized a gain of $9.6 million, which included the increase in fair value of our prior 25% equity interest in the limited liability company upon the acquisition of the additional 35% equity interest, and recorded $26.3 million of fixed and other amortizable intangible assets and $5.0 million of other assets in connection with this transaction. The carrying value of our prior non-controlling interest in the limited liability company was $4.8 million as of the acquisition date. The fair value of our prior non-controlling interest in the limited liability company was determined by allocating, on a pro rata basis, the fair value of the limited liability company as adjusted for our lack of control in our prior ownership position. We determined the fair value of the limited liability company based on provisional estimates of fair value using similar valuation techniques to those discussed in Note 3 to these consolidated financial statements.

• On September 1, 2013, we purchased a 99% interest in a limited liability company that has ownership interests in four limited liability companies that own five 2011 Era Plants. The purchase price was $4.0 million in cash plus a $10.0 million note with 3% interest due in installments through December 19, 2021. Total revenues and expenses recorded in our consolidated statement of earnings, for 2013 related to the acquisition, were $33.7 million and $36.9 million, respectively.

• On December 13, 2013, we purchased a co-investor’s 50.5% interest in one refined fuel plant for $2.5 million in cash. After this transaction, we own 100% of this plant and consolidate its results. Total revenues and expenses recorded in our consolidated statement of earnings, for 2013 related to the acquisition, were zero and $0.1 million, respectively.

• As of December 31, 2013:

• Twenty-eight of the plants have long-term production contracts.

• The remaining six plants are in various stages of seeking and negotiating long-term production contracts.

• We have a non-controlling, minority interest in twelve plants. We also have agreements in principle with co-investors for the sale of majority ownership interests in six additional plants. We may sell ownership interests in some or all of the remaining plants to co-investors.

• Seven of the 2009 Era Plants and five of the 2011 Era Plants that are owned by limited liability companies have been determined to be VIEs, for which we are not the primary beneficiary. At December 31, 2013, total assets and total liabilities of these VIEs were $76.3 million and $41.3 million, respectively. For 2013, total revenues and expenses of these VIEs were $342.2 million and $390.1 million, respectively.

• In all limited liability companies where we are a non-controlling, minority investor, the membership agreements for the operations of each of these entities contain provisions that preclude an individual member from being able to make major decisions that would denote control. As of the date we became a non-controlling, minority investor, we deconsolidated these entities and subsequently accounted for the investments using equity method accounting.

• For all plants that are not under long-term production contracts, we estimate that we will invest, on average, an additional $5.0 million per plant to connect and house each of them. For those plants that will have majority ownership co-investors, the average additional investment will be $2.5 million. We plan to sell majority ownership interests in such plants to co-investors and relinquish control of the plants, thereby becoming a non-controlling, minority investor. We are currently committed to fund an additional $6.0 million under engineering and construction contracts related to moving, connecting and housing the refined coal plants that we plan to redeploy during 2014. We further estimate that we will invest an additional $30.0 million to $35.0 million to redeploy the remainder of the refined coal plants later in 2014 and into 2015, before co-investor contributions.

• Each investor funds its portion of the on-going operations of the limited liability companies in proportion to its investment ownership percentage. Other than our portion of the on-going operational funding, there are no additional amounts that we are committed to related to funding these investments.

• We are aware that some of the coal-fired power plants that purchase the refined coal are considering changing to burning natural gas or shutting down completely for economic reasons. We and our partners are prepared to move the refined coal productions plants to other, generally higher volume, coal-fired power plants. If these potential developments were to occur, we estimate those plants will not operate for 12 to 18 months during their movement and redeployment, which could have a material impact on the amount of tax credits that are generated by these plants.

• Until March 1, 2013, we had a promissory note from a co-investor that was received as part of the consideration for the March 1, 2010 sale of ownership interests in three of the 2009 Era Plants. The note assumed by us as part of our purchase of additional ownership interests in twelve of the 2009 Era Plants as described above.

Other Investments - At December 31, 2013, we owned a non-controlling, minority interest in five venture capital funds totaling $3.2 million, a 20% non-controlling interest in an investment management company totaling $0.5 million, twelve certified low-income housing developments with zero carrying value and two real estate entities with zero carrying value. The low-income housing developments and real estate entities have been determined to be VIEs, but are not required to be consolidated due to our lack of control over their respective operations. At December 31, 2013, total assets and total liabilities of these VIEs were approximately $60.0 million and $20.0 million, respectively.