Exhibit 99.4



                        LIBERTY FINANCIAL COMPANIES, INC.
                          NOTES TO PRO FORMA CONDENSED
                        CONSOLIDATED FINANCIAL STATEMENTS
           For the Sale of the Annuity and Asset Management Businesses
                                   (unaudited)

1)   Represents the aggregate purchase price from the sales of the annuity and
     asset management businesses. Estimated income taxes payable of $369 million
     have been included in other liabilities.

2)   Represents the estimated liability related to the cancellation of employee
     stock options, net of estimated income taxes of $12.0 million.

3)   Represents the estimated liability for transaction costs associated with
     the sales of the annuity and asset management businesses, net of estimated
     reimbursements by the purchasers and estimated income taxes of $7.4
     million. Related transaction costs for the nine months ended September 30,
     2001 was $20.7 million with a tax benefit of $8.3 million.

4)   Represents the estimated liability related to the retention plans for
     employees of the asset management business and corporate headquarters, net
     of estimated income taxes of $30.6 million.

5)   Represents the payoff of notes payable, related accrued interest and the
     estimated liability for costs associated with tendering the debt, net of
     estimated income taxes of $7.8 million. The related unamortized debt
     underwriting discount of $3.8 million is written off upon payoff of the
     notes. Related interest expense for the nine months ended September 30,
     2001 was $24.1 million with a tax benefit of $9.6 million. Related interest
     expense for the year ended December 31, 2000 was $32.1 million with a tax
     benefit of $12.8 million.

6)   Represents the payoff of notes payable to affiliates and the related
     accrued interest of $8.9 million. Related interest expense for the nine
     months ended September 30, 2001 was $13.4 million with a tax benefit of
     $5.4 million. Related interest expense for the year ended December 31, 2000
     was $4.6 million with a tax benefit of $1.8 million.

7)   Includes pro forma retained earnings increase of $201.7 million for an
     after tax gain on the sale of the annuity and asset management businesses,
     the estimated costs related to the cancellation of stock options and the
     retention plans for employees of corporate headquarters, the payoff of all
     notes payable and the associated costs. This amount is not reflected in the
     pro forma condensed consolidated statement of operations.

8)   Historical Private Capital Management (PCM) reflects the revenues and
     expenses of PCM, a division of Stein Roe & Farnham Incorporated, and the
     related gain on the December 29, 2000 sale of PCM.