BALTIMORE, Oct. 30, 2015 /PRNewswire/ -- Legg Mason, Inc. (NYSE: LM) today reported its operating results for the second fiscal quarter ended September 30, 2015. The Company reported net income(1) of $64.3 million, or $0.58 per diluted share, as compared to $94.5 million, or $0.84 per diluted share, in the previous quarter, and net income of $4.9 million, or $0.04 per diluted share, in the second quarter of fiscal 2015. Included in this quarter's results were losses on corporate investments not offset in compensation, as well as an $11.1 million loss on an Australian dollar hedge related to the RARE Infrastructure acquisition which combined to total $22.6 million, or $0.13 per diluted share. In addition, the current quarter included a tax benefit largely due to reserve adjustments related to the successful conclusion of certain tax examinations of $5.0 million, or $0.05 per diluted share. Included in last quarter's results was a tax benefit of $18.0 million, or $0.16 per diluted share, resulting from an increase in the value of our deferred tax assets, primarily due to changes in the New York City tax code. In the prior year's quarter Legg Mason completed a debt refinancing that resulted in a $107.1 million charge, or $0.59 per diluted share. Adjusted income(2) for the second fiscal quarter was $99.1 million, or $0.89 per diluted share, as compared to $129.3 million, or $1.14 per diluted share, in the previous quarter and $40.6 million, or $0.35 per diluted share, in the second quarter of fiscal 2015. For the current quarter, operating revenues were $673.1 million, down 5% from $708.6 million in the prior quarter, and down 4% compared to $703.9 million in the second quarter of fiscal 2015. Operating expenses were $540.1 million, down 8% from $584.1 million in the prior quarter, and down 6% compared to $573.5 million in the second quarter of fiscal 2015.

Assets Under Management ("AUM") were $672.1 billion as of September 30, 2015, down 4% from $699.2 billion as of June 30, 2015, and down 5% from $707.8 billion as of September 30, 2014.

Legg Mason also announced today that its Board of Directors has declared a quarterly cash dividend on its common stock in the amount of $0.20 per share.



                                                                               (Amounts in millions, except per share amounts)
                                                                                ----------------------------------------------

                                                                                     Quarters Ended                                        Six Months Ended
                                                                                     --------------                                        ----------------

                                                                     Sep               Jun                  Sep                    Sep                            Sep

                                                                       2015              2015                   2014                   2015                           2014
                                                                       ----              ----                   ----                   ----                           ----

    Operating Revenues                                                      $673.1                                     $708.6                               $703.9                 $1,381.7 $1,397.8

    Operating Expenses                                                540.1                       584.1                        573.5                        1,124.2        1,147.9

    Operating Income                                                  133.0                       124.5                        130.4                          257.5          249.9

    Net Income(1)                                                      64.3                        94.5                          4.9                          158.9           77.1

    Adjusted Income(2)                                                 99.1                       129.3                         40.6                          228.4          147.8

    Net Income Per Share - Diluted(1)                                  0.58                        0.84                         0.04                           1.42           0.66

    Adjusted Income Per Share - Diluted(2)                             0.89                        1.14                         0.35                           2.03           1.26


    (1)    Net Income Attributable to Legg Mason, Inc.

    (2)    See "Use of Supplemental Non-GAAP Financial Information."

Comments on the Second Quarter of Fiscal Year 2016 Results

Joseph A. Sullivan, Chairman and CEO of Legg Mason said, "Legg Mason generated solid operating results for the quarter against a backdrop of market volatility and declines that negatively impacted revenues and non-operating expenses. Legg Mason delivered its sixth straight quarter of long-term inflows driven by QS Investors, Brandywine and Western Asset, and largely from institutional investors. Legg Mason's long-term organic growth rate for the second quarter of fiscal 2016 was 2.2%, underscoring the diversity across our affiliate and product portfolios, by asset class, geography and investor type.

"We continue to execute against a thoughtful set of strategic growth priorities to position our affiliate portfolio for long-term operating success. At the same time, we continue to expand our equity and alternatives offerings through QS Investors, Martin Currie and now RARE Infrastructure, our most recent acquisition. We are well positioned across asset classes to capitalize on opportunities for our clients and we feel especially good about our fixed income positioning, as we manage through an evolving rate environment.

"As we navigate through a volatile market environment, we remain committed to managing the company efficiently and balancing business investments with dividend growth and share repurchases. We are confident that our shareholders will benefit as we execute this plan and further leverage our global scale and diversification in the coming years."

Assets Under Management of $672.1 Billion

AUM decreased 4% to $672.1 billion at September 30, 2015 compared with $699.2 billion at June 30, 2015, driven by $22.6 billion in negative market performance, $4.6 billion in negative foreign exchange and liquidity outflows of $3.0 billion. This was partially offset by long-term net inflows of $3.1 billion. AUM was down 5% from $707.8 billion at September 30, 2014.


    --  Long-term net inflows of $3.1 billion included fixed income inflows of
        $3.0 billion and equity inflows of $0.1 billion.
    --  At September 30, 2015, fixed income represented 55% of AUM, while equity
        represented 26%, and liquidity represented 19%.
    --  By geography, 64% of AUM was from clients domiciled in the United States
        and 36% from non-US domiciled clients.
    --  Average AUM during the quarter was $687.2 billion compared to $703.9
        billion in the prior quarter and $704.1 billion in the second quarter of
        fiscal year 2015.  Average long-term AUM was $560.4 billion compared to
        $575.6 billion in the prior quarter and $558.7 billion in the second
        quarter of fiscal year 2015.

Comparison to the First Quarter of Fiscal Year 2016

Net income was $64.3 million, or $0.58 per diluted share, as compared with net income of $94.5 million, or $0.84 per diluted share, in the first quarter of fiscal year 2016. Included in this quarter's results were losses on corporate investments not offset in compensation and a loss on an Australian dollar hedge related to the RARE Infrastructure acquisition, which combined to total $22.6 million or $0.13 per diluted share. In addition, the current quarter included a tax benefit largely due to reserve adjustments related to the successful conclusion of certain tax examinations of $5.0 million, or $0.05 per diluted share. Last quarter's results included a tax benefit of $18.0 million, or $0.16 per diluted share.


    --  Operating revenues of $673.1 million were down 5% from $708.6 million in
        the prior quarter, reflecting a 2% decrease in average AUM, a less
        favorable AUM mix and lower performance fees.
    --  Operating expenses of $540.1 million were down 8% from $584.1 million in
        the prior quarter primarily due to lower revenue share compensation
        related to lower revenues.   Last quarter's expenses included $11.5
        million in higher seasonal compensation costs.  The current quarter
        expenses included a $5.5 million loss in the market value of deferred
        compensation and seed investments, which is recorded as a decrease in
        compensation and benefits with an offset in other non-operating income,
        compared to a gain of $1.2 million in the prior quarter.
    --  Other non-operating expense was $42.5 million compared to $4.5 million
        in the prior quarter.  Other non-operating expenses included an $11.1
        million loss on an Australian dollar hedge related to the RARE
        Infrastructure acquisition as well as losses on corporate investments,
        not offset in compensation of $11.5 million, compared with gains of $4.5
        million last quarter.  Both quarters included losses and gains on funded
        deferred compensation and seed investments, as described above.  In
        addition, the current quarter included $2.3 million in losses associated
        with consolidated investment vehicles compared to $0.4 million of gains
        in the prior quarter.  The consolidation of investment vehicles has no
        impact on net income as the effects of consolidation are fully
        attributable to noncontrolling interests.
    --  Operating margin was 19.8%, as compared to 17.6% in the prior quarter. 
        Operating margin, as adjusted(2), was 24.0%, as compared to 22.6% in the
        prior quarter.
    --  Adjusted income was $99.1 million, or $0.89 per diluted share, as
        compared to adjusted income of $129.3 million, or $1.14 per diluted
        share, in the prior quarter.

Comparison to the Second Quarter of Fiscal Year 2015

Net income was $64.3 million, or $0.58 per diluted share, as compared with $4.9 million, or $0.04 per diluted share, in the second quarter of fiscal year 2015. Included in this quarter's results were losses on corporate investments not offset in compensation and a loss on an Australian dollar hedge related to the RARE Infrastructure acquisition which combined to total $22.6 million or $0.13 per diluted share. In addition, the current quarter included a tax benefit largely due to reserve adjustments related to the successful conclusion of certain tax examinations of $5.0 million, or $0.05 per diluted share. The second quarter of fiscal year 2015 included a $107.1 million charge, or $0.59 per diluted share, related to a debt refinancing.


    --  Operating revenues of $673.1 million were down 4% compared with $703.9
        million in the second quarter of fiscal year 2015, reflecting a less
        favorable AUM mix, lower performance fees and a 2% decline in average
        AUM.
    --  Operating expenses of $540.1 million were down 6% compared with $573.5
        million in the second quarter of fiscal year 2015 primarily due to lower
        revenue share compensation related to lower revenues.  In addition, the
        prior year quarter included $8.7 million in costs related to the QS
        Investors integration and other corporate initiatives.  The current
        quarter expenses also included a loss of $5.5 million in the market
        value of deferred compensation and seed investments, which are recorded
        as a decrease in compensation and benefits with an offset in other
        non-operating income, compared to a loss of $0.4 million in the prior
        year quarter.
    --  Other non-operating expense was $42.5 million, as compared to $121.5
        million in the second quarter of fiscal year 2015.  Other non-operating
        expenses included an $11.1 million loss on an Australian dollar hedge
        related to the RARE Infrastructure acquisition as well as losses on
        corporate investments, not offset in compensation, of $11.5 million
        compared with losses of $0.7 million in the prior year quarter.  The
        prior year quarter included a $107.1 million charge related to the debt
        refinancing.  Both quarters included losses on funded deferred
        compensation and seed investments, as described above.  In addition, the
        current quarter also included $2.3 million in losses associated with
        consolidated investment vehicles, as compared to $0.1 million in losses
        in the prior year quarter.  The consolidation of investment vehicles has
        no impact on net income as the effects of consolidation are fully
        attributable to noncontrolling interests.
    --  Operating margin was 19.8%, as compared to 18.5% in the second quarter
        of fiscal year 2015.  Operating margin, as adjusted, was 24.0%, as
        compared to 23.8% in the second quarter of fiscal year 2015.
    --  Adjusted income was $99.1 million, or $0.89 per diluted share, as
        compared to adjusted income of $40.6 million, or $0.35 per diluted
        share, in the second quarter of fiscal year 2015.

Quarterly Business Developments and Recent Announcements


    --  Legg Mason announced on July 28(th) the agreement to acquire RARE
        Infrastructure Limited, a pioneer in global listed infrastructure
        investing headquartered in Sydney, Australia.  The transaction closed on
        October 21, 2015.
    --  On September 4, 2015 Legg Mason filed a preliminary prospectus for its
        first four smart-beta ETFs, subadvised by QS Investors.

Quarterly Performance



    At September 30, 2015:

                           1-Year               3-Year 5-Year 10-Year

    % of Strategy AUM
     beating Benchmark(3)                        44%    84%     85%   88%


    % of Long-Term US Fund
     Assets Beating Lipper
     Category Average(3)

                           Equity                  33%    45%     56%   50%

                           Fixed Income            67%    69%     82%   80%

                           Total US Fund Assets    48%    55%     67%   62%

Of Legg Mason's long-term U.S. mutual fund assets, 42.7% were in funds rated 4 or 5 stars by Morningstar.

Balance Sheet

At September 30, 2015, Legg Mason's cash position was $619 million. Total debt was $1.1 billion and stockholders' equity was $4.5 billion. The ratio of total debt to total capital was 19%. In the second fiscal quarter, the Company completed additional open market purchases of 1.9 million shares which reduced the weighted average shares by 907 thousand.

The Board of Directors has declared a quarterly cash dividend on the Company's common stock in the amount of $0.20 per share. The dividend is payable January 11, 2016 to shareholders of record at the close of business on December 16, 2015.

Conference Call to Discuss Results

A conference call to discuss the Company's results, hosted by Mr. Sullivan, will be held at 8:00 am EDT today. The call will be open to the general public. Interested participants should access the call by dialing 1-800-447-0521 (or for international calls 1-847-413-3238), confirmation number 40682166, at least 10 minutes prior to the scheduled start to ensure connection.

The presentation slides that will be reviewed during the conference call will be available on the Investor Relations section of the Legg Mason website shortly after the release of the financial results.

A replay of the live broadcast will be available on the Legg Mason website, in the investor relations section, or by dialing 1-888-843-7419 (or for international calls 1-630-652-3042), enter pass code 40682166# when prompted. Please note that the replay will be available beginning at 10:30 a.m. EDT on Friday, October 30, 2015, and ending at 11:59 p.m. EST on Friday, November 13, 2015.

About Legg Mason

Legg Mason is a global asset management firm, with $672.1 billion in AUM as of September 30, 2015. The Company provides active asset management in many major investment centers throughout the world. Legg Mason is headquartered in Baltimore, Maryland, and its common stock is listed on the New York Stock Exchange (symbol: LM).

This release contains forward-looking statements subject to risks, uncertainties and other factors that may cause actual results to differ materially. For a discussion of these risks and uncertainties, see "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Legg Mason's Annual Report on Form 10-K for the fiscal year ended March 31, 2015 and in the Company's quarterly reports on Form 10-Q.

(3) See "Supplemental Data Regarding Quarterly Performance."

Supplemental Data Regarding Quarterly Performance

Strategy Performance

For purposes of investment performance comparisons, strategies are an aggregation of discretionary portfolios (separate accounts, investment funds, and other products) into a single group that represents a particular investment objective. In the case of separate accounts, the investment performance of the account is based upon the performance of the strategy to which the account has been assigned. Each of our asset managers has its own specific guidelines for including portfolios in their strategies. For those managers which manage both separate accounts and investment funds in the same strategy, the performance comparison for all of the assets is based upon the performance of the separate account.

Approximately ninety percent of total AUM is included in strategy AUM as of September 30, 2015, although not all strategies have three-, five-, and ten-year histories. Total strategy AUM includes liquidity assets. Certain assets are not included in reported performance comparisons. These include: accounts that are not managed in accordance with the guidelines outlined above; accounts in strategies not marketed to potential clients; accounts that have not yet been assigned to a strategy; and certain smaller products at some of our affiliates.

Past performance is not indicative of future results. For AUM included in institutional and retail separate accounts and investment funds managed in the same strategy as separate accounts, performance comparisons are based on gross-of-fee performance. For investment funds (including fund-of-hedge funds) which are not managed in a separate account format, performance comparisons are based on net-of-fee performance. These performance comparisons do not reflect the actual performance of any specific separate account or investment fund; individual separate account and investment fund performance may differ. The information in this table is provided solely for use in connection with this table, and is not directed toward existing or potential clients of Legg Mason.

Long-term US Fund Assets Beating Lipper Category Average

Long-term US fund assets include open-end, closed-end, and variable annuity funds. These performance comparisons do not reflect the actual performance of any specific fund; individual fund performance may differ. Past performance is not a guarantee of future results. Source: Lipper Inc.



                                                                                                              LEGG MASON, INC. AND SUBSIDIARIES

                                                                                                              CONSOLIDATED STATEMENTS OF INCOME

                                                                                                      (Amounts in thousands, except per share amounts)

                                                                                                                         (Unaudited)


                                                                         Quarters Ended                                                     Six Months Ended
                                                                        --------------                                                    ----------------

                                                                      September                                        June                                    September                         September                         September

                                                                                       2015                                           2015                                      2014                              2015                                2014
                                                                                       ----                                           ----                                      ----                              ----                                ----

    Operating Revenues:

                        Investment
                        advisory fees:

                        Separate
                        accounts                             $205,155                         $208,104                                                $204,739                          $413,259                          $409,509

                       Funds                                  359,871                          384,345                                                 389,238                           744,216                           770,865

                        Performance
                        fees                                    7,902                           18,653                                                  13,993                            26,555                            30,296

                        Distribution and
                        service fees                           99,602                           96,860                                                  94,481                           196,462                           184,197

                       Other                                      556                              688                                                   1,444                             1,244                             2,909
                                                                ---

                                          Total operating revenues                  673,086                                        708,650                                   703,895                         1,381,736                           1,397,776
                                                                                    -------                                        -------                                   -------                         ---------                           ---------


    Operating Expenses:

                        Compensation and
                        benefits                              282,433                          315,052                                                 303,878                           597,485                           609,384

                        Distribution and
                        servicing                             138,930                          149,288                                                 155,100                           288,218                           303,808

                        Communications
                        and technology                         49,845                           48,677                                                  44,624                            98,522                            86,574

                       Occupancy                               25,716                           25,987                                                  22,710                            51,703                            49,667

                        Amortization of
                        intangible
                        assets                                    670                              657                                                     464                             1,327                             1,359

                       Other                                   42,462                           44,446                                                  46,764                            86,908                            97,083
                                                              -----

                                          Total operating expenses                  540,056                                        584,107                                   573,540                         1,124,163                           1,147,875
                                                                                    -------                                        -------                                   -------                         ---------                           ---------


    Operating Income                                                             133,030                                        124,543                                   130,355                           257,573                             249,901
                                                                                 -------                                        -------                                   -------                           -------                             -------


    Other Non-Operating Income (Expense):

                       Interest income                          1,229                            1,317                                                   1,680                             2,546                             4,205

                       Interest expense                      (13,280)                        (11,949)                                                (14,975)                         (25,229)                          (32,033)

                        Other income
                        (expense), net,
                        including
                        $107,074

                         debt
                          extinguishment
                          loss in
                          September 2014

                                (28,110)                                              5,711                                      (108,156)                                 (22,399)                        (101,908)

                        Other non-
                        operating income
                        (expense) of



                         consolidated
                          investment
                          vehicles, net

                                 (2,303)                                                407                                           (79)                                  (1,896)                            2,928
                                  ------                                                 ---                                            ---                                    ------                             -----

                                           Total other non-operating
                                           income                                  (42,464)                                       (4,514)                                (121,530)                         (46,978)                          (126,808)
                                            (expense)



    Income Before Income Tax Provision                                            90,566                                        120,029                                     8,825                           210,595                             123,093


                        Income tax
                        provision                              27,647                           25,090                                                   3,804                            52,737                            44,460
                                                             ------


    Net Income                                                                    62,919                                         94,939                                     5,021                           157,858                              78,633

                        Less: Net income
                        (loss)
                        attributable

                        to
                        noncontrolling
                        interests                             (1,400)                             391                                                     124                           (1,009)                            1,548
                                                               ------                              ---                                                     ---                            ------                             -----


    Net Income Attributable to Legg
     Mason, Inc.                                                                 $64,319                                        $94,548                                    $4,897                          $158,867                             $77,085
                                                                                 =======                                        =======                                    ======                          ========                             =======


    Net Income per Share Attributable to

                        Legg Mason, Inc.
                        Shareholders:

                                          Basic                                       $0.58                                          $0.85                                     $0.04                             $1.43                               $0.66
                                                                                      =====                                          =====                                     =====                             =====                               =====


                                          Diluted                                     $0.58                                          $0.84                                     $0.04                             $1.42                               $0.66
                                                                                      =====                                          =====                                     =====                             =====                               =====


    Weighted-Average Number of Shares

                       Outstanding: (1)

                                          Basic                                     110,624                                        111,691                                   115,799                           111,154                             116,459

                                          Diluted                                   111,556                                        112,971                                   116,940                           112,258                             117,574


            (1)    Includes weighted-average
                    unvested restricted shares
                    deemed to be participating
                    securities of 2,772, 2,737, and
                    3,109 for the quarters ended
                    September 2015, June 2015, and
                    September 2014, respectively,
                    and 2,754 and 3,059 for the six
                    months ended September 2015 and
                    September 2014, respectively.


                                                                                                                                                                                 LEGG MASON, INC. AND SUBSIDIARIES

                                                                                                                                                                                 CONSOLIDATING STATEMENTS OF INCOME

                                                                                                                                                                                       (Amounts in thousands)

                                                                                                                                                                                            (Unaudited)

                                                                                                                    Quarters Ended
                                                                                                                    --------------

                                                             September 2015                                                           June 2015                                                                     September 2014
                                                             --------------                                                           ---------                                                                     --------------


                                                 Balance Before Consolidation of                 Consolidated Investment Vehicles        Consolidated Totals         Balance Before Consolidation of                               Consolidated Investment Vehicles  Consolidated Totals    Balance Before Consolidation of
                                                 Consolidated Investment Vehicles                                                                                    Consolidated Investment Vehicles                                                                                       Consolidated Investment Vehicles    Consolidated Investment Vehicles         Consolidated Totals
                                                --------------------------------                 --------------------------------               ------------------- --------------------------------                               --------------------------------  -------------------   --------------------------------     --------------------------------         -------------------


    Total operating revenues                                             $673,168                                         $(82)                          $673,086                           $708,735                                                          $(85)             $708,650                             $704,079                                   $(184)                      $703,895

    Total operating expenses                                              540,023                                            33                            540,056                            584,087                                                             20               584,107                              573,486                                       54                        573,540
                                                                          -------                                           ---                            -------                            -------                                                            ---               -------                              -------                                      ---                        -------

    Operating Income (Loss)                                               133,145                                         (115)                           133,030                            124,648                                                          (105)              124,543                              130,593                                    (238)                       130,355

    Other non-operating income (expense)                                 (40,988)                                      (1,476)                          (42,464)                           (4,879)                                                           365               (4,514)                           (121,714)                                     184                      (121,530)
                                                                          -------                                        ------                            -------                             ------                                                            ---                ------                             --------                                      ---                       --------

    Income (Loss) Before Income Tax Provision                              92,157                                       (1,591)                            90,566                            119,769                                                            260               120,029                                8,879                                     (54)                         8,825

    Income tax provision                                                   27,647                                             -                            27,647                             25,090                                                              -               25,090                                3,804                                        -                         3,804
                                                                           ------                                           ---                            ------                             ------                                                            ---               ------                                -----                                      ---                         -----

    Net Income (Loss)                                                      64,510                                       (1,591)                            62,919                             94,679                                                            260                94,939                                5,075                                     (54)                         5,021

    Less: Net income (loss) attributable

                                                                              191                                       (1,591)                           (1,400)                               131                                                            260                   391                                  178                                     (54)                           124

              to noncontrolling interests


    Net Income Attributable to Legg Mason,                                $64,319                              $              -                           $64,319                            $94,548                                               $              -              $94,548                               $4,897                         $              -                        $4,897
      Inc.
                                                                                                                                                                                                                                                                                                                                                                                            ===




                                                                                 Six Months Ended
                                                                                 ----------------

                                                             September 2015                                                        September 2014
                                                             --------------                                                        --------------


                                                 Balance Before Consolidation of                 Consolidated Investment Vehicles        Consolidated Totals         Balance Before Consolidation of
                                                 Consolidated Investment Vehicles                                                                                    Consolidated Investment Vehicles                              Consolidated Investment Vehicles  Consolidated Totals
                                                --------------------------------                 --------------------------------               ------------------- --------------------------------                               --------------------------------  -------------------


    Total operating revenues                                           $1,381,903                                        $(167)                        $1,381,736                         $1,398,143                                                         $(367)           $1,397,776

    Total operating expenses                                            1,124,110                                            53                          1,124,163                          1,147,801                                                             74             1,147,875
                                                                        ---------                                           ---                          ---------                          ---------                                                            ---             ---------

    Operating Income (Loss)                                               257,793                                         (220)                           257,573                            250,342                                                          (441)              249,901

    Other non-operating income (expense)                                 (45,867)                                      (1,111)                          (46,978)                         (128,530)                                                         1,722             (126,808)
                                                                          -------                                        ------                            -------                           --------                                                          -----              --------

    Income (Loss) Before Income Tax Provision                             211,926                                       (1,331)                           210,595                            121,812                                                          1,281               123,093

    Income tax provision                                                   52,737                                             -                            52,737                             44,460                                                              -               44,460
                                                                           ------                                           ---                            ------                             ------                                                            ---               ------

    Net Income (Loss)                                                     159,189                                       (1,331)                           157,858                             77,352                                                          1,281                78,633

    Less: Net income (loss) attributable

                                                                              322                                       (1,331)                           (1,009)                               267                                                          1,281                 1,548

              to noncontrolling interests


    Net Income Attributable to Legg Mason, Inc.                          $158,867                              $              -                          $158,867                            $77,085                                               $              -              $77,085
                                                                         ========                              ================                          ========                            =======                                               ================              =======



                                                         LEGG MASON, INC. AND SUBSIDIARIES

                                                                 SUPPLEMENTAL DATA

                                           RECONCILIATION OF NET INCOME ATTRIBUTABLE TO LEGG MASON, INC.

                                                              TO ADJUSTED INCOME (1)

                                                 (Amounts in thousands, except per share amounts)

                                                                    (Unaudited)


                                                                                               Quarters Ended                     Six Months Ended
                                                                                               --------------                     ----------------


                                        September                         June                    September          September                  September

                                                  2015                       2015                        2014                2015                           2014
                                                  ----                       ----                        ----                ----                           ----


    Net Income Attributable to
     Legg Mason, Inc.                          $64,319                    $94,548                      $4,897            $158,867                        $77,085




        Plus:

                                       Amortization
                                        of
                                        intangible
                                        assets                    670                        657                 464                   1,327                        1,359

                                       Deferred tax
                                        amortization
                                        benefit                34,116                     34,121              35,225                  68,237                       69,369
                                         on intangible
                                          assets


    Adjusted Income                            $99,105                   $129,326                     $40,586            $228,431                       $147,813
                                               =======                   ========                     =======            ========                       ========



    Net Income per Diluted
     Share Attributable                          $0.58                      $0.84                       $0.04               $1.42                          $0.66
      to Legg Mason, Inc. Shareholders




        Plus: (2)

                                       Amortization
                                        of
                                        intangible
                                        assets                      -                         -                  -                      -                        0.01

                                       Deferred tax
                                        amortization
                                        benefit                  0.31                       0.30                0.31                    0.61                         0.59
                                         on intangible
                                          assets


    Adjusted Income per
     Diluted Share                               $0.89                      $1.14                       $0.35               $2.03                          $1.26
                                                 =====                      =====                       =====               =====                          =====




            (1)    See explanations for "Use of
                    Supplemental Non-GAAP Financial
                    Information."

            (2)    In calculating Adjusted Income per
                    Diluted Share, we include the
                    weighted-average of unvested
                    restricted shares deemed to be
                    participating securities and the
                    earnings allocated to these
                    participating securities.  For
                    purposes of this non-GAAP
                    performance measure, earnings are
                    allocated in the same ratio to
                    participating securities and
                    common shares.  As a result, the
                    inclusion of these participating
                    securities and the earnings
                    allocated thereto do not impact
                    the per share amounts of the
                    adjustments made to Net Income per
                    Diluted Share Attributable to Legg
                    Mason, Inc. Shareholders.


                                                                                                                        LEGG MASON, INC. AND SUBSIDIARIES

                                                                                                                                SUPPLEMENTAL DATA

                                                                                                               RECONCILIATION OF OPERATING MARGIN,  AS ADJUSTED (1)

                                                                                                                             (Amounts in thousands)

                                                                                                                                   (Unaudited)



                                                                                      Quarters Ended                                                                Six Months Ended
                                                                                      --------------                                                                ----------------


                                                                                   September                                June                                         September                         September                      September

                                                                                                     2015                                   2015                                            2014                              2015                           2014
                                                                                                     ----                                   ----                                            ----                              ----                           ----


    Operating Revenues, GAAP basis                                                            $673,086                               $708,650                                        $703,895                        $1,381,736                     $1,397,776


                       Plus (less):

                        Operating
                        revenues
                        eliminated upon

                                            consolidation of investment
                                            vehicles                                                   82                                     85                                             184                               167                            367

                        Distribution and
                        servicing
                        expense
                        excluding

                                           consolidated investment vehicles                     (138,920)                             (149,280)                                      (155,090)                        (288,200)                     (303,791)
                                                                                                 --------                               --------                                        --------                          --------                       --------


    Operating Revenues, as Adjusted                                                           $534,248                               $559,455                                        $548,989                        $1,093,703                     $1,094,352
                                                                                              ========                               ========                                        ========                        ==========                     ==========



    Operating Income, GAAP basis                                                              $133,030                               $124,543                                        $130,355                          $257,573                       $249,901


                       Plus (less):

                        Gains (losses)
                        on deferred
                        compensation

                                           and seed investments, net                              (5,499)                                 1,210                                           (374)                          (4,289)                         4,075

                        Amortization of
                        intangible
                        assets                                          670                                657                                              464                                      1,327                          1,359

                        Operating income
                        of consolidated
                         investment
                          vehicles, net

                                     115                                                               105                                    238                                                220                            441
                                     ---                                                               ---                                    ---                                                ---                            ---


    Operating Income, as Adjusted                                                             $128,316                               $126,515                                        $130,683                          $254,831                       $255,776
                                                                                              ========                               ========                                        ========                          ========                       ========


    Operating Margin, GAAP basis                                                                 19.8%                                 17.6%                                          18.5%                            18.6%                         17.9%

    Operating Margin, as Adjusted                                                                 24.0                                   22.6                                            23.8                              23.3                           23.4



    (1) See explanations for "Use of Supplemental Non-GAAP Financial Information."


                                                                                                                                                                                                             LEGG MASON, INC. AND SUBSIDIARIES

                                                                                                                                                                                                                   (Amounts in billions)

                                                                                                                                                                                                                        (Unaudited)


    Assets Under Management

                                                                                                                              Quarters Ended
                                                                                                                            --------------

    By asset class:                                                                             September 2015                                            June 2015                                         March 2015                         December 2014              September 2014
                                                                                                --------------                                            ---------                                         ----------                         -------------              --------------

                           Equity                                                                                       $177.6                                                  $197.3                                              $199.4                         $198.7                      $193.6

                           Fixed Income                                                                                  368.4                                                   372.2                                               376.1                          367.4                       360.4

                           Long-Term Assets                                                                              546.0                                                   569.5                                               575.5                          566.1                       554.0

                           Liquidity                                                                                     126.1                                                   129.7                                               127.2                          143.0                       153.8

                           Total                                                                                        $672.1                                                  $699.2                                              $702.7                         $709.1                      $707.8
                                                                                                                        ======                                                  ======                                              ======                         ======                      ======


                                                                                                                            Quarters Ended                                                             Six Months Ended
                                                                                                                            --------------                                                             ----------------

    By asset class (average):                                                                   September 2015                                            June 2015                                         March 2015                         December 2014              September 2014              September 2015               September 2014
                                                                                                --------------                                            ---------                                         ----------                         -------------              --------------              --------------               --------------

                           Equity                                                                                       $189.6                                                  $199.8                                              $198.3                         $200.0                      $194.6                       $194.3                        $191.4

                           Fixed Income                                                                                  370.8                                                   375.8                                               373.2                          365.8                       364.1                        373.5                         363.4

                           Long-Term Assets                                                                              560.4                                                   575.6                                               571.5                          565.8                       558.7                        567.8                         554.8

                           Liquidity                                                                                     126.8                                                   128.3                                               135.6                          145.1                       145.4                        127.2                         142.0

                           Total                                                                                        $687.2                                                  $703.9                                              $707.1                         $710.9                      $704.1                       $695.0                        $696.8
                                                                                                                        ======                                                  ======                                              ======                         ======                      ======                       ======                        ======



    Component Changes in Assets Under Management

                                                                                                                            Quarters Ended                                                             Six Months Ended
                                                                                                                            --------------                                                             ----------------

                                                                                                  September 2015                                            June 2015                                         March 2015                         December 2014              September 2014              September 2015               September 2014
                                                                                                  --------------                                            ---------                                         ----------                         -------------              --------------              --------------               --------------

    Beginning of period                                                                                               $699.2                                                  $702.7                                              $709.1                         $707.8                      $704.3                       $702.7                        $701.8

    Net client cash flows:

    Equity                                                                                                               0.1                                                   (1.3)                                              (1.4)                         (1.1)                        1.6                        (1.2)                        (0.2)

    Fixed Income                                                                                                         3.0                                                     2.6                                                 7.6                            9.9                       (0.9)                         5.6                           1.6
                                                                                                                         ---                                                     ---                                                 ---                            ---                        ----                          ---                           ---

    Long-Term flows                                                                                                      3.1                                                     1.3                                                 6.2                            8.8                         0.7                          4.4                           1.4

    Liquidity                                                                                                          (3.0)                                                    2.3                                              (15.3)                        (10.6)                       12.7                        (0.7)                          3.7

    Total net client cash flows                                                                                          0.1                                                     3.6                                               (9.1)                         (1.8)                       13.4                          3.7                           5.1

    Market performance and other (1)                                                                                  (22.6)                                                  (8.9)                                                9.0                            9.5                       (2.5)                      (31.4)                          1.7

    Impact of foreign exchange                                                                                         (4.6)                                                    1.8                                               (6.3)                         (6.4)                      (7.4)                       (2.9)                        (5.8)

    Acquisitions (Disposition), net                                                                                        -                                                      -                                                  -                             -                          -                           -                          5.0

    End of period                                                                                                     $672.1                                                  $699.2                                              $702.7                         $709.1                      $707.8                       $672.1                        $707.8
                                                                                                                      ======                                                  ======                                              ======                         ======                      ======                       ======                        ======


    Note: Due to effects of rounding, the sum of the quarterly results may differ immaterially from the year-to-date results.


    (1) Includes $12.8 billion of certain client assets previously reported as Assets Under Management that have been reclassified as Assets Under Advisement for the six months ended September 2014.

Use of Supplemental Non-GAAP Financial Information

As supplemental information, we are providing performance measures that are based on methodologies other than generally accepted accounting principles ("non-GAAP") for "Adjusted Income" and "Operating Margin, as Adjusted" that management uses as benchmarks in evaluating and comparing our period-to-period operating performance.

Adjusted Income
We define "Adjusted Income" as Net Income Attributable to Legg Mason, Inc., plus amortization and deferred taxes related to intangible assets and goodwill, imputed interest and tax benefits on contingent convertible debt less deferred income taxes on goodwill and indefinite-life intangible asset impairment, if any. We also adjust for non-core items that are not reflective of our economic performance, such as intangible asset impairments, the impact of fair value adjustments of contingent consideration liabilities, if any, the impact of tax rate adjustments on certain deferred tax liabilities related to indefinite-life intangible assets, and loss on extinguishment of contingent convertible debt.

We believe that Adjusted Income provides a useful representation of our operating performance adjusted for non-cash acquisition related items and other items that facilitate comparison of our results to the results of other asset management firms that have not issued/extinguished contingent convertible debt or made significant acquisitions. We also believe that Adjusted Income is an important metric in estimating the value of an asset management business.

Adjusted Income only considers adjustments for certain items that relate to operating performance and comparability, and therefore, is most readily reconcilable to Net Income Attributable to Legg Mason, Inc. determined under GAAP. This measure is provided in addition to Net Income Attributable to Legg Mason, Inc., but is not a substitute for Net Income Attributable to Legg Mason, Inc. and may not be comparable to non-GAAP performance measures, including measures of adjusted earnings or adjusted income, of other companies. Further, Adjusted Income is not a liquidity measure and should not be used in place of cash flow measures determined under GAAP. Fair value adjustments of contingent consideration liabilities may or may not provide a tax benefit, depending on the tax attributes of the acquisition transaction. We consider Adjusted Income to be useful to investors because it is an important metric in measuring the economic performance of asset management companies, as an indicator of value, and because it facilitates comparison of our operating results with the results of other asset management firms that have not issued/extinguished contingent convertible debt or made significant acquisitions.

In calculating Adjusted Income, we adjust for the impact of the amortization of management contract assets and impairment of indefinite-life intangible assets, and add (subtract) the impact of fair value adjustments on contingent consideration liabilities, if any, all of which arise from acquisitions, to Net Income Attributable to Legg Mason, Inc. to reflect the fact that these items distort comparisons of our operating results with the results of other asset management firms that have not engaged in significant acquisitions. Deferred taxes on indefinite-life intangible assets and goodwill include actual tax benefits from amortization deductions that are not realized under GAAP absent an impairment charge or the disposition of the related business. Because we fully expect to realize the economic benefit of the current period tax amortization, we add this benefit to Net Income Attributable to Legg Mason, Inc. in the calculation of Adjusted Income. However, because of our net operating loss carry-forward, we will receive the benefit of the current tax amortization over time. Conversely, we subtract the non-cash income tax benefits on goodwill and indefinite-life intangible asset impairment charges and U.K. tax rate adjustments on excess book basis on certain acquired indefinite-life intangible assets, if applicable, that have been recognized under GAAP. We also add back, if applicable, non-cash imputed interest and the extinguishment loss on contingent convertible debt adjusted for amounts allocated to the conversion feature, as well as adding the actual tax benefits on the imputed interest that are not realized under GAAP. We do not adjust for debt extinguishment losses resulting from prepayment fees, if any. These adjustments reflect that these items distort comparisons of our operating results to other periods and the results of other asset management firms that have not engaged in significant acquisitions, including any related impairments, or issued/extinguished contingent convertible debt.

Should a disposition, impairment charge or other non-core item occur, its impact on Adjusted Income may distort actual changes in the operating performance or value of our firm. Accordingly, we monitor these items and their related impact, including taxes, on Adjusted Income to ensure that appropriate adjustments and explanations accompany such disclosures.

Although depreciation and amortization of fixed assets are non-cash expenses, we do not add these charges in calculating Adjusted Income because these charges are related to assets that will ultimately require replacement.

Operating Margin, as Adjusted
We calculate "Operating Margin, as Adjusted," by dividing (i) Operating Income, adjusted to exclude the impact on compensation expense of gains or losses on investments made to fund deferred compensation plans, the impact on compensation expense of gains or losses on seed capital investments by our affiliates under revenue sharing agreements, amortization related to intangible assets, income (loss) of consolidated investment vehicles, the impact of fair value adjustments of contingent consideration liabilities, if any, and impairment charges by (ii) our operating revenues, adjusted to add back net investment advisory fees eliminated upon consolidation of investment vehicles, less distribution and servicing expenses which we use as an approximate measure of revenues that are passed through to third parties, which we refer to as "Operating Revenues, as Adjusted". The compensation items are removed from Operating Income in the calculation because they are offset by an equal amount in Other non-operating income (expense), and thus have no impact on Net Income Attributable to Legg Mason, Inc. We adjust for the impact of amortization of management contract assets and the impact of fair value adjustments of contingent consideration liabilities, if any, which arise from acquisitions to reflect the fact that these items distort comparison of our operating results with results of other asset management firms that have not engaged in significant acquisitions. Impairment charges and income (loss) of consolidated investment vehicles are removed from Operating Income in the calculation because these items are not reflective of our core asset management operations. We use Operating Revenues, as Adjusted in the calculation to show the operating margin without distribution and servicing expenses, which we use to approximate our distribution revenues that are passed through to third parties as a direct cost of selling our products, although distribution and servicing expenses may include commissions paid in connection with the launching of closed-end funds for which there is no corresponding revenue in the period. Operating Revenues, as Adjusted also include our advisory revenues we receive from consolidated investment vehicles that are eliminated in consolidation under GAAP.

We believe that Operating Margin, as Adjusted, is a useful measure of our performance because it provides a measure of our core business activities. It excludes items that have no impact on Net Income Attributable to Legg Mason, Inc. and indicates what our operating margin would have been without the distribution revenues that are passed through to third parties as a direct cost of selling our products, amortization related to intangible assets, changes in the fair value of contingent consideration liabilities, if any, impairment charges, and the impact of the consolidation of certain investment vehicles described above. The consolidation of these investment vehicles does not have an impact on Net Income Attributable to Legg Mason, Inc. This measure is provided in addition to our operating margin calculated under GAAP, but is not a substitute for calculations of margins under GAAP and may not be comparable to non-GAAP performance measures, including measures of adjusted margins of other companies.

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SOURCE Legg Mason, Inc.