q1063007.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549

FORM 10-Q

(Mark one)
x
 
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
 
   
THE SECURITIES EXCHANGE ACT OF 1934
 

For the quarterly period ended   June 30, 2007

or

o
 
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: 1-9109

RAYMOND JAMES FINANCIAL, INC.
(Exact name of registrant as specified in its charter)


Florida
 
No. 59-1517485
(State or other jurisdiction of incorporation or organization)
 
(I.R.S. Employer Identification No.)
     


880 Carillon Parkway, St. Petersburg, Florida 33716
(Address of principal executive offices)    (Zip Code)

(727) 567-1000
(Registrant's telephone number, including area code)

None
(Former name, former address and former fiscal year, if changed since last report)

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 o

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

Large accelerated filer x                                                                                     Accelerated filer o                                                                Non-accelerated filer o

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

Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the close of the latest practicable date.


119,578,344 shares of Common Stock as of August 6, 2007







   
RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
 
       
   
Form 10-Q for the Quarter Ended June 30, 2007
 
       
     
       
       
PART I.
 
FINANCIAL INFORMATION
PAGE
       
Item 1.
 
Financial Statements (unaudited)
 
       
   
3
       
   
4
       
   
4
       
   
5
       
   
7
       
Item 2.
 
22
       
Item 3.
 
33
       
Item 4.
 
35
       
       
       
PART II.
 
OTHER INFORMATION
 
       
Item 1.
 
36
       
Item 1A.
 
36
       
Item 2.
 
36
       
Item 6.
 
37
       
   
38
       
       

      
        2      
    

 
Return to Index
PART I   FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS

RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Unaudited)
 
   
June 30,
   
September 30,
 
   
2007
   
2006
 
   
(in thousands)
 
Assets:
           
Cash and cash equivalents
  $
745,003
    $
641,691
 
Assets segregated pursuant to federal regulations
   
3,749,872
     
3,189,900
 
Securities purchased under agreements to resell
   
1,723,172
     
776,863
 
Securities owned:
               
Trading securities, at fair value
   
737,580
     
485,771
 
Available for sale securities, at fair value
   
527,585
     
280,580
 
Other investments, at fair value
   
85,160
     
66,726
 
Receivables:
               
Brokerage clients, net
   
1,708,549
     
1,504,607
 
Stock borrowed
   
1,382,233
     
1,068,102
 
Bank loans, net
   
3,427,240
     
2,262,832
 
Brokers-dealers and clearing organizations
   
449,175
     
210,443
 
Other
   
299,103
     
290,294
 
Investments in real estate partnerships- held by variable interest entities
   
219,887
     
227,963
 
Property and equipment, net
   
155,055
     
142,780
 
Deferred income taxes, net
   
96,132
     
94,957
 
Deposits with clearing organizations
   
31,350
     
30,780
 
Goodwill
   
62,575
     
62,575
 
Investment in leveraged lease, net
   
10,150
     
10,882
 
Prepaid expenses and other assets
   
261,380
     
168,904
 
                 
    $
15,671,201
    $
11,516,650
 
Liabilities and Shareholders' Equity:
               
Loans payable
  $
552,104
    $
141,638
 
Loans payable related to investments by variable interest entities in real estate partnerships
   
114,937
     
193,647
 
Payables:
               
Brokerage clients
   
5,331,386
     
4,552,227
 
Stock loaned
   
1,502,335
     
1,235,104
 
Bank deposits
   
5,024,546
     
2,806,880
 
Brokers-dealers and clearing organizations
   
228,101
     
79,646
 
Trade and other
   
141,324
     
138,091
 
Trading securities sold but not yet purchased, at fair value
   
342,919
     
94,009
 
Securities sold under agreements to repurchase
   
197,627
     
301,110
 
Accrued compensation, commissions and benefits
   
304,538
     
321,224
 
Income taxes payable
   
9,864
     
34,294
 
                 
     
13,749,681
     
9,897,870
 
                 
Minority interests
   
241,356
     
154,911
 
                 
Shareholders' equity:
               
Preferred stock; $.10 par value; authorized
               
10,000,000 shares; issued and outstanding -0- shares
   
-
     
-
 
Common stock; $.01 par value; authorized 180,000,000 shares; issued 120,508,583 at
               
June 30, 2007 and 117,655,883 at September 30, 2006
   
1,173
     
1,150
 
Shares exchangeable into common stock; 273,042
               
at June 30, 2007 and 362,197 at September 30, 2006
   
3,504
     
4,649
 
Additional paid-in capital
   
262,357
     
205,198
 
Retained earnings
   
1,409,498
     
1,258,446
 
Accumulated other comprehensive income
   
19,103
     
12,095
 
     
1,695,635
     
1,481,538
 
Less: 989,691 and 1,270,015 common shares in treasury, at cost
   
15,471
     
17,669
 
     
1,680,164
     
1,463,869
 
    $
15,671,201
    $
11,516,650
 
                 
See accompanying Notes to Condensed Consolidated Financial Statements.
 


3

 
Return to Index

RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (Unaudited)
(In thousands, except per share amounts)

   
Three Months Ended
   
Nine Months Ended
 
   
June 30,
   
June 30,
   
June 30,
   
June 30,
 
   
2007
   
2006
   
2007
   
2006
 
Revenues:
                       
Securities commissions and fees
  $
462,047
    $
424,594
    $
1,281,204
    $
1,186,079
 
Investment banking
   
51,818
     
44,075
     
131,682
     
112,645
 
Investment advisory fees
   
51,754
     
46,371
     
152,487
     
132,603
 
Interest
   
191,691
     
125,860
     
514,727
     
320,532
 
Net trading profits
   
7,050
     
5,671
     
16,434
     
19,717
 
Financial service fees
   
30,285
     
41,596
     
91,683
     
96,004
 
Other
   
28,108
     
26,498
     
82,436
     
85,505
 
                                 
Total revenues
   
822,753
     
714,665
     
2,270,653
     
1,953,085
 
                                 
Interest expense
   
134,093
     
81,689
     
352,374
     
194,516
 
Net revenues
   
688,660
     
632,976
     
1,918,279
     
1,758,569
 
                                 
Non-Interest Expenses:
                               
Compensation, commissions and benefits
   
462,459
     
429,224
     
1,299,862
     
1,195,488
 
Communications and information processing
   
28,828
     
25,858
     
83,080
     
77,152
 
Occupancy and equipment costs
   
19,983
     
18,701
     
59,849
     
54,213
 
Clearance and floor brokerage
   
8,180
     
8,781
     
22,662
     
19,607
 
Business development
   
22,416
     
21,782
     
66,252
     
58,608
 
Investment advisory fees
   
12,111
     
10,616
     
34,615
     
30,024
 
Other
   
29,156
     
23,685
     
60,686
     
67,064
 
Total non-interest expenses
   
583,133
     
538,647
     
1,627,006
     
1,502,156
 
                                 
Income before minority interest and provision for income taxes
   
105,527
     
94,329
     
291,273
     
256,413
 
                                 
Minority interest
    (4,371 )     (2,173 )     (5,346 )     (6,734 )
                                 
Income before provision for income taxes
   
109,898
     
96,502
     
296,619
     
263,147
 
                                 
Provision for income taxes
   
41,545
     
39,728
     
109,156
     
99,733
 
                                 
Net income
  $
68,353
    $
56,774
    $
187,463
    $
163,414
 
                                 
Net income per share-basic
  $
0.59
    $
0.50
    $
1.63
    $
1.45
 
Net income per share-diluted
  $
0.57
    $
0.48
    $
1.58
    $
1.41
 
Weighted average common shares
                               
outstanding-basic
   
116,135
     
113,464
     
115,353
     
112,376
 
Weighted average common and common
                               
equivalent shares outstanding-diluted
   
119,140
     
116,960
     
118,425
     
115,556
 
                                 
Cash dividend declared per common share
  $
0.10
    $
0.08
    $
0.30
    $
0.24
 
                                 
Net income
  $
68,353
    $
56,774
    $
187,463
    $
163,414
 
Other Comprehensive Income:
                               
Net unrealized (loss) gain on available
                               
for sale securities, net of tax
    (954 )    
35
      (834 )     (88 )
Net unrealized gain on interest rate swaps
                               
accounted for as cash flow hedges, net of tax
   
-
     
2
     
-
     
44
 
Net change in currency translations
   
9,190
     
2,689
     
7,842
     
1,348
 
Total comprehensive income
  $
76,589
    $
59,500
    $
194,471
    $
164,718
 

See accompanying Notes to Condensed Consolidated Financial Statements.

4

 
Return to Index

RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
(continued on next page)

   
Nine Months Ended
 
   
June 30,
   
June 30,
 
   
2007
   
2006
 
Cash Flows from operating activities:
           
Net income
  $
187,463
    $
163,414
 
Adjustments to reconcile net income to net
               
cash used in operating activities:
               
Depreciation and amortization
   
16,310
     
14,474
 
Excess tax benefits from stock-based payment arrangements
    (1,781 )     (1,312 )
Deferred income taxes
    (2,673 )     (6,441 )
Unrealized loss, premium and discount amortization
               
on available for sale securities and other securities
   
673
     
123
 
Loss on sale of property and equipment
   
13
     
1,046
 
Gain on sale of loans available for sale
    (397 )     (303 )
Gain on sale of joint venture interest
    (2,559 )    
-
 
Provision for loan loss, legal proceedings, bad debts and other accruals
   
17,169
     
26,607
 
Stock-based compensation expense
   
27,089
     
17,253
 
                 
(Increase) decrease in operating assets:
               
Assets segregated pursuant to federal regulations
    (559,972 )     (874,439 )
Receivables:
               
Brokerage clients, net
    (205,536 )     (105,090 )
Stock borrowed
    (314,131 )    
29,696
 
Brokers-dealers and clearing organizations
    (238,732 )     (109,516 )
Other
    (87,014 )     (46,280 )
Securities purchased under agreements to resell, net
               
of securities sold under agreements to repurchase
    (154,792 )    
102,613
 
Trading securities, net
    (4,854 )     (257,494 )
Prepaid expenses and other assets
    (17,781 )     (44,174 )
                 
Increase (decrease) in operating liabilities:
               
Payables:
               
Brokerage clients
   
779,159
     
877,422
 
Stock loaned
   
267,231
     
218,603
 
Brokers-dealers and clearing organizations
   
148,455
      (57,972 )
Trade and other
   
27,507
     
8,607
 
Accrued compensation, commissions and benefits
    (15,941 )     (24,646 )
Income taxes payable
    (23,073 )    
15,873
 
Minority interest
    (5,346 )     (6,734 )
                 
Net cash used in operating activities
    (163,513 )     (58,670 )

See accompanying Notes to Condensed Consolidated Financial Statements.





5

 
Return to Index

RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
(continued from previous page)

 
Nine Months Ended
 
June 30,
June 30,
 
2007
2006
     
Cash Flows from investing activities:
   
Additions to property and equipment, net
(30,062)
 (22,409)
Proceeds from sale of joint venture interest, net of cash disposed
3,514 
Loan originations and purchases
(2,594,200)
(1,623,799)
Loan repayments
1,388,809 
699,807 
Proceeds from sale of loans available for sale
29,396 
11,613 
Purchases of other investments
(18,434)
(66,815)
Investments in real estate partnerships-held by variable
   
interest entities
(16,818)
(48,665)
Loans to investor member of variable interest entities related to
   
investments in real estate partnerships
(3,985)
Repayments of loans by investor members of variable interest entities
   
related to investments in real estate partnerships
12,780 
10,898 
Securities purchased under agreements to resell, net
(895,000) 
Sales of available for sale securities
81 
227 
Purchases of available for sale securities
(325,096)
(9,721)
Available for sale securities maturations and repayments
75,995 
45,945 
     
Net cash used in investing activities
(2,369,035)
(1,006,904)
     
Cash Flows from financing activities:
   
Proceeds from borrowed funds, net
426,900 
413,033 
Repayments of mortgage and borrowings, net
(15,233)
(2,820)
Proceeds from borrowed funds related to investments by variable interest
   
entities in real estate partnerships
5,202 
4,820 
Repayments of borrowed funds related to investments by variable interest
   
entities in real estate partnerships
(36,339)
(5,384)
Proceeds from capital contributed to variable interest entities related to
 
 
investments in real estate partnerships
58,816 
56,011 
Minority interest
(29,479)
(19,731)
Exercise of stock options and employee stock purchases
32,811 
28,321 
Increase in bank deposits
2,217,666 
372,384 
Purchase of treasury stock
(1,350)
(5,100)
Cash dividends on common stock
(36,411)
(27,841)
Excess tax benefits from stock-based payment arrangements
1,781 
1,312 
     
Net cash provided by financing activities
2,624,364 
815,005 
     
Currency adjustment:
   
Effect of exchange rate changes on cash
7,842 
1,348 
Net increase (decrease) in cash and cash equivalents
99,658 
(249,221)
Cash reduced by deconsolidation of variable interest entity related to
   
investments in real estate partnerships
(291)
Cash resulting from consolidation of limited partnerships
3,945 
Cash and cash equivalents at beginning of period
641,691 
881,133 
     
Cash and cash equivalents at end of period
$   745,003 
$   631,912 
     
Supplemental disclosures of cash flow information:
   
Cash paid for interest
$   349,101 
$   191,274 
Cash paid for taxes
$  128,364  
$     90,329 

See accompanying Notes to Condensed Consolidated Financial Statements.

6

 
Return to Index


RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
June 30, 2007

Note 1 - Basis of Presentation:

The accompanying unaudited condensed consolidated financial statements include the accounts of Raymond James Financial, Inc. (“RJF”) and its consolidated subsidiaries that are generally controlled through a majority voting interest.  RJF is a holding company headquartered in Florida whose subsidiaries are engaged in various financial service businesses; as used herein, the term “the Company” refers to RJF and/or one or more of its subsidiaries.  In accordance with Financial Accounting Standards Board (“FASB”) Interpretation (“FIN”) No. 46R, “Consolidation of Variable Interest Entities” (“FIN 46R”), the Company also consolidates any variable interest entities (“VIEs”) for which it is the primary beneficiary.  Additional information is provided in Note 5.  When the Company does not have a controlling interest in an entity, but exerts significant influence over the entity, the Company applies the equity method of accounting.  All material intercompany balances and transactions have been eliminated in consolidation.

Effective October 1, 2006, the Company adopted Emerging Issues Task Force (“EITF”) Issue 04-5, “Determining Whether a General Partner, or the General Partners as a Group, Controls a Limited Partnership or Similar Entity When the Limited Partners Have Certain Rights,” for partnerships created before and not subsequently modified after June 29, 2005.  As a result, the Company consolidated three partnerships beginning in the three months ended December 31, 2006.  As of June 30, 2007, these partnerships had assets of approximately $81.8 million.

Certain financial information that is normally included in annual financial statements prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") but not required for interim reporting purposes has been condensed or omitted.  These unaudited condensed consolidated financial statements reflect, in the opinion of management, all adjustments necessary for a fair presentation of the consolidated financial position and results of operations for the interim periods presented.  The nature of the Company's business is such that the results of any interim period are not necessarily indicative of results for a full year. These unaudited condensed consolidated financial statements should be read in conjunction with Management’s Discussion and Analysis and the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended September 30, 2006.  To prepare consolidated financial statements in conformity with GAAP, management must estimate certain amounts that affect the reported assets and liabilities, disclosure of contingent assets and liabilities, and reported revenues and expenses.  Actual results could differ from those estimates.  Certain revisions and reclassifications have been made to the unaudited condensed consolidated financial statements of the prior period to conform to the current period presentation.  As a result, financial service fees revenue and investment advisory fees expense increased by approximately $3.3 million and $9.6 million, respectively, for the three and nine months ended June 30, 2006.  These revisions did not impact the Company’s net income for the three or nine months ended June 30, 2006.

The Company’s quarters end on the last day of each calendar quarter.

Note 2 - Effects of Recently Issued Accounting Standards, Not Yet Adopted:

In June 2006, the FASB issued Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” (“FIN 48”), which clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements in accordance with SFAS No. 109, “Accounting for Income Taxes”.  FIN 48 establishes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return.  This interpretation also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition.  FIN 48 is effective for fiscal years beginning after December 15, 2006 (October 1, 2007 for the Company).  The Company is currently evaluating the impact the adoption of this interpretation will have on its consolidated financial statements for the fiscal year ending September 30, 2008.

In July 2006, the FASB issued Staff Position (“FSP”) No. FAS 13-2, “Accounting for a Change or Projected Change in the Timing of Cash Flows Relating to Income Taxes Generated by a Leveraged Lease Transaction” (“FSP FAS 13-2”).  This FSP addresses how a change in the timing of cash flows relating to income taxes generated by a leveraged lease transaction affects the accounting by a lessor for that lease.  FSP FAS 13-2 is effective for fiscal years beginning after December 15, 2006 (October 1, 2007 for the Company).  The Company does not expect this FSP to have a material impact on its consolidated financial statements for the fiscal year ending September 30, 2008.

7



In September 2006, the SEC issued Staff Accounting Bulletin No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in the Current Year Financial Statements” (“SAB 108”). SAB 108 addresses how the effects of prior year uncorrected misstatements should be considered when quantifying misstatements in current year financial statements. SAB 108 requires an entity to quantify misstatements using a balance sheet and income statement approach and to evaluate whether either approach results in quantifying an error that is material in light of relevant quantitative and qualitative factors.  The guidance is effective for annual financial statements covering the first fiscal year ending after November 15, 2006.  The Company is currently evaluating the impact this guidance will have on its consolidated financial statements for the fiscal year ending September 30, 2007.

In September 2006, the FASB issued Statement of Financial Accounting Standards No. 157, “Fair Value Measurements” (“SFAS 157”). SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair-value measurements required under other accounting pronouncements but does not change existing guidance as to whether or not an instrument is carried at fair value.  SFAS 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007 (October 1, 2008 for the Company), and interim periods within those fiscal years. The Company does not expect SFAS 157 to have a material impact on the consolidated financial statements of the Company.

In February 2007, the FASB issued Statement of Financial Accounting Standards No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities” (“SFAS 159”). SFAS 159 allows companies to elect to follow fair value accounting for certain financial assets and liabilities on an instrument by instrument basis. SFAS 159 is applicable only to certain financial instruments and is effective for fiscal years beginning after November 15, 2007 (October 1, 2008 for the Company).  The Company has not yet completed its assessment of what impact, if any, SFAS 159 will have on its consolidated financial statements.

In April 2007, the FASB issued Staff Position FIN No. 39-1, "Amendment of FASB Interpretation No. 39." FSP FIN No. 39-1 defines "right of setoff" and specifies what conditions must be met for a derivative contract to qualify for this right of setoff.  FSP FIN No. 39-1 also addresses the applicability of a right of setoff to derivative instruments and clarifies the circumstances in which it is appropriate to offset amounts recognized for those instruments in the statement of financial position. In addition, this FSP permits offsetting of fair value amounts recognized for multiple derivative instruments executed with the same counterparty under a master netting arrangement and fair value amounts recognized for the right to reclaim cash collateral (a receivable) or the obligation to return cash collateral (a payable) arising from the same master netting arrangement as the derivative instruments. This interpretation is effective for fiscal years beginning after November 15, 2007 (October 1, 2008 for the Company), with early application permitted.  The Company is currently evaluating the impact the adoption of FSP FIN No. 39-1 will have on its consolidated financial statements.

In May 2007, the FASB issued FSP FIN No. 46R-7, "Application of FASB Interpretation No. 46(R) to Investment Companies." FSP FIN No. 46R-7 amends the scope of the exception to FIN 46R to state that investments accounted for at fair value in accordance with the specialized accounting guidance in the American Institute of Certified Public Accountants ("AICPA") Audit and Accounting Guide, Investment Companies, are not subject to consolidation under FIN 46R. This interpretation is effective for fiscal years beginning on or after December 15, 2007 (October 1, 2008 for the Company). The Company is currently evaluating the impact the adoption of FSP FIN No. 46R-7 will have on its consolidated financial statements.

In June 2007, the Accounting Standards Executive Committee of the AICPA issued Statement of Position ("SOP") 07-1, "Clarification of the Scope of the Audit and Accounting Guide Investment Companies and Accounting by Parent Companies and Equity Method Investors for Investments in Investment Companies." This SOP provides guidance for determining whether an entity is within the scope of the AICPA Audit and Accounting Guide Investment Companies (the "Guide"). Additionally, it provides guidance as to whether a parent company or an equity method investor can apply the specialized industry accounting principles of the Guide (referred to as investment company accounting). This SOP is effective for fiscal years beginning on or after December 15, 2007 (October 1, 2008 for the Company), with early application encouraged. The Company is currently evaluating the impact the adoption of SOP 07-1 will have on its consolidated financial statements.


8




Note 3 – Trading Securities and Trading Securities Sold But Not Yet Purchased:

 
June 30, 2007
 
September 30, 2006
     
Securities
     
Securities
     
Sold but
     
Sold but
 
Trading
 
Not yet
 
Trading
 
Not yet
 
Securities
 
Purchased
 
Securities
 
Purchased
 
(in 000's)
               
Marketable:
             
Municipal obligations
$   296,289
 
$              -
 
$   192,028
 
$             5
Corporate obligations
113,761
 
90
 
134,431
 
968
Government obligations
53,903
 
158,684
 
37,793
 
31,636
Agencies
184,282
 
123,984
 
68,380
 
34,023
Total debt securities
648,235
 
282,758
 
432,632
 
66,632
               
Derivative contracts
39,295
 
12,292
 
20,904
 
8,309
Equity securities
45,509
 
47,869
 
29,532
 
19,068
Other securities
4,541
 
-
 
2,703
 
-
Total
$   737,580
 
$  342,919
 
$  485,771
 
$   94,009

Mortgage-backed securities of $192.7 million and $77.1 million at June 30, 2007 and September 30, 2006, respectively, are included in Corporate obligations and Agencies in the table above.  Mortgage-backed securities sold but not yet purchased of $124 million and $34 million at June 30, 2007 and September 30, 2006, respectively, are included in Agencies in the table above.

Note 4 – Available For Sale Securities:

Available for sale securities are comprised primarily of collateralized mortgage obligations, mortgage related debt, and certain equity securities held by the Company's non-broker-dealer subsidiaries, principally Raymond James Bank, F.S.B. (“RJBank”).  There were no material proceeds from the sale of securities available for sale for the three and nine months ended June 30, 2007 and 2006.

        The amortized cost and estimated market values of securities available for sale at June 30, 2007 are as follows:

   
Gross
Gross
Estimated
 
Amortized
Unrealized
Unrealized
Market
 
Cost
Gains
Losses
Value
 
(in 000's)
         
         
Agency collateralized mortgage obligations
$ 202,764
$   481
$      (77)
$ 203,168
Non-agency collateralized mortgage obligations
324,471
59
(1,205)
323,325
Other
 1,073
20
(1)
1,092
 
$ 528,308
$   560
$ (1,283)
$ 527,585


         The amortized cost and estimated market values of securities available for sale at September 30, 2006 are as follows:

   
Gross
Gross
Estimated
 
Amortized
Unrealized
Unrealized
Market
 
Cost
Gains
Losses
Value
 
(in 000's)
         
         
Agency collateralized mortgage obligations
$ 140,888
$   461
$    (27)
$ 141,322
Non-agency collateralized mortgage obligations
137,753
330
(156)
137,927
Other
1,306
26
(1)
1,331
 
$ 279,947
$   817
$  (184)
$ 280,580


9



Note 5 – Variable Interest Entities (“VIEs”):

Under the provisions of FIN 46R the Company has determined that Raymond James Employee Investment Funds I and II (the “EIF Funds”), Comprehensive Software Systems, Inc. (“CSS”), certain entities in which Raymond James Tax Credit Funds, Inc. (“RJTCF”) owns variable interests, various partnerships involving real estate, and a trust fund established for employee retention purposes are VIEs.  Of these, the Company has determined that the EIF Funds, certain tax credit fund partnerships/LLCs, and the trust fund should be consolidated in the financial statements as the Company is the primary beneficiary.

The EIF Funds are limited partnerships, for which the Company is the general partner, that invest in the merchant banking and private equity activities of the Company and other unaffiliated venture capital limited partnerships.  The EIF Funds were established as compensation and retention measures for certain qualified key employees of the Company.  The Company makes non-recourse loans to these employees for two-thirds of the purchase price per unit.  The loans and applicable interest are to be repaid based on the earnings of the EIF Funds. The Company is deemed to be the primary beneficiary, and accordingly, consolidates the EIF Funds, which had combined assets of approximately $16.3 million at June 30, 2007.  None of those assets act as collateral for any obligations of the EIF Funds.  The Company's exposure to loss is limited to its contributions and the non-recourse loans funded to the employee investors, for which their partnership interests serve as collateral.  At June 30, 2007 that exposure is approximately $5.7 million.

CSS was formed by a group of broker-dealer firms, including the Company, to develop a back-office software system. CSS had assets of $3.8 million at June 30, 2007.  As of June 30, 2007, the Company owns approximately 42% of CSS.  The Company's exposure to loss is limited to its capital contributions.  The Company is not the primary beneficiary of CSS and accounts for its investment using the equity method of accounting.  The carrying value of the Company’s investment in CSS is zero at June 30, 2007.

RJTCF is a wholly owned subsidiary of RJF and is the managing member or general partner in approximately 47 separate tax credit housing funds having one or more investor members or limited partners. These tax credit housing funds are organized as limited liability companies or limited partnerships for the purpose of investing in limited partnerships which purchase and develop low income housing properties qualifying for tax credits.  As of June 30, 2007, 44 of these tax credit housing funds are VIEs as defined by FIN 46R, and RJTCF’s interest in these tax credit housing funds which are VIEs range from .01% to 1.0%.

RJTCF has concluded that it is the primary beneficiary in approximately one quarter of these tax credit housing funds, and accordingly, consolidates these funds, which have combined assets of approximately $271.2 million at June 30, 2007. None of those assets act as collateral for any obligations of these funds.  The Company's exposure to loss is limited to its investments in, advances to, and receivables due from these funds and at June 30, 2007, that exposure is approximately $5.3 million.

RJTCF is not the primary beneficiary of the remaining tax credit housing funds it determined to be VIEs and accordingly the Company does not consolidate these funds.  The Company's exposure to loss is limited to its investments in, advances to, and receivables due from these funds and at June 30, 2007, that exposure is approximately $24.6 million.

The three remaining tax credit housing funds that have been determined not to be VIEs are wholly owned by RJTCF and are included in the Company’s consolidated financial statements.  As of June 30, 2007, only two of these funds had any material activity.  These funds typically hold interests in certain tax credit limited partnerships for less than 90 days and had assets of approximately $8.4 million at June 30, 2007.

As of June 30, 2007, the Company has a variable interest in several limited partnerships involved in various real estate activities, in which a subsidiary is the general partner.  The Company is not the primary beneficiary of these partnerships and accordingly the Company does not consolidate these partnerships.  These partnerships have assets of approximately $22.3 million at June 30, 2007.  The Company's exposure to loss is limited to its capital contributions.  The carrying value of the Company's investment in these partnerships is not material at June 30, 2007.

One of the Company’s restricted stock plans is associated with a trust fund which was established through the Company’s wholly owned Canadian subsidiary.  This trust fund was established and funded to enable the trust fund to acquire Company common stock in the open market to be used to settle restricted stock units granted as a retention vehicle for certain employees of the Canadian subsidiary.  For financial statement purposes, the Company is deemed to be the primary beneficiary in accordance with FIN 46R, and accordingly, consolidates this trust fund, which has assets of approximately $6.5 million at June 30, 2007.  None of those assets are specifically pledged as collateral for any obligations of the trust fund.  The Company's exposure to loss is limited to its contributions to the trust fund and at June 30, 2007, that exposure is approximately $6.5 million.

10


Note 6 – Bank Loans, Net and Deposits:

Bank Loans, Net

Bank client receivables are comprised of loans originated or purchased by RJBank and include commercial and residential mortgage loans, as well as consumer loans.  These receivables are generally collateralized by first or second mortgages on residential property, real property, or assets of the borrower.  The following table provides a summary of RJBank's loans receivable at June 30, 2007 and September 30, 2006:

 
June 30,
September 30,
 
2007
2006
 
(in 000's)
     
Residential mortgage loans
$   1,775,821 
$   1,322,911 
Commercial loans
1,683,552 
960,977 
Consumer loans
3,970 
1,917 
 
3,463,343 
2,285,805 
     
Allowance for loan losses
(30,553)
(18,694)
Unearned income, net of deferred expenses
(5,550)
(4,279)
     
 
$  3,427,240 
$  2,262,832 

Changes in the allowance for loan losses and reserve for unfunded lending commitments at RJBank for the nine months ended June 30, 2007 and June 30, 2006 are as follows:

 
June 30,
June 30,
 
2007
2006
 
(in 000's)
     
Balance, beginning of year
$ 22,738 
$   9,030 
Provision charged to operations
13,064 
9,677 
Charge-offs
(176)
Recoveries
Balance, end of period
$ 35,626 
$ 18,716 

        Charge-offs for the three months ended June 30, 2007 were $131,000.

Bank Deposits

Bank deposits include demand deposits, savings and money market accounts and certificates of deposit.  The following table presents a summary of bank deposits at June 30, 2007 and September 30, 2006:

 
June 30,
September 30,
 
2007
2006
 
Balance
Weighted Average Rate
 
 
Balance
Weighted Average Rate
 
($ in 000's)
         
Bank deposits:
       
Demand deposits - interest bearing
$        4,504
1.58%
$        6,088
1.95%
Demand deposits - non-interest bearing
3,354
2,538
Savings and money market accounts
4,777,171
4.60%
2,542,894
4.59%
Certificates of deposit (1)
239,517
4.70%
255,360
4.49%
Total bank deposits
$ 5,024,546
4.60%
$ 2,806,880
4.57%

(1)  
Certificates of deposit in amounts of $100,000 or more at June 30, 2007 and September 30, 2006 were $70,410,944 and $72,067,000, respectively.

11


Certificates of deposit issued have remaining maturities at June 30, 2007 and September 30, 2006, as follows:

 
June 30,
September 30,
 
2007
2006
 
(in 000's)
     
One year or less
$ 126,693
$ 125,622
One to two years
44,271
50,427
Two to three years
37,765
36,306
Three to four years
15,354
24,885
Four to five years and thereafter
15,434
18,120
Total
$ 239,517
$ 255,360

Note 7 - Borrowings:

Loans payable at June 30, 2007 and September 30, 2006 are presented below:

 
June 30,
September 30,
 
2007
2006
 
(in 000's)
Short-term Borrowings:
   
Borrowings on lines of credit (1)
$ 431,490
$   13,040
Current portion of mortgage note payable
2,693
2,746
Federal Home Loan Bank advances (3)
5,000
-
Total short-term borrowings
439,183
15,786
     
Long-term Borrowings:
   
Mortgage note payable (2)
62,921
65,852
Federal Home Loan Bank advances (3)
50,000
60,000
Total long-term borrowings
112,921
125,852
     
Total loans payable
$ 552,104
$ 141,638

 
(1)
The Company and its subsidiaries maintain one committed and several uncommitted lines of credit denominated in U.S. dollars and one uncommitted line of credit denominated in Canadian dollars (“CDN”).  At June 30, 2007, the aggregate domestic lines were $1.21 billion and CDN $40 million, respectively.  During the three months ended June 30, 2007, the Company entered into a $500 million uncommitted tri-party repurchase agreement line of credit.  Under this agreement, the Company pledges certain of its trading inventory as collateral against borrowings on this line.   The required market value of the collateral is generally 102% of the cash borrowed.  The rate is set each day at 20 basis points over the opening Fed Funds rate and this agreement can be terminated by either party on any business day.  The outstanding balances against these lines of credit at June 30, 2007 were $426.9 million and CDN $3.5 million, respectively.  The interest rates for the lines of credit are variable and are based on the Fed Funds rate, LIBOR, and Canadian prime rate. For the three months ended June 30, 2007, interest rates on the lines of credit ranged from 5.25% to 6.259%. For the three months ended June 30, 2006, interest rates on the lines of credit ranged from 4.75% to 6.763%.   In addition, the Company’s joint ventures in Turkey and Argentina have multiple settlement lines of credit.  The Company has guaranteed certain of these settlement lines of credit as follows: four in Turkey totaling $22.5 million and one in Argentina for $3 million. On June 30, 2007, there was an outstanding balance of $313,000 on the settlement lines in Turkey.  At June 30, 2007 the aggregate unsecured settlement lines of credit available were $77.5 million, and there were outstanding balances of $989,000 on these lines.  The interest rates for these lines of credit ranged from 9% to 21%.

 
(2)
Mortgage note payable evidences a mortgage loan for the financing of the Company's home office complex.  The mortgage loan bears interest at 5.7% and is secured by land, buildings, and improvements with a net book value of $71.5 million at June 30, 2007.

12



 
(3)
RJBank has $55 million in FHLB advances outstanding at June 30, 2007, which are comprised of one short-term, fixed rate advance and several long-term, fixed rate advances.  The short-term, fixed rate advance bears interest at 5.67% and the long-term, fixed rate advances bear interest at rates ranging from 4.90% to 5.65%. The outstanding FHLB advances mature between May 2008 and February 2011.  These advances are secured by a blanket lien on RJBank's residential loan portfolio granted to FHLB.  The FHLB has the right to convert advances totaling $35 million and $50 million at June 30, 2007 and September 30, 2006, respectively, to a floating rate at one or more future dates. RJBank has the right to prepay these advances without penalty if the FHLB exercises its right.

Note 8 – Stock Based Compensation:

Effective October 1, 2005, the Company adopted SFAS No. 123R, “Share-Based Payment”, which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors based on estimated fair values.  The Company’s share-based employee and outside director compensation plans are described more fully in Note 17 of the Notes to the Consolidated Financial Statements included in the Company's Annual Report on Form 10-K for the year ended September 30, 2006.  The Company’s net income for the three and nine months ended June 30, 2007 includes $7.1 million and $20.7 million, respectively, of compensation costs and $2.3 million and $6.2 million, respectively, of income tax benefits related to the Company’s share-based plans available for awards to employees and members of its Board of Directors.  The Company’s net income for the three and nine months ended June 30, 2006 includes $5.4 million and $14.9 million, respectively, of compensation costs and $1.4 million and $4.1 million, respectively, of income tax benefits related to the Company’s share-based plans available for awards to employees and members of its Board of Directors.

During the three months ended June 30, 2007, the Company granted 16,500 stock options, 131,588 shares of restricted stock and no restricted stock units to employees under its stock-based employee compensation plans. During the three months ended June 30, 2007, no options were granted to outside directors. During the nine months ended June 30, 2007, the Company granted 242,100 stock options, 1,089,015 shares of restricted stock and 60,959 restricted stock units to employees under its stock-based employee compensation plans.  During the nine months ended June 30, 2007, 12,500 options were granted to outside directors.  Restricted stock grants under the 2007 Stock Bonus Plan and the 2005 Restricted Stock Plan are limited to 750,000 and 1,000,000 shares, respectively, per fiscal year.

The weighted-average grant-date fair value of stock options granted to employees and directors during the three and nine months ended June 30, 2007 was $9.14 and $9.37 per share, respectively. Pre-tax unrecognized compensation expense for stock options granted to employees and outside directors, net of estimated forfeitures, was $10.6 million as of June 30, 2007, and will be recognized as expense over a weighted-average period of approximately 2.7 years.

The weighted-average grant-date fair value of restricted stock granted to employees during the three and nine months ended June 30, 2007 was $30.72 and $30.64 per share, respectively. Pre-tax unrecognized compensation expense for unvested restricted stock granted to employees, net of estimated forfeitures, was $53.8 million as of June 30, 2007, and will be recognized as expense over a weighted-average period of approximately 2.9 years.

The weighted-average grant-date fair value of restricted stock units granted to employees during the nine months ended June 30, 2007 was $31.78 per share.  Pre-tax unrecognized compensation expense for unvested restricted stock units granted to employees, net of estimated forfeitures, was $3.4 million as of June 30, 2007, and will be recognized as expense over a weighted-average period of approximately 1.6 years.

Under one of its non-qualified fixed stock option plans, the Company may grant stock options to its independent contractor Financial Advisors.  In addition, the Company may grant restricted stock units or restricted shares of common stock to its independent contractor Financial Advisors under one of its restricted stock plans.  The Company accounts for share-based awards to its independent contractor Financial Advisors in accordance with EITF No. 96-18, “Accounting for Equity Instruments That are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling, Goods or Services” and EITF 00-19, “Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock” (see Note 18 of the Notes to the Consolidated Financial Statements included in the Company's Annual Report on Form 10-K for the year ended September 30, 2006 for more information).  The Company’s net income for the three and nine months ended June 30, 2007 includes $1.9 million and $4.8 million, respectively, of compensation costs and $0.7 million and $1.8 million, respectively, of income tax benefits related to the Company’s share-based plans available for awards to its independent contractor Financial Advisors.  The Company’s net income for the three and nine months ended June 30, 2006 includes $0.4 million and $1.2 million, respectively, of compensation costs and $0.2 million and $0.4 million, respectively, of income tax benefits related to the Company’s share-based plans available for awards to its independent contractor Financial Advisors.

13



During the three months ended June 30, 2007, the Company granted no stock options and 25,734 shares of restricted stock to its independent contractor Financial Advisors. During the nine months ended June 30, 2007, the Company granted 343,600 stock options and 47,482 shares of restricted stock to its independent contractor Financial Advisors.

The weighted-average grant-date fair value of stock options granted to independent contractor Financial Advisors during the nine months ended June 30, 2007 was $8.96 per share. As of June 30, 2007, there was $8.1 million of total unrecognized pre-tax compensation cost related to unvested stock options granted to its independent contractor Financial Advisors based on estimated fair value at that date.  These costs are expected to be recognized over a weighted average period of approximately 3.3 years.

The weighted-average grant-date fair value of restricted stock granted to independent contractor Financial Advisors during the three months ended June 30, 2007 was $30.90 per share. The weighted-average grant-date fair value of restricted stock granted to independent contractor Financial Advisors during the nine months ended June 30, 2007 was $30.91 per share.  As of June 30, 2007, here was $1.2 million of total unrecognized pre-tax compensation cost related to unvested restricted shares granted to its independent contractor Financial Advisors based on estimated fair value at that date.  These costs are expected to be recognized over a weighted average period of approximately 4.9 years.

Note 9 - Commitments and Contingencies:

The Company is the lessor in a leveraged commercial aircraft transaction with Continental Airlines, Inc. (“Continental").  The Company's ability to realize its expected return is dependent upon this airline’s ability to fulfill its lease obligation.  In the event that this airline defaults on its lease commitment and the Trustee for the debt holders is unable to re-lease or sell the plane with adequate terms, the Company would suffer a loss of some or all of its investment.  The value of this leveraged lease with Continental was approximately $10.1 million as of June 30, 2007.  The Company's equity investment represented 20% of the aggregate purchase price; the remaining 80% was funded by public debt issued in the form of equipment trust certificates.  The residual value of the aircraft at the end of the lease term of approximately 17 years is projected to be 15% of the original cost.  This lease expires in May 2014.

Although Continental remains current on its lease payments to the Company, the inability of Continental to make its lease payments, or the termination or modification of the lease through a bankruptcy proceeding, could result in the write-down of the Company's investment and the acceleration of certain income tax payments.  The Company continues to monitor this lessee for specific events or circumstances that would increase the likelihood of a default on Continental’s obligations under this lease.

The Company was also the lessor in a leveraged commercial aircraft transaction with Delta Air Lines, Inc. (“Delta”).  Delta filed for bankruptcy protection on September 14, 2005.  Accordingly, the Company recorded a $6.5 million pre-tax charge in 2005 to fully reserve the balance of its investment in the leveraged lease of an aircraft to Delta.  The Company had taken a $4 million pre-tax charge in 2004 to partially reserve for this investment.  No amount of these charges represented a cash expenditure.  During the second quarter of fiscal 2007, the Company sold its interest in the Delta transaction for $2 million, which was recognized as a pre-tax gain within Other Revenue.  Upon closing, certain income tax obligations of approximately $8.5 million were accelerated and paid during the quarter.  These tax payments did not impact net earnings, as these amounts were previously recorded as deferred tax liabilities.

RJBank has outstanding at any time a significant number of commitments to extend credit or purchase loans. These arrangements are subject to strict credit control assessments and each client's credit worthiness is evaluated on a case-by-case basis. A summary of commitments to extend credit, purchase loans and letters of credit outstanding is as follows:

   
June 30,
 
September 30,
   
2007
 
2006
   
(in 000's)
         
Standby letters of credit
 
$   100,397
 
$   55,193
Consumer lines of credit
 
30,426
 
25,772
Commercial lines of credit
 
1,173,526
 
760,253
Unfunded loan commitments - variable rate
 
561,862
 
264,663
Unfunded loan commitments - fixed rate
 
14,235
 
6,412

Because many commitments expire without being funded in whole or part, the contract amounts are not estimates of future cash flows.

14



In the normal course of business, RJBank issues, or participates in the issuance of, financial standby letters of credit whereby it provides an irrevocable guarantee of payment in the event the letter of credit is drawn down by the beneficiary.  As of June 30, 2007, $100.4 million of such letters of credit were outstanding.  Of the letters of credit outstanding, $100 million are underwritten as part of a larger corporate credit relationship.  In the event that a letter of credit is drawn down, RJBank would pursue repayment from the account party under the existing borrowing relationship, or would liquidate collateral, or both.  The proceeds from repayment or liquidation of collateral are expected to satisfy the maximum potential future amount of any payments of amounts drawn down under the existing letters of credit.

At June 30, 2007 and September 30, 2006, no securities were pledged by RJBank as collateral with the FHLB for advances.  In lieu of pledging securities as collateral for advances, RJBank provided the FHLB with a blanket lien against RJBank's entire portfolio of residential mortgage loans.

As of June 30, 2007, RJBank has entered into $1.35 billion in reverse repurchase agreements, ranging from $355 million to $500 million, with three different counterparties.  Although RJBank is exposed to risk that these counterparties may not fulfill their contractual obligations, the risk of default is minimal due to the creditworthiness of these counterparties, collateral received and the short duration of these agreements.

As part of an effort to increase brand awareness, the Company entered into a stadium naming rights contract in July 1998. The contract expires in 2016 and has a 4% annual escalator.  Expenses of $765,000 and $736,000 were recognized in the three months ended June 30, 2007 and 2006.  Expenses of $2,266,000 and $2,179,000 were recognized in the nine months ended June 30, 2007 and 2006.
 
        In the normal course of business, the Company enters into underwriting commitments.  Transactions relating to such commitments that were open at June 30, 2007 and were subsequently settled had no material effect on the consolidated financial statements as of that date.

The Company utilizes client marginable securities to satisfy deposits with clearing organizations.  At June 30, 2007, the Company had client margin securities valued at $107.2 million pledged with a clearing organization to meet the point in time requirement of $68.6 million. At September 30, 2006, the Company had client margin securities valued at $93.5 million pledged with a clearing organization to meet the point in time requirement of $57.4 million.

The Company has committed a total of $42.6 million, in amounts ranging from $200,000 to $2.0 million, to 40 different independent venture capital or private equity partnerships.  As of June 30, 2007, the Company has invested $31.7 million of that amount and has received $29.6 million in distributions.  Additionally, the Company is the general partner in two internally sponsored private equity limited partnerships to which it has committed $14 million.  Of that amount, the Company has invested $12.2 million and has received $8.7 million in distributions as of June 30, 2007.

The Company is the general partner in EIF Funds.  These limited partnerships invest in the merchant banking and private equity activities of the Company and other unaffiliated venture capital limited partnerships.  The EIF Funds were established as compensation and retention measures for certain qualified key employees of the Company.  At June 30, 2007, the funds have unfunded commitments of $3.6 million.

At June 30, 2007, the approximate market values of collateral received that can be repledged by the Company, were:

Sources of collateral (in 000's):
 
Securities purchased under agreements to resell
$ 1,749,430
Securities received in securities borrowed vs. cash transactions
1,379,195
Collateral received for margin loans
1,426,932
Total
$ 4,555,557

During the quarter certain collateral was repledged and at June 30, 2007, the approximate market values of this portion of collateral and financial instruments owned that were repledged by the Company were:

Uses of collateral and trading securities (in 000's):
 
Securities purchased under agreements to resell
$ 1,749,430
Securities received in securities borrowed vs. cash transactions
1,348,284
Collateral received for margin loans
219,873
Total
$ 3,317,587


15



In the normal course of business, certain subsidiaries of the Company act as general partner and may be contingently liable for activities of various limited partnerships.  These partnerships engaged primarily in real estate activities. In the opinion of the Company, such liabilities, if any, for the obligations of the partnerships will not in the aggregate have a material adverse effect on the Company's consolidated financial position.

The Company and its subsidiaries maintain one committed and several uncommitted lines of credit denominated in U.S. dollars and one uncommitted line of credit denominated in Canadian dollars.  At June 30, 2007, the aggregate domestic lines were $1.21 billion and CDN $40 million, respectively.  During the three months ended June 30, 2007, the Company entered into a $500 million uncommitted tri-party repurchase agreement line of credit.  Under this agreement, the Company pledges certain of its trading inventory as collateral against borrowings on this line.   The required market value of the collateral is generally 102% of the cash borrowed.  The rate is set each day at 20 basis points over the opening Fed Funds rate and this agreement can be terminated by either party on any business day.  The outstanding balances against these lines of credit at June 30, 2007 were $426.9 million and CDN $3.5 million, respectively.  The interest rates for the lines of credit are variable and are based on the Fed Funds rate, LIBOR, and Canadian prime rate.  The Company’s committed $200 million line of credit is subject to a 0.125% per annum facility fee.  RJBank has $55 million in FHLB advances outstanding at June 30, 2007, which are comprised of one short-term, fixed rate advance and several long-term, fixed rate advances.  RJBank had $1.21 billion in credit available from the FHLB at June 30, 2007.

The Company’s joint ventures in Turkey and Argentina have multiple settlement lines of credit.  The Company has guaranteed certain of these settlement lines of credit as follows: four in Turkey totaling $22.5 million and one in Argentina for $3 million.  On June 30, 2007, there was an outstanding balance of $313,000 on the settlement lines in Turkey.  At June 30, 2007 the aggregate unsecured settlement lines of credit available were $77.5 million, and there were outstanding balances of $989,000 on these lines.  The Company has also from time to time authorized performance guarantees for the completion of trades with counterparties in Argentina and Turkey. At June 30, 2007, there were no outstanding performance guarantees in Turkey or Argentina.

The Company guarantees the existing mortgage debt of RJA of approximately $65.6 million.  The Company guarantees interest rate swap obligations of RJ Capital Services, Inc.  The Company has also committed to lend to or guarantee obligations of RJTCF of up to $100 million upon request, subject to certain limitations as well as annual review and renewal.  RJTCF borrows in order to invest in partnerships which purchase and develop properties qualifying for tax credits. These investments in project partnerships are then sold to various tax credit funds, which have third party investors, and for which RJTCF serves as the managing member or general partner.  RJTCF typically sells these investments within 90 days of their acquisition, and the proceeds from the sales are used to repay RJTCF’s borrowings. Additionally, RJTCF may make short-term loans or advances to project partnerships on behalf of the tax credit funds in which it serves as managing member or general partner.  At June 30, 2007, cash funded to invest in either loans or investments in project partnerships was $42.1 million.  In addition, at June 30, 2007, RJTCF is committed to additional future fundings of $79.2 million related to project partnerships that have not yet been sold to various tax credit funds.  RJTCF has also issued certain guarantees to various third parties related to elements of specific performance of certain project partnerships which have been sold to various tax credit funds.  RJTCF is not the primary guarantor of these obligations which aggregate to a cumulative maximum obligation of approximately $5.7 million as of June 30, 2007.
 
       Raymond James Yatyrym Menkul Kyymetler A. S., (“RJY”), the Company’s Turkish affiliate, was assessed for the year 2001 approximately $6.8 million by the Turkish tax authorities.  The authorities applied a significantly different methodology than in the prior year’s audit.  RJY is vigorously contesting most aspects of this assessment and has filed an appeal with the Turkish tax court.  Audits of 2002 through 2004 are anticipated and their outcome is unknown in light of the change in methodology and the pending litigation. The Company has recorded a provision for loss in its consolidated financial statements for its net equity interest in this joint venture.  As of June 30, 2007, RJY had total capital of approximately $12.4 million, of which the Company owns approximately 73%.

The Company is a defendant or co-defendant in various lawsuits and arbitrations incidental to its securities business.  The Company is contesting the allegations in these cases and believes that there are meritorious defenses in each of these lawsuits and arbitrations.  In view of the number and diversity of claims against the Company, the number of jurisdictions in which litigation is pending and the inherent difficulty of predicting the outcome of litigation and other claims, the Company cannot state with certainty what the eventual outcome of pending litigation or other claims will be.  In the opinion of the Company's management, based on current available information, review with outside legal counsel, and consideration of amounts provided for in the accompanying consolidated financial statements with respect to these matters, ultimate resolution of these matters will not have a material adverse impact on the Company's financial position or results of operations.  However, resolution of one or more of these matters may have a material effect on the results of operations in any future period, depending upon the ultimate resolution of those matters and upon the level of income for such period.

16



Note 10 – Capital Transactions:

The Company does not have a formal stock repurchase plan.  Shares are repurchased at the discretion of management pursuant to prior authorization from the Board of Directors.  On May 20, 2004, the Board of Directors authorized purchases of up to $75 million.  Since that date 417,334 shares have been repurchased for a total of $8.2 million, leaving $66.8 million available to repurchase shares.  Historically the Company has considered such purchases when the price of its stock reaches or approaches 1.5 times book value or when employees surrender shares as payment for option exercises.  The decision to repurchase shares is subject to cash availability and other factors.  The Company did not repurchase any stock during the three months ended June 30, 2007.  During the nine months ended June 30, 2007, the Company only purchased shares that were surrendered by employees as payment for option exercises.

Note 11 - Regulation and Capital Requirements:

Certain broker-dealer subsidiaries of the Company are subject to the requirements of the Uniform Net Capital Rule (Rule 15c3-1) under the Securities Exchange Act of 1934.  Raymond James & Associates, Inc. (“RJA”), a member firm of the New York Stock Exchange (“NYSE”), is also subject to the rules of the NYSE, whose requirements are substantially the same. Rule 15c3-1 requires that aggregate indebtedness, as defined, not exceed fifteen times net capital, as defined. Rule 15c3-1 also provides for an “alternative net capital requirement”, which RJA, Raymond James Financial Services, Inc. (“RJFS”) and Heritage Fund Distributors, Inc. (“HFD”) have elected.  It requires that minimum net capital, as defined, be equal to the greater of $250,000 or two percent of Aggregate Debit Items arising from client transactions.  The NYSE may require a member firm to reduce its business if its net capital is less than four percent of Aggregate Debit Items and may prohibit a member firm from expanding its business and declaring cash dividends if its net capital is less than five percent of Aggregate Debit Items.  The net capital position of RJA at June 30, 2007 and September 30, 2006 was as follows:

 
June 30,
 
September 30,
 
2007
 
2006
Raymond James & Associates, Inc.:
($ in 000's)
(alternative method elected)
     
Net capital as a percent of Aggregate
     
Debit Items
21.43%
 
27.58% 
Net capital
$ 302,038 
 
$ 369,443 
Less: required net capital
(28,182)
 
(26,793)
Excess net capital
$ 273,856 
 
$ 342,650 

At June 30, 2007 and September 30, 2006, RJFS had no Aggregate Debit Items and therefore the minimum net capital of $250,000 was applicable.  The net capital position of RJFS at June 30, 2007 and September 30, 2006 was as follows:

 
June 30,
 
September 30,
 
2007
 
2006
Raymond James Financial Services, Inc.:
(in 000's)
(alternative method elected)
     
Net capital
$ 74,717 
 
$ 41,200 
Less: required net capital
(250)
 
(250)
Excess net capital
$ 74,467 
 
$ 40,950 

At June 30, 2007 and September 30, 2006, HFD had no Aggregate Debit Items and therefore the minimum net capital of $250,000 was applicable.  The net capital position of HFD at June 30, 2007 and September 30, 2006 was as follows:

 
June 30,
 
September 30,
 
2007
 
2006
Heritage Fund Distributors, Inc.:
(in 000’s)
(alternative method elected)
     
Net capital
$ 5,562 
 
$ 1,669 
Less: required net capital
(250)
 
(250)
Excess net capital
$ 5,312 
 
$ 1,419 

RJ Ltd. is subject to the Minimum Capital Rule (By-Law No. 17 of the Investment Dealers Association ("IDA")) and the Early Warning System (By-Law No. 30 of the IDA).  The Minimum Capital Rule requires that every member shall have and maintain at all times Risk Adjusted Capital greater than zero calculated in accordance with Form 1 (Joint Regulatory Financial Questionnaire and Report) and with such requirements as the Board of Directors of the IDA may from time to time prescribe.  Insufficient Risk Adjusted Capital may result in suspension from membership in the stock exchanges or the IDA.

17


The Early Warning System is designed to provide advance warning that a member firm is encountering financial difficulties. This system imposes certain sanctions on members who are designated in Early Warning Level 1 or Level 2 according to their capital, profitability, liquidity position, frequency of designation or at the discretion of the IDA.  Restrictions on business activities and capital transactions, early filing requirements, and mandated corrective measures are sanctions that may be imposed as part of the Early Warning System.  RJ Ltd. was not in Early Warning Level 1 or Level 2 at June 30, 2007 or September 30, 2006.

The Risk Adjusted Capital of RJ Ltd. was CDN$33,797,073 and CDN$42,841,000 at June 30, 2007 and September 30, 2006, respectively.

RJBank is subject to various regulatory and capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory - and possibly additional discretionary - actions by regulators.  Under capital adequacy guidelines and the regulatory framework for prompt corrective action, RJBank must meet specific capital guidelines that involve quantitative measures of RJBank's assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices.  RJBank's capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

Quantitative measures established by regulation to ensure capital adequacy require RJBank to maintain minimum amounts and ratios (set forth in the table below) of total and Tier I Capital (as defined in the regulations) to risk-weighted assets (as defined).  Management believes that, as of June 30, 2007 and September 30, 2006, the RJBank meets all capital adequacy requirements to which it is subject.

As of June 30, 2007, the most recent notification from the Office of Thrift Supervision categorized RJBank as “well capitalized” under the regulatory framework for prompt corrective action. To be categorized as “well capitalized”, RJBank must maintain minimum total risk-based, Tier I risk-based, and Tier I leverage ratios as set forth in the table below.  There are no conditions or events since that notification that management believes have changed RJBank's category.

     
To be well capitalized
   
Requirement for capital
under prompt
   
adequacy
corrective action
 
Actual
purposes
provisions
 
Amount
Ratio
Amount
Ratio
Amount
Ratio
 
($ in 000's)
As of June 30, 2007:
           
Total capital (to
           
risk-weighted assets)
$ 367,681
11.8%
$ 249,470
8.0%
$ 311,838
10.0%
Tier I capital (to
           
risk-weighted assets)
332,054
10.7%
124,735
4.0%
187,103
6.0%
Tier I capital (to
           
adjusted assets)
332,054
6.1%
216,956
4.0%
271,194
5.0%

     
To be well capitalized
   
Requirement for capital
under prompt
   
adequacy
corrective action
 
Actual
purposes
Provisions
 
Amount
Ratio
Amount
Ratio
Amount
Ratio
 
($ in 000's)
As of September 30, 2006:
           
Total capital (to
           
risk-weighted assets)
$ 219,339
12.0%
$ 146,716
8.0%
$ 183,396
10.0%
Tier I capital (to
           
risk-weighted assets)
196,415
10.7%
73,358
4.0%
110,037
6.0%
Tier I capital (to
           
adjusted assets)
196,415
6.4%
122,975
4.0%
153,719
5.0%


18



Note 12 - Earnings Per Share:

The following table presents the computation of basic and diluted earnings per share (in 000’s, except per share amounts):

 
Three Months Ended
 
Nine Months Ended
 
June 30,
June 30,
 
June 30,
June 30,
 
2007
2006
 
2007
2006
           
Net income
$  68,353
$ 56,774
 
$ 187,463
$ 163,414
           
Weighted average common shares
         
outstanding during the period
116,135
113,464
 
115,353
112,376
           
Dilutive effect of stock options and awards (1)
3,005
3,496
 
3,072
3,180
           
Weighted average diluted common
         
shares (1)
119,140
116,960
 
118,425
115,556
           
Net income per share – basic
$      0.59
$     0.50
 
$       1.63
$      1.45
           
Net income per share - diluted (1)
$      0.57
$     0.48
 
$       1.58
$      1.41
           
Securities excluded from weighted average
         
diluted common shares because their
         
effect would be antidulitive
694
-
 
1,247
-


(1)
Diluted earnings per share is computed on the basis of the weighted average number of shares of common stock plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method.  Dilutive potential common shares include stock options, units and awards.

Note 13 - Derivative Financial Instruments:

The Company uses interest rate swaps as well as futures contracts as part of its fixed income business.  These positions are marked to market with the gain or loss and the related interest recorded in Net Trading Profits within the statement of income for the period.  Any collateral exchanged as part of the swap agreement is recorded in Broker Receivables and Payables in the consolidated statement of financial condition for the period.  At June 30, 2007 and September 30, 2006, the Company had outstanding interest rate derivative contracts with notional amounts of $3.0 billion and $2.3 billion, respectively.  The notional amount of a derivative contract does not change hands; it is simply used as a reference to calculate payments.  Accordingly, the notional amount of the Company’s derivative contracts outstanding at June 30, 2007 vastly exceeds the possible losses that could arise from such transactions.  The net market value of all open swap positions at June 30, 2007 and September 30, 2006 was $27 million and $13 million, respectively.

The Company is exposed to credit losses in the event of nonperformance by the counterparties to its interest rate swap agreements.  The Company performs a credit evaluation of counterparties prior to entering into swap transactions and monitors their credit standings. Currently, the Company anticipates that all counterparties will be able to fully satisfy their obligations under those agreements. The Company may require collateral from counterparties to support these obligations as established by the credit threshold specified by the agreement and/or as a result of monitoring the credit standing of the counterparties.  The Company is also exposed to interest rate risk related to its interest rate swap agreements.  The Company monitors exposure in its derivatives subsidiary daily based on established limits with respect to a number of factors, including interest rate, spread, ratio and basis, and volatility risks.  These exposures are monitored both on a total portfolio basis and separately for selected maturity periods.

19



Note 14 - Segment Information:

SFAS No. 131, Disclosures about Segments of an Enterprise and Related Information, establishes standards for reporting information about operating segments.  Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision making group, in deciding how to allocate resources and in assessing performance.  Revisions have been made in the segment disclosures for the three and nine months ended June 30, 2006 to conform to the current period presentation.  As a result, financial service fees revenue and investment advisory fees expense increased by approximately $3.3 million and $9.6 million, respectively, for the three and nine months ended June 30, 2006 in the Asset Management segment.  These revisions did not impact the Company’s net income for the three or nine months ended June 30, 2006.

The Company currently operates through the following seven business segments: Private Client Group; Capital Markets; Asset Management; RJBank; Emerging Markets; Stock Loan/Borrow and various corporate investments combined in the "Other" segment.  The business segments are based upon factors such as the services provided and the distribution channels served and are consistent with how the Company assesses performance and determines how to allocate resources throughout the Company and its subsidiaries.  The financial results of the Company's segments are presented using the same policies as those described in Note 1 of the Notes to the Consolidated Financial Statements included in the Company's Annual Report on Form 10-K for the year ended September 30, 2006.  Segment data includes charges allocating corporate overhead and benefits to each segment. Intersegment revenues, charges, receivables and payables are eliminated between segments upon consolidation.

The Private Client Group segment includes the retail branches of the Company's broker-dealer subsidiaries located throughout the United States, Canada and the United Kingdom.  These branches provide securities brokerage services including the sale of equities, mutual funds, fixed income products and insurance products to their individual clients.  The segment includes net interest earnings on client margin loans and cash balances.  Additionally, this segment includes the correspondent clearing services that the Company provides to other broker-dealer firms.

The Capital Markets segment includes institutional sales and trading in the United States, Canada and Europe. It provides securities brokerage, trading, and research services to institutions with an emphasis on the sale of U.S. and Canadian equities and fixed income products.  This segment also includes the Company's management of and participation in underwritings, merger and acquisition services, public finance activities, and the operations of Raymond James Tax Credit Funds.

The Asset Management segment includes investment portfolio management services of Eagle Asset Management, Inc., Awad Asset Management, Inc., and Raymond James Consulting Services (RJA’s asset management services division), mutual fund management by Heritage Asset Management, Inc., private equity management by Raymond James Capital, Inc. and RJ Ventures, LLC, and trust services of Raymond James Trust Company and Raymond James Trust Company West.  In addition to the asset management services noted above, this segment also offers fee-based programs to clients who have contracted for portfolio management services from outside money managers.

RJBank is a separate segment, which provides consumer, residential, and commercial loans, as well as FDIC-insured deposit accounts to clients of the Company's broker-dealer subsidiaries and to the general public.

The Emerging Markets segment includes various joint ventures in Latin America and Turkey.  These joint ventures operate in securities brokerage, investment banking and asset management.

The Stock Loan/Borrow segment involves the borrowing and lending of securities from and to other broker-dealers, financial institutions and other counterparties, generally as an intermediary.

The Other segment includes various investment and corporate activities of the Company.

20



Information concerning operations in these segments of business is as follows:

 
Three Months Ended
Nine Months Ended
 
June 30,
June 30,
June 30,
June 30,
 
2007
2006
2007
2006
 
(in 000’s)
(in 000’s)
Revenues:
       
Private Client Group
$ 499,475 
$ 458,622 
$ 1,421,824
$ 1,251,272
Capital Markets
146,383 
133,004 
373,508
361,796
Asset Management
59,667 
54,692 
182,497
156,022
RJBank
79,221 
28,457 
186,000
68,975
Emerging Markets
14,676 
17,511 
43,126
43,360
Stock Loan/Borrow
19,573 
16,850 
49,284
42,605
Other
3,758 
5,529 
14,414
29,055
Total
$ 822,753 
$ 714,665 
$ 2,270,653
$ 1,953,085
         
Income Before Provision for Income Taxes:
 
Private Client Group
$  56,158 
$  54,246 
$    161,527
$   129,588
Capital Markets
25,571 
20,904 
53,022
57,564
Asset Management
15,778 
12,955 
47,233
35,072
RJBank
8,729 
4,632 
24,962
10,058
Emerging Markets
(2,931)
3,830 
1,674
7,393
Stock Loan/Borrow
1,421 
2,422 
2,995
6,970
Other
5,172 
(2,487)
5,206
16,502
Pre-tax Income
$ 109,898 
$  96,502 
$    296,619
$   263,147

The following table presents the Company's total assets on a segment basis:
     
 
June 30,
September 30,
 
2007
2006
 
(in 000’s)
Total Assets:
   
Private Client Group *
$   6,211,344
$   5,370,018 
Capital Markets **
1,932,088
1,369,479 
Asset Management
156,863
76,684 
RJBank
5,422,301
3,074,782 
Emerging Markets
63,953
58,950 
Stock Loan/Borrow
1,519,575
1,250,857 
Other
365,077
315,880 
Total
$ 15,671,201
$ 11,516,650 

 
*
Includes $46 million of goodwill allocated pursuant to SFAS No. 142 "Goodwill and Other Intangible Assets".
 
**
Includes $17 million of goodwill allocated pursuant to SFAS No. 142.

The Company has operations in the United States, Canada, Europe and joint ventures in Latin America and Turkey.  Substantially all long-lived assets are located in the United States.  The following table represents revenue by geographic region:

 
Three Months Ended
Nine Months Ended
 
June 30,
June 30,
June 30,
June 30,
 
2007
2006
2007
2006
 
(in 000’s)
(in 000’s)
Revenues:
       
United States
$  732,547
$  627,219
$ 2,013,485
$ 1,697,039
Canada
63,551
59,157
177,651
175,756
Europe
12,682
11,814
38,957
39,760
Other
13,973
16,475
40,560
40,530
Total
$  822,753
$  714,665
$ 2,270,653
$ 1,953,085

The Company has $17.7 million of equity in emerging market joint ventures, which carry greater risk than amounts invested in developed markets.

21

Return to Index
 

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 

Business and Total Company Overview

The following Management’s Discussion and Analysis is intended to help the reader understand the results of operations and the financial condition of the Company.  Management’s Discussion and Analysis is provided as a supplement to, and should be read in conjunction with, the Company’s financial statements and accompanying notes to the financial statements.

The Company’s overall financial results continue to be highly and directly correlated to the direction and activity levels of the U.S. equity markets.  Improved Financial Advisor metrics in the Private Client Group, continued activity levels in investment banking, improved results in Fixed Income, increased assets under management, dramatic growth at RJBank, and the recent improvement in the U.S. equity markets are all positive factors which contributed to the record results for the June 2007 quarter.

Results of Operations – Three Months Ended June 30, 2007 Compared with the Three Months Ended June 30, 2006

Total Company

Gross revenues, net revenues and earnings all established quarterly records.  Net revenues of $688.7 million represented a 9% increase over the prior year. All revenue line items were up over the same quarter of the prior year with the exception of financial service fees.  Financial service fees in the prior year included a one time adjustment to increase revenue by approximately $8.2 million. Net interest of $57.6 million was also a quarterly record and 30% above the prior year quarter.  Diluted earnings per share increased to $0.57, up 19% from $0.48 in the prior year.  Excluding the one time adjustment to financial service fees, the prior year figure would have been $0.44.

Segments

The Company currently operates through the following seven business segments: Private Client Group; Capital Markets; Asset Management; RJBank; Emerging Markets; Stock Loan/Borrow and various corporate investments and expenses combined in the "Other" segment.

The following tables present the gross revenues and pre-tax income of the Company on a segment basis:

 
Three Months Ended
 
 
June 30,
June 30,
Percentage
 
2007
2006
Change
 
($ in 000's)
 
Revenues:
     
Private Client Group
$ 499,475 
$ 458,622 
9% 
Capital Markets
146,383 
133,004 
10% 
Asset Management
59,667 
54,692 
9% 
RJBank
79,221 
28,457 
178% 
Emerging Markets
14,676 
17,511 
(16%)
Stock Loan/Borrow
19,573 
16,850 
16% 
Other
3,758 
5,529 
(32%)
Total
$ 822,753 
$ 714,665 
15% 
       
Income Before Provision for Income Taxes:
 
Private Client Group
$  56,158 
$  54,246 
4% 
Capital Markets
25,571 
20,904 
22% 
Asset Management
15,778 
12,955 
22% 
RJBank
8,729 
4,632 
88% 
Emerging Markets
(2,931)
3,830 
(177%)
Stock Loan/Borrow
1,421 
2,422 
(41%)
Other
5,172 
(2,487)
308% 
Pre-tax Income
$ 109,898 
$  96,502 
14% 


22



Net Interest Analysis

The following table presents the net interest income of the Company for the periods indicated.  The respective average rates are presented on an annualized basis:

 
Three Months Ended
 
Nine Months Ended
 
June 30,
 
June 30,
 
June 30,
 
June 30,
 
2007
 
2006
 
2007
 
2006
 
($ in 000's)
 
($ in 000's)
Interest Revenue
             
Margin balances:
             
Average balance
$ 1,423,603
 
$ 1,346,085
 
$ 1,387,138
 
$ 1,312,279
Average rate
7.6%
 
7.6%
 
7.7%
 
7.1%
Interest revenue - margin balances
27,116
 
25,458
 
80,622
 
70,047
               
Assets segregated pursuant to federal regulations:
             
Average balance
3,732,500
 
3,239,519
 
3,630,428
 
2,926,372
Average rate
5.3%
 
5.0%
 
5.3%
 
4.6%
Interest revenue - segregated assets
49,269
 
40,413
 
143,678
 
99,999
               
Raymond James Bank, FSB interest revenue:
             
Average earning assets
5,243,314
 
1,942,746
 
4,036,846
 
1,653,812
Average rate
6.0%
 
5.8%
 
6.1%
 
5.5%
Interest revenue – Raymond James Bank, FSB
78,939
 
28,254
 
185,438
 
68,518
               
Stock borrowed interest revenue
19,573
 
16,850
 
49,284
 
42,605
               
Interest revenue- variable interest entities
174
 
224
 
727
 
737
Other interest revenue
16,620
 
14,661
 
54,978
 
38,626
               
Total interest revenue
$    191,691
 
$    125,860
 
$    514,727
 
$    320,532
               
Interest Expense
             
Client interest program:
             
Average balance
$ 4,616,939
 
$ 4,002,013
 
$ 4,509,811
 
$ 3,740,787
Average rate
4.4%
 
4.0%
 
4.4%
 
3.5%
Interest expense - client interest program
50,795
 
39,711
 
149,086
 
98,208
               
Raymond James Bank, FSB interest expense:
             
Average interest bearing liabilities
4,897,454
 
1,757,348
 
3,761,105
 
1,474,569
Average rate
4.6%
 
4.2%
 
4.6%
 
3.8%
Interest expense – Raymond James Bank, FSB
56,441
 
18,501
 
129,726
 
41,765
               
Stock loaned interest expense
17,229
 
13,297
 
42,788
 
32,556
               
Interest expense- variable interest entities
1,842
 
2,732
 
5,494
 
5,261
Other interest expense
7,786
 
7,448
 
25,280
 
16,726
               
Total interest expense
$   134,093
 
$      81,689
 
$   352,374
 
$    194,516
               
Net interest income
$     57,598
 
$      44,171
 
$   162,353
 
$    126,016


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Private Client Group

The Private Client Group (“PCG”) segment includes the retail branches of the Company's broker-dealer subsidiaries located throughout the United States, Canada, and the United Kingdom.  The Private Client Group Financial Advisors provide securities brokerage services including the sale of equity securities, mutual funds, fixed income instruments, annuities and insurance products.  This segment accounts for the majority of the Company's revenues (61% of total company revenues for the three months ended June 30, 2007).  It generates revenues principally through commissions charged on securities transactions, fees from wrap fee investment accounts and the interest revenue generated from client margin loans and cash balances.  The Company primarily charges for the services provided to its Private Client Group clients based on commission schedules or through asset based advisory fees.

The success of the Private Client Group is dependent upon the quality and integrity of its Financial Advisors and support personnel and the Company's ability to attract, retain, and motivate a sufficient number of these associates.  The Company faces competition for qualified associates from major financial services companies, including other brokerage firms, insurance companies, banking institutions, and discount brokerage firms.  The Company currently offers several affiliation alternatives for Financial Advisors ranging from the traditional branch setting, under which the Financial Advisors are employees of the Company and the costs associated with running the branch are incurred by the Company, to the independent contractor model, under which the Financial Advisors are responsible for all of their own direct costs.  Accordingly, the independent contractor Financial Advisors are paid a larger percentage of commissions and fees.  By offering alternative models to potential and existing Financial Advisors, the Company is able to effectively compete with a wide variety of other brokerage firms for qualified Financial Advisors, as Financial Advisors can choose the model that best suits their practice and profile.  For the past several years, the Company has focused on increasing its minimum production standards and recruiting Financial Advisors with high average production.  The following table presents a summary of Private Client Group Financial Advisors as of the periods indicated:

 
June 30,
 
March 31,
 
June 30,
 
2007
 
2007
 
2006
Private Client Group - Financial Advisors:
         
Traditional Branch
1,244
 
1,235
 
1,219
Independent Contractor
3,209
 
3,263
 
3,439
    Total Financial Advisors
4,453
 
4,498
 
4,658

PCG profits were up 4% on a 9% increase in revenues over the same quarter in the prior year.  The $41 million increase in revenues is attributable to increased commission and fee revenue, with 56% of the increase in commissions generated by RJA’s employee Financial Advisors.  RJA continues to successfully recruit high producing Financial Advisors, with an increase of 24 individuals over the prior year. In addition to a greater number of Financial Advisors, the average annual production per Financial Advisor increased to $465,000 from $402,000. Raymond James Financial Services had a decline of 246 in the number of Financial Advisors, which was more than offset by an increase in the average annual production levels of the over 3,000 Financial Advisors to approximately $300,000 from $270,000.  The increased productivity led to an 8% increase in commission and fee revenue.   RJ Ltd. has added 17 Financial Advisors since the prior year and had a 6% increase in commission and fee revenue. Net interest for this segment was $32 million and represented approximately 56% of the segment’s pretax results.

Private Client Group net interest represented 55% of the Company’s total net interest, down from 63% in the prior year despite the fact that the actual dollar amount of net interest increased to $32 million from $28 million in the prior year.  Total Company net interest has increased at a higher rate due largely to increases at RJBank. Net interest in the Private Client Segment is generated by customer balances, predominantly the earnings on margin loans and assets segregated pursuant to federal regulations less interest paid on customer cash balances.  Higher balances have generated increased interest earnings.



24



Capital Markets

The Capital Markets segment includes institutional sales and trading in the United States, Canada, and Europe; management of and participation in underwritings; financial advisory services including private placements and merger and acquisition services; public finance activities; and the syndication and related management of investment partnerships designed to yield returns in the form of low-income housing tax credits to institutions.  The Company provides securities brokerage services to institutions with an emphasis on the sale of U.S. and Canadian equities and fixed income products. Institutional sales commissions account for 52% of the segment’s revenues and are driven primarily through trade volume, resulting from a combination of general market activity and by the Capital Markets group’s ability to find attractive investment opportunities and promote those opportunities to potential and existing clients.  Revenues from investment banking activities are driven principally by the number and the dollar value of the transactions with which the Company is involved.  This segment also includes trading of taxable and tax-exempt fixed income products, as well as equity securities in the OTC and Canadian markets.  This trading involves the purchase of securities from, and the sale of securities to, clients of the Company or other dealers who may be purchasing or selling securities for their own account or acting as agent for their clients. Profits and losses related to this trading activity are primarily derived from the spreads between bid and ask prices in the relevant market.

Revenues in the Capital Markets segment were 10% above the prior year with the increase predominantly related to increased investment banking revenues.  This increase included a 65% increase in domestic mergers and acquisition fee revenue and a 22% increase in domestic underwriting fees over the same quarter in the prior year. RJ Ltd. investment banking fees increased 13% as this quarter included the largest underwriting in its history.  Investment banking revenues contribute significantly to the bottom line; as a result, the segment’s pre-tax earnings increased 22%.  Institutional commission revenue was flat with the prior year, with an increase in fixed income commissions offsetting a decline in equity commissions.  Trading profits have increased 24% over the prior year with improved results in fixed income.

 
Three Months Ended
 
June 30,
 
June 30,
 
2007
 
2006
Number of managed/co-managed public equity offerings:
     
United States
22
 
27
Canada
14
 
7
       
Total dollars raised (in 000's):
     
United States
$ 5,948,290
 
$6,899,588
Canada (in U.S. dollars)
$    362,909
 
$   134,770

Asset Management

 
The Asset Management segment includes investment portfolio management services, mutual fund management, private equity management, and trust services.  Investment portfolio management services include both proprietary and selected outside money managers.  The majority of the revenue for this segment is generated by the investment advisory fees related to asset management services for individual investment portfolios and mutual funds.  These accounts are billed a fee based on a percentage of assets.  Investment advisory fees are charged based on either a single point in time within the quarter, typically the beginning or end of a quarter, or the “average daily” balances of assets under management. The balance of assets under management is affected by both the performance of the underlying investments and the new sales and redemptions of client accounts/funds. Improving equity markets provide the Asset Management segment with the potential to improve revenues from investment advisory fees as existing accounts appreciate in value, in addition to individuals and institutions being more likely to commit new funds to the equity markets.  The following table presents the assets under management as of the dates indicated:

25



 
 
June 30,
 
March 31,
 
Dec. 31,
 
June 30,
 
2007
 
2007
 
2006
 
2006
Assets Under Management (in 000's):
             
               
Eagle Asset Management, Inc.
$ 14,266,727
 
$ 13,289,695
 
$ 12,951,956
 
$ 12,335,316
Heritage Family of Mutual Funds
9,171,175
 
8,884,563
 
9,842,757
 
9,910,089
Raymond James Consulting Services
9,500,542
 
8,810,559
 
8,508,212
 
7,484,119
Awad Asset Management
704,398
 
755,685
 
1,028,454
 
1,071,161
Freedom Accounts
7,558,255
 
6,728,802
 
5,920,265
 
4,471,471
       Total  Assets Under Management
$ 41,201,097
 
$ 38,469,304
 
$ 38,251,644
 
$ 35,272,156
               
Less: Assets Managed for Affiliated Entities
5,069,619
 
4,575,138
 
4,320,643
 
3,628,540
               
       Total Third Party Assets Under Management
$ 36,131,478
 
$ 33,894,166
 
$ 33,931,001
 
$ 31,643,616

Investment Advisory fees increased 12% over the same quarter in the prior year, with assets under management up 14%.  Assets under management increased over the prior year in all managed account types except for the Heritage money market funds and Awad asset management.  There have been two transfers of $1.3 billion in the past twelve months moving cash balances from the Heritage Cash Trust to RJBank. The most significant increases in assets under management continue to be in Freedom, the managed mutual fund program, which is up $3 billion, or 69%, over the prior year.  The increases in managed account balances are largely driven by the increase in overall client assets, a significant portion of which have been brought in by recently affiliated Financial Advisors.

RJBank

RJBank provides residential, consumer, and corporate loans, as well as FDIC-insured deposit accounts, to clients of the Company's broker-dealer subsidiaries and to the general public.  RJBank also purchases residential whole loan pools, and participates with other banks in corporate loan syndications.  RJBank generates revenue principally through the interest income earned on the loans noted above and other investments, offset by the interest expense it incurs on client deposits and borrowings. RJBank’s objective is to maintain a substantially duration-matched portfolio of assets and liabilities.

Revenues at RJBank increased $51 million, or 178%, net interest income increased over $12 million, or 131%, and pre-tax income increased $4 million, or 88%, over the same quarter in the prior year.  These dramatic increases are the result of the increased earning asset and deposit balances at RJBank. In July 2006, RJA began to utilize a new RJBank sweep option for client cash balances that had been held in Heritage Cash Trust or in client brokerage accounts.  The second phase of the RJBank sweep program was completed on March 24, 2007. In these first two phases, $2.6 billion was transferred to the RJBank sweep option from other sweep alternatives.  This increase in customer deposits has enabled RJBank to increase its loan portfolio, both by the purchase of residential loan pools and through commercial loan participations.  At June 30, 2007, RJBank had assets totaling $5.4 billion and has been growing by nearly $100 million per month in addition to the RJBank transfers.  The pre-tax earnings did not increase proportionately to revenues as results are suppressed in periods of rapid loan growth due to the related increase in loan loss reserves.

RJBank has not been impacted by the recent subprime loan crisis as it has not originated or invested in subprime loans.

Emerging Markets

Emerging Markets includes the results of the Company’s joint ventures in Latin America and Turkey.  The loss in the quarter reflects an additional reserve taken related to unsettled tax matters in the Turkish joint venture.

Stock Loan/Stock Borrow

This segment conducts its business through the borrowing and lending of securities from and to other broker-dealers, financial institutions and other counterparties, generally as an intermediary.  The borrower of the securities puts up a cash deposit, commonly 102% of the market value of the securities, on which interest is earned. Accordingly, the lender receives cash and pays interest. These cash deposits are adjusted daily to reflect changes in current market value.  The net revenues of this operation are the interest spreads generated.

Stock Loan revenue is 16% above the prior year, the result of higher rates on increased balances.  However, spreads have narrowed  approximately 45 basis points over the prior year, negatively impacting this segment’s results.  Pre-tax income is down 41% from the prior year.

26



Other

The other segment consists of earnings on corporate cash, private equity investments and other investments offset by expenses, predominantly holding company executive compensation. Current quarter results include $3.5 million in gains on RJF’s private equity portfolio, and $1.7 million in Company owned life insurance proceeds.

Results of Operations – Nine Months Ended June 30, 2007 Compared with the Nine Months Ended June 30, 2006
 
        Except as discussed below, the underlying reasons for the variances to the prior year period are substantially the same as the comparative quarterly discussion above and the statements contained in such foregoing discussion also apply for the nine month comparison.

Total Company

For the nine months ended June 30, 2007, the Company’s net revenues increased 9% to a record $1.92 billion, with net income increasing 15% to $187 million.  Both periods included gains on nonrecurring sales.  Fiscal 2006 included $16 million in pre-tax gains on the sale of NYSE and Montreal Stock Exchange seats, while fiscal 2007 includes $4.5 million in pre-tax gains on the sale of the Company’s interest in its joint venture in India and its Delta airplane leveraged lease.

Segments

The following tables present the revenues and pre-tax income of the Company on a segment basis:

 
Nine Months Ended
 
June 30,
 
June 30,
 
Percentage
 
2007
 
2006
 
Change