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CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2011	Mar. 31, 2010
Statement
Revenue	$ 426.3	$ 251.0
Operating expenses:
Compensation and related expenses	179.5	119.2
Selling, general and administrative	87.5	45.3
Amortization of intangible assets	22.1	8.9
Depreciation and other amortization	3.8	3.0
Other operating expenses	8.5	6.1
Total operating expenses	301.4	182.5
Operating income	124.9	68.5
Non-operating (income) and expenses:
Investment and other income	(8.7)	(2.8)
Income from equity method investments, net of amortization	(10.2)	(9.1)
Investment income from investments in partnerships		(4.1)
Interest expense	19.4	16.0
Imputed interest expense	8.3	3.8
Total non-operating (income) and expenses	8.8	3.8
Income before income taxes	116.1	64.7
Income taxes	26.7	11.9
Net income	89.4	52.8
Net income (non-controlling interests)	(50.3)	(31.3)
Net income (non-controlling interests in partnerships)		(4.0)
Net Income (controlling interest)	$ 39.1	$ 17.5
Average shares outstanding - basic (in shares)	51.8	42.4
Average shares outstanding - diluted (in shares)	53.1	45.4
Earnings per share - basic (in dollars per share)	$ 0.76	$ 0.41
Earnings per share - diluted (in dollars per share)	$ 0.74	$ 0.38
Supplemental disclosure of total comprehensive income:
Net income	$ 89.4	$ 52.8
Other comprehensive income	11.4	25.4
Comprehensive income	100.8	78.2
Comprehensive income (non-controlling interests)	(50.3)	(35.3)
Comprehensive income (controlling interest)	$ 50.5	$ 42.9

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Mar. 31, 2011	Dec. 31, 2010
Current assets:
Cash and cash equivalents	$ 252.8	$ 313.3
Investment advisory fees receivable	231.2	236.4
Investments in marketable securities	110.3	116.0
Unsettled fund share receivables	103.8	42.0
Prepaid expenses and other current assets	83.5	61.7
Total current assets	781.6	769.4
Fixed assets, net	66.0	67.7
Equity investments in Affiliates	622.7	678.9
Acquired client relationships, net	1,409.6	1,424.2
Goodwill	2,142.6	2,131.2
Other assets	236.8	219.8
Total assets	5,259.3	5,291.2
Current liabilities:
Accounts payable and accrued liabilities	207.3	252.8
Unsettled fund share payables	95.3	39.8
Payables to related party	80.5	114.8
Total current liabilities	383.1	407.4
Senior debt	340.0	460.0
Senior convertible securities	425.5	422.1
Junior convertible trust preferred securities	510.5	509.9
Deferred income taxes	502.9	495.4
Other long-term liabilities	215.0	207.8
Total liabilities	2,377.0	2,502.6
Redeemable non-controlling interests	531.2	406.3
Equity:
Common stock	0.5	0.5
Additional paid-in capital	854.6	980.5
Accumulated other comprehensive income	111.9	100.5
Retained earnings	1,050.9	1,011.8
Total stockholders' equity before treasury stock	2,017.9	2,093.3
Less: treasury stock, at cost	(256.7)	(293.3)
Total equity	1,761.2	1,800.0
Non-controlling interests	589.9	582.3
Total equity	2,351.1	2,382.3
Total liabilities and equity	$ 5,259.3	$ 5,291.2

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY $ in Millions	3 Months Ended
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY $ in Millions	Mar. 31, 2011 USD ($)
Increase (Decrease) in Stockholders' Equity
Balance	$ 2,382.3
Stock issued under option and other incentive plans	15.1
Tax benefit of option exercises	5.7
Changes in Affiliate equity	(90.8)
Share-based payment arrangements	7.5
Distributions to non-controlling interests	(69.5)
Net income	89.4
Other comprehensive income	11.4
Balance	2,351.1
Common Stock
Increase (Decrease) in Stockholders' Equity
Balance	0.5
Balance	0.5
Additional Paid-In Capital
Increase (Decrease) in Stockholders' Equity
Balance	980.5
Stock issued under option and other incentive plans	(21.5)
Tax benefit of option exercises	5.7
Changes in Affiliate equity	(117.6)
Share-based payment arrangements	7.5
Balance	854.6
Accumulated Other Comprehensive Income (Loss)
Increase (Decrease) in Stockholders' Equity
Balance	100.5
Other comprehensive income	11.4
Balance	111.9
Retained Earnings
Increase (Decrease) in Stockholders' Equity
Balance	1,011.8
Net income	39.1
Balance	1,050.9
Treasury Shares at Cost
Increase (Decrease) in Stockholders' Equity
Balance	(293.3)
Stock issued under option and other incentive plans	36.6
Balance	(256.7)
Non-controlling interests
Increase (Decrease) in Stockholders' Equity
Balance	582.3
Changes in Affiliate equity	26.8
Distributions to non-controlling interests	(69.5)
Net income	50.3
Balance	$ 589.9

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2011	Mar. 31, 2010
Cash flow from operating activities:
Net income	$ 89.4	$ 52.8
Adjustments to reconcile Net income to net cash flow from operating activities:
Amortization of intangible assets	22.1	8.9
Amortization of issuance costs	2.6	1.8
Depreciation and other amortization	3.8	3.0
Deferred income tax provision	9.6	8.6
Imputed interest expense	8.3	3.8
Income from equity method investments, net of amortization	(10.2)	(9.1)
Distributions received from equity method investments	64.9	23.2
Tax benefit from exercise of stock options	0.8	0.3
Stock option expense	6.1	3.6
Affiliate equity expense	3.5	3.4
Other adjustments	(5.6)	(4.0)
Changes in assets and liabilities:
(Increase) decrease in investment advisory fees receivable	3.0	(0.9)
(Increase) decrease in prepaids and other current assets	(2.5)	11.0
Increase in unsettled fund shares receivable	(60.7)	(98.7)
Increase in other assets	(2.9)	(11.1)
Decrease in accounts payable, accrued liabilities and other long-term liabilities	(56.5)	(37.0)
Increase in unsettled fund shares payable	54.5	108.4
Cash flow from operating activities	130.2	68.0
Cash flow used in investing activities:
Investments in Affiliates	(13.3)	(127.7)
Purchase of fixed assets	(1.7)	(1.1)
Purchase of investment securities	(9.1)	(14.9)
Sale of investment securities	12.0	11.8
Cash flow used in investing activities	(12.1)	(131.9)
Cash flow from (used in) financing activities:
Borrowings of senior bank debt		235.0
Repayments of senior bank debt	(120.0)	(65.0)
Issuance of common stock	15.2	2.5
Issuance costs	(7.7)	(0.1)
Excess tax benefit from exercise of stock options	4.9	0.4
Settlement of treasury lock	4.0
Note payments	0.1	(25.4)
Distributions to non-controlling interests	(69.5)	(37.2)
Affiliate equity issuances and repurchases	(7.8)	(102.6)
Cash flow from (used in) financing activities	(180.8)	7.6
Effect of foreign exchange rate changes on cash and cash equivalents	2.2	0.6
Net decrease in cash and cash equivalents	(60.5)	(55.7)
Cash and cash equivalents at beginning of period	313.3	259.5
Cash and cash equivalents at end of period	252.8	203.8
Supplemental disclosure of non-cash activities:
Notes received for Affiliate equity sales	9.5	5.7
Payables recorded for Affiliate equity purchases	$ 7.0	15.3
Payables recorded under contingent payment arrangements		$ 49.0

Basis of Presentation

3 Months Ended

Mar. 31, 2011

Basis of Presentation

Basis of Presentation

1. Basis of Presentation

The consolidated financial statements of Affiliated Managers Group, Inc. ("AMG" or the "Company") have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all of the disclosures required by accounting principles generally accepted in the United States of America. In the opinion of management, all adjustments considered necessary for a fair statement of the results have been included. All intercompany balances and transactions have been eliminated. Certain reclassifications have been made to the prior period's financial statements to conform to the current period's presentation. Operating results for interim periods are not necessarily indicative of the results that may be expected for any other period or for the full year. The Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2010 includes additional information about AMG, its operations, financial position and accounting policies, and should be read in conjunction with this Quarterly Report on Form 10-Q.

All dollar and share amounts in these notes (except information that is presented on a per share, per security, per note or per contract basis) are stated in millions, unless otherwise indicated.

There are no recently issued accounting standards that are expected to have a material effect on the Company's Consolidated Financial Statements.

Senior Bank Debt

3 Months Ended

Mar. 31, 2011

Senior Bank Debt

Senior Bank Debt

2. Senior Bank Debt

The Company entered into an amended and restated revolving credit facility (the "credit facility") in January 2011, which allows for borrowings of up to $750.0 million at specified rates of interest that vary depending on the Company's credit ratings. Subject to the agreement of the lenders to provide incremental commitments and subject to certain requirements in the credit facility, the Company has the option to increase the credit facility by up to an additional $150.0 million.

The credit facility, which will mature in January 2015, is unsecured and contains financial covenants with respect to leverage and interest coverage and also contains customary affirmative and negative covenants, including limitations on indebtedness, liens, cash dividends, asset dispositions and fundamental corporate changes. Obligations under the credit facility are guaranteed by certain of the Company's wholly-owned domestic subsidiaries in accordance with the terms of the credit facility. At March 31, 2011, the Company had $340.0 million of outstanding borrowings.

As further described in Note 15, the Company has entered into interest rate swap contracts to exchange a fixed rate for the variable rate on a portion of its credit facility.

Convertible Securities

3 Months Ended

Mar. 31, 2011

Convertible Securities

Convertible Securities

3. Convertible Securities

At March 31, 2011, the Company has one senior convertible security outstanding ("2008 senior convertible notes") and two junior convertible trust preferred securities outstanding, issued in 2006 (the "2006 junior convertible trust preferred securities") and in 2007 (the "2007 junior convertible trust preferred securities"). The carrying values of the Company's convertible securities are as follows:

		December 31, 2010				March 31, 2011

		Carrying Value		Principal amount at maturity		Carrying Value		Principal amount at maturity
Senior convertible securities:
	2008 senior convertible notes⁽¹⁾	$	422.1	$	460.0	$	425.5	$	460.0

Junior convertible trust preferred securities:
	2007 junior convertible trust preferred securities⁽¹⁾	$	296.3	$	430.8	$	296.6	$	430.8
	2006 junior convertible trust preferred securities⁽¹⁾		213.6		300.0		213.9		300.0

	Total junior convertible securities	$	509.9	$	730.8	$	510.5	$	730.8

(1): Carrying value is accreted to the principal amount at maturity over an expected life of five years for the 2008 senior convertible notes and 30 years for each of the junior convertible trust preferred securities.

The principal terms of these securities are summarized below.

	2008 Senior Convertible Notes⁽¹⁾			2007 Junior Convertible Trust Preferred Securities⁽²⁾			2006 Junior Convertible Trust Preferred Securities⁽³⁾

Issue Date		August 2008			October 2007			April 2006
Maturity Date		August 2038			October 2037			April 2036
Next Potential Put Date		August 2013			N/A			N/A
Note Denomination	$	1,000		$	50		$	50
Current Conversion Rate		7.959			0.250			0.333
Current Conversion Price	$	125.65		$	200.00		$	150.00
Stated Coupon		3.95	%		5.15	%		5.10	%
Coupon Frequency		Semi-annually			Quarterly			Quarterly
Tax Deduction Rate⁽⁴⁾		9.38	%		8.00	%		7.50	%

(1): The Company may redeem the notes for cash (subject to the holders right to convert) at any time on or after August 15, 2013.
(2): The Company may redeem the 2007 junior convertible trust preferred securities on or after October 15, 2012 if the closing price of the Company's common stock exceeds $260 per share for a specified period of time.
(3): The Company may redeem the 2006 junior convertible trust preferred securities on or after April 15, 2011 if the closing price of the Company's common stock exceeds $195 per share for a specified period of time.
(4): These convertible securities are considered contingent payment debt instruments under federal income tax regulations, which require the Company to deduct interest in an amount greater than its reported interest expense. These deductions result in annual deferred tax liabilities of approximately $22.5 million. These deferred tax liabilities will be reclassified directly to stockholders' equity if the Company's common stock is trading above certain thresholds at the time of the conversion of the securities.

Forward Equity Sale Agreements

3 Months Ended

Mar. 31, 2011

Forward Equity Sale Agreements

Forward Equity Sale Agreements

4. Forward Equity Sale Agreements

During 2009, the Company entered into a forward equity sale agreement with a major securities firm to sell shares of its common stock, and extended this agreement in April 2011. As of March 31, 2011, no forward equity sales are outstanding. The Company may sell up to an additional $103.5 million under this agreement.

Income Taxes

3 Months Ended

Mar. 31, 2011

Income Taxes

Income Taxes

5. Income Taxes

The consolidated income tax provision includes taxes attributable to controlling interests and, to a lesser extent, taxes attributable to non-controlling interests as follows:

			For the Three Months Ended March 31,

			2010			2011
Controlling Interests:
	Current Tax		$	2.5		$	13.5
	Intangible related deferred taxes			10.7			12.9
	Other Deferred Taxes			(2.1	)		(2.8	)

		Total Controlling Interests	$	11.1		$	23.6

Non-Controlling Interests:
	Current Tax		$	0.8		$	3.6
	Deferred Taxes			—			(0.5	)

		Total Non-Controlling Interests		0.8			3.1

Provision for income taxes			$	11.9		$	26.7

Income before income taxes (controlling interest)			$	28.6		$	62.7

Effective Tax rate attributable to controlling interests⁽¹⁾				38.8	%		37.6	%

(1): Taxes attributable to controlling interests divided by Income before income taxes (controlling interest).

A summary of the consolidated provision for income taxes is as follows:

		For the Three Months Ended March 31,

		2010			2011
Current:
	Federal	$	(0.8	)	$	6.1
	State		1.2			3.1
	Foreign		2.9			7.9

Total Current			3.3			17.1

Deferred:
	Federal		7.9			11.3
	State		1.2			0.7
	Foreign		(0.5	)		(2.4	)

Total Deferred			8.6			9.6

Provision for Income Taxes		$	11.9		$	26.7

The components of deferred tax assets and liabilities are as follows:

		December 31, 2010			March 31, 2011

Deferred Tax Assets
	State net operating loss carryforwards	$	30.6		$	29.6
	Foreign tax credit carryforwards		17.3			19.1
	Deferred compensation		10.3			11.7
	Accrued expenses		8.5			10.3
	Capital loss carryforwards		1.5			1.5

Total deferred tax assets			68.2			72.2
Valuation allowance			(27.6	)		(26.7	)

Deferred tax assets, net of valuation allowance		$	40.6		$	45.5

Deferred Tax Liabilities
	Intangible asset amortization	$	(209.3	)	$	(218.9	)
	Convertible securities interest		(154.5	)		(158.5	)
	Non-deductible intangible amortization		(143.1	)		(143.5	)
	Deferred revenue		(26.3	)		(24.8	)
	Other		(2.8	)		(2.7	)

Total deferred tax liabilities			(536.0	)		(548.4	)

	Net deferred tax liability	$	(495.4	)	$	(502.9	)

Deferred tax liabilities are primarily the result of tax deductions for the Company's intangible assets and convertible securities. The Company amortizes most of its intangible assets for tax purposes only, reducing its tax basis below its carrying value for financial statement purposes and generating deferred taxes each reporting period. The Company's 2008 senior convertible notes and junior convertible trust preferred securities also generate deferred taxes because the Company's tax deductions are higher than the interest expense recorded for financial statement purposes.

At March 31, 2011, the Company has state net operating loss carryforwards that expire over a 15-year period beginning in 2011. The Company also has foreign tax credit carryforwards that expire over a 10-year period beginning in 2011. The valuation allowances at December 31, 2010 and March 31, 2011 were principally related to the Company's ability to generate sufficient taxable income prior to the expiration of these carryforwards.

At March 31, 2011, the Company's liability for uncertain tax positions was $24.6 million, including interest and related charges of $3.0 million. Over the next twelve months, as a result of state and foreign tax audits, unrecognized tax benefits on uncertain tax positions could increase by $1.0 to $3.0 million.

Earnings Per Share

3 Months Ended

Mar. 31, 2011

Earnings Per Share

Earnings Per Share

6. Earnings Per Share

The calculation of basic earnings per share is based on the weighted average number of shares of the Company's common stock outstanding during the period. Diluted earnings per share is similar to basic earnings per share, but adjusts for the dilutive effect of the potential issuance of incremental shares of the Company's common stock. The following is a reconciliation of the numerator and denominator used in the calculation of basic and diluted earnings per share available to common stockholders.

		For the Three Months Ended March 31,

		2010		2011
Numerator:
Net Income (controlling interest)		$	17.5	$	39.1
Interest expense on convertible securities, net of taxes			0.0		—

Net Income (controlling interest), as adjusted		$	17.5	$	39.1

Denominator:
Average shares outstanding—basic			42.4		51.8
Effect of dilutive instruments:
	Stock options		0.9		1.3
	Forward sale		1.3		—
	Senior convertible securities		0.8		—

Average shares outstanding—diluted			45.4		53.1

As more fully discussed in Note 3, the Company had convertible securities outstanding during the periods presented and is required to apply the if-converted method to these securities in its calculation of diluted earnings per share. Under the if-converted method, shares that are issuable upon conversion are deemed outstanding, regardless of whether the securities are contractually convertible into the Company's common stock at that time. For this calculation, the interest expense (net of tax) attributable to these dilutive securities is added back to Net Income (controlling interest), reflecting the assumption that the securities have been converted. Issuable shares for these securities and related interest expense are excluded from the calculation if an assumed conversion would be anti-dilutive to diluted earnings per share.

The calculation of diluted earnings per share for the three months ended March 31, 2010 and 2011 excludes the potential exercise of options to purchase 1.3 million and 0.6 million shares of common stock, respectively, because the effect would be anti-dilutive.

As discussed further in Note 18, the Company may settle portions of its Affiliate equity purchases in shares of its common stock. Because it is the Company's intent to settle these potential repurchases in cash, the calculation of diluted earnings per share excludes any potential dilutive effect from possible share settlements.

Commitments and Contingencies

3 Months Ended

Mar. 31, 2011

Commitments and Contingencies

Commitments and Contingencies

7. Commitments and Contingencies

The Company and its Affiliates are subject to claims, legal proceedings and other contingencies in the ordinary course of their business activities. Each of these matters is subject to various uncertainties, and it is possible that some of these matters may be resolved in a manner unfavorable to the Company or its Affiliates. The Company and its Affiliates establish accruals for matters for which the outcome is probable and can be reasonably estimated. Management believes that any liability in excess of these accruals upon the ultimate resolution of these matters will not have a material adverse effect on the consolidated financial statements of operations of the Company.

Certain Affiliates operate under regulatory authorities which require that they maintain minimum financial or capital requirements. Management is not aware of any material violations of such financial requirements.

In connection with its investment in Pantheon Ventures, the Company has committed to co-invest in certain investment partnerships where it serves as the general partner. As of March 31, 2011, these commitments totaled approximately $98.6 million and may be called in future periods. Russell Investments (Pantheon Ventures former owner) is contractually obligated to reimburse the Company for $69.6 million of these commitments when they are called.

Under past acquisition agreements, the Company is contingently liable, upon achievement of specified financial targets, to make payments of up to $496.5 million through 2015. In 2011, the Company expects to make payments of approximately $1.4 million to settle portions of these contingent obligations.

Investments in Partnerships

3 Months Ended

Mar. 31, 2011

Investments in Partnerships

Investments in Partnerships

8. Investments in Partnerships

As of December 31, 2010 and March 31, 2011, the Affiliates' investments in partnerships that are not consolidated were $106.1 million and $121.9 million, respectively. These assets are reported within "Other assets" in the Consolidated Balance Sheets. The income or loss related to these investments is classified within "Investment and other income" in the Consolidated Statements of Income.

Investments in Marketable Securities

3 Months Ended

Mar. 31, 2011

Investments in Marketable Securities

Investments in Marketable Securities

9. Investments in Marketable Securities

Investments in marketable securities are comprised of the Company's 2009 and 2010 investments in Value Partners Group Limited, a publicly-traded asset management firm based in Hong Kong, and investments held by Affiliates. These investments are carried at their fair value. Changes in fair value for securities classified as available-for-sale are reported in accumulated other comprehensive income. Changes in fair value for trading securities are reported within other operating expenses. The cost of investments in marketable securities, gross unrealized gains and losses were as follows:

	December 31, 2010		March 31, 2011

Cost of investments in marketable securities	$	68.9	$	63.0
Gross unrealized gains		47.1		47.3
Gross unrealized losses		—		—

Unsettled Fund Share Receivables and Payables

3 Months Ended

Mar. 31, 2011

Unsettled Fund Share Receivables and Payables

Unsettled Fund Share Receivables and Payables

10. Unsettled Fund Share Receivables and Payables

Unsettled fund share receivables and payables are created by the normal settlement periods on transactions initiated by certain clients of Affiliate funds domiciled in the United Kingdom. The gross presentation of the receivable and offsetting payable reflects the legal relationship between the underlying investor and the Company.

Fair Value Measurements

3 Months Ended

Mar. 31, 2011

Fair Value Measurements

Fair Value Measurements

11. Fair Value Measurements

The Company determines the fair value of certain investment securities and other financial and nonfinancial assets and liabilities. Fair value is determined based on the price that would be received for an asset or paid to transfer a liability in the most advantageous market, utilizing a hierarchy of three different valuation techniques:

Level 1—Unadjusted quoted market prices for identical instruments in active markets;

Level 2—Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs, or significant value drivers, are observable; and

Level 3—Prices reflecting the Company's own assumptions concerning unobservable inputs to the valuation model. These inputs require significant management judgment and reflect the Company's estimation of assumptions that market participants would use in pricing the asset or liability.

The following table summarizes the Company's assets and liabilities that are measured at fair value on a recurring basis:

					Fair Value Measurements

			December 31, 2010		Fair Value Measurements
			December 31, 2010		Level 1		Level 2		Level 3
Financial Assets
	Cash equivalents		$	36.0	$	36.0	$	—	$	—
	Partnership investments⁽¹⁾			124.5		16.9		21.8		85.8
	Investments in marketable securities⁽²⁾
		Trading securities		15.4		15.2		0.2		—
		Available for sale securities		100.6		99.2		1.4		—
	Interest rate derivatives			5.9		—		5.9		—
Financial Liabilities
	Contingent payment obligations⁽³⁾		$	84.0	$	—	$	—	$	84.0
	Obligations to related parties			79.6		—		—		79.6

			March 31, 2011		Level 1		Level 2		Level 3

Financial Assets
	Cash equivalents		$	14.6	$	14.6	$	—	$	—
	Partnership investments⁽¹⁾			152.8		27.9		31.3		93.6
	Investments in marketable securities⁽²⁾
		Trading securities		16.0		16.0		—		—
		Available for sale securities		94.3		94.3		—		—
	Interest rate derivatives			3.0		—		3.0		—
Financial Liabilities
	Contingent payment obligations⁽³⁾		$	89.4	$	—	$	—	$	89.4
	Obligations to related parties			67.9		—		—		67.9

(1): Partnerships investments are reported within "Prepaid expenses and other current assets" and "Other assets" on the Consolidated Balance Sheets.
(2): Principally investments in equity securities.
(3): Contingent payment obligations are reported in "Other long-term liabilities."

The following is a description of the significant assets and liabilities measured at fair value and the fair value methodologies used.

Cash equivalents consist primarily of highly liquid investments in money market funds. Cash investments in actively traded money market funds are classified as Level 1.

Partnership investments consist of investments in funds advised by Affiliates and are valued using net asset value ("NAV"). Investments in actively traded funds that calculate daily NAVs are classified as Level 1. Investments in non-public funds that hold investments with observable market prices are classified as Level 2. Investments in funds that hold illiquid securities or that are subject to redemption restrictions are classified as Level 3. The fair value of Level 3 assets was determined using NAV one quarter in arrears (adjusted for current period calls and distributions).

Investments in marketable securities consist primarily of investments in funds advised by Affiliates which are valued using NAV and in publicly traded securities. Investments in actively traded funds that calculate daily NAVs and actively traded public securities are classified as Level 1. Investments in non-public funds that hold investments with observable market prices are classified as Level 2.

Interest rate derivatives include Treasury rate lock contracts and interest rate swaps at December 31, 2010 and only interest rate swaps at March 31, 2011. The fair value of these assets was determined by model-derived valuations in which all significant inputs were observable in active markets.

Contingent payment obligations represents the present value of the expected future settlement of contingent payment arrangements related to the Company's business combinations. The fair value of these obligations is determined using an income approach with assumptions made about future cash flows and discount rates.

Obligations to related parties include agreements to repurchase Affiliate equity and liabilities offsetting certain investments which are held by the Company but economically attributable to a related party. The fair value of the agreements to repurchase Affiliate equity is determined using an income approach with assumptions made about future cash flows and discount rates. The liability to a related party is measured based upon certain investments held by the Company, the fair value of which is determined using NAV.

The following table presents the changes in Level 3 assets and liabilities for the three months ended March 31, 2010 and 2011:

	Level 3 Financial Assets and Financial Liabilities at Fair Value

Three Months Ended March 31, 2010	Balance, beginning of period		Net realized gains/losses			Net unrealized gains/losses relating to instruments still held at the reporting date			Purchases and issuances		Settlements and reductions			Net transfers in and/or out of Level 3			Balance, end of period
Partnership investments	$	4.0	$	—	⁽¹⁾	$	—	⁽¹⁾	$	—	$	—		$	(3.7	)	$	0.3
Contingent payment obligations		27.1		—	⁽²⁾		—	⁽²⁾		49.1		(27.1	)		—			49.1
Obligations to related parties		78.7		(0.2	)⁽³⁾		—	⁽³⁾		15.3		(78.5	)		—			15.3

	Level 3 Financial Assets and Financial Liabilities at Fair Value

Three Months Ended March 31, 2011	Balance, beginning of period		Net realized gains/losses			Net unrealized gains/losses relating to instruments still held at the reporting date			Purchases and issuances		Settlements and reductions			Net transfers in and/or out of Level 3		Balance, end of period
Partnership investments	$	85.8	$	1.1	⁽¹⁾	$	5.6	⁽¹⁾	$	2.8	$	(1.7	)	$	—	$	93.6
Contingent payment obligations		84.0		—	⁽²⁾		5.4	⁽²⁾		—		—			—		89.4
Obligations to related parties		79.6		0.3	⁽³⁾		2.5	⁽³⁾		9.6		(24.1	)		—		67.9

(1): Recorded in "Investment and other income" and "Investment (income) loss from investments in partnerships."
(2): Recorded in "Imputed interest expense" and "Other comprehensive income."
(3): Recorded in "Interest expense" and "Investment and other income."

During the three months ended March 31, 2010, financial assets valued at $3.7 million transferred from Level 3 to Level 2. No such transfers occurred during the three months ended March 31, 2011. In addition, there were no significant transfers of financial assets or liabilities between Level 2 and Level 1 in either period.

As a practical expedient, the Company relies on the NAV of certain investments as their fair value. The NAVs that have been provided by the investees have been derived from the fair values of the underlying investments as of the measurement dates. The following table summarizes, as of December 31, 2010 and March 31, 2011, the nature of these investments and any related liquidation restrictions or other factors which may impact the ultimate value realized:

	December 31, 2010				March 31, 2011

Category of Investment	Fair Value		Unfunded Commitments		Fair Value		Unfunded Commitments
Private equity fund-of-funds⁽¹⁾	$	85.7	$	89.2	$	93.6	$	98.6
Other funds⁽²⁾		55.2		—		64.0		—

	$	140.9	$	89.2	$	157.6	$	98.6

(1): These funds primarily invest in a broad range of private equity funds, as well as making direct investments. Distributions will be received as the underlying assets are liquidated over the life of the funds, generally 15 years.

(2): These are multi-disciplinary funds that invest across various asset classes and strategies including long/short equity, credit and real estate. Investments are generally redeemable on a daily or quarterly basis.

There are no current plans to sell any of these investments.

The carrying amount of the Company's cash, cash equivalents and short-term investments approximates fair value because of the short-term nature of these instruments. The carrying value of notes receivable approximates fair value because interest rates and other terms of the notes are at market rates. The carrying value of notes payable approximates fair value principally because of the short-term nature of the notes. The carrying value of senior bank debt approximates fair value because the debt is a credit facility with variable interest based on selected short-term rates. The fair market value of the 2008 senior convertible notes and the junior convertible trust preferred securities at March 31, 2011 was $542.8 million and $664.0 million, respectively.

Variable Interest Entities

3 Months Ended

Mar. 31, 2011

Variable Interest Entities

Variable Interest Entities

12. Variable Interest Entities

Sponsored Investment Funds

The Company's Affiliates act as the investment manager for certain investment funds that are considered variable interest entities ("VIEs"). In addition to an Affiliate's involvement as the investment manager, Affiliates may also hold investments in these products. Affiliates are not the primary beneficiary of these VIEs as their involvement is limited to that of a service provider and their investment, if any, represents an insignificant interest in the fund's assets under management. As a result, the Company's variable interests will not absorb the majority of the variability of the entity's net assets and therefore the Company has not consolidated these entities.

Trust Preferred Vehicles

The Company established wholly-owned trusts in connection with the 2006 and 2007 issuances of junior convertible trust preferred securities. These entities are considered VIEs and the Company is not the primary beneficiary, therefore these entities are not consolidated in the Company's financial statements.

The net assets and liabilities of these unconsolidated VIEs and the Company's maximum risk of loss related thereto are as follows:

	December 31, 2010				March 31, 2011

	Unconsolidated VIE Net Assets		Carrying Value and Maximum Exposure to Loss		Unconsolidated VIE Net Assets		Carrying Value and Maximum Exposure to Loss
Sponsored investment funds	$	3,350.7	$	0.9	$	3,524.6	$	0.8
Trust preferred vehicles		9.0		9.0		9.0		9.0

Related Party Transactions

3 Months Ended

Mar. 31, 2011

Related Party Transactions

Related Party Transactions

13. Related Party Transactions

The Company periodically records amounts receivable and payable to Affiliate partners in connection with the transfer of Affiliate equity interests. The Company also has liabilities to related parties for deferred purchase price and contingent payment obligations in connection with certain business combinations.

The total receivable as of December 31, 2010 was $42.9 million, which is included in "Other assets." The total receivable as of March 31, 2011 was $57.0 million, of which $14.3 million is included in "Prepaid expenses and other current assets" and $42.7 million is included in "Other assets." The total payable as of December 31, 2010 was $183.0 million, of which $114.8 million is included in "Payables to related party" and $68.2 million is included in "Other long-term liabilities." The total payable as of March 31, 2011 was $147.6 million, of which $80.5 million is included in "Payables to related party" and $67.1 million is included in "Other long-term liabilities."

In certain cases, Affiliate management owners and Company officers may serve as trustees or directors of certain mutual funds from which the Affiliate earns advisory fee revenue.

Stock Option and Incentive Plans

3 Months Ended

Mar. 31, 2011

Stock Option and Incentive Plans

Stock Option and Incentive Plans

14. Stock Option and Incentive Plans

The following summarizes the transactions of the Company's stock option and incentive plans for the three months ended March 31, 2011:

				Weighted Average Exercise Price

Unexercised options outstanding—January 1, 2011		5.1		$	62.34
	Options granted	—			—
	Options exercised	(0.3	)		48.03
	Options forfeited	—			—

Unexercised options outstanding—March 31, 2011		4.8			63.27	4.9

Exercisable at March 31, 2011		2.4			58.49	4.0

The Company's Net Income (controlling interest) for the three months ended March 31, 2011 includes compensation expense of $3.8 million (net of income tax benefits of $2.3 million related to the Company's Stock Option and Incentive, Long-Term Executive Incentive, Long-Term Equity Incentive and Deferred Compensation Plans). As of March 31, 2011, the Company expects to recognize compensation expense related to these share-based compensation arrangements of $69.7 million over a weighted average period of approximately three years (assuming no forfeitures). As of March 31, 2011, no outstanding options have expiration dates prior to the end of 2011.

Derivative Financial Instruments

3 Months Ended

Mar. 31, 2011

Derivative Financial Instruments

Derivative Financial Instruments

15. Derivative Financial Instruments

The Company periodically uses derivative contracts to manage interest rate exposure associated with its variable interest rate debt.

In 2010, the Company entered into interest rate swap agreements as summarized in the table below:

	Notional Amount				Receiving	Start Date	Expiration Date

Counterparty A	$	25.0	1.67	%	3-Month LIBOR	October 2010	October 2015
Counterparty A	$	25.0	1.65	%	3-Month LIBOR	October 2010	October 2015
Counterparty B	$	25.0	1.59	%	3-Month LIBOR	October 2010	October 2015
Counterparty B	$	25.0	2.14	%	3-Month LIBOR	October 2010	October 2017

In November of 2010, the Company entered into a series of treasury rate lock contracts with a total notional value of $100.0 million which were settled in February 2011 for a net pre-tax gain of $4.0 million (each contract was designated and qualified as a cash flow hedge). These contracts were intended to hedge the risks associated with changes in interest rates on a fixed-rate debt issuance that is anticipated to occur prior to June 2012. The gain on these contracts is reflected as a component of other comprehensive income and will be recognized as a deduction to interest expense over the life of the expected fixed rate debt issuance, or recorded as other income in the event the Company determines that it is not probable it will issue fixed rate debt prior to the third quarter of 2012.

Certain of the Company's derivative contracts contain provisions that may require the Company or the counterparties to post collateral based upon the current fair value of the derivative contracts. As of March 31, 2011, the Company was not required to post collateral.

The Company records all derivative instruments on the balance sheet at fair value. As cash flow hedges, the effective portion of the unrealized gain or loss on the derivative instruments is recorded in accumulated other comprehensive income as a separate component of stockholders' equity. Hedge effectiveness is measured by comparing the present value of the cumulative change in the expected future variable cash flows of the hedged contract with the present value of the cumulative change in the expected future variable cash flows of the hedged item. To the extent that the critical terms of the hedged item and the derivative are not identical, hedge ineffectiveness would be reported in earnings as interest expense. Hedge ineffectiveness was not material in any periods presented. As of March 31, 2011, the unrealized gain (before taxes) on the derivative instruments was $3.0 million. The Company does not expect to reclassify any material portion of the unrealized gain into earnings in the next twelve months.

The following summarizes the location and amount of derivative instrument gains and losses (before taxes) reported in the Consolidated Statements of Income:

	Amount of Gain Recognized in Other Comprehensive Income

	For the Three Months Ended March 31,
	2010		2011
Cash Flow Hedges
Interest rate swaps	$	—	$	0.6
Treasury rate locks		—		0.5

Total	$	—	$	1.1

The following summarizes the location and fair values of derivative instruments on the Consolidated Balance Sheets:

	December 31, 2010		March 31, 2011

Cash Flow Hedges
Interest rate swaps⁽¹⁾	$	2.5	$	3.0
Treasury rate locks⁽¹⁾		3.4		—

Total	$	5.9	$	3.0

(1): Recorded in "Other assets."

The Company does not hold or issue derivative financial instruments for trading purposes. Interest rate swaps and treasury locks are intended to enable the Company to achieve a level of variable-rate and fixed-rate debt that is acceptable to management and to limit interest rate exposure.

Segment Information

3 Months Ended

Mar. 31, 2011

Segment Information

Segment Information

16. Segment Information

Management has assessed and determined that the Company operates in three business segments representing the Company's three principal distribution channels: Mutual Fund, Institutional and High Net Worth, each of which has different client relationships.

Revenue in the Mutual Fund distribution channel is earned from advisory and sub-advisory relationships with all domestically-registered investment products as well as non-institutional investment products that are registered abroad.

Revenue in the Institutional distribution channel is earned from relationships with foundations and endowments, defined benefit and defined contribution plans and Taft-Hartley plans. Revenue in the High Net Worth distribution channel is earned from relationships with high net worth individuals, family trusts and managed account programs.

Revenue earned from client relationships managed by Affiliates accounted for under the equity method is not consolidated with the Company's reported revenue but instead is included (net of operating expenses, including amortization) in "Income from equity method investments," and reported in the distribution channel in which the Affiliate operates. Income tax attributable to the profits of the Company's equity-method Affiliates is reported within the Company's consolidated income tax provision.

In firms with revenue sharing arrangements, a certain percentage of revenue is allocated for use by management of an Affiliate in paying operating expenses of that Affiliate, including salaries and bonuses, and is called an "Operating Allocation." In reporting segment operating expenses, Affiliate expenses are allocated to a particular segment on a pro rata basis with respect to the revenue generated by that Affiliate in such segment. Generally, as revenue increases, additional compensation is typically paid to Affiliate management partners from the Operating Allocation. As a result, the contractual expense allocation pursuant to a revenue sharing arrangement may result in the characterization of any growth in profit margin beyond the Company's Owners' Allocation as an operating expense. All other operating expenses (excluding intangible amortization) and interest expense have been allocated to segments based on the proportion of cash flow distributions reported by Affiliates in each segment.

Statements of Income

		For the Three Months Ended March 31, 2010

		Mutual Fund			Institutional			High Net Worth			Total
Revenue		$	97.9		$	121.8		$	31.3		$	251.0
Operating expenses:
	Depreciation and other amortization		2.2			7.4			2.3			11.9
	Other operating expenses		66.7			83.4			20.5			170.6

			68.9			90.8			22.8			182.5

Operating income			29.0			31.0			8.5			68.5

Non-operating (income) and expenses:
	Investment and other income		(0.8	)		(1.3	)		(0.7	)		(2.8	)
	Income from equity method investments		(0.3	)		(7.8	)		(1.0	)		(9.1	)
	Investment income from Affiliate investments in partnerships		(0.1	)		(0.2	)		(3.8	)		(4.1	)
	Interest expense		6.0			11.1			2.7			19.8

			4.8			1.8			(2.8	)		3.8

Income before income taxes			24.2			29.2			11.3			64.7
Income taxes			5.5			5.0			1.4			11.9

Net income			18.7			24.2			9.9			52.8
	Net income (non-controlling interests)		(11.0	)		(16.4	)		(3.9	)		(31.3	)
	Net income (non-controlling interests in partnerships)		(0.1	)		(0.1	)		(3.8	)		(4.0	)

Net Income (controlling interest)		$	7.6		$	7.7		$	2.2		$	17.5

		For the Three Months Ended March 31, 2011

		Mutual Fund			Institutional			High Net Worth			Total
Revenue		$	184.2		$	207.0		$	35.1		$	426.3
Operating expenses:
	Depreciation and other amortization		4.1			19.7			2.1			25.9
	Other operating expenses		126.4			127.0			22.1			275.5

			130.5			146.7			24.2			301.4

Operating income			53.7			60.3			10.9			124.9

Non-operating (income) and expenses:
	Investment and other income		(2.3	)		(5.0	)		(1.4	)		(8.7	)
	Income from equity method investments		(1.4	)		(7.7	)		(1.1	)		(10.2	)
	Investment income from Affiliate investments in partnerships		—			—			—			—
	Interest expense		10.8			14.6			2.3			27.7

			7.1			1.9			(0.2	)		8.8

Income before income taxes			46.6			58.4			11.1			116.1
Income taxes			11.7			12.8			2.2			26.7

Net income			34.9			45.6			8.9			89.4
	Net income (non-controlling interests)		(18.3	)		(27.2	)		(4.8	)		(50.3	)
	Net income (non-controlling interests in partnerships)		—			—			—			—

Net Income (controlling interest)		$	16.6		$	18.4		$	4.1		$	39.1

Balance Sheet Information
Total assets as of December 31, 2010		$	1,847.9		$	3,009.3		$	434.0		$	5,291.2
Total assets as of March 31, 2011			1,955.2			2,872.7			431.4			5,259.3

Goodwill and Acquired Client Relationships

3 Months Ended

Mar. 31, 2011

Goodwill and Acquired Client Relationships

Goodwill and Acquired Client Relationships

17. Goodwill and Acquired Client Relationships

The following table presents the change in goodwill during the three months ended March 31, 2011:

	Mutual Fund		Institutional		High Net Worth		Total

Balance, as of December 31, 2010	$	785.9	$	1,083.7	$	261.6	$	2,131.2
Goodwill acquired		1.9		0.1		—		2.0
Foreign currency translation		2.4		4.5		2.5		9.4

Balance, as of March 31, 2011	$	790.2	$	1,088.3	$	264.1	$	2,142.6

The following table reflects the components of intangible assets of the Company's Affiliates that are consolidated as of December 31, 2010 and March 31, 2011:

		December 31, 2010				March 31, 2011

		Carrying Amount		Accumulated Amortization		Carrying Amount		Accumulated Amortization
Amortized intangible assets:
	Acquired client relationships	$	974.8	$	228.6	$	976.5	$	250.7
Non-amortized intangible assets:
	Acquired client relationships-mutual fund management contracts		678.0		—		683.8		—
	Goodwill		2,131.2		—		2,142.6		—

For the Company's Affiliates that are consolidated, definite-lived acquired client relationships are amortized over their expected useful lives. As of March 31, 2011, these relationships were being amortized over a weighted average life of approximately 10 years. The Company estimates that its consolidated annual amortization expense will be approximately $88.5 million for the next five years, assuming no additional investments in new or existing Affiliates.

The definite-lived acquired client relationships attributable to the Company's equity method investments are amortized over their expected useful lives. As of March 31, 2011, these relationships were being amortized over approximately seven years. Amortization expense for these relationships was $8.4 million for the three months ended March 31, 2011. Assuming no additional investments in new or existing Affiliates, the Company estimates the annual amortization expense attributable to its current equity-method Affiliates for the next five years as follows:

Year Ending December 31,	Estimated Amortization Expense

2011	$	32.9
2012		32.8
2013		32.8
2014		11.3
2015		4.1

Affiliate Equity

3 Months Ended

Mar. 31, 2011

Affiliate Equity

Affiliate Equity

18. Affiliate Equity

Many of the Company's operating agreements provide the Company a conditional right to call and Affiliate partners the conditional right to put their retained equity interests at certain intervals. The purchase price of these conditional purchases are generally calculated based upon a multiple of the Affiliate's cash flow distributions, which is intended to represent fair value. Affiliate management partners are also permitted to sell their equity interests to other individuals or entities in certain cases, subject to the Company's approval or other restrictions. The Company may pay for Affiliate equity purchases in cash, shares of its common stock or other forms of consideration and can consent to the transfer of these interests to other individuals or entities.

The current redemption value of these interests has been presented as "Redeemable non-controlling interests" on the Company's Consolidated Balance Sheets. Changes in the current redemption value are recorded to Additional paid-in capital. The following table presents the changes in Redeemable non-controlling interests during the period:


Balance as of January 1, 2011	$	406.3
Issuance of Redeemable non-controlling interest		48.5
Repurchase of Redeemable non-controlling interest		(7.0	)
Changes in redemption value		83.4

Balance as of March 31, 2011	$	531.2

During the three months ended March 31, 2010 and 2011, the Company acquired interests from and transferred interests to Affiliate management partners. The following schedule discloses the effect of changes in the Company's ownership interest in its Affiliates on the controlling interest's equity:

		For the Three Months Ended March 31,

		2010			2011
Net Income (controlling interest)		$	17.5		$	39.1
	Increase (decrease) in controlling interest paid-in capital from purchases and sales of Affiliate equity		(16.4	)		3.8

	Change from Net Income (controlling interest) and net transfers with non-controlling interests	$	1.1		$	42.9

Comprehensive Income

3 Months Ended

Mar. 31, 2011

Comprehensive Income

Comprehensive Income

19. Comprehensive Income

A summary of comprehensive income, net of applicable taxes, is as follows:

	For the Three Months Ended March 31,

	2010			2011
Net income	$	52.8		$	89.4
Foreign currency translation adjustment		12.1			14.2
Change in net unrealized gain on derivative securities		—			0.7
Change in net unrealized gain on investment securities		13.3			(3.5	)

Comprehensive income		78.2			100.8
Comprehensive income (non-controlling interests)		(35.3	)		(50.3	)

Comprehensive income (controlling interest)	$	42.9		$	50.5

The components of accumulated other comprehensive income, net of applicable taxes, are as follows:

	December 31, 2010		March 31, 2011

Foreign currency translation adjustments	$	67.9	$	82.1
Unrealized gain on derivative securities		3.7		4.4
Unrealized gain on investment securities		28.9		25.4

Accumulated other comprehensive income	$	100.5	$	111.9

Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2011	May 05, 2011
Document and Entity Information
Entity Registrant Name	AFFILIATED MANAGERS GROUP INC
Entity Central Index Key	0001004434
Document Type	10-Q
Document Period End Date	Mar. 31, 2011
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		52,053,190
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q1