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National Financial Partners Announces Third Quarter 2009 Net Income per Diluted Share of $0.24; Cash Earnings per Diluted Share of $0.58, Excluding Unusual Item

November 3, 2009

Credit Facility Balance Reduced to $65 Million as of October 31, 2009

NEW YORK, Nov. 3 /PRNewswire-FirstCall/ -- National Financial Partners Corp. (NYSE: NFP), a leading independent distributor of benefits, insurance and investment advisory services, today reported financial results for the third quarter ended September 30, 2009.

                                3Q      3Q      %      YTD     YTD      %
      Financial Highlights*    2009    2008   Change   2009    2008   Change
      ---------------------    ----    ----   ------   ----    ----   ------
      (Dollars in millions,
       except per
       share data)

      Revenue                 $229.9  $277.3   -17.1% $671.1  $851.1   -21.1%
      Gross Margin %            19.1%   17.5%           18.1%   17.7%
      Net income (loss)         10.5     3.5   200.0% (495.2)   20.9      NM
      Net income (loss) per
       diluted share            0.24    0.08   200.0% (12.11)   0.51      NM
      Cash earnings             26.4    22.9    15.3%   70.9    72.1    -1.7%
      Cash earnings per
       diluted share           $0.61   $0.56     8.9%  $1.67   $1.75    -4.6%
      Organic revenue
       growth/decline          -16.3%  -14.4%          -19.6%   -5.0%
      Organic gross margin
       growth/decline          -18.4%  -22.6%          -21.1%  -15.0%

    *  This summary includes financial measures not calculated based on
       generally accepted accounting principles.

    NM indicates amount not meaningful.

NFP reported third quarter 2009 net income of $10.5 million, or $0.24 per diluted share, compared with net income of $3.5 million, or $0.08 per diluted share, in the third quarter of 2008. Third quarter 2009 cash earnings was $26.4 million, or $0.61 per diluted share, compared with $22.9 million, or $0.56 per diluted share, in the third quarter of 2008. Excluding the proceeds from the settlement of an NFP-owned key man life insurance policy, cash earnings per diluted share was $0.58 in the third quarter of 2009. Cash earnings per diluted share, excluding proceeds from the settlement of the key man life insurance policy, remained stable primarily as a result of lower expenses. (Cash earnings is a non-GAAP measure, which the Company defines as net income excluding amortization of intangibles, depreciation, the after-tax impact of the impairment of goodwill and intangible assets and the after-tax impact of non-cash interest expense. A full reconciliation of net income to cash earnings is provided in the attached tables.)

Jessica Bibliowicz, chairman, president and chief executive officer, said, "The actions we have taken over the past year to increase cash flow and reduce expenses continue to be effective. From the prior year period, cash flow from operations increased 40% and gross margin percentage improved significantly. The amount outstanding under our credit facility has been reduced by 56% from the beginning of the year to the end of October."

Ms. Bibliowicz continued, "Our operating focus, together with our recent reorganization and the restructuring of firm principal incentive compensation plans, provide a solid foundation for the future."

As of September 30, 2009, the Company had $75.0 million outstanding under its credit facility, a reduction of $40.0 million since June 30, 2009. In October NFP further reduced the amount outstanding under its credit facility by an additional $10.0 million, and the balance now stands at $65.0 million. The third quarter 2009 consolidated leverage ratio (as defined in the amended credit facility) was 2.2x, below the maximum allowable consolidated leverage ratio of 3.0x for the third quarter of 2009. The maximum allowable consolidated leverage ratio will decline to 2.5x in the fourth quarter of 2009 and remain at that level through the expiration of the credit facility in August 2011. During the third quarter of 2009, NFP generated cash flow from operations of $50.4 million, an increase of $14.4 million, or 40.0%, from the prior year period.

Third Quarter Results

Revenue decreased $47.4 million, or 17.1%, to $229.9 million in the third quarter of 2009 from the prior year period. The decrease was driven by an organic revenue decline of $33.9 million, or 16.3%, to $174.3 million. The Company's Austin, Texas-based facility, which includes NFP Insurance Services, Inc. ("NFPISI"), a licensed insurance agency and marketing organization, and NFP Securities, Inc. ("NFPSI"), a registered broker-dealer, experienced a revenue decline of $7.4 million, or 11.0%, to $59.7 million. Also contributing to the quarterly decrease was a $4.8 million reduction in revenue due to the sale of all or a portion of certain firms as well as adjustments for eliminations.

Organic metrics generally encompass firms that were owned by NFP for at least four full quarters at the beginning of the third quarter of 2009. NFP includes dispositions in its organic metrics up until the time of disposition and excludes these firms for all periods after disposition. More detailed definitions and financial information can be found in the Company's quarterly financial supplement, which is available on the Company's Web site at www.nfp.com.

Gross margin before management fees was $78.8 million in the third quarter of 2009, a decrease of $10.9 million, or 12.2%, from the prior year period. As a percentage of revenue, third quarter gross margin before management fees increased to 34.3% from 32.3% in the prior period, despite the revenue decline. Lower commissions and fees expense as a percentage of revenue was partially offset by higher operating expenses as a percentage of revenue. In absolute terms, operating expenses declined 14.0% in the third quarter of 2009 compared with the prior year period largely due to expense reduction initiatives and a $5.3 million decline due to the sale of all or a portion of certain firms.

Management fees as a percentage of gross margin before management fees declined to 44.3% in the third quarter of 2009 from 45.9% a year ago largely due to lower incentive expense. The decline in this percentage also reflected a greater contribution to income before management fees from entities that are not subject to management fees, such as NFPISI and NFPSI. Management fees as a percentage of gross margin before management fees has increased throughout the year as the operating performance of NFP's firms has improved. Gross margin, which includes management fees as a component of cost of services, was $43.9 million in the third quarter of 2009, a decrease of $4.7 million, or 9.7%, from the prior year period. Organic gross margin declined 18.4% in the third quarter of 2009 compared with the corresponding prior year period. As a percentage of revenue, third quarter total gross margin increased to 19.1% from 17.5% in the prior year period.

General and administrative expense decreased $3.6 million, or 21.7%, to $13.0 million in the third quarter of 2009 compared with the prior year period. The decrease was largely the result of previous headcount reductions and management's continued efforts to reduce other expenses.

In the third quarter of 2009, impairment of goodwill and intangible assets was $2.0 million. The Company generally evaluates the value of its intangible assets on a quarterly basis.

The Company recognized a $1.2 million gain on the sale of subsidiaries during the third quarter of 2009. The gain was the result of the sale of seven subsidiaries and certain assets of two additional subsidiaries.

Net interest and other included $1.9 million in proceeds from the settlement of an NFP-owned key man life insurance policy. The Company maintains key man life insurance on certain of its principals for risk management purposes.

The tax rate was 37.5% in the third quarter of 2009, lower than the typical combined federal and state tax rates largely due to the non-taxable nature of key man life insurance proceeds received during the second quarter of 2009 and a tax benefit from dispositions.

Earnings Conference Call & Presentation

The Company will conduct its third quarter 2009 earnings conference call and audio webcast on November 4, 2009, from 8:00 to 9:00 a.m. (ET). The conference call will be available live via telephone and the Internet. To access the call, dial (617) 399-5125 (when prompted, callers should provide the access code "NFP"). The conference call and webcast will be accompanied by a presentation. The presentation will be available for electronic download on NFP's Web site before the conference call and webcast is scheduled to begin. The presentation may also be viewed automatically upon connecting to the webcast. To listen to the conference call over the Internet, visit www.nfp.com/ir. The conference call will be available for replay via telephone and Internet for a period of 90 days. To listen to a replay of the conference call via telephone, dial (888) 286-8010. The access code for the replay is 66138793. To access the replay of the conference call over the Internet, visit the above-mentioned Web site.

Reconciliation of Non-GAAP Measures

The Company analyzes its performance using historical and forward-looking non-GAAP measures called cash earnings and cash earnings per diluted share, gross margin before management fees and percentages or calculations using these measures. The Company believes these non-GAAP measures provide additional meaningful methods of evaluating certain aspects of the Company's operating performance from period to period on a basis that may not be otherwise apparent under GAAP. Cash earnings is defined as net income excluding amortization of intangibles, depreciation, the after-tax impact of the impairment of goodwill and intangible assets and the after-tax impact of non-cash interest expense. A full reconciliation of net income to cash earnings is provided in the attached tables. Cash earnings per diluted share is calculated by dividing cash earnings by the number of weighted average diluted shares outstanding for the period indicated. Cash earnings and cash earnings per diluted share should not be viewed as substitutes for net income and net income per diluted share, respectively. Gross margin before management fees should not be viewed as a substitute for gross margin. A full reconciliation of these non-GAAP measures to their GAAP counterparts is provided in the Company's quarterly financial supplement for the quarter ended September 30, 2009, which is available on the Investor Relations section of the Company's Web site at www.nfp.com.

About National Financial Partners Corp.

NFP is a leading independent financial services distribution company. NFP offers high net worth individuals and companies throughout the United States and in Canada comprehensive solutions across corporate and executive benefits, life insurance and wealth transfer, and investment advisory products and services. NFP and its subsidiaries, including NFP Securities, Inc., provide clients with access to objective advice and a choice of insurance and financial products and services. For more information please visit www.nfp.com.

Forward-Looking Statements

This release contains certain statements relating to future results, which are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, any statement that may project, indicate or imply future results, events, performance or achievements, and may contain the words "anticipate," "expect," "intend," "plan," "believe," "estimate," "may," "project," "will," "continue" and similar expressions of a future or forward-looking nature. Forward-looking statements may include discussions concerning revenue, expenses, earnings, cash flow, impairments, losses, dividends, capital structure, credit facilities, market and industry conditions, premium and commission rates, interest rates, contingencies, the direction or outcome of regulatory investigations and litigation, income taxes and NFP's operations or strategy. These forward-looking statements are based on management's current views with respect to future results, and are subject to risks and uncertainties. Factors that could cause actual results to differ materially from those contemplated by a forward-looking statement include: (1) NFP's ability, through its operating structure, to respond quickly to regulatory, operational or financial situations impacting its firms; (2) the Company's ability to manage its business effectively and profitably through the principals of its firms; (3) the financial impact of NFP's new incentive plans; (4) a recessionary economic environment, resulting in fewer sales of financial products or services, including rising unemployment which could impact group benefits sales based on reduced headcount, the availability of credit in connection with the purchase of such products or services, consumer hesitancy in spending or the insolvencies of or difficulties experienced by insurance companies, financial institutions or the Company's clients; (5) the occurrence of events or circumstances that could be indicators of impairment to goodwill and intangible assets which require the Company to test for impairment, and the impact of any impairments that the Company may take; (6) the impact of the adoption or modification of certain accounting treatments or policies and changes in underlying assumptions relating to such treatments or policies (including with respect to impairments), which may lead to adverse financial results; (7) NFP's success in acquiring and retaining high-quality independent financial services distribution firms and various factors inhibiting the Company's ability to acquire and retain firms; (8) the performance of the Company's firms following acquisition; (9) changes in interest rates or general economic conditions and credit market conditions, including changes that adversely affect NFP's ability to access capital; (10) adverse developments or volatility in the markets in which the Company operates, resulting in fewer sales of financial products and services, including those related to compensation agreements with insurance companies and activities within the life settlements industry; (11) securities and capital markets behavior, including fluctuations in the price of NFP's common stock, recent uncertainty in the U.S. financial markets or the dilutive impact of any capital-raising efforts to finance operations or business strategy; (12) any losses that NFP may take with respect to firm dispositions, firm restructures or otherwise; (13) the continued availability of borrowings and letters of credit under NFP's credit facility; (14) NFP's ability to manage its indebtedness and capital structure; (15) adverse results or other consequences from litigation, arbitration, regulatory investigations or compliance initiatives, including those related to business practices, compensation agreements with insurance companies, policy rescissions or chargebacks, regulatory investigations or activities within the life settlements industry; (16) uncertainty in the financial services, insurance or life settlement industries arising from investigations into certain business practices and subpoenas received from various governmental authorities and related litigation; (17) the impact of legislation or regulations in jurisdictions in which NFP's subsidiaries operate, including the possible adoption of comprehensive and exclusive federal regulation over all interstate insurers and the uncertain impact of proposals for legislation regulating the financial services industry; (18) the reduction of the Company's revenue and earnings due to the elimination or modification of compensation arrangements, including contingent compensation arrangements and the adoption of internal initiatives to enhance compensation transparency, including the transparency of fees paid for life settlements transactions; (19) changes in laws, including the elimination or modification of the federal estate tax, changes in the tax treatment of life insurance products, or changes in regulations affecting the value or use of benefits programs, which may adversely affect the demand for or profitability of the Company's services; (20) uncertainty regarding the impact of proposed healthcare legislation or reform on NFP's subsidiaries that operate in the benefits market; (21) developments in the availability, pricing, design or underwriting of insurance products, revisions in mortality tables by life expectancy underwriters or changes in the Company's relationships with insurance companies; (22) changes in premiums and commission rates or the rates of other fees paid to the Company's firms, including life settlements and registered investment advisory fees; (23) the occurrence of adverse economic conditions or an adverse regulatory climate in New York, Florida or California; (24) the loss of services of key members of senior management; (25) the availability or adequacy of errors and omissions insurance or other types of insurance coverage protection; and (26) the Company's ability to effect smooth succession planning at its firms.

                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                 (Unaudited - in thousands, except per share data)

                                     Three Months Ended    Nine Months Ended
                                       September 30,       September 30,
                                       -------------       -------------
                                        2009      2008       2009      2008
                                        ----      ----       ----      ----
    Revenue:
      Commissions and fees          $229,925  $277,282   $671,104  $851,135

    Cost of services:
      Commissions and fees            63,059    85,216    187,934   275,487
      Operating expenses (1)          88,112   102,384    274,553   306,581
      Management fees                 34,855    41,140     87,316   118,727
                                      ------    ------     ------   -------
    Total cost of services           186,026   228,740    549,803   700,795

                                      ------    ------    -------   -------
    Gross margin                      43,899    48,542    121,301   150,340
                                      ------    ------    -------   -------
    Corporate and other expenses:
      General and administrative      13,044    16,537     37,898    48,900
      Amortization of intangibles      8,975     9,907     27,745    29,323
      Impairment of goodwill and
       intangible assets               2,002     5,198    612,234    10,226
      Depreciation                     3,361     3,497     10,385     9,706
      Gain on sale of subsidiaries    (1,190)     (578)    (1,852)   (7,665)
                                      ------      ----     ------    ------
    Total corporate and other
     expenses                         26,192    34,561    686,410    90,490

                                      ------    ------   --------    ------
    Income (loss) from
     operations                       17,707    13,981   (565,109)   59,850

      Net interest and other (2)        (911)   (3,802)    (2,358)  (11,856)

                                      ------    ------   --------    ------
    Income (loss) before
     income taxes                     16,796    10,179   (567,467)   47,994

      Income tax expense
       (benefit) (2)                   6,256     6,682    (72,230)   27,080

                                     -------    ------  ---------   -------
    Net income (loss) (2)            $10,540    $3,497  $(495,237)  $20,914
                                     =======    ======  =========   =======

    Earnings (loss) per share(2):
      Basic                            $0.25     $0.09    $(12.11)    $0.53
                                       =====     =====    =======     =====
      Diluted                          $0.24     $0.08    $(12.11)    $0.51
                                       =====     =====    =======     =====

    Weighted average shares
     outstanding:
      Basic                           41,604    39,670     40,888    39,493
                                      ======    ======     ======    ======
      Diluted                         43,114    41,187     40,888    41,164
                                      ======    ======     ======    ======

    (1)  Excludes amortization and depreciation shown separately in Corporate
         and other expenses.

    (2)  Prior periods presented have been retrospectively adjusted for the
         adoption of new guidance related to the accounting for convertible
         debt on January 1, 2009.



                       CALCULATION OF GROSS MARGIN
                         (Unaudited-in thousands)

                               Three Months Ended   Nine Months Ended
                                 September 30,       September 30,
                                 -------------       -------------
                                  2009      2008      2009      2008
                                  ----      ----      ----      ----

    Revenue                   $229,925  $277,282  $671,104  $851,135
    Cost of services:
      Commissions and fees      63,059    85,216   187,934   275,487
      Operating expenses (1)    88,112   102,384   274,553   306,581
                                ------   -------   -------   -------
    Gross margin before
     management fees            78,754    89,682   208,617   269,067
    Management fees             34,855    41,140    87,316   118,727
                                ------    ------    ------   -------
    Gross margin               $43,899   $48,542  $121,301  $150,340
                               =======   =======  ========  ========
    Gross margin as a
     percentage of revenue        19.1%     17.5%     18.1%     17.7%
    Gross margin before
     management fees as a
     percentage of revenue        34.3%     32.3%     31.1%     31.6%
    Management fees, as a
     percentage of gross
     margin before management
     fees                         44.3%     45.9%     41.9%     44.1%



                  RECONCILIATION OF NET INCOME TO CASH EARNINGS
                 (Unaudited-in thousands, except per share data)

                                       Three Months Ended   Nine Months Ended
                                           September 30,      September 30,
                                          -------------      -------------
                                           2009     2008       2009     2008
                                           ----     ----       ----     ----
    GAAP net income (loss) (2)          $10,540   $3,497  $(495,237) $20,914
      Amortization of intangibles         8,975    9,907     27,745   29,323
      Depreciation                        3,361    3,497     10,385    9,706
      Impairment of goodwill and
       intangible assets                  2,002    5,198    612,234   10,226
      Tax benefit of impairment of
       goodwill and
        intangible assets                  (427)    (874)   (89,475)  (2,663)
      Non-cash interest, net of
       tax (2)                            1,966    1,644      5,255    4,632
                                          -----    -----      -----    -----
    Cash earnings (3)                   $26,417  $22,869    $70,907  $72,138

    GAAP net income (loss) per
     share -diluted (2)                   $0.24    $0.08    $(12.11)   $0.51
      Amortization of intangibles          0.21     0.24       0.65     0.71
      Depreciation                         0.08     0.08       0.25     0.24
      Impairment of goodwill and
       intangible assets                   0.05     0.13      14.45     0.25
      Tax benefit of impairment of
       goodwill and
        intangible assets                 (0.01)   (0.02)     (2.11)   (0.06)
      Non-cash interest, net of tax (2)    0.05     0.04       0.12     0.11
      Impact of diluted shares on
       cash earnings not
        reflected in GAAP net loss per
         share -diluted (4)                   -        -       0.42        -
                                          -----    -----      -----    -----
    Cash earnings per share -
     diluted (5)                          $0.61    $0.56      $1.67    $1.75

    (1)  Excludes amortization and depreciation shown separately in Corporate
         and other expenses.

    (2)  Prior periods presented have been retrospectively adjusted for the
         adoption of new guidance related to the accounting for convertible
         debt on January 1, 2009.

    (3)  Cash earnings is a non-GAAP measure, which the Company defines as net
         income excluding amortization of intangibles, depreciation, the
         after-tax impact of the impairment of goodwill and intangible assets
         and the after-tax impact of non-cash interest expense.

    (4)  For periods where the Company generated a GAAP net loss, weighted
         average common shares outstanding - diluted was used to calculate
         cash earnings per share - diluted only. To calculate GAAP net loss
         per share, weighted average common shares outstanding - diluted is
         the same as weighted average common shares outstanding - basic due to
         the antidilutive effects of other items caused by a GAAP net loss
         position.

    (5)  The sum of the per-share components of cash earnings per share -
         diluted may not agree to cash earnings per share - diluted, due to
         rounding. Excluding the impact on cash earnings per share - diluted
         of $0.03 from the settlement of an NFP-owned key man life insurance
         policy, cash earnings per share - diluted would be $0.58 for the
         three months ended September 30, 2009.



           CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                            (Unaudited-in thousands)

                                               September 30,  December 31,
                                                        2009          2008
                                                        ----          ----
    ASSETS
    Current assets:
      Cash and cash equivalents                      $60,084       $48,621
      Cash, cash equivalents and securities
       purchased under resale
       agreements in premium trust accounts           75,838        75,109
      Commissions, fees and premiums
       receivable, net                               100,930       140,758
      Due from principals and/or certain
       entities they own                              21,787        16,329
      Notes receivable, net                            7,161         6,496
      Deferred tax assets                              8,322         9,435
      Other current assets                            18,368        19,284
                                                      ------        ------
          Total current assets                       292,490       316,032
    Property and
     equipment, net                                   44,341        51,683
    Deferred tax assets (1)                          110,561        24,889
    Intangibles, net                                 399,265       462,123
    Goodwill, net                                     57,018       635,693
    Notes receivable, net                             32,410        23,683
    Other non-current assets (1)                      29,793        28,018
                                                      ------        ------
          Total assets (1)                          $965,878    $1,542,121
                                                    ========    ==========

    LIABILITIES
    Current liabilities:
      Premiums payable to insurance carriers         $82,583       $73,159
      Borrowings                                      75,000       148,000
      Income taxes payable (1)                             -            11
      Deferred tax liabilities                           239             -
      Due to principals and/or certain
       entities they own                              22,779        38,791
      Accounts payable                                21,381        28,513
      Accrued liabilities                             47,531        54,380
                                                      ------        ------
          Total current liabilities (1)              249,513       342,854
    Deferred tax liabilities (1)                     116,825       119,400
    Convertible senior notes (1)                     201,767       193,475
    Other non-current
     liabilities                                      62,037        62,874
                                                      ------        ------
          Total liabilities (1)                      630,142       718,603
                                                     -------       -------

    STOCKHOLDERS' EQUITY
    Preferred stock at par value                           -             -
    Common stock at par value                          4,410         4,388
    Additional paid-in capital (1)                   874,839       881,458
    Retained (deficit) earnings (1)                 (434,316)       97,178
    Accumulated other comprehensive income               176           (50)
    Treasury stock                                  (109,373)     (159,456)
                                                    --------      --------
          Total stockholders' equity (1)             335,736       823,518
                                                     -------       -------
          Total liabilities and stockholders'
           equity (1)                               $965,878    $1,542,121
                                                    ========    ==========

    (1)  Prior periods presented have been retrospectively adjusted for the
         adoption of new guidance related to the accounting for convertible
         debt on January 1, 2009.



                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Unaudited-in thousands)

                                       Three Months Ended    Nine Months Ended
                                          September 30,       September 30,
                                          -------------       --------------
                                          2009     2008       2009      2008
                                          ----     ----       ----      ----
    Cash flow from operating
     activities
      Net income (loss) (1)            $10,540   $3,497  $(495,237)  $20,914

    Adjustments to reconcile to
     net cash provided by
     operating activities:
      Deferred taxes                     1,106     (391)   (87,000)       23
      Stock-based compensation           2,456    3,290      7,443    10,032
      Impairment of goodwill and
       intangible assets                 2,002    5,198    612,234    10,226
      Amortization of intangibles        8,975    9,907     27,745    29,323
      Depreciation                       3,361    3,497     10,385     9,706
      Accretion of senior
       convertible notes discount (1)    2,783    2,611      8,292     7,778
      Gain on sale of subsidiaries      (1,190)    (578)    (1,852)   (7,665)

    (Increase) decrease in
     operating assets:
      Cash, cash equivalents and
       securities purchased under
       resale agreements in premium
       trust accounts                    3,420    2,623       (729)    4,737
      Commissions, fees and
       premiums receivable, net          3,847    6,328     38,920    44,452
      Due from principals and/or
       certain entities they own         1,615   (9,031)    (3,390)  (17,746)
      Notes receivable, net - current      659       64       (705)     (889)
      Other current assets (1)            (816)   3,098       (396)   (3,346)
      Notes receivable, net -
       non-current                       1,778      796     (2,209)   (7,676)
      Other non-current assets (1)        (700)     328     (1,832)  (13,828)

    Increase (decrease) in
     operating liabilities:
      Premiums payable to insurance
       carriers                          1,457   (3,792)     9,424    (2,917)
      Income taxes payable (1)               -       66        (11)   (1,764)
      Due to principals and/or
       certain entities they own            26    9,250    (22,072)  (33,214)
      Accounts payable                   3,038     (939)    (7,125)  (12,425)
      Accrued liabilities                1,081   (1,728)    (8,475)  (22,282)
      Other non-current
       liabilities (1)                   4,983    1,931       (416)   10,898
                                         -----    -----       ----    ------
    Total adjustments                   39,881   32,528    578,231     3,423
                                        ------   ------    -------     -----
    Net cash provided by
     operating activities               50,421   36,025     82,994    24,337

    Cash flow from investing
     activities:
      Proceeds from disposal of
       subsidiaries                      1,935    1,240     10,997    22,523
      Purchases of property and
       equipment, net                   (1,801)  (5,439)    (4,943)  (30,322)
      Payments for acquired
       firms, net of cash, and
        contingent consideration          (627) (22,989)    (1,606)  (63,782)
                                          ----  -------     ------   -------
    Net cash (used in) provided by
     investing activities                 (493) (27,188)     4,448   (71,581)

    Cash flow from financing
     activities:
      Repayments of borrowings         (40,000) (47,000)   (73,000) (132,000)
      Proceeds from borrowings               -   51,000          -   179,000
      Proceeds from stock-based
       awards, including tax benefit       385      277     (2,719)    3,481
      Shares cancelled to pay
       withholding taxes                   (51)     (22)      (210)     (680)
      Payments for treasury stock
       repurchase                            -   (2,691)         -   (24,612)
      Dividends paid                         -   (8,216)       (50)  (24,683)
                                             -   ------        ---   -------
    Net cash (used in)
     provided by financing
     activities                        (39,666)  (6,652)   (75,979)      506
                                       -------   ------    -------       ---
    Net increase (decrease) in
     cash and cash equivalents          10,262    2,185     11,463   (46,738)
    Cash and cash equivalents,
     beginning of period                49,822   65,259     48,621   114,182
                                        ------   ------     ------   -------
    Cash and cash equivalents,
     end of the period                 $60,084  $67,444    $60,084   $67,444
                                       =======  =======    =======   =======

    Supplemental disclosures of
     cash flow information
      Cash paid for income taxes        $4,332   $7,949    $18,010   $29,968
      Cash paid for interest            $1,975   $2,649     $5,771    $7,568

    (1)  Prior periods presented have been retrospectively adjusted for the
         adoption of new guidance related to the accounting for convertible
         debt on January 1, 2009.

SOURCE National Financial Partners Corp.

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