<PAGE>54
                                                                  Exhibit 99.2

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 11-K

(Mark One)
(X)   ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934

For the fiscal year ended December 31, 2002
                          ------------------------

                                       OR
( )   TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934

For the transition period from ______________ to ______________________

Commission file number  2-28286, as exhibit 28.2
                       -------------------------------------------------------

A.    Full title of the plan and the address of the plan, if different from
that of the issuer named below:
      THE BNA 401(k) PLAN

B.    Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office:

            The Bureau of National Affairs, Inc.
            1231 25th Street, N. W.
            Washington, D. C.  20037

      Index to form 11-K:

      Financial Statements -
      Report of Independent Auditors                                  57
      Statements of Net Assets Available for Benefits
        Years Ended December 31, 2002 and 2001                        58
      Statements of Changes in Net Assets Available for Benefits -
        Years Ended December 31, 2002, 2001, and 2000                 59
      Notes to Financial Statements - December 31,
        2002, 2001, and 2000                                          60
      Schedule of Assets (Held at Year End)                           63


<PAGE>55
                                    SIGNATURE


            Pursuant to the requirements of the Securities Exchange Act of 1934,
            the BNA 401(k) Plan Administrative Committee has duly caused this
            annual report to be signed by the undersigned thereunto duly
            authorized.

            THE BNA 401(k) PLAN


            Date  March 20, 2003
                  ---------------------------


            By    s/Gilbert S. Lavine
                  ----------------------------------------
                  Gilbert S. Lavine
                  Chairman of the Administrative Committee





<PAGE>56
                               THE BNA 401(k) PLAN

                              Financial Statements

                           December 31, 2002 and 2001

                   (With Independent Auditors' Report Thereon)





<PAGE>57


                          Independent Auditors' Report


The Administrative Committee of
The BNA 401K Plan

We have audited the accompanying statements of net assets available for benefits
of The BNA 401K Plan  (the  Plan) as of  December  31,  2002 and  2001,  and the
related  statements of changes in net assets  available for benefits for each of
the years in the three-year period ended December 31, 2002, and the supplemental
schedule of assets held for investment  purposes as of December 31, 2002.  These
financial  statements and supplemental  schedule are the  responsibility  of the
Plan's  management.  Our  responsibility  is to  express  an  opinion  on  these
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,  net assets  available  for  benefits of the Plan as of
December 31, 2002 and 2001, and the changes in net assets available for benefits
for each of the  years in the  three-year  period  ended  December  31,  2002 in
conformity with accounting principles generally accepted in the United States of
America.

Our  audits  were  made for the  purpose  of  forming  an  opinion  on the basic
financial statements taken as a whole. The supplemental  schedule of assets held
for investment  purposes is presented for the purpose of additional analysis and
is not a required part of the basic  financial  statements but is  supplementary
information  required by the  Department  of Labor's Rules and  Regulations  for
Reporting and Disclosure  under the Employee  Retirement  Income Security Act of
1974. The  supplemental  schedule has been subjected to the auditing  procedures
applied in the audit of the basic financial  statements and, in our opinion,  is
fairly  stated in all  material  respects  in  relation  to the basic  financial
statements taken as a whole.



                              s\ KPMG LLP
                              -----------
                              KPMG LLP




Washington, D.C.
January 31, 2003
<PAGE>58



                               THE BNA 401(k) PLAN

                 STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

                           DECEMBER 31, 2002 AND 2001


                                               2002             2001
                                         --------------    -------------

  Cash                                    $     17,774     $     15,357

  Investments, at fair value (Note 2):
       BNA Common Stock                     85,110,585       76,700,111
       Mutual Funds                          9,111,134        8,496,877
       Investment trust                      2,741,284        1,432,597
       Participant notes receivable            655,245          596,740
                                          -------------    -------------
         Total investments                  97,618,248       87,226,325
                                          -------------    -------------
      Net assets available for benefits   $ 97,636,022     $ 87,241,682
                                          =============    =============


                 See accompanying notes to financial statements.
<PAGE>59
                               THE BNA 401(k) PLAN

           STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

                  YEARS ENDED DECEMBER 31, 2002, 2001, AND 2000



                                              2002         2001         2000
                                         -------------- ----------- ------------
Additions to net assets attributed to:
Investment income:
  Dividends                              $ 2,607,522  $ 2,550,521  $ 2,368,573
  Interest from participant loans             48,358       56,583       42,494

  Net appreciation in fair
    value of BNA Common Stock (Note 2)     5,957,875    7,039,817    8,080,815
                                         ------------ ------------ ------------
                                           8,613,755    9,646,921   10,491,882

Contributions by participants (Note 1):
  Salary Deductions                        6,461,279    6,090,336    5,751,202
  Rollovers                                  592,555      488,247      406,482
                                         ------------ ------------ ------------
 Total additions                          15,667,589   16,225,504   16,649,566
                                         ------------ ------------ ------------

Deductions from net assets attributed to:
Distributions to participants (Note 1)     3,958,721    4,536,418    4,110,764
Net depreciation in fair value of
 mutual funds (Note 2)                     1,306,333      594,494      517,706
Administrative costs (Note 3)                  8,195        2,079        4,648
                                         ------------ ------------ ------------
 Total deductions                          5,273,249    5,132,991    4,633,118
                                         ------------ ------------ ------------
   Net increase                           10,394,340   11,092,513   12,016,448

Net assets available for benefits:
   Beginning of year                      87,241,682   76,149,169   64,132,721
                                         ------------ ------------ ------------
   End of year                           $97,636,022  $87,241,682  $76,149,169
                                         ============ ============ ============


                 See accompanying notes to financial statements.
<PAGE>60


                               THE BNA 401(k) PLAN

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 2002, 2001 AND 2000



(1)   SUMMARY DESCRIPTION OF PLAN

      The following description of the BNA 401(k) Plan (the "Plan") provides
      only general information. Participants should refer to the Plan agreement
      for a more complete description of the Plan's provisions.

      The Plan is a contributory benefit plan sponsored by The Bureau of
      National Affairs, Inc. (the "Company"), for the benefit of employees of
      the Company and certain of its subsidiaries. The Plan was established in
      1982 with an effective date of January 1, 1983, and is subject to the
      provisions of the Employee Retirement Income Security Act of 1974
      ("ERISA"). The Plan is designed to provide benefits to participants or
      their beneficiaries, and encourages savings through investments in the
      Company's common stock and various other investment options.

      Full-time and part-time employees are eligible to participate in the Plan
      upon completion of thirty days service. To participate, eligible employees
      authorize the Company to contribute on their behalf, a salary reduction
      amount, subject to certain ceiling limitations provided in the Plan, by
      tax laws, and by ERISA. Contributions may begin at the next quarterly
      entry date following the thirty-day service period. The Plan also accepts
      certain rollover contributions.

      Two trusts have been established by the Plan, one (the BNA Stock Trust)
      for holding Company stock, and one (the Mutual Fund Trust) for holding all
      other investments. The trusts maintain separate accounts for each
      participant in the Plan. These accounts are credited with the
      participants' contributions and Plan earnings, and may be charged with
      certain administrative expenses. Participants' accounts are fully vested.
      Distributions can be made in the event of retirement, death, qualifying
      hardships, or other severance of service. If, upon terminating employment,
      a participant's account value exceeds $5,000, the participant may opt to
      delay distribution until reaching age 65.

      An administrative committee appointed by the Company's Board of Directors
      acts as administrator of the Plan. An officer of the Company serves as the
      Trustee of the BNA stock trust. Charles Schwab Trust Company is the
      trustee of the Mutual Fund trust.

      The Plan maintains its records and prepares its financial statements on
      the accrual basis of accounting. The preparation of financial statements
      requires the use of estimates in accordance with accounting principles
      generally accepted in the United States of America. Actual results could
      differ from those estimates.


(2)   INVESTMENTS

      Upon enrollment in the Plan, a participant may direct contributions to any
      of ten investment options. Participants may change their investment
      options as desired. Investment options include the shares of the Company's
      common stock, a stable value fund, and eight mutual funds of registered
      investment companies that invest in various asset mixes of common stocks,
      debt securities, and/or money market securities.

                                                                  (Continued)
<PAGE>61

                               THE BNA 401(k) PLAN

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 2002, 2001 AND 2000


      Mutual funds (shares of registered investment companies) are stated at
      fair value and purchases and sales of investments are recorded on a
      trade-date basis. Shares of the investment trust are valued at quoted
      market prices which represent the net asset value of shares held by the
      Plan at year-end. Participant notes receivable are valued at cost which
      approximates fair value. The fair value of the Company's common stock is
      valued by the Company's Board of Directors semiannually for the Stock
      Purchase and Transfer Plan (SPTP). The Plan values its investments in the
      Company's stock at the price used for SPTP market trades. BNA Class A
      Common Stock amounted to $72,501,387 and $66,982,822 at December 31, 2002
      and 2001, respectively. BNA Class B Common Stock amounted to $12,553,233
      and $9,665,321 at December 31, 2002 and 2001, respectively. No other
      investment exceeded five percent of net assets available for Plan benefits
      as of December 31, 2002 and 2001.

      Ownership and  transferability  of Class A, Class B, and Class C stock are
      substantially  restricted to current and former employees by provisions of
      the Company's  certificate  of  incorporation  and bylaws.  Ownership of
      Class A stock, which is voting, is restricted to active employees. Class B
      stock  and Class C stock are  nonvoting. No class of stock has  preference
      over another upon  declaration of dividends or liquidation.  The Trust may
      convert Class A Common Stock for cash, or exchange it for Class B or Class
      C Common  Stock,   if  necessary  to  comply  with  the  above   ownership
      restrictions.

      Participants may borrow from their fund accounts a minimum of $1,000 up to
      a maximum of $50,000. Loan terms range from one to five years. The loans
      are secured by the balance in the participant's account and bear interest
      at the Prime rate plus one percent, as determined at the loan's inception.
      At December 31, 2002 interest rates on loans ranged from 5.25% to 10.5%.
      Principal and interest is paid through regular payroll deductions. Loans
      and loan repayments are treated as Plan asset transfers, not as
      distributions and contributions.

(3)   ADMINISTRATIVE COSTS

      The Company pays certain administrative costs on behalf of the Plan. Such
      costs, which are made up of custodian and administrator fees, are not
      reflected in the accompanying financial statements. The Plan pays
      administrative costs related to any non-routine adjustments or
      transactions.


                                                                  (Continued)

<PAGE>62


                               THE BNA 401(k) PLAN

                          NOTES TO FINANCIAL STATEMENTS

                  YEARS ENDED DECEMBER 31, 2002, 2001 AND 2000


(4)   INCOME TAXES

      The Plan received its latest favorable determination letter from the
      Internal Revenue Service, dated September 9, 2002. The letter indicates
      that the Plan, as designed, is qualified under the applicable requirements
      of the Internal Revenue Code. Subsequent to the filing of the Plan for
      review, additional amendments were made to the Plan. The Plan Sponsor
      believes that the Plan as amended is currently designed and is being
      operated in compliance with the Internal Revenue Code, and that therefore,
      the Plan qualifies as tax-exempt as of December 31, 2002. Therefore, no
      provision for income taxes is included in the Plan's financial statements.



<PAGE>63
                               THE BNA 401(k) PLAN

                      Schedule of Assets (Held at Year End)
                                December 31, 2002

  $ or                                                             Fair
 Shares    Quantity     Identity and description of investment     Value
-------   ----------   ---------------------------------------  ------------
                       Cash and Cash Equivalents

   $         17,774    Cash                                     $    17,774
                                                                ------------

                       BNA Common Stock
                       ----------------
*Shares   6,904,894    Class A                                   72,501,387
*Shares   1,195,546    Class B                                   12,553,233
*Shares       5,330    Class C                                       55,965
          ---------                                             ------------
*Shares   8,105,770      Total BNA Common Stock                  85,110,585
         ----------                                             ------------

                       Mutual Funds
                       ---------------
Shares      33,190     Artisan Mid Cap Fund Shares                  649,189
Shares     184,332     PIMCO Total Return Fund                    1,966,828
*Shares     50,934     Schwab Market Manager International          451,784
Shares      41,221     T Rowe Price Personal Strategy-Balanced      559,365
Shares      54,934     T Rowe Price Personal Strategy-Growth        831,154
Shares      20,744     T Rowe Price Personal Strategy-Income        248,926
Shares      51,038     Torray Fund                                1,645,477
Shares      33,992     Vanguard Index Trust 500 Portfolio         2,758,411
                                                                ------------
                         Total Mutual Funds                       9,111,134
                                                                ------------

                       Investment Trust
                       ----------------
*Shares    192,825     Charles Schwab Stable Value Fund           2,741,284
                                                                ------------

                       Loans
                       -------
                       Participant Notes Receivable
* $        655,245     (Interest rates ranging from
                         5.25% to 10.5%)                            655,245
                                                                ------------
                       Total Investments                        $97,618,248
                                                                ============


* Party-in-Interest to the Plan