##### 



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 FORM 10-Q
 
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED:
 June 30, 2006
 - OR -
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934.
 Commission File Number: 000-51003
 
 CALAMOS ASSET MANAGEMENT, INC.
 (Exact Name of Registrant as Specified in its Charter)
 
 Delaware
(State or Other Jurisdiction of
Incorporation or Organization)
    
    32-0122554
(I.R.S. Employer
Identification No.)
 2020 Calamos Court, Naperville, Illinois
(Address of Principal Executive Offices)
    
    60563
(Zip Code)
 (630) 245-7200
 
 þ o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
 o þ




---



##### 



TABLE OF CONTENTS  PART I  FINANCIAL INFORMATIONItem 1. Financial StatementsItem 2. Managements Discussion and Analysis of Financial Condition and Results of OperationsItem 3. Quantitative and Qualitative Disclosures About Market RiskItem 4. Controls and ProceduresPART II  OTHER INFORMATIONItem 1. Legal ProceedingsItem 6. ExhibitsSIGNATURES 
 PART I  FINANCIAL INFORMATION
 
 Item 1. Financial Statements
 CALAMOS
ASSET MANAGEMENT, INC.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(in thousands, except share data)
 June 30,
    
    December 31,2006
    
    2005(unaudited)ASSETS:Current assetsCash and cash equivalents
    
    $
    254,661
    
    
    $
    210,469Receivables:Affiliates and affiliated funds
    
    
    25,486
    
    
    
    24,670Customers
    
    
    10,717
    
    
    
    9,806Investment securities
    
    
    131,065
    
    
    
    128,265Investment in partnerships
    
    
    89,089
    
    
    
    79,956Prepaid expenses
    
    
    2,715
    
    
    
    2,342Deferred tax asset, net
    
    
    7,808
    
    
    
    7,846Other
    
    
    95
    
    
    
    195Total current assets
    
    
    521,636
    
    
    
    463,549Non-current assetsDeferred tax asset, net
    
    
    96,533
    
    
    
    101,280Deferred sales commissions
    
    
    59,805
    
    
    
    58,390Property and equipment, net of accumulated depreciation ($9,637 at 6/30/06 and $6,357 at 12/31/05)
    
    
    43,078
    
    
    
    40,547Other non-current assets
    
    
    1,672
    
    
    
    1,711Total non-current assets
    
    
    201,088
    
    
    
    201,928Total assets
    
    
    722,724
    
    
    
    665,477LIABILITIES AND STOCKHOLDERS EQUITY:Current liabilitiesAccounts payable:Brokers
    
    
    20,588
    
    
    
    18,485Affiliates and affiliated funds
    
    
    231
    
    
    
    93Accrued compensation and benefits
    
    
    12,565
    
    
    
    19,131Accrued expenses and other current liabilities
    
    
    6,865
    
    
    
    11,025Total current liabilities
    
    
    40,249
    
    
    
    48,734Long-term
liabilitiesLong-term debt
    
    
    150,000
    
    
    
    150,000Other long-term liabilities
    
    
    7,049
    
    
    
    6,726Total long-term liabilities
    
    
    157,049
    
    
    
    156,726Total liabilities
    
    
    197,298
    
    
    
    205,460Minority interest in investment in partnerships
    
    
    50,545
    
    
    
    44,453Minority interest in Calamos Holdings LLC
    
    
    274,710
    
    
    
    229,430Stockholders equity:Class A Common Stock, $0.01 par value. Authorized 600,000,000 shares; issued and outstanding
23,161,898 shares at 6/30/06 and 23,000,000 shares at 12/31/05
    
    
    232
    
    
    
    230Class B Common Stock, $0.01 par value. Authorized 1,000 shares; issued
and outstanding 100 shares
    
    
    0
    
    
    
    0Additional paid-in capital
    
    
    157,105
    
    
    
    156,274Retained earnings
    
    
    39,583
    
    
    
    26,698Accumulated other comprehensive income
    
    
    3,251
    
    
    
    2,932Total stockholders equity
    
    
    200,171
    
    
    
    186,134Total liabilities, minority interest and stockholders equity
    
    $
    722,724
    
    
    $
    665,477
  -2-




---



##### 



CALAMOS
ASSET MANAGEMENT, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
Three and Six Months Ended June 30, 2006 and 2005
(in thousands, except share data)
(unaudited)
 Three Months Ended June 30,
    
    Six Months Ended June 30,2006
    
    2005
    
    2006
    
    2005Revenues:Investment management fees
    
    $
    84,328
    
    
    $
    67,430
    
    
    $
    165,807
    
    
    $
    133,270Distribution and underwriting fees
    
    
    38,997
    
    
    
    30,764
    
    
    
    77,137
    
    
    
    61,389Other
    
    
    1,028
    
    
    
    878
    
    
    
    2,027
    
    
    
    1,734Total revenues
    
    
    124,353
    
    
    
    99,072
    
    
    
    244,971
    
    
    
    196,393Expenses:Employee compensation and benefits
    
    
    18,287
    
    
    
    14,860
    
    
    
    37,293
    
    
    
    29,781Distribution and underwriting expense
    
    
    25,864
    
    
    
    18,693
    
    
    
    50,829
    
    
    
    36,364Amortization of deferred sales commissions
    
    
    8,123
    
    
    
    8,028
    
    
    
    15,863
    
    
    
    15,904Marketing and sales promotion
    
    
    4,493
    
    
    
    3,068
    
    
    
    7,601
    
    
    
    6,536General and administrative
    
    
    7,639
    
    
    
    5,676
    
    
    
    14,813
    
    
    
    10,072Total expenses
    
    
    64,406
    
    
    
    50,325
    
    
    
    126,399
    
    
    
    98,657Operating income
    
    
    59,947
    
    
    
    48,747
    
    
    
    118,572
    
    
    
    97,736Other income (expense):Net interest income (expense)
    
    
    820
    
    
    
    (1,116
    )
    
    
    1,182
    
    
    
    (2,287
    )Investment and other income
    
    
    (7,927
    )
    
    
    6,198
    
    
    
    4,004
    
    
    
    2,383Minority interest in partnership investments
    
    
    5,171
    
    
    
    (3,178
    )
    
    
    (1,091
    )
    
    
    (1,028
    )Total other income (expense), net
    
    
    (1,936
    )
    
    
    1,904
    
    
    
    4,095
    
    
    
    (932
    )Income before minority interest in Calamos
Holdings LLC and income taxes
    
    
    58,011
    
    
    
    50,651
    
    
    
    122,667
    
    
    
    96,804Minority interest in Calamos Holdings LLC
    
    
    44,486
    
    
    
    38,980
    
    
    
    94,109
    
    
    
    74,515Income before income taxes
    
    
    13,525
    
    
    
    11,671
    
    
    
    28,558
    
    
    
    22,289Income taxes
    
    
    5,424
    
    
    
    4,669
    
    
    
    11,452
    
    
    
    8,916Net income
    
    $
    8,101
    
    
    $
    7,002
    
    
    $
    17,106
    
    
    $
    13,373Earnings per shareBasic
    
    $
    0.35
    
    
    $
    0.30
    
    
    $
    0.74
    
    
    $
    0.58Diluted
    
    $
    0.34
    
    
    $
    0.30
    
    
    $
    0.73
    
    
    $
    0.58Weighted average shares outstandingBasic
    
    
    23,161,998
    
    
    
    23,000,100
    
    
    
    23,161,998
    
    
    
    23,000,100Diluted
    
    
    100,845,107
    
    
    
    100,557,047
    
    
    
    100,823,214
    
    
    
    100,577,064Cash dividends per share
    
    $
    0.09
    
    
    $
    0.07
    
    
    $
    0.18
    
    
    $
    0.14
  -3-




---



##### 



CALAMOS
ASSET MANAGEMENT, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY
Six Months Ended June 30, 2006
(in thousands, except share data)
(unaudited)
 Additional
    
    
    
    
    
    Accumulated OtherCommon
    
    Paid-in
    
    Retained
    
    ComprehensiveStock
    
    Capital
    
    Earnings
    
    Income
    
    TotalBalance at December 31, 2005
    
    $
    230
    
    
    $
    156,274
    
    
    $
    26,698
    
    
    $
    2,932
    
    
    $
    186,134Net income
    
    
    
    
    
    
    
    
    
    
    17,106
    
    
    
    
    
    
    
    17,106Changes in unrealized gains on available-for-sale securities, net of minority interest and
income taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    305
    
    
    
    305Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    17,411Issuance of common stock under stock
incentive plans (161,898 Class A
common shares)
    
    
    2
    
    
    
    113
    
    
    
    
    
    
    
    14
    
    
    
    129Compensation expense recognized under
stock incentive plans, net of minority
interest
    
    
    
    
    
    
    718
    
    
    
    
    
    
    
    
    
    
    
    718Dividend equivalent accrued under stock
incentive plans, net of minority interest
    
    
    
    
    
    
    
    
    
    
    (52
    )
    
    
    
    
    
    
    (52
    )Dividends declared
    
    
    
    
    
    
    
    
    
    
    (4,169
    )
    
    
    
    
    
    
    (4,169
    )Balance at June 30, 2006
    
    $
    232
    
    
    $
    157,105
    
    
    $
    39,583
    
    
    $
    3,251
    
    
    $
    200,171
  -4-




---



##### 



CALAMOS
ASSET MANAGEMENT, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Six Months Ended June 30, 2006 and 2005
(in thousands)
(unaudited)
 2006
    
    2005Cash and cash equivalents at beginning of year
    
    $
    210,469
    
    
    $
    149,768Cash flows from operating activities:Net income
    
    
    17,106
    
    
    
    13,373Adjustments to reconcile net income to net cash provided by
operating activities:Minority interest in partnership investments
    
    
    1,091
    
    
    
    1,028Minority interest in Calamos Holdings LLC
    
    
    94,109
    
    
    
    74,515Amortization of deferred sales commissions
    
    
    15,863
    
    
    
    15,904Other depreciation and amortization
    
    
    3,424
    
    
    
    1,536Unrealized depreciation (appreciation) on investment securities
    
    
    56
    
    
    
    (1,645
    )Unrealized depreciation (appreciation) on partnership investments
    
    
    (2,021
    )
    
    
    94Management fee received in partnership units
    
    
    (70
    )
    
    
    (77
    )Deferred taxes
    
    
    4,556
    
    
    
    3,704Stock-based compensation
    
    
    3,107
    
    
    
    2,093Employee
taxes paid on vesting under stock incentive plans
    
    
    (2,255
    )
    
    
    (Increase) decrease in assets:Accounts receivable:Affiliates and affiliated mutual funds
    
    
    (816
    )
    
    
    165Customers
    
    
    (911
    )
    
    
    (1,344
    )Deferred sales commissions
    
    
    (17,278
    )
    
    
    (16,740
    )Other assets
    
    
    (764
    )
    
    
    25Increase (decrease) in liabilities:Accounts payable
    
    
    2,241
    
    
    
    1,674Accrued compensation and benefits
    
    
    (6,566
    )
    
    
    98Other liabilities and accrued expenses
    
    
    (3,063
    )
    
    
    2,208Net cash provided by operating activities
    
    
    107,809
    
    
    
    96,611Cash flows used in investing activities:Net additions to property and equipment
    
    
    (5,812
    )
    
    
    (31,566
    )Net purchases of securities and partnership investments
    
    
    (2,770
    )
    
    
    (26,610
    )Net cash used in investing activities
    
    
    (8,582
    )
    
    
    (58,176
    )Cash flows used in financing activities:Deferred tax benefit on vesting under stock incentive plans
    
    
    (289
    )
    
    
    Cash distributions paid to minority shareholders
    
    
    (50,577
    )
    
    
    (41,785
    )Cash dividends paid to common shareholders
    
    
    (4,169
    )
    
    
    (3,220
    )Net cash used in financing activities
    
    
    (55,035
    )
    
    
    (45,005
    )Net increase (decrease) in cash
    
    
    44,192
    
    
    
    (6,570
    )Cash and cash equivalents at end of period
    
    $
    254,661
    
    
    $
    143,198
  -5-




---



##### 



CALAMOS
ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
 (1) Organization and Description of Business
  (2) Basis of Presentation
    (3) Earnings Per Share
  Three Months Ended
    
    Six Months Ended(in thousands, except per share data)
    
    June 30,
    
    June 30,2006
    
    2005
    
    2006
    
    2005Earnings per share  basicEarnings available to common shareholders
    
    $
    8,101
    
    
    $
    7,002
    
    
    $
    17,106
    
    
    $
    13,373Weighted average shares outstanding
    
    
    23,162
    
    
    
    23,000
    
    
    
    23,162
    
    
    
    23,000Earnings per share  basic
    
    $
    0.35
    
    
    $
    0.30
    
    
    $
    0.74
    
    
    $
    0.58
 -6-




---



##### 



CALAMOS
ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 Three Months Ended
    
    Six Months Ended(in thousands, except per share data)
    
    June 30,
    
    June 30,2006
    
    2005
    
    2006
    
    2005Earnings per share  dilutedIncome before minority interest in Calamos Holdings LLC and
income taxes
    
    $
    58,011
    
    
    $
    50,651
    
    
    $
    122,667
    
    
    $
    96,804Less: Impact of income taxes
    
    
    23,262
    
    
    
    20,260
    
    
    
    49,189
    
    
    
    38,722Earnings available to common shareholders
    
    $
    34,749
    
    
    $
    30,391
    
    
    $
    73,478
    
    
    $
    58,082Weighted average shares outstanding
    
    
    23,162
    
    
    
    23,000
    
    
    
    23,162
    
    
    
    23,000Conversion of membership units for common stock
    
    
    77,000
    
    
    
    77,000
    
    
    
    77,000
    
    
    
    77,000Dilutive impact of restricted stock units
    
    
    539
    
    
    
    547
    
    
    
    514
    
    
    
    546Dilutive impact of stock options
    
    
    144
    
    
    
    10
    
    
    
    147
    
    
    
    31Weighted average shares and potential dilutive shares outstanding
    
    
    100,845
    
    
    
    100,557
    
    
    
    100,823
    
    
    
    100,577Earnings per share  diluted
    
    $
    0.34
    
    
    $
    0.30
    
    
    $
    0.73
    
    
    $
    0.58
  Share-Based Payment
 -7-




---



##### 



CALAMOS
ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 (4) Incentive Compensation Plan
  Share-Based Payment
  WeightedNumber of Shares
    
    AverageExercise PriceOutstanding at beginning of period
    
    
    1,009,967
    
    
    $
    21.35Granted
    
    
    387,780
    
    
    
    35.43Forfeited
    
    
    (62,101
    )
    
    
    24.83Exercised
    
    
    
    
    
    
    Outstanding at end of period
    
    
    1,335,646
    
    
    
    25.27
   2006
    
    2005Dividend yield
    
    
    1.02
    %
    
    
    0.97
    %Expected volatility
    
    
    33
    %
    
    
    33
    %Risk-free interest rate
    
    
    4.6
    %
    
    
    3.9
    %Expected life
    
    7.5 years
    
    7.5 years
 -8-




---



##### 



CALAMOS
ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
  WeightedAverage FairNumber
    

Value of RSUsof Shares
    

GrantedOutstanding at beginning of period
    
    
    1,414,862
    
    
    $
    18.79Granted
    
    
    129,260
    
    
    
    35.43Forfeited
    
    
    (20,968
    )
    
    
    24.74Exercised
    
    
    (233,599
    )
    
    
    18.00Outstanding at end of period
    
    
    1,289,555
    
    
    
    20.50
    (5) Recently Issued Accounting Pronouncements
 Accounting for Uncertainty in
Income Taxes  an interpretation of FASB Statement No. 109
 -9-




---



##### 



Item 2. Managements Discussion and Analysis of Financial Condition and Results of
Operations
    (in millions)
    
    June 30,2006
    
    2005Mutual FundsOpen-end funds
    
    $
    27,707
    
    
    $
    22,432Closed-end funds
    
    
    6,130
    
    
    
    5,901Total mutual funds
    
    
    33,837
    
    
    
    28,333Separate AccountsInstitutional accounts
    
    
    4,366
    
    
    
    3,678Managed accounts
    
    
    6,739
    
    
    
    6,844Private client accounts
    
    
    773
    
    
    
    578Alternative investments
    
    
    97
    
    
    
    79Total separate accounts
    
    
    11,975
    
    
    
    11,179Total assets under management
    
    $
    45,812
    
    
    $
    39,512
   -10-




---



##### 



Operating Results
 Second Quarter and Six Months Ended June 30, 2006 Compared to Second Quarter and Six Months Ended
June 30, 2005
 Assets Under Management
  ($ in millions)
    
    Three Months Ended June 30,
    
    
    Six Months Ended June 30,Change
    
    
    
    
    
    
    
    
    
    
    Change2006
    
    
    2005
    
    
    Amount
    
    
    Percent
    
    
    2006
    
    
    2005
    
    
    Amount
    
    
    PercentMutual FundsBeginning assets under management
    
    $
    35,014
    
    
    $
    27,366
    
    
    $
    7,648
    
    
    
    28
    %
    
    $
    31,898
    
    
    $
    26,951
    
    
    $
    4,947
    
    
    
    18
    %Net purchases
    
    
    647
    
    
    
    582
    
    
    
    65
    
    
    
    11
    
    
    
    2,015
    
    
    
    2,133
    
    
    
    (118
    )
    
    
    6Market appreciation (depreciation)
    
    
    (1,824
    )
    
    
    385
    
    
    
    (2,209
    )
    
    
    574
    
    
    
    (76
    )
    
    
    (751
    )
    
    
    675
    
    
    
    90Ending assets under management
    
    
    33,837
    
    
    
    28,333
    
    
    
    5,504
    
    
    
    19
    
    
    
    33,837
    
    
    
    28,333
    
    
    
    5,504
    
    
    
    19Average assets under management
    
    
    34,566
    
    
    
    27,443
    
    
    
    7,123
    
    
    
    26
    
    
    
    34,230
    
    
    
    27,265
    
    
    
    6,965
    
    
    
    26Separate AccountsBeginning assets under management
    
    
    12,587
    
    
    
    10,880
    
    
    
    1,707
    
    
    
    16
    
    
    
    11,907
    
    
    
    11,024
    
    
    
    883
    
    
    
    8Net purchases (redemptions)
    
    
    (111
    )
    
    
    27
    
    
    
    (138
    )
    
    
    511
    
    
    
    (39
    )
    
    
    430
    
    
    
    (469
    )
    
    
    109Market appreciation (depreciation)
    
    
    (501
    )
    
    
    272
    
    
    
    (773
    )
    
    
    284
    
    
    
    107
    
    
    
    (275
    )
    
    
    382
    
    
    
    139Ending assets under management
    
    
    11,975
    
    
    
    11,179
    
    
    
    796
    
    
    
    7
    
    
    
    11,975
    
    
    
    11,179
    
    
    
    796
    
    
    
    7Average assets under management
    
    
    12,367
    
    
    
    10,854
    
    
    
    1,513
    
    
    
    14
    
    
    
    12,341
    
    
    
    10,871
    
    
    
    1,470
    
    
    
    14Total Assets Under ManagementBeginning assets under management
    
    
    47,601
    
    
    
    38,246
    
    
    
    9,355
    
    
    
    24
    
    
    
    43,805
    
    
    
    37,975
    
    
    
    5,830
    
    
    
    15Net purchases
    
    
    536
    
    
    
    609
    
    
    
    (73
    )
    
    
    12
    
    
    
    1,976
    
    
    
    2,563
    
    
    
    (587
    )
    
    
    23Market appreciation (depreciation)
    
    
    (2,325
    )
    
    
    657
    
    
    
    (2,982
    )
    
    
    454
    
    
    
    31
    
    
    
    (1,026
    )
    
    
    1,057
    
    
    
    103Ending assets under management
    
    
    45,812
    
    
    
    39,512
    
    
    
    6,300
    
    
    
    16
    
    
    
    45,812
    
    
    
    39,512
    
    
    
    6,300
    
    
    
    16Average assets under management
    
    $
    46,933
    
    
    $
    38,297
    
    
    $
    8,636
    
    
    
    23
    %
    
    $
    46,571
    
    
    $
    38,136
    
    
    $
    8,435
    
    
    
    22
    %
   -11-




---



##### 



Revenues
  ($ in thousands)
    
    Three Months Ended June 30,
    
    Six Months Ended June 30,Change
    
    
    
    
    
    
    
    
    
    Change2006
    
    2005
    
    Amount
    
    Percent
    
    2006
    
    2005
    
    Amount
    
    PercentInvestment management fees
    
    $
    84,328
    
    
    $
    67,430
    
    
    $
    16,898
    
    
    
    25
    %
    
    $
    165,807
    
    
    $
    133,270
    
    
    $
    32,537
    
    
    
    24
    %Distribution and underwriting fees
    
    
    38,997
    
    
    
    30,764
    
    
    
    8,233
    
    
    
    27
    
    
    
    77,137
    
    
    
    61,389
    
    
    
    15,748
    
    
    
    26Other
    
    
    1,028
    
    
    
    878
    
    
    
    150
    
    
    
    17
    
    
    
    2,027
    
    
    
    1,734
    
    
    
    293
    
    
    
    17Total revenues
    
    $
    124,353
    
    
    $
    99,072
    
    
    $
    25,281
    
    
    
    26
    %
    
    $
    244,971
    
    
    $
    196,393
    
    
    $
    48,578
    
    
    
    25
    %
   Operating Expenses
  ($ in thousands)
    
    Three Months Ended June 30,
    
    Six Months Ended June 30,Change
    
    
    
    
    
    
    
    
    
    Change2006
    
    2005
    
    Amount
    
    Percent
    
    2006
    
    2005
    
    Amount
    
    PercentEmployee compensation and benefits
    
    $
    18,287
    
    
    $
    14,860
    
    
    $
    3,427
    
    
    
    23
    %
    
    $
    37,293
    
    
    $
    29,781
    
    
    $
    7,512
    
    
    
    25
    %Distribution and underwriting expense
    
    
    25,864
    
    
    
    18,693
    
    
    
    7,171
    
    
    
    38
    
    
    
    50,829
    
    
    
    36,364
    
    
    
    14,465
    
    
    
    40Amortization of deferred sales
commissions
    
    
    8,123
    
    
    
    8,028
    
    
    
    95
    
    
    
    1
    
    
    
    15,863
    
    
    
    15,904
    
    
    
    (41
    )
    
    
    Marketing and sales promotion
    
    
    4,493
    
    
    
    3,068
    
    
    
    1,425
    
    
    
    46
    
    
    
    7,601
    
    
    
    6,536
    
    
    
    1,065
    
    
    
    16General and administrative
    
    
    7,639
    
    
    
    5,676
    
    
    
    1,963
    
    
    
    35
    
    
    
    14,813
    
    
    
    10,072
    
    
    
    4,741
    
    
    
    47Total operating expenses
    
    $
    64,406
    
    
    $
    50,325
    
    
    $
    14,081
    
    
    
    28
    %
    
    $
    126,399
    
    
    $
    98,657
    
    
    $
    27,742
    
    
    
    28
    %
   -12-




---



##### 



Other Income (Expense), Net
  ($ in thousands)
    
    Three Months Ended June 30,
    
    Six Months Ended June 30,2006
    
    2005
    
    Change
    
    2006
    
    2005
    
    ChangeNet interest income (expense)
    
    $
    820
    
    
    $
    (1,116
    )
    
    $
    1,936
    
    
    $
    1,182
    
    
    $
    (2,287
    )
    
    $
    3,469Investment and other income
    
    
    (7,927
    )
    
    
    6,198
    
    
    
    (14,125
    )
    
    
    4,004
    
    
    
    2,383
    
    
    
    1,621Minority interest in partnership
investments
    
    
    5,171
    
    
    
    (3,178
    )
    
    
    8,349
    
    
    
    (1,091
    )
    
    
    (1,028
    )
    
    
    (63
    )Total other income (expense), net
    
    $
    (1,936
    )
    
    $
    1,904
    
    
    $
    (3,840
    )
    
    $
    4,095
    
    
    $
    (932
    )
    
    $
    5,027
   Income Taxes
  Liquidity and Capital Resources
  -13-




---



##### 



(in thousands)
    
    June 30,
    
    
    December 31,2006
    
    
    2005Statements of financial condition data:Cash and cash equivalents
    
    $
    254,661
    
    
    $
    210,469Receivables
    
    
    36,203
    
    
    
    34,476Investment securities
    
    
    131,065
    
    
    
    128,265Investment in partnerships
    
    
    89,089
    
    
    
    79,956Deferred tax asset
    
    
    104,341
    
    
    
    109,126Deferred sales commissions
    
    
    59,805
    
    
    
    58,390Long-term debt
    
    
    150,000
    
    
    
    150,000
  (in thousands)
    
    June 30,2006
    
    2005Cash flow data:Net cash provided by operating activities
    
    $
    107,809
    
    
    $
    96,611Net cash used in investing activities
    
    
    (8,582
    )
    
    
    (58,176
    )Net cash used in financing activities
    
    
    (55,035
    )
    
    
    (45,005
    )
      Recently Issued Accounting Pronouncements
 Accounting for Uncertainty in
Income Taxes  an interpretation of FASB Statement No. 109
 Critical Accounting Policies
  -14-




---



##### 



Forward-Looking Information
   Risk
Factors
  
 Item 3. Quantitative and Qualitative Disclosures About Market Risk
  
 Item 4. Controls and Procedures
   -15-




---



##### 



PART II  OTHER INFORMATION
 
 Item 1. Legal Proceedings
  Item 4. Submission of Matters to a Vote of Security Holders
  Class A Shares
    
    Class B Shares
    
    Class A Shares
    
    Class B SharesElection of:
    
    "For"
    
    "For"
    
    "Withheld"
    
    "Withheld"John P. Calamos, Sr.
    
    n/a
    
    768,001,000
    
    n/a
    
    0Nick P. Calamos
    
    n/a
    
    768,001,000
    
    n/a
    
    0G. Bradford Bulkley
    
    20,520,395
    
    768,001,000
    
    792,132
    
    0Richard W. Gilbert
    
    18,375,930
    
    768,001,000
    
    2,936,597
    
    0Arthur L. Knight
    
    20,440,216
    
    768,001,000
    
    872,311
    
    0
  
 Item 6. Exhibits
 3(i)
    
    Amended and Restated Certificate of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 to theRegistrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on November 2, 2004).3(ii)
    
    Amended and Restated By-Laws of the Registrant (incorporated by reference to Exhibit 3.2 to the Registrant's CurrentReport on Form 8-K filed with the Securities and Exchange Commission on April 26, 2005).4.1
    
    Stockholders' Agreement among John P. Calamos, Sr., Nick P. Calamos and John P. Calamos, Jr., certain trusts controlledby them, Calamos Family Partners, Inc. and the Registrant (incorporated by reference to Exhibit 4.1 to the Registrant'sQuarterly Report on Form 10-Q filed with the Securities and Exchange Commission on December 3, 2004).4.2
    
    Registration Rights Agreement between Calamos Family Partners, Inc., John P. Calamos, Sr. and the Registrant(incorporated by reference to Exhibit 4.2 to the Registrant's Quarterly Report on Form 10-Q filed with the Securities andExchange Commission on December 3, 2004).10
    
    Amendment Number 2 to the Second Amended and Restated Limited Liability Company Agreement of Calamos Holdings LLC.31.1
    
    Certification pursuant to Rules 13a-14(a) and 15d-14(a) of the Exchange Act.31.2
    
    Certification pursuant to Rules 13a-14(a) and 15d-14(a) of the Exchange Act.32.1
    
    Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 -16-




---



##### 



SIGNATURES
  CALAMOS ASSET MANAGEMENT, INC.(Registrant)Date:  August 4, 2006
    By:
    /s/ Patrick H. DudasikPatrick H. Dudasik
Executive Vice President, Chief Financial
Officer

and Treasurer -17-