Jefferies Financial (JEF) 10-Q 7 Aug 09 2009 Q2 Quarterly report Financial data

Document and Company Informatio

Document and Company Information (USD $)
	6 Months Ended Jun. 30, 2009	Aug. 03, 2009	Jun. 30, 2008
Document and Company Information [Abstract]
Entity Registrant Name	LEUCADIA NATIONAL CORPORATION
Entity Central Index Key	0000096223
Document Type	10-Q
Document Period End Date	2009-06-30
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Public Float			$8,492,086,000
Entity Common Stock, Shares Outstanding (actual number)		243,695,655

Consolidated Balance Sheets

Consolidated Balance Sheets (USD $)
In Thousands	Jun. 30, 2009	Dec. 31, 2008
Current assets:
Cash and cash equivalents	$156,164	$237,503
Investments	379,851	366,464
Trade, notes and other receivables, net	85,034	138,363
Prepaids and other current assets	124,337	124,308
Total current assets	745,386	866,638
Non-current investments ($180,575 and $164,675 collateralizing current liabilities)	1,644,136	1,028,012
Notes and other receivables, net	78,779	17,756
Intangible assets, net and goodwill	81,042	84,848
Deferred tax asset, net	7,583	40,235
Other assets	534,373	619,790
Property, equipment and leasehold improvements, net	518,847	534,640
Investments in associated companies ($1,482,669 and $933,057 measured using fair value option)	2,443,463	2,006,574
Total	6,053,609	5,198,493
Current liabilities:
Trade payables and expense accruals	183,561	205,870
Deferred revenue	96,556	98,453
Other current liabilities	11,459	9,880
Debt due within one year	276,184	248,713
Total current liabilities	567,760	562,916
Other non-current liabilities	106,772	107,443
Long-term debt	1,674,945	1,832,743
Total liabilities	2,349,477	2,503,102
Equity
Common shares, par value $1, par value per share, authorized 600,000,000 shares, 243,695,655 and 238,498,598 shares issued and outstanding, after deducting 46,888,660 shares held in treasury	243,696	238,499
Additional paid-in capital	1,531,310	1,413,595
Accumulated other comprehensive income (loss)	586,319	(29,280)
Retained earnings	1,324,999	1,053,983
Total Leucadia National Corporation shareholders' equity	3,686,324	2,676,797
Noncontrolling interest	17,808	18,594
Total equity	3,704,132	2,695,391
Total	$6,053,609	$5,198,493

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) (USD $)
In Thousands, except Share data	Jun. 30, 2009	Dec. 31, 2008
Collateralizing current liabilities	$180,575	$164,675
Investments in associated companies (measured using fair value option)	$1,482,669	$933,057
Common shares, par value	1	1
Common shares, authorized (actual number)	600,000,000	600,000,000
Common shares, issued (actual number)	243,695,655	238,498,598
Common shares, outstanding (actual number)	243,695,655	238,498,598
Treasury stock, shares (actual number)	46,888,660	46,888,660

Consolidated Statements of Oper

Consolidated Statements of Operations (USD $)
In Thousands, except Per Share data	3 Months Ended Jun. 30, 2009	3 Months Ended Jun. 30, 2008	6 Months Ended Jun. 30, 2009	6 Months Ended Jun. 30, 2008
Revenues and Other Income:
Manufacturing	$57,043	$98,308	$108,654	$183,455
Telecommunications	114,226	108,889	232,987	228,314
Property management and service fees	35,296	38,784	63,547	78,340
Gaming entertainment	26,063	28,712	52,719	56,054
Investment and other income	55,246	43,816	106,593	88,913
Net securities gains (losses)	(3,551)	19,045	(29,834)	27,327
Total Revenues and Other Income	284,323	337,554	534,666	662,403
Cost of sales:
Manufacturing	47,225	82,290	92,555	156,543
Telecommunications	96,182	93,895	199,674	200,009
Direct operating expenses:
Property management and services	26,256	30,469	50,803	57,888
Gaming entertainment	19,604	23,980	39,251	48,568
Interest	32,384	36,543	65,771	72,325
Salaries and incentive compensation	27,006	22,483	47,705	44,997
Depreciation and amortization	15,457	13,491	30,734	24,937
Selling, general and other expenses	150,738	70,053	220,185	125,744
Total Expenses	414,852	373,204	746,678	731,011
Loss before income taxes and income (losses) related to associated companies	(130,529)	(35,650)	(212,012)	(68,608)
Income taxes	29,127	(247,711)	4,823	(259,061)
Income (loss) before income (losses) related to associated companies	(159,656)	212,061	(216,835)	190,453
Income (losses) related to associated companies, net of taxes	570,640	(25,235)	487,686	(99,616)
Net income	410,984	186,826	270,851	90,837
Net (income) loss attributable to the noncontrolling interest	39	(48)	165	117
Net income attributable to Leucadia National Corporation common shareholders	$411,023	$186,778	$271,016	$90,954
Basic net earnings per common share attributable to Leucadia National Corporation common shareholders	1.7	0.81	1.13	0.4
Diluted net earnings per common share attributable to Leucadia National Corporation common shareholders	1.67	0.76	1.11	0.39

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (USD $)
In Thousands	6 Months Ended Jun. 30, 2009	6 Months Ended Jun. 30, 2008
Net cash flows from operating activities:
Net income	$270,851	$90,837
Adjustments to reconcile net income to net cash provided by (used for) operations:
Deferred income taxes	9,527	(317,842)
Depreciation and amortization of property, equipment and leasehold improvements	29,736	27,184
Other amortization	12,716	6,195
Share-based compensation	5,540	4,975
Excess tax benefit from exercise of stock options	(14)	(1,711)
Provision for doubtful accounts	805	210
Net securities (gains) losses	29,834	(27,327)
(Income) losses related to associated companies	(500,423)	154,746
Distributions from associated companies	28,082	50,703
Net (gains) losses related to real estate, property and equipment, and other assets	55,073	(24,841)
Income related to Fortescue's Pilbara project	(30,472)	0
Gain on buyback of debt	(5,978)	0
Loss on debt conversion	25,008	0
Investments classified as trading, net	(1,130)	60,056
Net change in:
Restricted cash	(20,557)	(22,722)
Trade, notes and other receivables	10,432	(3,688)
Prepaids and other assets	11,104	(3,741)
Trade payables and expense accruals	(4,265)	11,864
Other liabilities	1,024	(384)
Deferred revenue	(1,897)	11,134
Income taxes payable	12,919	(1,087)
Other	(218)	(4,081)
Net cash provided by (used for) operating activities	(62,303)	10,480
Net cash flows from investing activities:
Acquisition of property, equipment and leasehold improvements	(13,351)	(38,554)
Acquisitions of and capital expenditures for real estate investments	(6,397)	(75,602)
Proceeds from disposals of real estate, property and equipment, and other assets	2,519	4,739
Settlement of lawsuit	9,500	0
Collection of Premier Entertainment Biloxi, LLC's insurance proceeds	0	11,089
Advances on notes and other receivables	(130)	(12,905)
Collections on notes, loan and other receivables	14,397	19,058
Investments in associated companies	(43,916)	(865,763)
Capital distributions from associated companies	66,195	88,342
Purchases of investments (other than short-term)	(1,305,028)	(2,855,953)
Proceeds from maturities of investments	141,959	150,543
Proceeds from sales of investments	1,155,778	3,157,250
Other	(35)	(1,505)
Net cash provided by (used for) investing activities	21,491	(419,261)
Net cash flows from financing activities:
Issuance of debt, net of issuance costs	20,193	78,662
Reduction of debt	(33,411)	(3,839)
Premium paid on debt conversion	(25,008)	0
Issuance of common shares	175	105,030
Purchase of common shares for treasury	0	(122)
Excess tax benefit from exercise of stock options	14	1,711
Other	(2,539)	7,003
Net cash provided by (used for) financing activities	(40,576)	188,445
Effect of foreign exchange rate changes on cash	49	16
Net decrease in cash and cash equivalents	(81,339)	(220,320)
Cash and cash equivalents at January 1,	237,503	456,970
Cash and cash equivalents at June 30,	$156,164	$236,650

Consolidated Statements of Chan

Consolidated Statements of Changes in Shareholders Equity (USD $)
In Thousands	Subtotal		Additional Paid-In Capital	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Noncontrolling Interest	Total
Beginning Balance at Dec. 31, 2007	$5,570,492	$222,574	$783,145	$3,589,408	$975,365	$20,974	$5,591,466
Comprehensive income:
Net change in unrealized gain (loss) on investments, net of taxes	826,426				826,426		826,426
Net change in unrealized foreign exchange gain (loss), net of taxes	7,148				7,148		7,148
Net change in unrealized gain (loss) on derivative instruments, net of taxes	113				113		113
Net change in pension liability and postretirement benefits, net of taxes	240				240		240
Net income	90,954			90,954		(117)	90,837
Comprehensive income	924,881					(117)	924,764
Contributions from noncontrolling interests						9,221	9,221
Distributions to noncontolling interests						(10,159)	(10,159)
Share-based compensation expense	4,975		4,975				4,975
Sale of common shares to Jefferies Group, Inc.	498,269	10,000	488,269				498,269
Exercise of options to purchase common shares, including excess tax benefit	6,720	258	6,462				6,720
Purchase of common shares for treasury	(122)	(2)	(120)				(122)
Ending Balance at Jun. 30, 2008	7,005,215	232,830	1,282,731	3,680,362	1,809,292	19,919	7,025,134
Comprehensive income:
Beginning Balance at Dec. 31, 2008	2,676,797	238,499	1,413,595	1,053,983	(29,280)	18,594	2,695,391
Comprehensive income:
Net change in unrealized gain (loss) on investments, net of taxes	613,244				613,244		613,244
Net change in unrealized foreign exchange gain (loss), net of taxes	723				723		723
Net change in unrealized gain (loss) on derivative instruments, net of taxes	562				562		562
Net change in pension liability and postretirement benefits, net of taxes	1,070				1,070		1,070
Net income	271,016			271,016		(165)	270,851
Comprehensive income	886,615					(165)	886,450
Contributions from noncontrolling interests						232	232
Distributions to noncontolling interests						(2,771)	(2,771)
Change in interest in consolidated subsidiary	(1,918)		(1,918)			1,918	0
Share-based compensation expense	5,540		5,540				5,540
Issuance of common shares for debt conversion	119,101	5,186	113,915				119,101
Exercise of options to purchase common shares, including excess tax benefit	189	11	178				189
Ending Balance at Jun. 30, 2009	$3,686,324	$243,696	$1,531,310	$1,324,999	$586,319	$17,808	$3,704,132

1_Consolidated Statements of Ch

Consolidated Statements of Changes in Equity (Parenthetical) (USD $)
In Thousands	6 Months Ended Jun. 30, 2009	6 Months Ended Jun. 30, 2008
Tax effects on net change in unrealized gain (loss) on investments	$23,105	$472,638
Tax effects on net change in unrealized foreign exchange gain (loss)	10	4,088
Tax effects on net change in unrealized gain (loss) on derivative instruments	8	65
Tax effects on net change in pension liability and postretirement benefits	15	137
Subtotal
Tax effects on net change in unrealized gain (loss) on investments	23,105	472,638
Tax effects on net change in unrealized foreign exchange gain (loss)	10	4,088
Tax effects on net change in unrealized gain (loss) on derivative instruments	8	65
Tax effects on net change in pension liability and postretirement benefits	15	137
Accumulated Other Comprehensive Income (Loss)
Tax effects on net change in unrealized gain (loss) on investments	23,105	472,638
Tax effects on net change in unrealized foreign exchange gain (loss)	10	4,088
Tax effects on net change in unrealized gain (loss) on derivative instruments	8	65
Tax effects on net change in pension liability and postretirement benefits	$15	$137

Significant Accounting Policies

Significant Accounting Policies
	6 Months Ended Jun. 30, 2009 USD / shares
Significant Accounting Policies [Abstract]
Significant Accounting Policies	1. Significant Accounting Policies The unaudited interim consolidated financial statements, which reflect all adjustments (consisting of normal recurring items or items discussed herein) that management believes necessary to present fairly results of interim operations, should be read in conjunction with the Notes to Consolidated Financial Statements (including the Summary of Significant Accounting Policies) included in the Companys audited consolidated financial statements for the year ended December31, 2008, which are included in the Companys Annual Report filed on Form 10-K, as amended, for such year (the 2008 10-K). Results of operations for interim periods are not necessarily indicative of annual results of operations. The consolidated balance sheet at December31, 2008 was extracted from the audited annual financial statements and does not include all disclosures required by accounting principles generally accepted in the United States of America (GAAP) for annual financial statements. As of January1, 2009, the Company adopted Statement of Financial Accounting Standards No.160, Noncontrolling Interests in Consolidated Financial Statements (SFAS 160). SFAS 160 materially changes the accounting and reporting for minority interests in the future, and requires retrospective application of its presentation and disclosure requirements for all periods presented. Minority interests have been reclassified as noncontrolling interests and included as a component of net worth; previously minority interests were separately classified on the consolidated balance sheet and not included as a component of consolidated net worth. Effective January1, 2009, the Company adopted Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities an amendment of FASB Statement No.133 (SFAS 161). SFAS 161 requires enhanced disclosures about an entitys derivative and hedging activities, including the objectives and strategies for using derivatives, disclosures about fair value amounts of, and gains and losses on, derivative instruments, and disclosures about credit-risk-related contingent features in derivative agreements. Adoption of SFAS 161 did not have any impact on the Companys consolidated financial statements other than expanded disclosures. Effective April1, 2009, the Company adopted FASB Staff Position FAS 115-2 and FAS 124-2, Recognition and Presentation of Other-Than-Temporary Impairments (FSP 115-2). FSP 115-2 amends existing requirements for when an other than temporary impairment in a debt security must be recognized, and requires that any impairment loss recognized be separated into the amount representing the credit loss and the amount related to all other factors. The difference between the present value of cash flows expected to be collected from the issuer and the amortized cost basis is considered to be the credit loss. Impairment charges related to credit losses are recognized in earnings while impairment charges related to non-credit losses are recognized in other comprehensive income. FSP 115-2 also has additional disclosure requirements. The

Impairment Of Long Lived Assets

Impairment Of Long Lived Assets
	6 Months Ended Jun. 30, 2009 USD / shares
Impairment Of Long Lived Assets [Abstract]
Impairment of Long-Lived Assets	2. Impairment of Long-Lived Assets In accordance with Statement of Financial Accounting Standards No.144, Accounting for the Impairment or Disposal of Long-Lived Assets, the Company evaluates its long-lived assets for impairment whenever events or changes in circumstances indicate, in managements judgment, that the carrying value of such assets may not be recoverable. When testing for impairment, the Company groups its long-lived assets with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities (or asset group). The determination of whether an asset group is recoverable is based on managements estimate of undiscounted future cash flows directly attributable to the asset group as compared to its carrying value. If the carrying amount of the asset group is greater than the undiscounted cash flows, an impairment loss would be recognized for the amount by which the carrying amount of the asset group exceeds its estimated fair value. One of the Companys subsidiaries (MB1) in the real estate segment is the owner and developer of a mixed use real estate project located in Myrtle Beach, South Carolina. The project is comprised of a retail center with approximately 345,000 square feet of retail space, 41,000 square feet of office space and 195 residential apartment rental units. The retail center is approximately 90% leased and the office space is approximately 25% leased. Certain of the apartment units are allocated for long-term rental (114 units) and are substantially leased; the remaining apartment units are marketed as vacation rentals. The acquisition and construction costs were funded by capital contributed by the Company and nonrecourse indebtedness with a balance of $100,400,000 at June30, 2009, that is collateralized by the real estate. If MB1 is unable to make debt service or principal payments on the loan the Company is under no obligation to make those payments. Current economic conditions have adversely impacted the majority of the retail tenants at the retail center. Over 20 retail tenants have requested reductions in rent payments that are currently being negotiated; certain tenants are not paying the full amount of rent due while their leases are being renegotiated. During the second quarter of 2009, MB1 was unable to make scheduled payments under its interest rate swap agreement and received several default notices under its bank loan. These events constituted a change in circumstances that caused the Company to evaluate whether the carrying amount of MB1s real estate asset was recoverable. Based on the assumptions discussed below the Company concluded that the carrying amount was not recoverable; accordingly, the Company recorded an impairment charge of $67,800,000 for the three and six month periods ended June30, 2009. At June30, 2009, the fair value and new carrying value of MB1s real estate was $71,300,000. The Company prepared cash flow models and utilized a discounted cash flow technique to determine the fair value of MB1s real estate. Although the retail center has a remaining use

Segment Information

Segment Information
	6 Months Ended Jun. 30, 2009 USD / shares
Segment Information [Abstract]
Segment Information	3. Segment Information The primary measure of segment operating results and profitability used by the Company is income (loss)from continuing operations before income taxes and income (losses)related to associated companies. Certain information concerning the Companys segments for the three and six month periods ended June30, 2009 and 2008 is presented in the following table. For the Three Month For the Six Month Period Ended June 30, Period Ended June 30, 2009 2008 2009 2008 (In thousands) Revenues and other income (a): Manufacturing: Idaho Timber $ 35,994 $ 69,285 $ 67,646 $ 127,755 Conwed Plastics 21,278 29,051 41,351 55,790 Telecommunications 114,230 109,045 233,025 228,729 Property Management and Services 35,305 38,885 63,569 78,585 Gaming Entertainment (b) 26,093 28,821 52,774 68,352 Domestic Real Estate 4,519 7,303 8,576 6,590 Medical Product Development 30 131 5,072 405 Other Operations 12,116 12,998 24,749 28,471 Corporate 34,758 42,035 37,904 67,726 Total consolidated revenues and other income $ 284,323 $ 337,554 $ 534,666 $ 662,403 Income (loss)before income taxes and income (losses)related to associated companies: Manufacturing: Idaho Timber $ (1,098 ) $ 3,488 $ (5,321 ) $ 2,509 Conwed Plastics 4,408 4,426 7,150 8,299 Telecommunications 2,671 3,904 1,362 7,091 Property Management and Services 3,203 632 (200 ) 4,915 Gaming Entertainment 1,165 (629 ) 2,530 8,766 Domestic Real Estate (c) (71,004 ) (875 ) (76,582 ) (5,721 ) Medical Product Development (6,742 ) (9,856 ) (8,697 ) (18,389 ) Other Operations (d) (6,506 ) (12,711 ) (22,399 ) (15,341 ) Corporate (56,626 ) (24,029 ) (109,855 ) (60,737 ) Total consolidated loss before income taxes and income (losses)related to associated companies $ (130,529 ) $ (35,650 ) $ (212,012 ) $ (68,608 ) (a) Revenues and other income for each segment include amounts for services rendered and products sold, as well as segment reported amounts classified as investment and other income and net securities gains (losses)on the Companys consolidated statements of operations. (b) For the six month 2008 period, the gaming entertainment segments revenues and other income includes a $7,300,000 gain from the settlement of an insurance claim and $4,700,000 resulting from capital contributions from the noncontrolling interest. In prior periods, the Company recorded 100% of the losses from thi

Investments in Associated Compa

Investments in Associated Companies
	6 Months Ended Jun. 30, 2009 USD / shares
Investments in Associated Companies [Abstract]
Investments in Associated Companies	4. Investments in Associated Companies A summary of investments in associated companies at June30, 2009 and December31, 2008 is as follows: June 30, December 31, 2009 2008 (In thousands) Investments in associated companies accounted for under the equity method of accounting (a): Jefferies High Yield Holdings, LLC (JHYH) $ 287,947 $ 280,923 Goober Drilling, LLC 215,781 252,362 Cobre Las Cruces, S.A. (CLC) 204,497 165,227 Garcadia 37,760 72,135 HomeFed Corporation 43,803 44,093 Wintergreen Partners Fund, L.P. 43,973 42,895 Pershing Square IV, L.P. (Pershing Square) 25,220 36,731 HFH ShortPLUS Fund L.P. (Shortplus) 229 39,942 IFIS Limited (IFIS) 14,590 Brooklyn Renaissance Plaza 29,037 31,217 Other 72,547 93,402 Total accounted for under the equity method of accounting 960,794 1,073,517 Investments in associated companies carried at fair value (b): Jefferies Group, Inc. (Jefferies) 1,036,326 683,111 AmeriCredit Corp. (ACF) 446,343 249,946 Total accounted for at fair value 1,482,669 933,057 Total investments in associated companies $ 2,443,463 $ 2,006,574 (a) Investments accounted for under the equity method of accounting are initially recorded at their original cost and subsequently increased for the Companys share of the investees earnings, decreased for the Companys share of the investees losses, reduced for dividends received and impairment charges recorded, if any, and increased for any additional investment of capital. (b) As more fully discussed in the 2008 10-K, during 2008 the Company elected to account for its investments in Jefferies and ACF at fair value commencing on the dates these investments became subject to the equity method of accounting. The original cost for the Jefferies shares was $794,400,000 and the original cost for the ACF shares was $406,700,000. At December31, 2008, the Company had a 26% interest in the common shares of IFIS, a private Argentine company, which was classified as an investment in an associated company and accounted for under the equity method of accounting. In January2009, IFIS raised a significant amount of new equity in a rights offering in which the Company did not participate. As a result, the Companys ownership interest in IFIS was reduced to 8% and the Company no longer applies the equity method of accounting for this investment. At June30, 2009, the Companys investment in IFIS was classified as a non-current investment. For the three and six month periods ending June30, 2009, the Companys equity in losses of Garcadia includes impairment charges for goodwill and other intangible assets aggregating $32,300,000. Garcadias automobile dealerships have been adversely impacted by general economic conditions, and the bankruptcy filings by two of the three largest U.S. automobi

Investments

Investments
	6 Months Ended Jun. 30, 2009 USD / shares
Investments [Abstract]
Investments	5. Investments A summary of investments classified as current assets at June30, 2009 and December31, 2008 is as follows (in thousands): June 30, 2009 December 31, 2008 Carrying Value Carrying Value Amortized and Estimated Amortized and Estimated Cost Fair Value Cost Fair Value Investments available for sale $ 375,602 $ 376,771 $ 360,814 $ 362,628 Other investments, including accrued interest income 3,210 3,080 3,966 3,836 Total current investments $ 378,812 $ 379,851 $ 364,780 $ 366,464 The amortized cost, gross unrealized gains and losses and estimated fair value of available for sale investments classified as current assets at June30, 2009 and December31, 2008 are as follows (in thousands): Gross Gross Estimated Amortized Unrealized Unrealized Fair Cost Gains Losses Value June30, 2009 Bonds and notes: United States Government and agencies $ 332,109 $ 219 $ 1 $ 332,327 U.S. Government-Sponsored Enterprises 31,923 25 31,948 All other corporates 11,570 955 29 12,496 Total fixed maturities $ 375,602 $ 1,199 $ 30 $ 376,771 December31, 2008 Bonds and notes: United States Government and agencies $ 251,895 $ 925 $ $ 252,820 U.S. Government-Sponsored Enterprises 72,273 46 72,319 All other corporates 36,646 1,263 420 37,489 Total fixed maturities $ 360,814 $ 2,234 $ 420 $ 362,628 A summary of non-current investments at June30, 2009 and December31, 2008 is as follows (in thousands): June 30, 2009 December 31, 2008 Carrying Value Carrying Value Amortized and Estimated Amortized and Estimated Cost Fair Value Cost Fair Value Investments available for sale $ 696,995 $ 1,469,802 $ 723,222 $ 859,122 Other investments 174,246 174,334 168,890 168,890 Total non-current investments $ 871,241 $ 1,644,136 $ 892,112 $ 1,028,012 Non-current available for sale investments include 5,600,000 common shares of Inmet Mining Corporation (Inmet), a Canadian-based global mining company traded on the Toronto Stock Exchange (Symbol: IMN), which have a cost of $78,000,000 and carrying values of $205,600,000 and $90,000,000 at June30, 2009 and December31, 2008, respectively. Although the Inmet shares have registration rights, they may not be sold until August2009. In June2009, the Companys interest was reduced to 10% upon the closing of Inmets underwritten

Inventory

Inventory
	6 Months Ended Jun. 30, 2009 USD / shares
Inventory [Abstract]
Inventory	6. Inventory A summary of inventory (which is included in the caption prepaids and other current assets) at June30, 2009 and December31, 2008 is as follows (in thousands): June 30, December 31, 2009 2008 Raw materials $ 5,936 $ 9,148 Work in process 10,080 15,436 Finished goods 45,966 52,319 $ 61,982 $ 76,903

Intangible Assets, Net and Good

Intangible Assets, Net and Goodwill
	6 Months Ended Jun. 30, 2009 USD / shares
Intangible Assets, Net and Goodwill [Abstract]
Intangible Assets, Net and Goodwill	7. Intangible Assets, Net and Goodwill A summary of intangible assets, net and goodwill at June30, 2009 and December31, 2008 is as follows (in thousands): June 30, December 31, 2009 2008 Intangibles: Customer relationships, net of accumulated amortization of $32,321 and $27,473 $ 50,848 $ 55,670 Licenses, net of accumulated amortization of $1,403 and $991 10,645 10,947 Trademarks and tradename, net of accumulated amortization of $841 and $593 5,339 3,689 Patents, net of accumulated amortization of $691 and $611 1,669 1,749 Other, net of accumulated amortization of $2,486 and $2,344 3,225 3,477 Goodwill 9,316 9,316 $ 81,042 $ 84,848 Trademarks and tradename increased by $1,900,000 during 2009 due to an acquisition by STi Prepaid during the first quarter; the asset is being amortized on a straight line basis over its estimated useful life of ten years. During the first quarter of 2009, Idaho Timber impaired certain long-lived assets, including $400,000 of customer relationships intangibles; for further information, see Note 2. Amortization expense on intangible assets was $2,700,000 and $2,300,000 for the three month periods ended June30, 2009 and 2008, respectively, and $5,300,000 and $4,700,000 for the six month periods ended June30, 2009 and 2008, respectively. The estimated aggregate future amortization expense for the intangible assets for each of the next five years is as follows (in thousands): 2009 (for the remaining six months) - $5,200; 2010 - $10,200; 2011 - $9,700; 2012 - $9,000; and 2013 - $8,900. The goodwill in the above table relates to Conwed Plastics ($8,100,000) and STi Prepaid ($1,200,000).

Accumulated Other Comprehensive

Accumulated Other Comprehensive Income (Loss)
	6 Months Ended Jun. 30, 2009 USD / shares
Accumulated Other Comprehensive Income (Loss) [Abstract]
Accumulated Other Comprehensive Income (Loss)	8. Accumulated Other Comprehensive Income (Loss) Activity in accumulated other comprehensive income (loss)is reflected in the consolidated statements of equity but not in the consolidated statements of operations. A summary of accumulated other comprehensive income (loss), net of taxes at June30, 2009 and December31, 2008 is as follows (in thousands): June 30, December 31, 2009 2008 Net unrealized gains on investments $ 637,246 $ 24,002 Net unrealized foreign exchange gains 1,145 422 Net unrealized gains (losses)on derivative instruments 442 (120 ) Net minimum pension liability (53,129 ) (54,263 ) Net postretirement benefit 615 679 $ 586,319 $ (29,280 )

Derivative Financial Instrument

Derivative Financial Instruments
	6 Months Ended Jun. 30, 2009 USD / shares
Derivative Financial Instruments [Abstract]
Derivative Financial Instruments	9. Derivative Financial Instruments The Company reflects its derivative financial instruments in its balance sheet at fair value. The Company has utilized derivative financial instruments to manage the impact of changes in interest rates on certain debt obligations, hedge net investments in foreign subsidiaries and manage foreign currency risk on certain available for sale securities. Although the Company believes that these derivative financial instruments are practical economic hedges of the Companys risks, except for the hedge of the net investment in foreign subsidiaries, they do not meet the effectiveness criteria under GAAP, and therefore are not accounted for as hedges. At June30, 2009, the Companys derivative instruments, which are not designated as hedges, are interest rate swap contracts that are included in other non-current liabilities at aggregate fair value of $2,500,000. The total notional amount of these pay fixed/receive variable interest rate swaps was $37,600,000. Investment and other income includes changes in the fair values of derivatives of $900,000 and $4,300,000 for the three month periods ended June30, 2009 and 2008, respectively, and $1,700,000 and $(400,000) for the six month periods ended June 30, 2009 and 2008, respectively. At June30, 2009, the Companys derivative instrument that is designated as and qualifies as a hedge was not material.

Pension Plans and Postretiremen

Pension Plans and Postretirement Benefits
	6 Months Ended Jun. 30, 2009 USD / shares
Pension Plans and Postretirement Benefits [Abstract]
Pension Plans and Postretirement Benefits	10. Pension Plans and Postretirement Benefits Pension expense charged to operations for the three and six month periods ended June30, 2009 and 2008 related to defined benefit pension plans included the following components (in thousands): For the Three Month For the Six Month Period Ended June 30, Period Ended June 30, 2009 2008 2009 2008 Interest cost $ 3,107 $ 3,096 $ 6,213 $ 6,192 Expected return on plan assets (1,943 ) (2,667 ) (3,886 ) (5,334 ) Actuarial loss 93 168 186 336 Amortization of prior service cost 445 1 891 2 Net pension expense $ 1,702 $ 598 $ 3,404 $ 1,196 The Company did not make any contributions to its defined benefit pension plans during the six month period ended June30, 2009. Several subsidiaries provide certain healthcare and other benefits to certain retired employees under plans which are currently unfunded. The Company pays the cost of postretirement benefits as they are incurred. Amounts charged to expense were not material in each of the three and six month periods ended June30, 2009 and 2008.

Share Based Compensation

Share Based Compensation
	6 Months Ended Jun. 30, 2009 USD / shares
Share Based Compensation [Abstract]
Share-Based Compensation	11. Share-Based Compensation Salaries and incentive compensation expense included $2,800,000 and $2,500,000 for the three month periods ended June30, 2009 and 2008, respectively, and $5,500,000 and $5,000,000 for the six month periods ended June30, 2009 and 2008, respectively, for share-based compensation expense relating to grants previously made under the Companys senior executive warrant plan and fixed stock option plan. During the 2009 periods, 12,000 options were granted to non-employee directors under the Companys stock option plan at an exercise price of $24.44 per share, the market price on the grant date.

Income Taxes

Income Taxes
	6 Months Ended Jun. 30, 2009 USD / shares
Income Taxes [Abstract]
Income Taxes	12. Income Taxes The aggregate amount of unrecognized tax benefits related to uncertain tax positions reflected in the Companys consolidated balance sheet at June30, 2009 was $10,800,000 (including $3,100,000 for interest); if recognized, such amounts would lower the Companys effective tax rate. During the second quarter of 2009, the Company reduced its income tax provision by $1,200,000 as a result of the favorable resolution of certain state income tax contingencies. Over the next twelve months, the Company believes it is reasonably possible that the aggregate amount of unrecognized tax benefits related to uncertain tax positions will decrease by approximately $800,000 upon the resolution of certain assessments. The statute of limitations with respect to the Companys federal income tax returns has expired for all years through 2004. The Companys New York State and New York City income tax returns are currently being audited for the 2003 to 2005 period. As of June30, 2009 and December31, 2008, the Company has a full valuation allowance against its net federal deferred tax asset, including its available net operating loss carryforwards (NOLs). As a result, the Company did not record any regular federal income tax expense for the six month period ended June30, 2009. However, the Company has material unrealized security gains reflected in accumulated other comprehensive income and in income (losses)related to associated companies. If these gains were realized, the Company would be able to use its NOLs to fully offset the federal income taxes that would be due, but the Company would have to pay federal minimum taxes. Although the payment of federal minimum taxes generates a minimum tax credit carryover, it would be fully reserved for in the net deferred tax asset valuation allowance. Accordingly, for the six months ended June30, 2009, the Company recorded provisions for deferred federal minimum taxes payable of $14,800,000 and $5,600,000 in accumulated other comprehensive income and income (losses)related to associated companies, respectively. In addition, income tax expense for the six month period ended June30, 2009 includes state and foreign income taxes. The income tax provisions for the 2008 periods reflect a credit of $222,200,000 as a result of the reversal of a portion of the valuation allowance for the deferred tax asset. The Company adjusted the valuation allowance since it believed it was more likely than not that it would have future taxable income sufficient to realize that portion of the net deferred tax asset. In addition, as a result of the increased projected taxable income in certain state and local taxing jurisdictions, the Company recognized additional state and local net operating loss carryforward benefits of $12,500,000 as a reduction to income tax expense. The 2008 periods also reflect the recognition of previously unrecognized tax benefits of $4,100,000 as a result of the expiration of the applicable statute of limitations.

Earnings Per Common Share

Earnings Per Common Share
	6 Months Ended Jun. 30, 2009 USD / shares
Earnings Per Common Share [Abstract]
Earnings Per Common Share	13. Earnings Per Common Share Basic and diluted earnings per share amounts were calculated by dividing net income by the weighted average number of common shares outstanding. The numerators and denominators used to calculate basic and diluted earnings per share for the three and six month periods ended June 30, 2009 and 2008 are as follows (in thousands): For the Three Month For the Six Month Period Ended June 30, Period Ended June 30, 2009 2008 2009 2008 Numerator for earnings per share: Net income attributable to Leucadia National Corporation common shareholders for basic earnings per share $ 411,023 $ 186,778 $ 271,016 $ 90,954 Interest on 33/4% Convertible Notes 3,722 2,304 5,163 4,643 Net income attributable to Leucadia National Corporation common shareholders for diluted earnings per share $ 414,745 $ 189,082 $ 276,179 $ 95,597 Denominator for earnings per share: Denominator for basic earnings per share weighted average shares 241,095 230,235 239,982 226,952 Stock options (a) 2 608 1 597 Warrants (b) 1,152 1,039 33/4% Convertible Notes 7,038 15,239 8,148 15,239 Denominator for diluted earnings per share 248,135 247,234 248,131 243,827 (a) Options to purchase 2,266,500 and 2,273,300 weighted average shares of common stock were outstanding during the three and six month periods ended June30, 2009, respectively, but were not included in the computation of diluted earnings per share because the options exercise price was greater than the average market price of the common shares. (b) Warrants to purchase 4,000,000 shares of common stock at $28.515 per share were outstanding during the three and six month periods ended June30, 2009, but were not included in the computation of diluted earnings per share because the warrants exercise price was greater than the average market price of the common shares.

Supplementary Cash Flow Informa

Supplementary Cash Flow Information
	6 Months Ended Jun. 30, 2009 USD / shares
Supplementary Cash Flow Information [Abstract]
Supplementary Cash Flow Information	14. Supplementary Cash Flow Information Cash paid for interest and income taxes (net of refunds) was $67,700,000 and $(4,900,000), respectively, for the six months ended June30, 2009 and $70,700,000 and $4,700,000, respectively, for the six months ended June30, 2008. During 2009, non-cash financing activities include the issuance of common shares on debt conversion of $119,100,000. During 2008, non-cash investing activities include the issuance of common stock for the acquisition of Jefferies Group, Inc. common shares of $398,200,000.

Indebtedness

Indebtedness
	6 Months Ended Jun. 30, 2009 USD / shares
Indebtedness [Abstract]
Indebtedness	15. Indebtedness In February2009, the Board of Directors authorized the Company, from time to time, to purchase its outstanding debt securities through cash purchases in open market transactions, privately negotiated transactions or otherwise. Such repurchases, if any, depend upon prevailing market conditions, the Companys liquidity requirements and other factors; such purchases may be commenced or suspended at any time without notice. During 2009, the Company repurchased an aggregate $35,600,000 principal amount of its 7% Senior Notes due 2013 and recognized pre-tax gains of $700,000 and $6,000,000 for the three and six month periods ended June30, 2009, respectively, which are reflected in investment and other income. During the second quarter of 2009, the Company issued 5,185,807 common shares upon the conversion of $119,101,000 principal amount of the Companys 33/4% Convertible Senior Subordinated Notes due 2014, pursuant to privately negotiated transactions to induce conversion. The number of common shares issued was in accordance with the terms of the notes; however, the Company paid the former noteholders $25,000,000 in addition to the shares. The additional cash payments were recorded as selling, general and other expenses. Debt due within one year includes $168,800,000 and $151,100,000 as of June30, 2009 and December 31, 2008, respectively, relating to repurchase agreements. At June30, 2009, these fixed rate repurchase agreements have a weighted average interest rate of approximately 0.5%, mature at various dates through September2009 and are collateralized by non-current investments with a carrying value of $180,600,000. During the second quarter of 2009, the Companys real estate subsidiary MB1 received several notices of default with respect to $100,400,000 of nonrecourse indebtedness that is collateralized by its real estate project. The lenders did not seek to accelerate payment of the debt obligation. The contractual maturity of the debt obligation is October2009, and as such has been classified as a current liability as of June30, 2009 and December31, 2008. If MB1 is unable to make debt service or principal payments on the loan the Company is under no obligation to make those payments. In June2009, the Company terminated its $100,000,000 bank credit facility; no amounts were outstanding under this facility.

Fair Value

Fair Value
	6 Months Ended Jun. 30, 2009 USD / shares
Fair Value [Abstract]
Fair Value	16. Fair Value Aggregate information concerning assets and liabilities at June30, 2009 and December31, 2008 that are measured at fair value on a recurring basis is presented below (in thousands): June 30, 2009 Fair Value Measurements Using Quoted Prices in Active Markets for Total Identical Assets or Significant Other Fair Value Liabilities Observable Inputs Measurements (Level 1) (Level 2) Investments classified as current assets: Investments available for sale: Bonds and notes: United States Government and agencies $ 332,327 $ 332,327 $ U.S. Government-Sponsored Enterprises 31,948 31,948 All other corporates 12,496 12,496 Non-current investments: Investments available for sale: Bonds and notes: United States Government and agencies 412 412 U.S. Government-Sponsored Enterprises 318,962 318,962 All other corporates 163 163 Equity securities: Common stocks: Banks, trusts and insurance companies 31,149 31,149 Industrial, miscellaneous and all other 1,119,116 1,119,116 Investments in associated companies 1,482,669 1,482,669 Total $ 3,329,242 $ 2,997,209 $ 332,033 Other current liabilities $ (2,935 ) $ (2,043 ) $ (892 ) Other non-current liabilities (2,483 ) (2,483 ) Total $ (5,418 ) $ (2,043 ) $ (3,375 ) December 31, 2008 Fair Value Measurements Using Quoted Prices in Active Markets for Total Identical Assets or Significant Other Fair Value Liabilities Observable Inputs Measurements (Level 1) (Level 2) Investments classified as current assets: Investments available for sale $ 362,628 $ 329,317 $ 33,311 Non-current investments: Investments available for sale 859,122 564,903 294,219 Investments in associated companies 933,057 933,057 Total $ 2,154,807 $ 1,827,277 $ 327,530 Other current liabilities $ (259 ) $ (259 ) $ Other non-current liabilities (13,132 ) (13,132 ) Total $ (13,391 ) $ (259 ) $ (13,132 ) The estimated fair values for securities measured using Level 1 inputs are determined using publicly quoted market prices in active markets. The Company has a segregated portfolio of mortgage pass-through certificates issued by U.S. Government agencies (GNMA)and by U.S. Government-Sponsored Enterprises (FHLMC or FNMA) which are carried on the balance sheet at their estimated fa

Other

Other
	6 Months Ended Jun. 30, 2009 USD / shares
Other [Abstract]
Other	17. Other During the first quarter of 2009, the Company invested an additional $28,500,000 in Sangart, Inc. (Sangart) upon the exercise of its remaining warrants, which increased its ownership interest from approximately 89% to approximately 92%. The acquisition of a portion of the noncontrolling interest was accounted for under SFAS 160, resulting in a change to the noncontrolling interest of $1,900,000. As more fully discussed in the 2008 10-K, during 2008, the Lake Charles Harbor and Terminal District of Lake Charles, Louisiana sold $1,000,000,000 in tax exempt bonds to support the development of a $1,600,000,000 petroleum coke gasification plant project by the Companys wholly-owned subsidiary, Lake Charles Cogeneration LLC (LCC). The bond proceeds were initially escrowed and held by the bond trustee; however, during the first quarter of 2009 the bond trustee used the escrowed funds to fully redeem the bonds. Pursuant to LCCs agreements with the local municipality, upon the completion of pending permitting, regulatory approval, design engineering and the satisfaction of certain other conditions of the financing agreements, the bonds will be marketed on a long-term basis and the proceeds will be released to LCC to use for the payment of development and construction costs for the project.

Subsequent Events

Subsequent Events
	6 Months Ended Jun. 30, 2009 USD / shares
Subsequent Events [Abstract]
Subsequent Events	18. Subsequent Events The Company has evaluated subsequent events through August7, 2009, the date of issuance of the financial statements. In July2009, two of the Companys prospective gasification projects were selected by the U.S. Department of Energy (DOE) to proceed to detailed due diligence and negotiations of terms and conditions necessary for the DOE to issue conditional commitments for loan guarantees aggregating up to $3,600,000,000. While these commitments represent important milestones in the selection process, the guarantees are subject to detailed and extensive due diligence by the DOE and no assurance can be given that a loan guaranty for either project will ultimately be given. In addition, as disclosed in the 2008 10-K, these projects will require significant equity investments, which the Company does not presently intend to fund by itself, the procurement of purchase commitments for long-term supplies of feedstock, long-term commitments from purchasers of the output, and significant technological and engineering expertise to implement, and there can be no assurance that the Company will be successful in fully developing either of these projects. The investigation, evaluation, financing and construction of these large scale projects is expected to take years to complete.