UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------- FORM 10-Q/A AMENDMENT NO. 1 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended SEPTEMBER 26, 2003 Commission file number 0-16633 THE JONES FINANCIAL COMPANIES, L.L.L.P. - ------------------------------------------------------------------------------ (Exact name of registrant as specified in its charter) MISSOURI 43-1450818 - ------------------------------------------------------------------------------ (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 12555 Manchester Road St. Louis, Missouri 63131 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (314) 515-2000 -------------------- Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports, and (2) has been subject to such filing requirements for the past 90 days. YES X NO --- --- As of the filing date, there are no voting securities held by non-affiliates of the Registrant. THE JONES FINANCIAL COMPANIES, L.L.L.P. INDEX Page Number EXPLANATORY NOTE..............................................3 Part I. FINANCIAL INFORMATION Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations...........................4 Part II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K.............................13 Signatures...................................................14 2 EXPLANATORY NOTE This Form 10-Q/A is being filed solely for the purpose of amending a certain disclosure in Item 2 of Part I. The last sentence in the final paragraph of the quarterly Management's Discussion and Analysis of Financial Condition and Results of Operations is being amended. The sentence, as originally filed, read, "The Partnership derived 41% of its revenue from mutual fund related revenue in the third quarter and year to date September 26, 2003." The sentence now reads, "The Partnership derived 53% of its revenue from mutual fund related revenue in the third quarter and year to date September 26, 2003." 3 Part I. FINANCIAL INFORMATION Item 2. Management's Discussion And Analysis Of Financial Condition And Results Of Operations THE JONES FINANCIAL COMPANIES, L.L.L.P. MANAGEMENT'S FINANCIAL DISCUSSION RESULTS OF OPERATIONS Net income of $132.4 million year to date in 2003 has increased by 7.6% from $123.1 million in 2002, while third quarter results of $53.8 million in 2003 have increased by 72% over $31.4 million earned in third quarter 2002. The firm has experienced very different trends in 2003 and 2002. In 2002, customer activity and the related operating results started out strong and weakened significantly in the second and third quarters. In early 2003, customer activity and the related operating results were similar to the third and fourth quarters of 2002 and have strengthened significantly beginning in the second quarter. QUARTER ENDED SEPTEMBER 26, 2003 VERSUS QUARTER ENDED SEPTEMBER 27, 2002 For the third quarter of 2003, net revenue increased 19% ($103.2 million) to $638.0 million, and net income increased 72% ($22.4 million) to $53.8 million. The Partnership's net profit margin (net income as a percentage of net revenue) increased to 8.4% for the third quarter of 2003 from 5.9% for the third quarter of 2002. Net revenue and net income were positively impacted by both a shift in product mix to higher margin products and an increase in customer activity. The Partnership broadly categorizes its revenues as trade revenue (revenue from buy or sell transactions of securities) or net fee revenue (sources other than trade revenue including asset fees, account and activity fees and net interest income). In the Partnership's Consolidated Statements of Income, trade revenue is included in commissions, principal transactions and investment banking. Net fee revenue comprises the asset fee component of commissions, interest and dividends net of interest expense, and other revenues. 4 Part I. FINANCIAL INFORMATION Item 2. Management's Discussion And Analysis Of Financial Condition And Results Of Operations The following tables reconcile the components of net revenue discussed here in the Results of Operations to the components reported in the Consolidated Statements of Income. Quarter ended Sept. 26, 2003 Trade Asset Acct/Act. Net Interest & Gain on Net (in thousands): Revenue Fees & Other Fees Dividend Income Investments Revenue -------- -------- ------------ --------------- ----------- -------- Commissions $319,679 $ 81,494 $ - $ - $ - $401,173 Principal Transactions 105,729 - (1,900) - - 103,829 Investment Banking 9,318 - - - - 9,318 Interest and Dividends - - - 33,104 - 33,104 Other - 40,556 64,416 - - 104,972 Interest Expense - - - (14,380) - (14,380) -------- -------- ------- -------- ---- -------- Net Revenue $434,726 $122,050 $62,516 $ 18,724 $ - $638,016 ======== ======== ======= ======== ==== ======== Quarter ended Sept. 27, 2002 Trade Asset Acct/Act. Net Interest & Gain on Net (in thousands): Revenue Fees & Other Fees Dividend Income Investments Revenue -------- -------- ------------ --------------- ----------- -------- Commissions $235,406 $ 64,199 $ - $ - $ - $299,605 Principal Transactions 102,607 - 148 - - 102,755 Investment Banking 16,612 - - - - 16,612 Interest and Dividends - - - 35,192 - 35,192 Gain on Investment - - - - 3,625 3,625 Other - 38,936 53,823 - - 92,759 Interest Expense - - - (15,743) - (15,743) -------- -------- -------- -------- ------- -------- Net Revenue $354,625 $103,135 $ 53,971 $ 19,449 $ 3,625 $534,805 ======== ======== ======== ======== ======= ======== Trade revenue increased 23% ($80.1 million) due to a 36% ($84.3 million) increase in commission revenue, and a 3% ($3.1 million) increase in principal transactions. These were partially offset by a 44% ($7.3 million) decrease in investment banking revenues. Customer dollars invested (customers' buy and sell transactions generating trade revenue) were $15.5 billion during the second quarter of 2003, representing an 18% ($2.4 billion) increase from the comparable prior year period. The firm's gross margin earned on each $1,000 invested increased 3% from $26.30 to $27.10 during the third quarter due primarily to a shift in product mix from fixed income products to higher margin mutual fund products. Commissions revenue, excluding asset based fees, increased 36% ($84.3 million) due to an increase in customer dollars invested and an increased margin earned on customer dollars invested. The increased margin resulted from a shift in product mix from fixed income products, which decreased from $5.2 billion or 39% of the customer dollars invested in 2002 to $4.8 billion or 31% in 2003, to mutual funds, which increased from $3.4 billion or 26% of the customer dollars invested in 2002 to $5.7 billion or 37% in 2003. Mutual fund commissions increased 57% ($76.0 million) due to a 68% increase in customer dollars invested in mutual funds, from $3.4 billion invested in the third quarter of 2002 to $5.7 5 Part I. FINANCIAL INFORMATION Item 2. Management's Discussion And Analysis Of Financial Condition And Results Of Operations billion invested in the third quarter of 2003. In addition, commissions from insurance products increased 12% ($4.5 million) due to a 13% increase in customer dollars invested, from $0.8 billion during the third quarter of 2002 to $0.9 billion during the third quarter of 2003. Principal transactions revenue increased 3% ($3.1 million) during the third quarter due to a slight increase in customer dollars invested in fixed income products. Customers invested $5.5 billion for the third quarter of 2003 compared to $5.4 billion for the same period in 2002. Investment banking revenue decreased 44% ($7.3 million) from the third quarter of 2002. Several of the underwritings completed in 2002 were significantly larger than those completed in 2003. Net fee revenue (fee revenue less interest expense) increased 13% ($23.1 million) during the third quarter. Asset fees, including service fees and revenue sharing from mutual fund and insurance companies increased 18% ($18.9 million). These revenues are primarily comprised of service fees and revenue sharing from mutual fund and insurance vendors which are based on customers' asset values. Average mutual fund and insurance customer assets were $137.0 billion for the third quarter of 2003 compared to $108.6 billion for the third quarter of 2002. Account, activity and other fees increased 16% ($8.5 million) during the third quarter 2003. The firm offers a variety of financial services to customers, including credit cards and mortgages which are offered through relationships with other financial institutions. Revenues from these and other financial services have increased due to growth in the firm's number of customers and customer accounts. Revenue received from mutual fund subtransfer agent services increased 16% ($4.9 million) due to growth in the number of accounts. Additionally, the number of retirement accounts increased, resulting in custodial fee revenue growth of 21% ($2.2 million). Also included in account, activity and other fees is a $1.9 million loss on inventory that the firm holds for principal transactions. Net interest and dividend income decreased 4% ($0.7 million) during the third quarter due to reduced interest rates charged on customers' margin loans. Interest income from customer loans outstanding decreased 8% ($2.2 million). The average rate earned on customer loan balances decreased to approximately 5.0% during the third quarter from approximately 5.7% during the third quarter in 2002. Average customer margin loan balances increased slightly year over year, from $1.91 billion during the third quarter of 2002 to $2.02 billion during the third quarter of 2003. Partially offsetting this decrease in interest income is $0.5 million in increased interest income earned from investing excess funds in reverse repurchase agreements, $0.4 million in reduced subordinated debt interest expense due to regularly scheduled principal payments throughout the year, and $0.2 million in reduced interest expense paid to depositors at the Association. Operating expenses increased 16% ($80.8 million) due to variable expenses which increased in accordance with increased revenue as well as the firm's continued emphasis on expanding its sales force. 6 Part I. FINANCIAL INFORMATION Item 2. Management's Discussion And Analysis Of Financial Condition And Results Of Operations The Partnership added 341 Investment Representatives ("IRs") in the twelve months ended September 26, 2003, ending the quarter with 9,304 IRs, an increase of 4%. The primary areas of operating expense increase include compensation ($74.5 million) and occupancy and equipment ($5.0 million). At the same time, the firm has focused on containing costs which is reflected in reduced costs in other areas. Compensation and benefits increased 24% ($74.5 million) during the third quarter. Sales compensation increased 24% ($40.5 million) due to increased revenue. Variable compensation, including bonuses and profit sharing paid to investment representatives, branch office assistants and headquarters associates more than tripled ($25.4 million increase from $11.4 million in the third quarter of 2002) due to increased profitability. Payroll expense for branch office associates increased 13% ($7.7 million) due to increased costs for existing personnel and additional support as the firm grows its sales force. Recently a task force organized by the Securities and Exchange Commission, National Association of Securities Dealers ("NASD"), the Securities Industry Association, and the Investment Company Institute examined the ability of broker-dealers to deliver breakpoint discounts in the sale of front-end sales load mutual fund shares. The task force has recommended significant changes in procedures for gathering information from clients and sharing information with mutual funds to better enable broker-dealers to meet their obligations to deliver breakpoint discounts. In addition, NASD has issued a Notice to Members (August 2003, NtM 03-47) which orders restitution where members are aware that customers did not receive the breakpoint discounts to which they were entitled. The Partnership has not yet determined the amount of restitution that it will ultimately be required to make, although it has paid $18 thousand to date. In the opinion of management we do not believe the total amount of restitution will have a material adverse effect on the Partnership and its subsidiaries as a whole, nonetheless the amounts involved could be substantial. Regulators at the state and federal level, as well as the Congress, are also investigating the manner in which mutual funds compensate broker-dealers in connection with the sale of the mutual funds' shares by the broker-dealer. It is likely in the future that broker-dealers will be required to provide more disclosure to their clients with respect to such payments and possible that such payments may be restricted. Any further resultant action from the task force and regulatory studies concerning mutual funds could negatively affect the Partnership. The Partnership derived 53% of its revenue from Mutual Fund related revenue in the third quarter and year to date September 26, 2003. NINE MONTHS ENDED SEPTEMBER 26, 2003 VERSUS NINE MONTHS ENDED SEPTEMBER 27, 2002 For the nine months ended September 26, 2003, net revenue increased 5% ($85.1 million), and net income increased 8% ($9.4 million). The Partnership's net profit margin increased to 7.4% for the first nine months of 2003 from 7.2% for the first nine months of 2002. Net revenue and net income were 7 Part I. FINANCIAL INFORMATION Item 2. Management's Discussion And Analysis Of Financial Condition And Results Of Operations impacted by a slight increase in customer activity as well as a shift in product mix to higher margin products. Although net revenue and net income have increased year over year, the underlying trends have been very different. The first quarter of 2002 was strong, and due to decreased customer activity, the second and third quarters were progressively weaker. In 2002, net income for the first nine months was earned 34% in the first quarter, 41% in the second quarter and 25% in the third quarter. During 2003, the year started out very similar to late 2002, and has progressively improved. Net income for 2003 to date has been earned 19% in the first quarter, 41% in the second quarter and 40% in the third quarter. The following tables reconcile the components of net revenue discussed here in the Results of Operations to the components reported in the Consolidated Statements of Income. Nine months ended Sept. 26, Trade Asset Acct/Act. Net Interest & Gain on Net 2003 (in thousands): Revenue Fees & Other Fees Dividend Income Investments Revenue -------- -------- ------------ --------------- ----------- -------- Commissions $ 894,017 $221,411 $ - $ - $ - $1,115,428 Principal Transactions 266,121 - (1,870) - - 264,251 Investment Banking 35,246 - - - - 35,246 Interest and Dividends - - - 97,401 - 97,401 Other - 114,186 205,758 - - 319,944 Interest Expense - - - (43,750) - (43,750) ---------- -------- -------- -------- ---- ---------- Net Revenue $1,195,384 $335,597 $203,888 $ 53,651 $ - $1,788,520 ========== ======== ======== ======== ==== ========== Nine months ended Sept. 27, Trade Asset Acct/Act. Net Interest & Gain on Net 2002 (in thousands): Revenue Fees & Other Fees Dividend Income Investments Revenue -------- -------- ------------ --------------- ----------- -------- Commissions $ 793,735 $211,982 $ - $ - $ - $1,005,717 Principal Transactions 312,157 - (85) - - 312,072 Investment Banking 31,503 - - - - 31,503 Interest and Dividends - - - 103,714 - 103,714 Gain on Investment - - - - 3,625 3,625 Other - 118,727 168,599 - - 287,326 Interest Expense - - - (40,580) - (40,580) ---------- -------- -------- -------- ---- ---------- Net Revenue $1,137,395 $330,709 $168,514 $ 63,134 $3,625 $1,703,377 ========== ======== ======== ======== ====== ========== Trade revenue increased 5% ($58.0 million) during the first nine months of 2003. Customer dollars invested were $42.0 billion during the first nine months of 2003, representing a 1% ($0.4 billion) increase from the comparable prior year period. The firm's gross margin earned on each $1,000 invested increased 4% from $26.50 to $27.60 during the first nine months of 2003 due primarily to a shift in product mix. Customer purchases shifted from equity and fixed income products to higher margin mutual fund products. Commission revenue, excluding asset based fees, increased 13% ($100.3 million) year to date due to increased margins earned on customer dollars invested as a result of a shift in product mix. Mutual fund commissions increased 27% ($125.7 million), offset by decreases in commissions from individual 8 Part I. FINANCIAL INFORMATION Item 2. Management's Discussion And Analysis Of Financial Condition And Results Of Operations equity products of 8% ($16.9 million) and insurance products of 7% ($8.5 million). Approximately $15.5 billion or 37% of customer dollars invested in 2003 were invested in mutual funds, compared to $11.8 billion or 28% for the same period in 2002. Equity and insurance products together decreased from $12.4 billion or 30% of the firms product mix in the first nine months of 2002 to $11.1 billion or 27% in the first nine months of 2003. Principal transactions revenue decreased 15% ($46.0 million) during the first nine months of 2003 due to a decrease in customer dollars invested in fixed income products and to a lower margin earned on principal transactions. Customers invested $14.6 billion in principal transactions during the first nine months of 2003 compared to $16.3 billion for the same period in 2002. As a result, revenue from government bonds decreased 39% ($19.1 million), and revenue from municipal bonds decreased 13% ($17.1 million). The firm's margin earned on each $1,000 invested decreased from $18.60 from the nine months ended September 2002 to $18.00 in the nine months ended September 2003. The product mix has shifted to lower margin shorter maturity fixed income products in 2003. Net fee revenue increased 5% ($27.2 million) year to date. Included in other revenue in account, activity and other fees in 2003 is approximately $7.0 million in revenue from a September 11, 2001 business interruption insurance claim. Net fee revenue in 2002 includes a $3.6 million investment gain from a partial sale of the firm's London Stock Exchange shares when the London Stock Exchange demutualized. Excluding these two non-recurring revenue items, net fee revenue increased 4% ($23.8 million). Asset fees, including service fees and revenue sharing from mutual funds and insurance products increased 1% ($4.9 million), due to the impact of market conditions on the value of customer assets. Customer mutual fund and insurance assets averaged $124.3 billion for the first nine months of 2003 compared to $115.3 billion for the first nine months of 2002. Excluding the business interruption insurance claim, account, activity and other fees increased 17% ($28.4 million). Revenues from credit cards, mortgages and other financial services have increased due to growth in the firm's number of customers and customer accounts. Revenue received from mutual fund subtransfer agent services increased 16% ($14.0 million) due to growth in the number of accounts. The number of retirement accounts increased, resulting in custodial fee revenue growth of 20% (7.6 million) during the first nine months of 2003. Net interest and dividend income decreased 15% ($9.5 million) during the first nine months of 2003 as the interest rates charged on customers' margin loans continued to decrease, and the source of funds borrowed shifted. Interest income from customer loans outstanding decreased 9% ($7.2 million). The average rate earned on customer loan balances decreased to approximately 5.1% during the first nine months of 2003 from approximately 5.7% during the same period in 2002. Average customer margin loan balances were $1.95 billion in the first nine months of 2003, compared to $1.92 billion in the 9 Part I. FINANCIAL INFORMATION Item 2. Management's Discussion And Analysis Of Financial Condition And Results Of Operations corresponding period of 2002, an increase of 1%. Subordinated debt interest expense increased $6.9 million due to the issuance of $250 million subordinated debt in June 2002. Partially offsetting these decreases to net interest income is a $1.8 million year to date decrease in bank loan interest expense due to reduced borrowings and $1.3 million increase in year to date interest income from investing excess funds in reverse repurchase agreements. The firm has been in a net investing position for substantially all of 2003 compared with a net borrowing position in 2002 up to the issuance of the subordinated debt in June 2002. Operating expenses increased 5% ($75.8 million) during the first nine months of 2003. Compensation and benefits increased 6% ($59.1 million). Sales compensation increased 6% ($29.8 million) year to date due to increased revenue. Variable compensation, including bonuses and profit sharing paid to IRs, branch office assistants and headquarters associates, which expands and contracts in relation to revenues, net income and the firm's profit margin, increased 3% ($1.8 million). Payroll expense for branch office associates increased 15% ($24.5 million) due to increased costs for existing personnel and additional support as the firm grows its sales force. The Partnership added 341 Investment Representatives ("IRs") in the twelve months ended September 26, 2003, ending the quarter with 9,304 IRs, an increase of 4%. Occupancy and equipment expenses increased 9% ($14.7 million), due primarily to growth in the number of branch offices as the firm expands its sales force. LIQUIDITY AND CAPITAL RESOURCES The Partnership's capital at September 26, 2003, net of the reserve for anticipated withdrawals, was $712.9 million, compared to $681.4 million at December 31, 2002. Capital has increased primarily due to the issuance, net of redemptions, of Subordinated Limited Partner interests ($8.6 million) and the retention of General Partner earnings ($28.2 million), offset by redemption of Limited Partner interests ($5.3 million). At September 26, 2003, the Partnership had $163.3 million in cash and cash equivalents. Lines of credit are in place aggregating $1.16 billion ($1.11 billion of which is through uncommitted lines of credit). Actual borrowing availability is based on securities owned and customers' margin securities which serve as collateral for the loans. No amounts were outstanding under these lines at September 26, 2003. The Association had loans from the Federal Home Loan Bank of $21.3 million as of September 26, 2003, which were secured by mortgage loans. The Partnership also participates in securities loaned transactions, under which it receives collateral in the form of cash or other collateral in an amount in excess of the market value of securities loaned. Securities loaned outstanding were $13.9 million at September 26, 2003, for which the Partnership received cash collateral. 10 Part I. FINANCIAL INFORMATION Item 2. Management's Discussion And Analysis Of Financial Condition And Results Of Operations The Partnership believes that the liquidity provided by existing cash balances, other highly liquid assets and borrowing arrangements will be sufficient to meet the Partnership's capital and liquidity requirements. Depending on conditions in the capital markets and other factors, the Partnership will, from time to time, consider the issuance of debt, the proceeds of which could be used to meet growth needs or for other purposes. The Partnership's growth in recent years has been financed through sales of limited partnership interests to its employees, retention of earnings, private placements of subordinated debt, long-term secured debt and operating leases under which the firm rents facilities, furniture, fixtures, computers and communication equipment. During the second quarter of 2003, the Partnership purchased two buildings for $60.4 million, one in Tempe, Arizona, and one in St. Louis, Missouri. Both buildings were previously occupied by the Partnership and leased under synthetic operating leases. The purchases were funded from Partnership working capital. There were no significant changes in the Partnership's financial commitments and obligations for the nine months ended September 26, 2003. For the nine months ended September 26, 2003, cash and cash equivalents decreased $12.7 million. Cash provided by operating activities was $218.8 million. The primary sources of cash from operating activities include net income adjusted for depreciation, a decrease in inventory, and an increase in accrued expenses during the nine months. Securities owned, net, decreased $112.3 million from December 31, 2002. Cash invested in overnight securities purchased under agreements to resell increased $105.0 million. Cash used in investing activities was $105.2 million, including capital expenditures of $60.4 million for two headquarter buildings previously leased under synthetic operating leases. Cash used in financing activities was $126.2 million, consisting primarily of partnership withdrawals and distributions ($104.9 million) and scheduled repayments of subordinated debt ($20.7 million), offset by cash proceeds from the issuance of subordinated limited partnership capital of $9.8 million. On September 12, 2003, the Partnership filed a Form S-8 with the Securities and Exchange Commission to register $150 million additional Limited Partnership Interests. The Partnership intends to issue these interests on December 31, 2003. The funds received will be used for general purposes. As a result of its activities as a broker-dealer, EDJ, the Partnership's principal subsidiary, is subject to the Net Capital provisions of Rule 15c3-1 of the Securities Exchange Act of 1934 and the capital rules of the New York Stock Exchange. Under the alternative method permitted by the rules, EDJ must maintain minimum Net Capital, as defined, equal to the greater of $250 thousand or 2% of aggregate debit items arising from customer transactions. The Net Capital rule provides that partnership capital may not be withdrawn if resulting Net Capital would be less than 5% of aggregate debit items. Additionally, certain withdrawals require the consent of the SEC to the extent they exceed defined levels even though such withdrawals would not cause Net Capital to be less than 5% of aggregate debit items. At September 26, 2003, EDJ's Net Capital of $589.2 million was 29% of aggregate debit items and its Net 11 Part I. FINANCIAL INFORMATION Item 2. Management's Discussion And Analysis Of Financial Condition And Results Of Operations Capital in excess of the minimum required was $548.8 million. Net Capital as a percentage of aggregate debit items after anticipated withdrawals was 29%. Net Capital and the related capital percentage may fluctuate on a daily basis. CRITICAL ACCOUNTING POLICIES The Partnership's financial statements are prepared in accordance with accounting principles generally accepted in the United States of America, which may require judgement and involve estimation processes to determine its assets, liabilities, revenues and expenses which affect its results of operations. The Partnership believes that of its significant accounting policies, the following critical policies, estimates and assumptions may involve a higher degree of judgement and complexity. Customer's transactions are recorded on a settlement date basis with the related revenue and expenses recorded on a trade date basis. The Partnership may be exposed to risk of loss in the event customers, other brokers and dealers, banks, depositories or clearing organizations are unable to fulfill contractual obligations. For transactions in which it extends credit to customers, the Partnership seeks to control the risks associated with these activities by requiring customers to maintain margin collateral in compliance with various regulatory and internal guidelines. Securities owned and sold, not yet purchased, including inventory securities and investment securities, are valued at market value which is determined by using quoted market or dealer prices. For additional discussions of the Partnership's accounting policies, refer to "Management's Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Policies" included in the December 31, 2002 Form 10-K. THE EFFECTS OF INFLATION The Partnership's net assets are primarily monetary, consisting of cash, securities inventories and receivables less liabilities. Monetary net assets are primarily liquid in nature and would not be significantly affected by inflation. Inflation and future expectations of inflation influence securities prices, as well as activity levels in the securities markets. As a result, profitability and capital may be impacted by inflation and inflationary expectations. Additionally, inflation's impact on the Partnership's operating expenses may affect profitability to the extent that additional costs are not recoverable through increased prices of services offered by the Partnership. 12 Part I. FINANCIAL INFORMATION Item 2. Management's Discussion And Analysis Of Financial Condition And Results Of Operations FORWARD-LOOKING STATEMENTS Management's Discussion and Analysis of Financial Condition and Results of Operations contain forward-looking statements within the meaning of federal securities laws. Actual results are subject to risks and uncertainties, including both those specific to the Partnership and those specific to the industry which could cause results to differ materially from those contemplated. The risks and uncertainties include, but are not limited to, general economic conditions, actions of competitors, regulatory actions, changes in legislation and technology changes. Undue reliance should not be placed on the forward-looking statements, which speak only as of the date of this Quarterly Report on Form 10-Q. The Partnership does not undertake any obligation to publicly update any forward-looking statements. Part II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits Reference is made to the Exhibit Index contained hereinafter (b) Reports on Form 8-K None 13 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. THE JONES FINANCIAL COMPANIES, L.L.L.P. (Registrant) Dated: December 3, 2003 /s/ Steven Novik ----------------------- Steven Novik Chief Financial Officer 14