SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Smith Richard Gibson

(Last) (First) (Middle)
JANUS CAPITAL GROUP INC.
151 DETROIT STREET

(Street)
DENVER CO 80206

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
11/06/2006
3. Issuer Name and Ticker or Trading Symbol
JANUS CAPITAL GROUP INC [ JNS ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
Co-CIO of Issuer's subsidiary
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 82,433.35 D
Common Stock 2,365.57(1) I Held by ESOP
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) (2) 02/12/2013 Common Stock 13,566 $21.57 D
Stock Option (Right to Buy)(3) (4) 02/03/2014 Common Stock 135,136 $16.24 D
Stock Option (Right to Buy)(3) 05/08/2006 05/07/2013 Common Stock 38,757 $14.37 D
Stock Option (Right to Buy)(3) (5) 05/07/2013 Common Stock 4,370 $14.37 D
Explanation of Responses:
1. Reflects total number of shares held in Employee Stock Ownership Plan ("ESOP") as of November 6, 2006.
2. The option award vests annually in four equal installments (within one share) beginning on February 1, 2007.
3. Limited Stock Appreciation Rights ("LSARs") are granted in tandem with stock options. LSARs are automatically exercised (in lieu of related options) upon a Change-of-Control of the issuer which has not been approved by certain members of the issuer's board of directors and result in the receipt of only cash by the option holder. LSARs terminate when the related options are exercised or terminated. All LSARs unvested as of January 1, 2005 have been terminated.
4. The option award vests annually in three equal installments (within one share) beginning on December 31, 2004.
5. The option award vests annually in five equal installments (within one share) beginning on May 8, 2004.
Remarks:
Wanette N. Pauly, Attorney-in-Fact for Richard Gibson Smith 11/13/2006
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.