X0202 4 2006-02-01 0001065865 JANUS CAPITAL GROUP INC JNS 0001217486 FROST GREGORY A JANUS CAPITAL GROUP INC. 151 DETROIT STREET DENVER, CO 80206 0 1 0 0 SVP, Controller Common Stock 2006-02-01 4 F 0 486 20.93 D 32520 D Common Stock 2006-02-01 4 S 0 131 20.94 D 32389 D Common Stock 2876.58 I Held by ESOP Stock Option (Right to Buy) 14.39 2015-02-03 Common Stock 13762 13762 D Option (Right to Buy) and LSAR 16.24 2014-02-03 Common Stock 30031 30031 D Option (Right to Buy) and LSAR 14.37 2013-05-07 Common Stock 38757 38757 D Option (Right to Buy) and LSAR 14.37 2013-05-07 Common Stock 2225 2225 D Option (Right to Buy) and LSAR 25.71 2012-01-27 Common Stock 2111 2111 D Option (Right to Buy) and LSAR 21.31 2000-07-12 2009-01-25 Common Stock 200 200 D Option (Right to Buy) and LSAR 13.76 2000-07-12 2008-01-27 Common Stock 2000 2000 D The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on March 12, 2003, to cover tax liabilities arising from vesting events. 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. The option award vests annually in four approximately equal installments (within one share) beginning on February 1, 2006. The option award vests annually in three installments beginning on December 31, 2004; the first vesting event will be 10,011 options, and the second and third vesting events will be 10,010 options per vesting event. The option award vests annually in three equal installments beginning on May 8, 2004. The option award vests annually in five equal installments beginning on May 8, 2004. The option award vests annually in five installments beginning on January 28, 2003; the first vesting event will be 423 options, and the last four vesting events will be 422 options per vesting event. Wanette N. Pauly, Attorney-in-Fact for Gregory A. Frost 2006-02-01