X0201 4 2003-12-18 0 0000848865 ALLIED WASTE INDUSTRIES INC AW 0001218903 BLACKSTONE MANAGEMENT ASSOCIATES III LLC C/O BLACKSTONE GROUP 345 PARK AVENUE NEW YORK NY 10154 0 0 1 0 0001042890 BLACKSTONE CAPITAL PARTNERS III MERCHANT BANKING FUND LP 345 PARK AVENUE NEW YORK NY 10154 0 0 1 0 0001222595 BLACKSTONE FAMILY INVESTMENT PARTNERSHIP III LP THE BLACKSTONE GROUP 345 PARK AVE NEW YORK NY 10154 0 0 1 0 0001258439 BLACKSTONE OFFSHORE CAPITAL PARTNERS III LP THE BLACKSTONE GROUP 345 PARK AVENUE NEW YORK NY 10154 0 0 1 0 0001070843 PETERSON PETER G BLACKSTONE MANAGEMENT ASSOCIATES III, L. 345 PARK AVE NEW YORK NY 10154 0 0 1 0 0001070844 SCHWARZMAN STEPHEN A C/O THE BLACKSTONE GROUP 345 PARK AVE NEW YORK NY 10154 0 0 1 0 Common Stock 2003-12-18 4 J 0 30668234.753 0 A 30668234753 I See Common Stock 2003-12-18 4 J 0 5686265.247 0 A 5686265.247 I See Common Stock 2003-12-18 4 J 0 2320500 0 A 2320500 I See Senior Preferred Stock 0 2003-12-18 4 J 0 277540.586 18 A 2003-12-18 2003-12-18 Common Stock 0 0 I See Senior Preferred Stock 0 2003-12-18 4 J 0 51459.414 18 A 2003-12-18 2003-12-18 Common Stock 0 0 I See Senior Preferred Stock 0 2003-12-18 4 J 0 21000 18 A 2003-12-18 2003-12-18 Common Stock 0 0 I See Following the Exchange (as defined below), Blackstone Capital Partners III Merchant Banking Fund L.P. ("BCP") directly owns 30,668,234.753 shares of common stock (the "Common Stock") of Allied Waste Industries, Inc.. Blackstone Management Associates III L.L.C. ("BMA III") is the sole general partner of BCP. Peter G. Peterson and Stephen A. Schwarzman are founding members and managing members of BMA III. Therefore, each of BMA III, Peter G. Peterson and Stephen A. Schwarzman may be deemed to beneficially own the Common Stock owned by BCP. Following the Exchange (as defined below), Blackstone Offshore Capital Partners III, L.P. ("Offshore") directly owns 5,686,265.247 shares of Common Stock. BMA III is the sole investment general partner of Offshore. Peter G. Peterson and Stephen A. Schwarzman are founding members and managing members of BMA III. Therefore, each of BMA III, Peter G. Peterson and Stephen A. Schwarzman may be deemed to beneficially own the Common Stock owned by Offshore. Following the Exchange (as defined below), Blackstone Family Investment Partnership III L.P. ("BFIP III", together with BCP, Offshore, BMA III, Peter G. Peterson and Stephen A. Schwarzman, the "Reporting Persons") directly owns 2,320,500 shares of Common Stock. BMA III is the sole general partner of BFIP III. Peter G. Peterson and Stephen A. Schwarzman are founding members and managing members of BMA III. Therefore, each of BMA III, Peter G. Peterson and Stephen A. Schwarzman may be deemed to beneficially own the Common Stock owned by BFIP. On December 18, 2003, BCP, Offshore and BFIP III exchanged (the "Exchange") 350,000 shares of senior preferred stock (the "Senior Preferred Stock") of Allied Waste Industries for 38,675,000 shares of Common Stock. See Amendment No. 3 to Schedule 13D filed by the Reporting Persons on August 8, 2003. Prior to effecting the Exchange, BCP directly owned 277,540.586 shares of Senior Preferred Stock. BMA III is the sole general partner of BCP. Peter G. Peterson and Stephen A. Schwarzman are the founding members and managing members of BMA III. Therefore, each of BMA III, Peter G. Peterson and Stephen A. Schwarzman may have been deemed to beneficially own the Senior Preferred Stock owned by BCP. Prior to effecting the Exchange, Offshore directly owned 51,459.414 shares of Senior Preferred Stock. BMA III is the sole investment general partner of Offshore. Peter G. Peterson and Stephen A. Schwarzman are the founding members and managing members of BMA III. Therefore, each of BMA III, Peter G. Peterson and Stephen A. Schwarzman may have been deemed to beneficially own the Senior Preferred Stock owned by Offshore. Prior to effecting the Exchange, BFIP III directly owned 21,000 shares of Senior Preferred Stock. BMA III is the sole general partner of BFIP III. Peter G. Peterson and Stephen A. Schwarzman are the founding members and managing members of BMA III. Therefore, each of BMA III, Peter G. Peterson and Stephen A. Schwarzman may be deemed to beneficially own the Senior Preferred Stock owned by BFIP III. Information with respect to each of the Reporting Persons is given solely by such Reporting Persons, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Any disclosures made hereunder with respect to persons other than the Reporting Persons are made on information and belief after making appropriate inquiry. Pursuant to Rule 16a-1(a)(4) promulgated under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons herein states that the information set forth herein shall not be deemed an admission that he or it is the beneficial owner of any of the securities covered by this Statement. Each of BMA III, Peter G. Peterson and Stephen A. Schwarzman disclaims beneficial ownership of the Common Stock directly owned by BCP, Offshore and BFIP III, except to the extent of such Reporting Persons pecuniary interest. Blackstone Management Associates III L.L.C. 2003-12-18