16.

NET INCOME PER SHARE OF CLASS A COMMON STOCK

The Company’s basic and diluted net income per share calculations for the three month and nine month periods ended September 30, 2012 and 2011 are computed as described below.

Basic Net Income Per Share

Numerator—utilizes net income attributable to Lazard Ltd for the respective periods, plus applicable adjustments to such net income associated with the inclusion of shares of Class A common stock issuable on a non-contingent basis.

Denominator—utilizes the weighted average number of shares of Class A common stock outstanding for the respective periods, plus applicable adjustments to such shares associated with shares of Class A common stock issuable on a non-contingent basis.

Diluted Net Income Per Share

Numerator—utilizes net income attributable to Lazard Ltd for the respective periods as in the basic net income per share calculation described above, plus, to the extent applicable and dilutive, (i) interest expense on convertible debt, (ii) changes in net income attributable to noncontrolling interests resulting from assumed Class A common stock issuances in connection with share-based incentive compensation, convertible debt and convertible preferred stock and, on an “as-if-exchanged” basis, amounts applicable to LAZ-MD Holdings exchangeable interests and (iii) income tax related to (i) and (ii) above.

Denominator—utilizes the weighted average number of shares of Class A common stock outstanding for the respective periods as in the basic net income per share calculation described above, plus, to the extent dilutive, the incremental number of shares of Class A common stock to settle share-based incentive compensation, convertible debt, convertible preferred stock and LAZ-MD Holdings exchangeable interests, using the “treasury stock” method, the “if converted” method or the “as-if-exchanged” basis, as applicable.

The calculations of the Company’s basic and diluted net income per share and weighted average shares outstanding for the three month and nine month periods ended September 30, 2012 and 2011 are presented below:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
Net income attributable to Lazard Ltd		$33,301		$62,699		$89,674		$179,710
Add - adjustment associated with Class A common stock issuable on a non-contingent basis		3		86		6		285

Net income attributable to Lazard Ltd - basic		33,304		62,785		89,680		179,995
Add - dilutive effect, as applicable, of:
Adjustments to income relating to interest expense and changes in net income attributable to noncontrolling interests resulting from assumed Class A common stock issuances in connection with share-based incentive compensation, convertible preferred stock and exchangeable interests, net of tax		1,804		3,618		4,680		12,692

Net income attributable to Lazard Ltd - diluted		$35,108		$66,403		$94,360		$192,687


Weighted average number of shares of Class A common stock outstanding		114,689,712		115,071,470		116,949,317		114,026,323
Add - adjustment for shares of Class A common stock issuable on a non-contingent basis		913,639		3,244,474		740,087		3,559,705

Weighted average number of shares of Class A common stock outstanding - basic		115,603,351		118,315,944		117,689,404		117,586,028
Add - dilutive effect, as applicable, of:
Weighted average number of incremental shares of Class A common stock issuable from share-based incentive compensation, convertible preferred stock and exchangeable interests		19,776,685		18,542,012		17,847,646		20,679,466

Weighted average number of shares of Class A common stock outstanding - diluted		135,380,036		136,857,956		135,537,050		138,265,494

Net income attributable to Lazard Ltd per share of Class A common stock:
Basic		$0.29		$0.53		$0.76		$1.53

Diluted		$0.26		$0.49		$0.70		$1.39