X0202 3 2007-09-27 0 0001397821 Duff & Phelps Corp DUF 0001321523 Forman Edward C/O DUFF & PHELPS CORPORATION 55 EAST 52ND STREET NEW YORK NY 10055 0 1 0 0 Executive VP, Gen. Cnsl., Sec. Duff & Phelps Corporation Class A common stock 0 D Duff & Phelps Acquisitions, LLC New Class A Units Duff & Phelps Corporation Class A common stock D Pursuant to an exchange agreement to be entered into in connection with the closing of the initial public offering of Duff & Phelps Corporation (the "IPO"), holders of New Class A Units of Duff & Phelps Acquisitions, LLC ("DPA") to be issued in connection with the reorganization of DPA immediately prior to the consummation of the IPO (the "Reorganization"), including Mr. Forman, may exchange their New Class A Units for Class A common stock of Duff & Phelps Corporation on a one-for-one basis up to four times each year, subject to the vesting, minimum retained ownership requirements and transfer restrictions and customary conversion rate adjustments for splits, unit distributions and reclassifications contained in the exchange agreement. Notwithstanding the foregoing, no New Class A Units issued in the Reorganization may be exchanged for Class A common stock at any time prior to March 31, 2008, other than as set forth in the exchange agreement. /s/ Edward Forman 2007-09-27