Morgan Stanley top convertibles underwriter in 2004

* Convertibles issuance totals $50.34 billion in 2004

* Lehman top convertibles underwriter in fourth quarter

* Convertibles issuance $10.24 billion in fourth quarter

* JPMorgan top convertibles underwriter in December

* Convertibles issuance $3.20 billion in December

New York, Dec. 31 - Morgan Stanley closed out 2004 as number one underwriter of convertible offerings, holding on to the position it had held for much of the year, according to data compiled by Prospect News.

The firm brought to market 61 deals totaling $7.17 billion for a 14.25% share.

Citigroup was in second place with $6.43 billion while Lehman Brothers was third with $5.52 billion.

The Prospect News figures cover dollar-denominated deals offered in the United States as registered transactions or under Rule 144A. They include equity-linked deals issued by investment banks.

Total volume for the year was $50.34 billion, significantly lower than the $98.17 billion seen in 2003 - just 51.3%, in fact. It also means 2004 ends lower than 2000's $64.4 billion, 2002's $60.40 billion and way short of the $112.00 billion of 2001 and the $98.17 billion of 2003.

If investment bank equity-linked deals are excluded, the overall figures are broadly similar.

Excluding equity-linked deals, Morgan Stanley remains number one and the year's total is $45.96 billion.

2004, including investment bank exchangeables

2003 Comparables

	Underwriter	Amount	No.	Share	Rank	Amount	No.	Share
1	Morgan Stanley	7.173	61	14.25%	4	11.312	63	11.52%
2	Citigroup	6.434	43	12.78%	1	13.853	69	14.11%
3	Lehman	5.515	42	10.95%	9	5.323	38	5.42%
4	Goldman Sachs	5.423	72	10.77%	3	11.687	70	11.90%
5	Banc of America	4.462	26	8.86%	6	7.666	43	7.81%
6	Merrill Lynch	3.865	29	7.68%	5	10.659	64	10.86%
7	JPMorgan	3.521	30	6.99%	2	13.711	52	13.97%
8	Deutsche Bank	3.510	18	6.97%	10	5.299	26	5.40%
9	UBS	2.873	14	5.71%	7	7.245	44	7.38%
10	CSFB	2.611	15	5.19%	8	6.211	34	6.33%
11	Bear Stearns	1.568	17	3.12%	12	0.939	10	0.96%
12	Jefferies	0.907	5	1.80%	-	-	-	-
13	Wachovia	0.657	6	1.31%	11	1.774	11	1.81%
14	SG Cowen	0.375	3	0.74%	20	0.090	2	0.09%
15	ABN	0.342	93	0.68%	14	0.564	26	0.57%
	Total	50.342	443	98.170	413
	Average size:	0.114	0.238
2004, excluding investment bank exchangeables
					2003 Comparables
	Underwriter	Amount	No.	Share	Rank	Amount	No.	Share
1	Morgan Stanley	6.569	31	14.29%	4	10.926	51	11.60%
2	Citigroup	5.138	25	11.18%	2	13.168	58	13.98%
3	Goldman Sachs	4.873	22	10.60%	3	11.179	40	11.87%
4	Banc of America	4.462	26	9.71%	6	7.666	43	8.14%
5	Lehman	4.258	20	9.26%	9	4.883	24	5.18%
6	Merrill Lynch	3.569	21	7.77%	5	10.150	47	10.78%
7	JPMorgan	3.521	30	7.66%	1	13.711	52	14.55%
8	Deutsche Bank	3.510	18	7.64%	10	4.079	24	4.33%
9	UBS	2.873	14	6.25%	7	7.209	30	7.65%
10	CSFB	2.611	15	5.68%	8	6.211	34	6.59%
11	Bear Stearns	1.568	17	3.41%	12	0.915	8	0.97%
12	Jefferies	0.907	5	1.97%	-	-	-	-
13	Wachovia	0.657	6	1.43%	11	1.774	11	1.88%
14	SG Cowen	0.375	3	0.82%	20	0.090	2	0.10%
15	Friedman Billings	0.200	1	0.44%	-	-	-	-
	Total	45.957	205	94.201	286
	Average size:	0.224	0.329
Fourth quarter 2004, including investment bank exchangeables
					2003 Comparables
	Underwriter	Amount	No.	Share	Rank	Amount	No.	Share
1	Lehman	1.709	17	16.70%	5	1.583	13	8.83%
2	Citigroup	1.461	10	14.28%	3	1.797	10	10.02%
3	Goldman Sachs	1.191	15	11.63%	9	1.280	9	7.14%
4	JPMorgan	0.803	8	7.85%	1	2.603	12	14.52%
5	Bear Stearns	0.715	5	6.99%	12	0.295	3	1.65%
6	UBS	0.704	5	6.88%	6	1.575	11	8.78%
7	Banc of America	0.612	7	5.97%	10	1.210	10	6.75%
8	Deutsche Bank	0.556	4	5.43%	7	1.445	5	8.06%
9	Morgan Stanley	0.533	11	5.21%	4	1.792	11	9.99%
10	Merrill Lynch	0.512	3	5.01%	2	2.180	13	12.16%
	Total	10.236	130	17.932	94
	Average size:	0.079	0.191
Fourth quarter 2004, excluding investment bank exchangeables
					2003 Comparables
	Underwriter	Amount	No.	Share	Rank	Amount	No.	Share
1	Citigroup	1.302	5	14.79%	4	1.704	9	9.79%
2	Goldman Sachs	1.070	5	12.15%	9	1.234	5	7.09%
3	Lehman	0.825	7	9.37%	6	1.492	7	8.57%
4	JPMorgan	0.803	8	9.12%	1	2.603	12	14.95%
5	Bear Stearns	0.715	5	8.12%	12	0.295	3	1.69%
6	UBS	0.704	5	7.99%	5	1.569	6	9.02%
7	Banc of America	0.612	7	6.94%	10	1.210	10	6.95%
8	Deutsche Bank	0.556	4	6.31%	7	1.445	5	8.30%
9	Merrill Lynch	0.512	3	5.82%	2	2.016	8	11.58%
10	Morgan Stanley	0.380	3	4.31%	3	1.720	8	9.88%
	Total	8.809	53	17.406	59
	Average size:	0.166	0.295
December 2004, including investment bank exchangeables
					2003 Comparables
	Underwriter	Amount	No.	Share	Rank	Amount	No.	Share
1	JPMorgan	0.491	5	15.33%	2	1.284	5	15.21%
2	Goldman Sachs	0.475	7	14.84%	10	0.201	3	2.39%
3	Banc of America	0.398	4	12.42%	8	0.235	2	2.78%
4	Bear Stearns	0.335	3	10.47%	9	0.230	2	2.72%
5	UBS	0.333	1	10.40%	1	1.518	5	17.98%
6	CSFB	0.263	2	8.20%	6	1.039	5	12.31%
7	Lehman	0.234	5	7.32%	7	0.282	3	3.35%
8	Morgan Stanley	0.224	5	6.98%	4	1.146	6	13.57%
9	Citigroup	0.150	3	4.68%	5	1.115	6	13.21%
10	Deutsche Bank	0.106	2	3.31%	11	0.190	2	2.25%
	Total	3.201	49	8.443	36
	Average size:	0.065	0.235
December 2004, excluding investment bank exchangeables
					2003 Comparables
	Underwriter	Amount	No.	Share	Rank	Amount	No.	Share
1	JPMorgan	0.491	5	16.80%	2	1.284	5	15.62%
2	Goldman Sachs	0.450	3	15.40%	11	0.175	1	2.13%
3	Banc of America	0.398	4	13.61%	8	0.235	2	2.86%
4	Bear Stearns	0.335	3	11.47%	9	0.230	2	2.80%
5	UBS	0.333	1	11.40%	1	1.518	5	18.45%
6	CSFB	0.263	2	8.99%	5	1.039	5	12.64%
7	Lehman	0.196	2	6.71%	7	0.273	2	3.31%
8	Morgan Stanley	0.150	2	5.13%	4	1.111	5	13.51%
9	Deutsche Bank	0.106	2	3.62%	10	0.190	2	2.31%
10	Wachovia	0.096	1	3.28%	-	-	-	-
	Total	2.921	18	8.225	26
	Average size:	0.162	0.316
Prospect News Convertibles Underwriter Rankings

Criteria

* The tables include all underwritten dollar-denominated offerings sold in the United States as public or Rule 144A deals reported to Prospect News.

* Offerings are included in the time period in which they price.

* Amounts are based on the total sales price (face amount multiplied by the offering price). The full amount is credited to the bookrunner (or lead manager if no bookrunners). For multiple bookrunners (or lead managers), the total value is divided equally among all the firms.

* Each tranche is counted as a separate deal.

* Bonds are included that convert into the issuer's or another company's stock or the cash equivalent; bonds that convert into other bonds are excluded.

* Units made up of a bond and stock are included; units made up of a bond and warrants are excluded.

* Preferred issues are included using the same criteria as for bonds.

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