354190--2/5/2010--GALLAGHER_ARTHUR_J_&

related topics

{financial, litigation, operation}

{regulation, government, change}

{interest, director, officer}

{cost, regulation, environmental}

{tax, income, asset}

{acquisition, growth, future}

{operation, international, foreign}

{regulation, change, law}

{condition, economic, financial}

{cost, operation, labor}

{personnel, key, retain}

{gas, price, oil}

Volatility or declines in premiums or other adverse trends in the insurance industry may seriously undermine Gallagher s profitability. Gallagher faces significant competitive pressures in each of its businesses. The current disruption in the global credit markets and instability of financial systems, and a continuation or worsening of the current economic recession, may adversely affect Gallagher s results of operations and financial condition. Gallagher has historically engaged in a large number of acquisitions of insurance brokers and agencies. Gallagher may not be able to continue to implement such an acquisition strategy in the future and there are risks associated with such acquisitions. The agreements and instruments governing Gallagher s debt contain restrictions and limitations that could significantly impact Gallagher s ability to operate its business. Gallagher could incur substantial losses if one of the commercial banks and financial institutions Gallagher uses in its operations should happen to fail. Gallagher has non-U.S. operations which expose it to certain additional risks, including the risk of exchange rate fluctuations and geopolitical risk. Gallagher faces a variety of risks in its Risk Management operations that are distinct from those it faces in its Brokerage operations. Gallagher is subject to insurance industry regulation worldwide. If Gallagher fails to comply with regulatory requirements or if regulations change in a way that adversely affects Gallagher s operations, Gallagher may not be able to conduct its business or may be less profitable. Changes in Gallagher s accounting estimates and assumptions could negatively affect its financial position and operating results. Gallagher is subject to a number of contingencies and legal proceedings which, if determined unfavorably to Gallagher, would adversely affect its financial results. Contingent commissions paid by insurance companies are less predictable than standard commissions, and any decrease in the amount of contingent commissions received by Gallagher could adversely affect its results of operations. Gallagher s future success depends, in part, on its ability to attract and retain experienced and qualified personnel. Sustained increases in the cost of employee benefits could reduce Gallagher s profitability. Gallagher has historically benefited from Section 29 tax credits and that law expired on December 31, 2007. The disallowance of IRC Section 29 tax credits would likely cause a material loss. Gallagher has developed production facilities with the ability to produce refined coal that it believes qualifies for tax credits under IRC Section 45. However, there are significant uncertainties surrounding Gallagher s investment in these facilities, and if Gallagher is not successful in claiming IRC Section 45 tax credits, Gallagher may not be able to recoup its investment or generate additional earnings from the operation of these facilities. Long-term permits must still be obtained. All conditions under IRC Section 45 must be satisfied. Utilities use of coal may decline. Operations at the IRC Section 45 production facilities and the by-products from such operations may result in environmental and product liability claims and environmental compliance costs. Improper disclosure of personal data could result in legal liability or harm Gallagher s reputation. Gallagher is exposed to various risks relating to losses on investments held by its Financial Services business.

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354190--2/5/2010--GALLAGHER_ARTHUR_J_&_CO