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Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2012	Feb. 22, 2013	Jun. 30, 2012
Entity Information [Line Items]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2012
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	FY
Trading Symbol	MSCI
Entity Registrant Name	MSCI INC.
Entity Central Index Key	0001408198
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		120,229,566
Entity Public Float			$ 4,067,628,516

Consolidated Statements Of Financial Condition - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
ASSETS
Cash and cash equivalents	$ 183,309	$ 252,211
Short-term investments	70,898	140,490
Trade receivables (net of allowances of $964 and $857 as of December 31, 2012 and 2011, respectively)	153,557	180,566
Deferred taxes	49,552	40,952
Prepaid income taxes	32,431	38,022
Prepaid and other assets	25,088	25,702
Total current assets	514,835	677,943
Property, equipment and leasehold improvements (net of accumulated depreciation of $59,078 and $60,088 at December 31, 2012 and 2011, respectively)	67,419	37,623
Goodwill	1,783,410	1,708,585
Intangible assets (net of accumulated amortization of $316,099 and $255,579 at December 31, 2012 and 2011, respectively)	641,074	644,881
Other non-current assets	12,901	23,964
Total assets	3,019,639	3,092,996
LIABILITIES AND SHAREHOLDERS' EQUITY
Accounts payable	2,985	239
Accrued compensation and related benefits	113,359	107,506
Other accrued liabilities	42,486	45,504
Current maturities of long term debt	43,093	10,339
Deferred revenue	308,022	289,217
Total current liabilities	509,945	452,805
Long term debt, net of current maturities	811,623	1,066,548
Deferred taxes	234,245	240,456
Other non-current liabilities	38,595	27,755
Total liabilities	1,594,408	1,787,564
Commitments and Contingencies (see Note 7)
Shareholders' equity:
Preferred stock (par value $0.01; 100,000,000 shares authorized; no shares issued)
Common stock (par value $0.01; 750,000,000 common shares authorized at December 31, 2012 and 500,000,000 class A shares and 250,000,000 class B shares authorized at December 31, 2011; 124,033,980 common shares issued at December 31, 2012 and 122,713,226 class A shares issued at December 31, 2011; and 120,114,586 common shares outstanding at December 31, 2012 and 121,212,191 class A shares outstanding at December 31, 2011, respectively; no class B shares issued and outstanding at December 31, 2011)	1,240	1,227
Treasury shares, at cost (3,919,394 and 1,501,035 shares at December 31, 2012 and 2011, respectively)	(120,926)	(49,827)
Additional paid in capital	1,000,014	995,665
Retained earnings	547,699	363,461
Accumulated other comprehensive loss	(2,796)	(5,094)
Total shareholders' equity	1,425,231	1,305,432
Total liabilities and shareholders' equity	$ 3,019,639	$ 3,092,996

Consolidated Statements Of Financial Condition (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
Trade receivables, allowances	$ 964	$ 857
Property, equipment and leasehold improvements, accumulated depreciation	59,078	60,088
Intangible assets, accumulated amortization	$ 316,099	$ 255,579
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	100,000,000	100,000,000
Preferred stock, shares issued
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	750,000,000
Common stock, shares issued	124,033,980
Common stock, shares outstanding	120,114,586
Treasury shares	3,919,394	1,501,035
Common Class A [Member]
Common stock, shares authorized		500,000,000
Common stock, shares issued		122,713,226
Common stock, shares outstanding		121,212,191
Common Class B [Member]
Common stock, shares authorized		250,000,000
Common stock, shares issued		0
Common stock, shares outstanding		0

Consolidated Statements Of Income - USD ($)
shares in Thousands, $ in Thousands

1 Months Ended

3 Months Ended

12 Months Ended

Dec. 31, 2010

Dec. 31, 2012

Sep. 30, 2012

Jun. 30, 2012

Mar. 31, 2012

Dec. 31, 2011

Sep. 30, 2011

Jun. 30, 2011

Mar. 31, 2011

Dec. 31, 2012

Dec. 31, 2011

Nov. 30, 2010

Operating revenues

$ 72,524

$ 247,080

$ 235,444

$ 238,565

$ 229,052

$ 226,134

$ 225,026

$ 226,483

$ 223,298

$ 950,141

$ 900,941

$ 662,901

Cost of services

20,986

74,191

68,350

73,243

72,291

69,121

68,968

68,840

70,218

288,075

277,147

198,626

Selling, general and administrative

17,481

57,172

62,973

57,602

55,436

54,509

53,724

53,321

51,418

233,183

212,972

190,244

Restructuring

(125)

1,002

(40)

(4,431)

(51)

3,594

8,896

Amortization of intangible assets

5,564

15,421

15,959

16,268

16,422

16,423

16,692

63,298

65,805

41,599

Depreciation and amortization of property, equipment and leasehold improvements

1,798

4,989

4,633

4,662

4,416

4,478

4,669

5,168

5,110

18,700

19,425

17,413

Total operating expenses

45,855

151,773

151,915

151,444

148,073

144,501

142,781

143,792

147,869

603,205

578,943

456,778

Operating income

26,669

95,307

83,529

87,121

80,979

81,633

82,245

82,691

75,429

346,936

321,998

206,123

Interest income

(68)

(242)

(252)

(237)

(223)

(335)

(184)

(186)

(143)

(954)

(848)

(993)

Interest expense

6,054

7,178

^[1]

7,314

^[1]

29,581

^[1]

12,355

^[1]

13,267

^[1]

13,113

^[1]

12,852

^[1]

16,587

^[1]

56,428

55,819

51,337

Other expense

127

873

516

608

(1,427)

(983)

383

5,641

2,053

3,614

2,288

Other expense (income), net

6,113

6,992

7,935

29,860

12,740

11,505

11,946

13,049

22,085

57,527

58,585

52,632

Income before provision for income taxes

20,556

88,315

75,594

57,261

68,239

70,128

70,299

69,642

53,344

289,409

263,413

153,491

Provision for income taxes

6,732

33,863

27,320

19,715

24,273

25,642

20,512

23,982

19,823

105,171

89,959

61,321

Net income

$ 13,824

$ 54,452

$ 48,274

$ 37,546

$ 43,966

$ 44,486

$ 49,787

$ 45,660

$ 33,521

$ 184,238

$ 173,454

$ 92,170

Earnings per basic common share

$ 0.11

$ 0.44

$ 0.39

$ 0.31

$ 0.36

$ 0.37

$ 0.41

$ 0.38

$ 0.28

$ 1.50

$ 1.43

$ 0.82

Earnings per diluted common share

$ 0.11

$ 0.44

$ 0.39

$ 0.30

$ 0.35

$ 0.36

$ 0.40

$ 0.37

$ 0.27

$ 1.48

$ 1.41

$ 0.81

Weighted average shares outstanding used in computing earnings per share:

Basic

119,943

122,082

122,261

122,030

121,754

121,146

120,831

120,592

120,282

122,023

120,717

112,074

Diluted

121,803

122,995

123,450

123,295

123,113

122,536

122,303

122,235

122,013

123,204

122,276

113,357

[1]	Increased Interest expense during the second quarter of 2012 was primarily the result of the accelerated recognition of deferred financing costs associated with the refinancing of the Company's debt that occurred during the quarter.

Consolidated Statements Of Comprehensive Income - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Nov. 30, 2010
Net income	$ 13,824	$ 184,238	$ 173,454	$ 92,170
Other comprehensive (loss) income:
Foreign currency translation adjustments	855	3,867	(4,363)	4,195
Income tax effect	(334)	(1,520)	1,711	(1,640)
Foreign currency translation adjustments, net	521	2,347	(2,652)	2,555
Unrealized (loss) gain on cash flow hedges	1,111	1,742	(2,445)	3,607
Income tax effect	(434)	(691)	957	(1,408)
Unrealized (loss) gain on cash flow hedges, net	677	1,051	(1,488)	2,199
Unrealized (loss) gain on available-for-sale securities	11		(11)	5
Income tax effect	(4)		4	(2)
Unrealized (loss) gain on available-for-sale securities, net	7		(7)	3
Periodic pension adjustment	(88)	(1,434)	(145)	1,228
Income tax effect	6	334	41	(361)
Periodic pension adjustment, net	(82)	(1,100)	(104)	867
Other comprehensive (loss) income, net of tax	1,123	2,298	(4,251)	5,624
Comprehensive income	$ 14,947	$ 186,536	$ 169,203	$ 97,794

Consolidated Statements Of Shareholders' Equity In Thousands - USD ($) $ in Thousands	Total	Common Stock [Member]	Treasury Stock [Member]	Additional Paid-In Capital [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive Income (Loss) [Member]
Balance at Nov. 30, 2009	$ 507,056	$ 1,054	$ (19,168)	$ 448,747	$ 84,013	$ (7,590)
Net income	92,170				92,170
Foreign currency translation adjustment	2,555					2,555
Net changes in unrealized losses on cash flow hedges	2,199					2,199
Unrealized gain on available-for-sale securities	3					3
Periodic pension adjustment	867					867
Common stock issued	10	10
Common stock issued to acquire RiskMetrics Group, Inc.	371,815	126		371,689
Compensation payable in common stock and options	31,741			31,741
Compensation payable in common stock assumed to acquire RiskMetrics Group, Inc.	53,879			53,879
Common stock repurchased and held in treasury	(14,151)		(14,151)
Exercise of stock options	23,436	15		23,421
Excess tax benefits from employee stock incentive plans	8,537			8,537
Balance at Nov. 30, 2010	1,080,117	1,205	(33,319)	938,014	176,183	(1,966)
Net income	13,824				13,824
Foreign currency translation adjustment	521					521
Net changes in unrealized losses on cash flow hedges	677					677
Unrealized gain on available-for-sale securities	7					7
Periodic pension adjustment	(82)					(82)
Common stock issued	1	1
Compensation payable in common stock and options	8,504			8,504
Common stock repurchased and held in treasury	(1,882)		(1,882)
Exercise of stock options	186	1		185
Excess tax benefits from employee stock incentive plans	297			297
Balance at Dec. 31, 2010	1,102,170	1,207	(35,201)	947,000	190,007	(843)
Net income	173,454				173,454
Foreign currency translation adjustment	(2,652)					(2,652)
Net changes in unrealized losses on cash flow hedges	(1,488)					(1,488)
Unrealized gain on available-for-sale securities	(7)					(7)
Periodic pension adjustment	(104)					(104)
Common stock issued	10	10
Compensation payable in common stock and options	24,981			24,981
Common stock repurchased and held in treasury	(14,626)		(14,626)
Exercise of stock options	16,431	10		16,421
Excess tax benefits from employee stock incentive plans	7,263			7,263
Balance at Dec. 31, 2011	1,305,432	1,227	(49,827)	995,665	363,461	(5,094)
Net income	184,238				184,238
Foreign currency translation adjustment	2,347					2,347
Net changes in unrealized losses on cash flow hedges	1,051
Fair value calculation of interest rate swap	1,051					1,051
Unrealized gain on available-for-sale securities
Periodic pension adjustment	(1,100)					(1,100)
Common stock issued	4	4
Compensation payable in common stock and options	24,997			24,997
Common stock repurchased and held in treasury	(105,989)		(70,989)	(35,000)
Common stock issued to directors and held in treasury	(110)		(110)
Exercise of stock options	13,313	9		13,304
Excess tax benefits from employee stock incentive plans	1,048			1,048
Balance at Dec. 31, 2012	$ 1,425,231	$ 1,240	$ (120,926)	$ 1,000,014	$ 547,699	$ (2,796)

Consolidated Statements Of Cash Flows - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Nov. 30, 2010
Cash flows from operating activities
Net income	$ 13,824	$ 184,238	$ 173,454	$ 92,170
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization of intangible assets	5,564	63,298	65,805	41,599
Share-based compensation	2,843	25,323	31,723	32,285
Depreciation of property, equipment and leasehold improvements	1,798	18,700	19,425	17,413
Amortization of debt origination fees	548	18,065	5,776	8,090
Deferred taxes	2,852	(30,195)	5,625	926
Amortization of discount on long-term debt	101	5,305	1,051	1,337
Excess tax benefits from share-based compensation	(297)	(1,048)	(7,263)	(8,537)
Other non-cash adjustments	(5)	(49)	1,542	3,246
Changes in assets and liabilities, net of assets acquired and liabilities assumed:
Trade receivables	10,026	35,473	(42,284)	(35,851)
Prepaid income taxes	2,263	7,278	(10,743)	17,241
Prepaid and other assets	1,015	(1,395)	(8,525)	3,308
Accounts payable	(1,950)	1,979	57	(2,653)
Deferred revenue	(3,321)	18,345	19,379	3,980
Accrued compensation and related benefits	2,103	(834)	6,406	15,574
Other accrued liabilities	6,897	(8,233)	(3,400)	(6,523)
Other	(1,032)	10,825	(3,031)	(251)
Net cash provided by operating activities	43,229	347,075	254,997	183,354
Cash flows from investing activities
Acquisitions, net of cash acquired		(119,554)		(1,101,243)
Proceeds from redemption of short-term investments	1,100	207,032	150,292	416,550
Purchase of investments		(137,306)	(217,792)	(194,416)
Capital expenditures	(1,811)	(44,884)	(23,111)	(13,190)
Proceeds from the sale of property, equipment and leasehold improvements		351		22
Net cash used in investing activities	(711)	(94,361)	(90,611)	(892,277)
Cash flows from financing activities:
Proceeds from borrowing, net of discount		876,087	1,125,000	1,268,625
Repayment of long-term debt		(1,103,563)	(1,312,062)	(386,875)
Repayment of RiskMetrics Group, Inc. debt acquired				(107,485)
Payment of issuance costs in connection with long term debt		(3,870)		(34,029)
Repurchase of treasury shares	(1,882)	(105,989)	(14,626)	(14,151)
Proceeds from the exercise of stock options	186	13,311	16,431	23,436
Excess tax benefits from share-based compensation	297	1,048	7,263	8,537
Net cash (used in) provided by financing activities	(1,399)	(322,976)	(177,994)	758,058
Effect of exchange rates changes on cash and cash equivalents	1,729	1,360	(3,604)	1,416
Net (decrease) increase in cash	42,848	(68,902)	(17,212)	50,551
Cash and cash equivalents, beginning of period	226,575	252,211	269,423	176,024
Cash and cash equivalents, end of period	269,423	183,309	252,211	226,575
Supplemental disclosure of cash flow information
Cash paid for interest	7	36,744	52,713	40,100
Cash paid for income taxes	941	134,439	93,728	46,190
Supplemental disclosure of non-cash investing activities:
Property, equipment and leasehold improvements in other accrued liabilities	$ 1,577	$ 3,575	$ 1,781	821
Acquisition of RiskMetrics Group, Inc., class A common stock issued				371,815
Fair value of stock options and restricted stock awards assumed in connection with acquisition of RiskMetrics Group, Inc.				$ 53,879

Introduction And Basis Of Presentation

12 Months Ended

Dec. 31, 2012

Introduction And Basis Of Presentation

1. INTRODUCTION AND BASIS OF PRESENTATION

Organization

MSCI Inc. together with its wholly-owned subsidiaries (the “Company” or “MSCI”) is a global provider of investment decision support tools, including indices, portfolio risk and performance analytics and corporate governance products and services. The Company’s flagship products are its global equity indices and environmental, social and governance (“ESG”) products marketed under the MSCI and MSCI ESG brands, its portfolio risk and performance analytics covering global equity and fixed income markets marketed under the Barra brand, its market and credit risk analytics marketed under the RiskMetrics and Barra brands, its governance research and outsourced proxy voting and reporting services, and executive compensation analytics tools marketed under the ISS brand, its valuation models and risk management software for the energy and commodities markets marketed under the FEA brand, its private real estate benchmarks under the IPD brand and its forensic accounting risk research, legal and regulatory risk assessment and due diligence products marketed under the CFRA brand.

MSCI operates as two segments, the Performance and Risk business and the Governance business. The Performance and Risk business is a global provider of investment decision support tools, including equity indices, real estate indices and benchmarks, portfolio risk and performance analytics, credit analytics and ESG products. The Governance business is a provider of corporate governance and specialized financial research and analysis services to institutional shareholders and corporations around the world. (See Note 15, “Segment Information,” for further information about MSCI’s acquisitions and operating segments.)

Change in Fiscal Year End

On December 8, 2010, the Board of Directors of the Company approved a change in the Company’s fiscal year end from November 30 to December 31 of each year. This change to the calendar year reporting cycle began January 1, 2011. As a result of the change, the Company is reporting a December 2010 fiscal month transition period, which is separately reported in this Annual Report on Form 10-K for the calendar year ended December 31, 2012.

Financial information for the year ended December 31, 2010 has not been included in this Form 10-K for the following reasons: (i) the year ended November 30, 2010 provides a meaningful comparison for year ended December 31, 2011; (ii) there are no significant factors, seasonal or other, that would impact the comparability of information if the results for the year ended December 31, 2010 were presented in lieu of results for the year ended November 30, 2010; and (iii) it was not practicable or cost justified to prepare this information.

Adjustment to Revenues

During the year ended December 31, 2012, as a result of a one-time adjustment, the Company recorded a $5.2 million cumulative revenue reduction to correct an error related to revenues previously reported through December 31, 2011. The effect of recording this adjustment in the first quarter resulted in a one-time decrease to the energy and commodity analytics products revenues in the Company’s Consolidated Statement of Income and an increase in deferred revenues in the Company’s Consolidated Statement of Financial Condition. It was determined that under Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 985-605, “Software Revenue Recognition,” the Company incorrectly established vendor specific objective evidence (“VSOE”) for certain energy and commodity analytics products and as a result should not have been recognizing a substantial portion of the revenue immediately upon delivery or renewal of a time based subscription license, the terms of which are generally one year. Rather, the entire license fee should be recognized ratably over the term of the license. As such, the Company made the cumulative adjustment effective January 1, 2012 and started recognizing revenue related to all contracts still in effect as of this date ratably over the remainder of the term. The Company began recognizing revenue ratably over the contract term for any new contracts entered into on or after January 1, 2012. Based upon an evaluation of all relevant factors, management believes the correcting adjustment did not have a material impact on the Company’s previously reported results and, accordingly, has determined that restatement of previously issued financial statements is not necessary.

Basis of Presentation

The consolidated financial statements include the accounts of MSCI Inc. and its wholly-owned subsidiaries. The Company’s policy is to consolidate all entities in which it owns more than 50% of the outstanding voting stock unless it does not control the entity. It is also the Company’s policy to consolidate any variable interest entity for which the Company is the primary beneficiary, as required by the ASC Subtopic 810-10, “Consolidations.” For investments in any entities in which the Company owns 20% or less of the outstanding voting stock and significant influence does not exist, such investments are carried at cost.

Significant Accounting Policies

Basis of Financial Statements and Use of Estimates

The Company’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). These accounting principles require the Company to make certain estimates and judgments that can affect the reported amounts of assets and liabilities as of the date of the consolidated financial statements, as well as the reported amounts of revenue and expenses during the periods presented. Significant estimates and assumptions made by management include the deferral and recognition of revenue, research and development and software capitalization, the allowance for doubtful accounts, impairment of long-lived assets, accrued compensation, income taxes and other matters that affect the consolidated financial statements and related disclosures. The Company believes that estimates used in the preparation of these consolidated financial statements are reasonable; however, actual results could differ materially from these estimates.

Inter-company balances and transactions are eliminated in consolidation.

Revenue Recognition

In general, the Company applies SEC Staff Accounting Bulletin No. 104 (“SAB 104”), “Revenue Recognition,” in determining revenue recognition. Accordingly, the Company recognizes revenue when all the following criteria are met:

•

The Company has persuasive evidence of a legally binding arrangement,

•

Delivery has occurred,

•

Client fee is deemed fixed or determinable, and

•

Collection is probable.

When a sales arrangement requires the delivery of more than one product and service, revenue is recognized pursuant to the requirements of ASC Subtopic 605-25, “Revenue Arrangements with Multiple Deliverables.” Under the provisions of ASC Subtopic 605-25, elements within a multi-deliverable arrangement should be considered separate units of accounting if all of the following criteria are met:

•

The delivered items have value to the client on a standalone basis. The items have value on a standalone basis if they can be sold separately by any vendor or the client could resell the delivered items on a standalone basis; and

•

If the arrangement includes a general right of return relative to the delivered items, delivery or performance of the undelivered items is considered probable and substantially in the control of the vendor.

The Company provides products and services to its clients under various software and non-software related arrangements. The Company has signed contracts with substantially all clients that set forth the fees to be paid for its products and services. Further, the Company regularly assesses the receivable balances for each client for collectability. The Company’s application service license arrangements generally do not include acceptance provisions, which generally allow a client to test the solution for a defined period of time before committing to the license. If a license agreement includes an acceptance provision, the Company does not recognize subscription revenues until the earlier of the receipt of a written client acceptance or, if not notified by the client that it is cancelling the license agreement, the expiration of the acceptance period.

The Company’s subscription agreements for non-software-related application services include provisions that, among other things, allow clients, for no additional fee, to receive updates and modifications that may be made from time to time when and if available, for the term of the agreement, which is typically one year. These arrangements do not provide the client with the right to take possession of the application at any time. For sales arrangements with multiple deliverables, which may include application service subscription and professional services associated with implementation and other services, the Company evaluates each deliverable in these multiple-element arrangements to determine whether it represents a separate unit of accounting and allocates revenue accordingly.

In most cases, the Company recognizes revenues from subscription arrangements ratably over the term of the license agreement pursuant to contract terms. The contracts state the terms under which these fees are to be calculated. The fees are recognized as the Company supplies the product and service to the client over the license period and are generally billed in advance prior to the license start date. For products and services whose fees are based on estimated assets under management linked to the Company’s indices, or contract values related to futures and options, the Company recognizes revenues based on estimates from independent third-party sources or the most recently reported information from the client.

The Company’s software-related arrangements do not require significant modification or customization of any underlying software applications being licensed. Accordingly, the Company recognizes software revenues pursuant to the requirements of ASC Subtopic 985-605, “Software-Revenue Recognition.” The Company’s subscription agreements for software products include provisions that, among other things, would allow clients to receive unspecified, when and if available, future software upgrades for no additional fee as well as the right to use the software products with maintenance and technical support for the term of the agreement, which is typically one year. Software agreements may include other consulting and professional services. In accordance with ASC Subtopic 985-605, the Company does not have VSOE for these elements and therefore recognizes software related revenue ratably over the term of the license agreement.

Share-Based Compensation

Certain of the Company’s employees have received share-based compensation under certain compensation programs. The Company’s compensation expense reflects the fair value method of accounting for share-based payments under ASC Subtopic 718-10, “Compensation-Stock Compensation.” ASC Subtopic 718-10 requires measurement of compensation cost for equity-based awards at fair value and recognition of compensation cost over the service period, net of estimated forfeitures.

The fair value of MSCI restricted stock units (“RSUs”) is measured as the closing price on the date prior to grant. Restricted stock units subject to performance conditions (“PSUs”) are based on performance measures that impact the amount of shares that each recipient will receive upon vesting. PSUs are granted at fair market value, which is measured as the closing price on the date prior to grant.

The fair value of MSCI standard stock options is determined using the Black-Scholes valuation model and the single grant life method. Under the single grant life method, option awards with graded vesting are valued using a single weighted-average expected option life. The fair value of MSCI stock options that contain stock price contingencies is determined using a Monte Carlo simulation model, which creates a normal distribution of future stock prices, which is then used to value the awards based on their individual terms.

Based on interpretive guidance related to Stock Compensation, the Company’s policy is to accrue the estimated cost of share-based awards that were granted to retirement-eligible employees over the course of the prior year in which they were earned rather than expensing the awards on the date of grant. A portion of the restricted stock units granted to employees are subject to certain performance conditions. The Company bases initial accruals of compensation cost on the estimated number of instruments for which the requisite service is expected to be rendered. If the estimated number of instruments changes from previous estimates, the cumulative effect on current and prior periods of a change is recognized in compensation cost in the period of the change.

Research and Development

The Company accounts for research and development costs in accordance with several accounting pronouncements, including ASC Subtopic 730-10, “Research and Development,” and ASC Subtopic 985-730, “Software-Research and Development.” ASC Subtopic 730-10 requires that research and development costs generally be expensed as incurred. The majority of the Company’s research and development costs are incurred in developing, reviewing and enhancing the methodologies and data models offered within its product portfolio. ASC Subtopic 985-730 specifies that costs incurred in researching and developing a computer software product, as defined within ASC Subtopic 985-20, “Software-Costs of Software to be Sold, Leased or Marketed,” should be charged to expense until technological feasibility has been established for the product. Once technological feasibility is established, all software costs should be capitalized until the product is available for general release to clients. Judgment is required in determining when technological feasibility of a product is established. Costs incurred after technological feasibility is established have not been material, and accordingly, the Company has expensed all research and development costs when incurred.

Income Taxes

Prior to May 2, 2008, the Company was a member of the Morgan Stanley consolidated group and the Company’s taxable income had been included in the consolidated U.S. federal income tax return of Morgan Stanley as well as in returns filed by Morgan Stanley with certain state and local taxing jurisdictions. Since May 3, 2008, the Company has been filing its U.S. consolidated federal income tax return as a taxable group separate from Morgan Stanley. Since May 23, 2009, the Company has been filing all of its state and local income tax returns as a taxpayer separate from Morgan Stanley. The Company’s foreign income tax returns have been and continue to be filed on a separate company basis. The Company’s federal, state and local and foreign income tax liability has been computed and presented as if it were a separate taxpaying entity in the periods presented. Federal income taxes incurred prior to May 2, 2008 and state income taxes incurred prior to May 22, 2009 are remitted to Morgan Stanley pursuant to a tax sharing agreement between the companies.

Income tax expense is provided for using the asset and liability method, under which deferred tax assets and deferred tax liabilities are determined based on the temporary differences between the financial statement and income tax bases of assets and liabilities using currently enacted tax rates.

The Company regularly assesses the likelihood of additional assessments in each of the taxing jurisdictions in which it is required to file income tax returns. The Company recorded additional tax expense related to open tax years, which the Company’s management believes is adequate in relation to the potential for assessments. These amounts have been recorded in other non-current liabilities on the Consolidated Statement of Financial Condition. The Company’s management believes the resolution of tax matters will not have a material effect on the Company’s consolidated financial condition. However, to the extent the Company is required to pay amounts in excess of its reserves, a resolution could have a material impact on its Consolidated Statement of Income for a particular future period. In addition, an unfavorable tax settlement could require use of cash and result in an increase in the effective tax rate in the period in which such resolution occurs.

Deferred Revenue

Deferred revenues represent amounts billed to customers for products and services in advance of delivery. The Company’s clients generally pay subscription fees annually or quarterly in advance. Deferred revenue is amortized ratably over the service period as revenue recognition criteria are met. Where the service period has not begun and the client has not paid or the contract has not been renewed, deferred revenues and accounts receivable are not recognized.

Goodwill

Goodwill is recorded as part of the Company’s acquisitions of businesses when the purchase price exceeds the fair value of the net tangible and separately identifiable intangible assets acquired. The Company’s goodwill relates to the acquisitions of Barra, Inc. (“Barra”), RiskMetrics Group, Inc. (“RiskMetrics”), Measurisk, LLC (“Measurisk”) and IPD Group Limited (“IPD”). The Company’s goodwill is not amortized, but rather is subject to an impairment test each year, or more often if conditions indicate impairment may have occurred, pursuant to ASC Topic 350, “Intangibles—Goodwill and Other.”

The Company tests goodwill for impairment on an annual basis and on an interim basis when certain events and circumstances exist. The testing for impairment is performed at the reporting unit level, which is deemed to be at the level of its business segments. Goodwill impairment is determined by comparing the estimated fair value of a reporting unit with its respective book value. If the estimated fair value exceeds the book value, goodwill at the reporting unit level is not deemed to be impaired. If the estimated fair value is below book value, however, further analysis is required to determine the amount of impairment. Additionally, if the book value of a reporting unit is zero or a negative value and it is determined that it is more likely than not that the goodwill is impaired, further analysis is required. As the estimated fair value of its reporting units exceeded their respective book value on the testing dates, no impairment of goodwill was recorded during the years ended December 31, 2012 and 2011, November 30, 2010 or during the one month ended December 31, 2010.

Intangible Assets

Intangible assets consist of those definite-lived intangibles from the acquisitions of Barra in June 2004, RiskMetrics in June 2010, Measurisk in July 2010 and IPD in November 2012. The Company amortizes definite-lived intangible assets over their estimated useful lives. Definite-lived intangible assets are tested for impairment when impairment indicators are present, and, if impaired, written down to fair value based on either discounted cash flows or appraised values. No impairment of intangible assets has been identified during any of the periods presented. The Company has no indefinite-lived intangibles. The intangible assets have remaining useful lives ranging from one to 21 years.

Foreign Currency Translation

Assets and liabilities of operations having non-U.S. dollar functional currencies are translated at year-end exchange rates, and income statement accounts are translated at weighted average exchange rates for the year. Gains or losses resulting from translating foreign currency financial statements, net of related tax effects, are reflected in accumulated other comprehensive loss, a separate component of shareholders’ equity. Gains or losses resulting from foreign currency transactions incurred in currencies other than the local functional currency are included in other expense (income) on the Consolidated Statements of Income.

Cash and Cash Equivalents

Cash and cash equivalents consist of demand deposits and money market and debt security investments of 90 days or less from the date of purchase.

Short-term Investments

Short-term investments may include U.S. Treasury securities, state and municipal securities and highly rated corporate debt securities with maturity dates ranging from 91 to 360 days from the date of purchase.

The Company classifies its short-term investments as available-for-sale. Available-for-sale securities are carried at fair value, with the unrealized gains and losses, net of tax, reported as a separate component of shareholders’ equity. Realized gains and losses and declines in value judged to be other-than-temporary on available-for-sale securities are included as a component of interest income. Interest on securities classified as available-for-sale is included as a component of interest income.

Derivative Instruments

The Company applies ASC Subtopic 815-10, “Derivatives and Hedging,” which establishes accounting and reporting standards for derivative instruments and hedging activities. The Company may use interest rate swaps and forward contracts on foreign currency to manage risks generally associated with interest rate and foreign exchange rate fluctuations, respectively. The Company’s derivative financial instruments are used as risk management tools and not for speculative or trading purposes.

For derivative instruments that are designated and qualify as hedging instruments for accounting purposes, the Company documents and links the relationships between the hedging instruments and hedged items. The Company also assesses and documents at the hedge's inception whether the derivatives used in hedging transactions were effective in offsetting changes in fair values associated with the hedged items. ASC Subtopic 815-10 provides that, for derivative instruments that qualify for hedge accounting being used to hedge cash flows, changes in the fair value are recognized in accumulated other comprehensive loss, a separate component of shareholders’ equity, until the hedged item is recognized in earnings. In addition, the ineffective portion of a derivative’s change in fair value is immediately recognized in earnings.

The Company manages foreign currency exchange rate risk through the use of derivative financial instruments comprised principally of forward contracts on foreign currency which are not designated as hedging instruments for accounting purposes. The objective of the derivative instruments is to minimize the income statement impact associated with intercompany loans that are denominated in certain foreign currencies. Derivative instruments that do not qualify for hedge accounting are carried at fair value on the Consolidated Statements of Financial Condition with gains and losses recorded in the Consolidated Statements of Income.

Fair Value of Financial Assets and Liabilities

The Company’s financial assets and liabilities include cash and cash equivalents, short-term investments, trade receivables, foreign exchange contracts and interest rate swaps.

The Company applies the fair value hierarchy of ASC Subtopic 820-10, “Fair Value Measurement,” to prioritize the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable inputs. A financial asset’s or financial liability’s level in the fair value hierarchy is based on the lowest level of any input that is significant to its fair value measurement. The three levels of the fair value hierarchy are:

Level 1

Valuations based on unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2

Valuations based on one or more quoted prices in markets that are not considered to be active or for which all significant inputs are observable, either directly or indirectly; and

Level 3

Valuations based on one or more inputs that are both significant to fair value measurement and unobservable.

The fair value of certain Level 2 financial liabilities may include valuation adjustments for our counterparties’ and our credit quality.

Property, Equipment and Leasehold Improvements

Property, equipment and leasehold improvements are stated at cost less accumulated depreciation and amortization. Depreciation of furniture and fixtures and computer and communications equipment are amortized using the straight-line method over the estimated useful life of the asset. Estimates of useful lives are as follows: furniture & fixtures – five years; computer and related equipment – three to five years. Leasehold improvements are amortized on a straight-line basis over the lesser of the estimated useful life of the asset or, where applicable, the remaining term of the lease.

Treasury Stock

The Company holds repurchased shares of common stock as treasury stock. The Company accounts for treasury stock under the cost method and includes treasury stock as a component of shareholders’ equity.

In accordance with ASC Subtopic 505-10, “Equity,” the Company accounts for the capped accelerated share repurchase (“ASR”) agreement into which it entered in December 2012 as two separate transactions: (a) as shares of common stock acquired in a treasury stock transaction recorded on the December 14, 2012 acquisition date and (b) as a forward contract indexed to the Company’s own common stock. As such, the Company accounts for the shares that it received under the capped ASR agreement during the period as a repurchase of its common stock for the purpose of calculating earnings per common share. The Company has determined that the forward contract indexed to the Company’s common stock meets all the applicable criteria for equity classification in accordance with ASC Subtopic 815-10 and, therefore, the capped ASR agreement is not accounted for as a derivative instrument.

Allowance for Doubtful Accounts

The Company licenses its products and services to investment managers mainly in the United States, Europe and Asia (primarily Hong Kong and Japan). The Company evaluates the credit of its customers and does not require collateral. The Company maintains an allowance on customer accounts where estimated losses may result from the inability of its customers to make required payments.

An allowance for doubtful accounts is recorded when it is probable and estimable that a receivable will not be collected. Changes in the allowance for doubtful accounts from November 30, 2009 to December 31, 2012 were as follows:


(in thousands)	Amount

Balance as of November 30, 2009	$	847
Addition to provision		931
Amounts written off, net of recoveries		(765	)


Balance as of November 30, 2010	$	1,013
Reduction to provision		(133	)
Amounts written off, net of recoveries		(3	)


Balance as of December 31, 2010		877
Addition to provision		545
Amounts written off, net of recoveries		(565	)


Balance as of December 31, 2011	$	857
Addition to provision		403
Amounts written off, net of recoveries		(296	)


Balance as of December 31, 2012	$	964

Accrued Compensation

The Company makes significant estimates in determining its accrued non-stock based compensation and benefits expenses. A significant portion of the Company’s employee incentive compensation programs are discretionary. Each year end the Company determines the amount of discretionary cash bonus pools. The Company also reviews compensation and benefits expenses throughout the year to determine how overall performance compares to management’s expectations. These and other factors, including historical performance, are taken into account in reviewing accrued discretionary cash compensation estimates quarterly and adjusting accrual rates as appropriate.

Concentrations

Financial instruments that may potentially subject the Company to concentrations of credit risk consist principally of cash deposits and short-term investments. At December 31, 2012 and 2011, cash and cash equivalent amounts were $183.3 million and $252.2 million, respectively. At December 31, 2012 and 2011, the Company had invested $70.9 million and $140.5 million, respectively, in U.S. Treasury Securities with maturity dates ranging from 91 to 360 days from the date of purchase. The Company receives interest at prevailing money market fund rates on its cash deposits.

For the years ended December 31, 2012, December 31, 2011 and November 30, 2010 and for the one month ended December 31, 2010, no single customer accounted for 10.0% or more of the Company’s operating revenues.

- Definition

The entire disclosure for organization, consolidation and basis of presentation of financial statements disclosure.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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-Name Statement of Position (SOP)
-Number 94-6
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Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Research Bulletin (ARB)
-Number 51
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Reference 15: http://www.xbrl.org/2003/role/presentationRef
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+ Details

Recent Accounting Pronouncements

12 Months Ended

Dec. 31, 2012

Recent Accounting Pronouncements

2. RECENT ACCOUNTING PRONOUNCEMENTS

In May 2011, the FASB issued Accounting Standards Update (“ASU”) No. 2011-04, “Fair Value Measurements (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs,” or ASU 2011-04. ASU 2011-04 changes the wording used to describe many of the requirements in U.S. GAAP for measuring fair value and for disclosing information about fair value measurements to ensure consistency between U.S. GAAP and International Financial Reporting Standards (“IFRS”). ASU 2011-04 also expands the disclosures for fair value measurements that are estimated using significant unobservable (Level 3) inputs. This new guidance is to be applied prospectively for interim and annual periods beginning after December 15, 2011. The adoption of ASU 2011-04 did not have a material impact on the Company’s consolidated financial statements.

In February 2013, the FASB issued ASU No. 2013-02, “Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income,” or ASU 2013-02. The amendments in this update require an entity to provide information about the amounts reclassified from accumulated other comprehensive income by component. In addition, an entity is required to present, either on the face of the income statement or in the notes, significant amounts reclassified from accumulated other comprehensive income by the respective net income line item. This new guidance is to be applied prospectively for interim and annual periods beginning after December 15, 2012. The Company does not expect the adoption of ASU 2013-02 to have a material impact on its consolidated financial statements.

- Definition

Tabular disclosure of changes in accounting principles, including adoption of new accounting pronouncements, that describes the new methods, amount and effects on financial statement line items.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
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Reference 13: http://www.xbrl.org/2003/role/presentationRef
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+ Details

Restructuring

12 Months Ended

Dec. 31, 2012

Restructuring

3. RESTRUCTURING

During the fiscal year ended November 30, 2010, MSCI’s management approved, committed to and initiated a plan to restructure the Company’s operations due to its acquisition of RiskMetrics (the “Restructuring Plan”) in order to eliminate overlapping positions, eliminate duplicative occupancy costs and terminate overlapping vendor contracts.

The Company recorded less than $0.1 million of restructuring benefits during the year ended December 31, 2012, relating to adjustments made for costs previously accrued for the elimination of overlapping positions.

The Company recorded $3.6 million of restructuring expenses in connection with the Restructuring Plan during the year ended December 31, 2011. Of this amount, $2.0 million was related to costs associated with the exit of certain leases, $0.9 million was related to the write-off of assets associated with the exit of certain leases, $0.6 million was related to severance and less than $0.1 million was related to the accelerated vesting of share-based compensation awards triggered by the elimination of overlapping positions.

During the year ended November 30, 2010, the Company recorded $8.9 million of restructuring expenses in connection with the Restructuring Plan, of which approximately $3.6 million was related to severance and $3.0 million was related to the accelerated vesting of share-based compensation awards triggered by the elimination of overlapping positions, $0.9 million was related to costs associated with discontinuance of the planned integration of a product into RiskMetrics’ standard product offering suite and $1.4 million was related to costs associated with the exit of certain leases.

The Company recorded less than $0.1 million of restructuring expenses in connection with the Restructuring Plan during the one month ended December 31, 2010.

The accelerated vesting of share-based compensation awards is not accounted for as a restructuring liability under the line item “other accrued liabilities” but is instead recorded under the line item “Additional paid in capital” in the Company’s Consolidated Statement of Financial Condition. Any changes to the estimates in connection with executing the Restructuring Plan will be reflected in the Company’s future results of operations.

During the year ended December 31, 2011, approximately $2.0 million of the restructuring expenses were recorded under the Company’s Performance and Risk operating segment and $1.6 million were recorded under the Company’s Governance operating segment. During the year ended November 30, 2010, approximately $6.7 million of the restructuring expenses were recorded under the Company’s Performance and Risk operating segment and $2.2 million were recorded under the Company’s Governance operating segment.

The table below summarizes the accrual and charges incurred with respect to the Company’s Restructuring Plan that are included in the line items “other accrued liabilities” in the Company’s Consolidated Statement of Financial Condition as of December 31, 2012:


MSCI Restructuring Plan
(in thousands)	Severance			Lease termination			Total

Accrued Balance, December 31, 2011	$	72		$	667		$	739
Restructuring costs		(51	)		—			(51	)
Cash payments		(21	)		(503	)		(524	)

Accrued Balance, December 31, 2012	$	—		$	164		$	164

- Definition

The entire disclosure for restructuring and related activities. Description of restructuring activities such as exit and disposal activities, include facts and circumstances leading to the plan, the expected plan completion date, the major types of costs associated with the plan activities, total expected costs, the accrual balance at the end of the period, and the periods over which the remaining accrual will be settled.

+ References + Details

Earnings Per Common Share

12 Months Ended

Dec. 31, 2012

Earnings Per Common Share

4. EARNINGS PER COMMON SHARE

Basic earnings per share (“EPS”) is computed by dividing income available to MSCI common shareholders by the weighted average number of common shares outstanding during the period. Common shares outstanding include common stock and vested restricted stock unit awards where recipients have satisfied either the explicit vesting terms or retirement-eligible requirements. Diluted EPS reflects the assumed conversion of all dilutive securities. There were 6,714, 19,754 and 209,931, stock options excluded from the calculation of diluted EPS for the years ended December 31, 2012, December 31, 2011 and November 30, 2010, respectively, and 6,534 for the one month ended December 31, 2010, because of their anti-dilutive effect.

The Company computes EPS using the two-class method and determines whether instruments granted in share-based payment transactions are participating securities. The following table presents the computation of basic and diluted EPS:


	For the Years Ended									One Month Ended
(in thousands, except per share data)	December 31, 2012			December 31, 2011			November 30, 2010			December 31, 2010
(in thousands, except per share data)	December 31, 2012			December 31, 2011			November 30, 2010			December 31, 2010
Net income	$	184,238		$	173,454		$	92,170		$	13,824
Less: Allocations of earnings to unvested restricted stock units ⁽¹⁾		(1,547	)		(627	)		(742	)		(145	)


Earnings available to MSCI common shareholders	$	182,691		$	172,827		$	91,428		$	13,679

Basic weighted average common stock outstanding		122,023			120,717			112,074			119,943

Basic weighted average common stock outstanding		122,023			120,717			112,074			119,943
Effect of dilutive securities:
Stock options		1,181			1,559			1,283			1,860


Diluted weighted average common shares outstanding		123,204			122,276			113,357			121,803


Earnings per basic common share	$	1.50		$	1.43		$	0.82		$	0.11


Earnings per diluted common share	$	1.48		$	1.41		$	0.81		$	0.11

⁽¹⁾	The restricted stock units participate in all of the earnings of the Company in the computation of basic EPS and, therefore, the restricted stock units are not included as incremental shares in the diluted EPS computation.

Short-Term Investments

12 Months Ended

Dec. 31, 2012

Short-Term Investments

5. SHORT-TERM INVESTMENTS

The fair value and gross unrealized gains and losses of securities available-for-sale as of the dates indicated were as follows:


(in thousands)	Amortized Cost plus Accrued Interest		Gross unrealized gains		Gross unrealized losses			Estimated Fair value
December 31, 2012
Debt securities available-for-sale
U.S. Treasury securities	$	70,893	$	5	$	—		$	70,898


December 31, 2011
Debt securities available-for-sale

U.S. Treasury securities	$	135,485	$	9	$	(2	)	$	135,492
Tradable certificates of deposit		5,001		—		(3	)		4,998

Total	$	140,486	$	9	$	(5	)	$	140,490

Unrealized Losses on Investments

The Company had no investments with continuous unrealized losses for 12 months or greater at December 31, 2012 and 2011 or for less than 12 months at December 31, 2012. Investments with continuous unrealized losses for less than 12 months and their related fair values at December 31, 2011 were as follows:


	As of
	December 31, 2011
(in thousands)	Total Fair Value		Total Unrealized Losses

U.S. Treasury securities	$	50,056	$	(2	)

Tradable certificates of deposit		2,695		(3	)


Total	$	52,751	$	(5	)

Evaluating Investments for Other-than-Temporary Impairments

If the fair values of the Company’s debt security investments are less than the amortized costs at the balance sheet date, the Company assesses whether the impairments are other than temporary. As the Company currently invests only in U.S. Treasury securities, state and municipal securities and highly rated corporate debt securities with a short duration (one year or less), it would take a significant decline in fair value and U.S. economic conditions for the Company to determine that these investments are other than temporarily impaired.

Additionally, management assesses whether it intends to sell or would more-likely-than-not not be required to sell an investment before the expected recovery of the cost basis. Management has asserted that it believes it is more-likely-than-not that it will not be required to sell an investment before recovery of the cost basis.

As of December 31, 2012 and 2011, no other-than-temporary impairment had been recorded on any of the Company’s investments.

- Definition

The entire disclosure for investments in certain debt and equity securities.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 320
-Glossary Debt Security
-URI http://asc.fasb.org/extlink&oid=6509901

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 30
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6379141&loc=d3e15032-111544

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 320
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=6872113&loc=d3e27290-111563

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 320
-Glossary Equity Security
-URI http://asc.fasb.org/extlink&oid=6511694

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 320
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=6872113&loc=d3e27232-111563

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 320
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6957658&loc=d3e62557-112803

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 320
-SubTopic 10
-Section 50
-Paragraph 9
-URI http://asc.fasb.org/extlink&oid=6872113&loc=d3e27357-111563

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 320
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6872113&loc=d3e27161-111563

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 320
-SubTopic 10
-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=6872113&loc=d3e27405-111563

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 115
-Paragraph 3, 19, 20, 21, 22, 137
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Commitments And Contingencies

12 Months Ended

Dec. 31, 2012

Commitments And Contingencies

6. COMMITMENTS AND CONTINGENCIES

Legal matters. From time to time, the Company is party to various litigation matters incidental to the conduct of its business. The Company is not presently party to any legal proceedings the resolution of which the Company believes would have a material effect on its business, operating results, financial condition or cash flows.

Leases. The Company leases facilities under non-cancelable operating lease agreements. The terms of certain lease agreements provide for rental payments on a graduated basis. The Company recognizes rent expense on the straight-line basis over the lease period and has accrued for rent expense incurred but not paid. Rent expense for the years ended December 31, 2012, December 31, 2011 and November 30, 2010 was $24.7 million, $18.5 million, and $15.4 million, respectively. Rent expense for the one month ended December 31, 2010 was $1.7 million.

During the year ended December 31, 2012, the Company leased office space in New York, New York at three locations. The lease at One Chase Manhattan Plaza ended in August 2012 and the lease at 88 Pine Street ends in December 2014. On September 16, 2011, the Company entered into a new lease agreement with 7 World Trade Center, LLC, pursuant to which the Company is renting approximately 126,000 square feet of office space for its new corporate headquarters at 7 World Trade Center, New York, New York (the “Lease”). The Lease commenced on February 1, 2012 (the “Commencement Date”) and the Company began occupying its new corporate headquarters in the 7 World Trade Center offices on July 23, 2012. As a result of vacating the 88 Pine Street offices, the Company recognized a charge of $3.8 million during the year ended December 31, 2012, representing the fair value of the remaining lease charges not expected to be recoverable.

The Lease is initially scheduled to expire on February 28, 2033, subject to the Company’s option to renew the Lease for an additional ten years after the initial expiration date. The Company also has the option to terminate the Lease early on February 1, 2028, subject to compliance with the terms and conditions of the Lease, including the payment of a termination fee. The aggregate rent over the life of the Lease is approximately $170.1 million plus certain customary expenses. The Company expects to recognize annual rent expense of $7.7 million related to the 7 World Trade Center offices over the life of the Lease. From February 1, 2013 (the “Rent Commencement Date”) through and including January 31, 2018, the day preceding the fifth anniversary of the Rent Commencement Date, the annual rent paid will be approximately $7.3 million. Thereafter, the annual rent to be paid increases 10% on each of the fifth, tenth and fifteenth anniversaries of the Rent Commencement Date.

Future minimum commitments for the Company’s operating leases in place as of December 31, 2012 are as follows:


Years Ending December 31,	Amount
	(in thousands)
2013	$	26,031
2014		24,358
2015		19,658
2016		19,183
2017		17,543
Thereafter		174,524


Total	$	281,297

Share repurchase. On December 13, 2012, the Board of Directors approved a stock repurchase program authorizing the purchase of up to $300.0 million worth of shares of MSCI’s common stock beginning immediately and continuing through the year ended December 31, 2014 (the “2012 Repurchase Program”). As part of this authorization, on December 13, 2012, the Company entered into an ASR agreement with a financial institution to initiate share repurchases, aggregating $100.0 million. The ASR agreement was structured as a capped ASR in which the Company paid $100.0 million and received approximately 2.2 million shares representing the minimum number of common shares to be repurchased based on a calculation using a specific capped price per share. This price is capped such that only under limited circumstances, the Company may be required to deliver shares or, at its election, pay cash at settlement. Additionally, depending on the average share price through the July 2013 completion date, the Company may receive additional shares under the ASR agreement.

The $100.0 million payment was initially split and recorded as a $65.0 million increase to Treasury stock and a $35.0 million decrease to Additional paid in capital on the Company’s Consolidated Statement of Financial Condition to reflect the initial estimate of the value of shares received. The authorized repurchase program, except for the ASR, may be modified, suspended, terminated, or extended by the Company at any time without prior notice. The additional $200.0 million balance of the authorization under the 2012 Repurchase Program will be available for utilization through December 14, 2014 at the Company’s discretion.

Long-term debt. On June 1, 2010, the Company entered into a senior secured credit agreement with Morgan Stanley Senior Funding, Inc., as administrative agent, Morgan Stanley & Co. Incorporated, as collateral agent, and the other lenders party thereto, which was comprised of (i) a $1,275.0 million six-year term loan facility (the “2010 Term Loan”) and (ii) a $100.0 million five-year revolving credit facility (the “2010 Revolving Credit Facility” and together with the 2010 Term Loan, the “2010 Credit Facility”). For unused credit under the 2010 Revolving Credit Facility, the Company paid an annual 0.75% non-usage fee. The Company was required to repay 1.00% of the principal of the 2010 Term Loan per year in quarterly installments. The 2010 Credit Facility also contained a number of mandatory prepayment requirements, including a requirement to repay a specified amount of the 2010 Term Loan annually from a portion of the Company’s excess cash flows (as defined in the 2010 Credit Facility, which varied based on the Company’s leverage ratio). Any remaining principal of the 2010 Term Loan was to be payable on the final maturity date of the facility. In February 2011, the Company made a prepayment of $56.0 million on the 2010 Term Loan from its excess cash flows.

On March 14, 2011, the Company completed the repricing of the 2010 Credit Facility pursuant to Amendment No. 2 to the 2010 Credit Facility (“Amendment No. 2”). Amendment No. 2 provided for the incurrence of a new senior secured loan (the “2011 Term Loan”) in an aggregate principal amount of $1,125.0 million. The proceeds of the 2011 Term Loan, together with $87.6 million of cash on hand, were used to repay the remaining $1,212.6 million outstanding balance of the 2010 Term Loan in full. The 2011 Term Loan was to mature in March 2017. Amendment No. 2 decreased the interest rate applicable to the 2011 Term Loan from the London Interbank Offered Rate (“LIBOR”) plus 3.25% (with a leverage-based stepdown) to LIBOR plus 2.75% (with a leverage-based stepdown) and reduced the LIBOR floor applicable to the 2011 Term Loan from 1.50% to 1.00%. The Company incurred $6.1 million in fees associated with the repricing which are reflected in “Other expense (income)” on the Company’s Consolidated Statement of Income for the year ended December 31, 2011.

On December 30, 2011, the Company made a $35.0 million prepayment on the 2011 Term Loan.

On May 4, 2012, the Company amended and restated its 2010 Credit Facility (the credit agreement as so amended and restated, the “Amended and Restated Credit Facility”). The Amended and Restated Credit Facility provides for the incurrence of a new senior secured five-year Term Loan A Facility in an aggregate amount of $880.0 million (the “2012 Term Loan”) and a $100.0 million senior secured revolving facility (the “2012 Revolving Credit Facility”). The proceeds of the Amended and Restated Credit Facility, together with cash on hand, were used to repay the remaining outstanding principal of the then-existing 2011 Term Loan. The 2012 Term Loan and the 2012 Revolving Credit Facility mature on May 4, 2017. The Company is required to repay 5.00% of the 2012 Term Loan in quarterly payments over the first two years, 10.00% of the 2012 Term Loan in quarterly payments over the next two years, and 70.00% of the 2012 Term Loan in quarterly payments over the final year.

The 2011 Term Loan bore interest equal to the greater of LIBOR or 1.00% plus 2.50%. As of December 31, 2012, the 2012 Term Loan bears interest of LIBOR plus 2.25%, or 2.46%.

In connection with entering into the Amended and Restated Credit Facility, the Company paid $5.7 million in fees, $3.9 million of which are being deferred. These financing fees, together with $8.6 million of existing fees related to prior credit facilities which continue to be deferred, will be amortized over the life of the Amended and Restated Credit Facility. At December 31, 2012, $10.6 million of the deferred financing fees remain unamortized, $2.8 million of which is included in “Prepaid and other assets” and $7.8 million of which is included in “Other non-current assets” on the Company’s Consolidated Statement of Financial Condition.

Current maturities of long-term debt at December 31, 2012 was $43.1 million, net of a $0.9 million discount. Long-term debt, net of current maturities at December 31, 2012 was $811.6 million, net of a $2.4 million discount.

Current maturities of long-term debt at December 31, 2011 was $10.3 million, net of a $0.9 million discount. Long-term debt, net of current maturities at December 31, 2011 was $1,066.6 million, net of a $3.8 million discount.

The Company amortized $18.1 million and $5.8 million of deferred financing fees in interest expense during the year ended December 31, 2012 and 2011, respectively. Approximately $5.3 million and $1.1 million of debt discount was amortized in interest expense during the years ended December 31, 2012 and 2011, respectively.

At December 31, 2012 and 2011, the fair market value of the Company’s debt obligations were $862.3 million and $1,089.7 million, respectively. The fair market value is determined in accordance with accounting standards related to the determination of fair value as discussed in Note 7, “Fair Value Measures,” and represents Level 2 valuations. We utilize the market approach and obtain security pricing from a vendor who uses broker quotes and third-party pricing services to determine fair values.

The aggregate amount of all long-term debt principal to be repaid for the years following December 31, 2012, is as follows:


For the Years Ending December 31,	Amount
	(in thousands)
2013	$	44,000
2014		66,000
2015		88,000
2016		352,000
2017		308,000


Total	$	858,000

The Amended and Restated Credit Facility also amended certain negative covenants, including financial covenants.

As of December, 31, 2012, the Company’s Retained Earnings of $547.7 million were restricted as to the payments of dividends. As outlined in the Amended and Restated Credit Facility, the Company cannot pay or declare any dividends except out of amounts available for restricted payments. As of December 31, 2012, the amount available for restricted payments was $168.5 million, reflecting the Company’s cumulative retained cash flows (“CRCF”), as defined in the Amended and Restated Credit Facility, through December 31, 2011 and adjusted for any restricted payments made during the year ended December 31, 2012. The amounts available for restricted payments will be adjusted during the quarter ending March 31, 2013 to reflect the Company’s CRCF through the year ended December 31, 2012. To the extent the CRCF is utilized for other actions restricted under the Amended and Restated Credit Facility, including stock repurchases and acquisitions, the amount available for restricted payments will be reduced.

Derivatives and Hedging Activities. The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its debt funding and the use of derivative financial instruments. Specifically, the Company had entered into derivative financial instruments to manage exposures that arose from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates and may do so again in the future. The Company’s derivative financial instruments were used to manage differences in the amount, timing and duration of the Company’s known or expected cash payments principally related to the Company’s borrowings.

Certain of the Company’s foreign operations expose the Company to fluctuations of foreign exchange rates. These fluctuations may impact the value of the Company’s cash receipts and payments in terms of the Company’s functional currency. The Company enters into derivative financial instruments to protect the value or fix the amount of certain obligations in terms of its functional currency, the U.S. dollar.

Cash Flow Hedges of Interest Rate Risk. As a result of the repayment of the 2011 Term Loan on May 4, 2012 and the 2010 Term Loan on March 14, 2011, the Company discontinued prospective hedge accounting on its then-existing interest rate swaps as they no longer met hedge accounting requirements. The Company has not entered into new interest rate swaps to hedge its debt and it is not required to do so under the Amended and Restated Credit Facility. The Company will continue to report the net loss related to the discontinued cash flow hedges in Accumulated Other Comprehensive Income and is expected to reclassify this amount into earnings during the contractual term of the swap agreements. During the next 12 months, the Company estimates that an additional $1.4 million will be reclassified as an increase to interest expense.

Non-designated Hedges of Foreign Exchange Risk. Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to foreign exchange rate movements but do not meet the strict hedge accounting requirements. Changes in the fair value of derivatives not designated in hedging relationships are recorded directly in earnings. As of December 31, 2012, the Company had the three outstanding foreign currency forwards that were not designated as hedges in qualifying hedging relationships:

The following table presents the fair values of the Company’s derivative instruments and the location in which they are presented on the Company’s Consolidated Statements of Financial Condition:


(in thousands)	Consolidated Statements of Financial Condition Location		As of December 31, 2012			As of December 31, 2011
Derivatives designated as hedging instruments:
Liability derivatives:
Interest rate swaps		Other accrued liabilities	$	—		$	(2,387	)
Foreign exchange contracts		Other accrued liabilities		(203	)	$	—
Asset derivatives:
Foreign exchange contracts		Prepaid and other assets	$	3		$	—

The following table presents the effect of the Company’s financial derivatives and the location in which they are presented on the Company’s Consolidated Statements of Financial Condition and Consolidated Statements of Income:


Derivatives in Cash Flow Hedging Relationships	Amount of Gain or (Loss) Recognized in Accumulated Other Comprehensive Income on Derivative (Effective Portion) for the Years Ended									Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion)		Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion) for the Years Ended								Location of Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)		Amount of Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) for the Years Ended
(in thousands)	December 31, 2012			December 31, 2011			November 30, 2010					December 31, 2012		December 31, 2011			November 30, 2010					December 31, 2012		December 31, 2011		November 30, 2010
Interest Rate Swaps	$	(695	)	$	(4,506	)	$	(2,628	)		Interest expense		2,437	$	(2,062	)	$	(3,072	)		Interest expense	$	—	$	35	$	(3,088	)


	Amount of Gain or (Loss) Recognized in Accumulated Other Comprehensive Income on Derivative (Effective Portion) for the One Month Ended December 31, 2010		Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion)	Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion) for One Month Ended December 31, 2010			Location of Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)	Amount of Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) for the One Month Ended December 31, 2010
Derivatives in Cash Flow Hedging Relationships (in thousands)
Interest rate swaps	$	968	Interest expense	$	(143	)	Interest expense	$	—


Derivatives Not Designated as Hedging Instruments	Location of Gain or (Loss) Recognized in Income on Derivative	Amount of Gain or (Loss) Recognized in Income on Derivative for the Years Ended December 31,
(in thousands)		2012			2011		2010
Foreign exchange contracts	Other expense	($	200	)	$	—	$	—

- Definition

The entire disclosure for commitments and contingencies.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 20
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6449706&loc=d3e16207-108621

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 460
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=6398077&loc=d3e12565-110249

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 450
-SubTopic 20
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=6952336&loc=d3e14435-108349

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.25)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 440
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6394976&loc=d3e25287-109308

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name FASB Interpretation (FIN)
-Number 14
-Paragraph 3
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 5
-Paragraph 9, 10, 11, 12
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Fair Value Measures

12 Months Ended

Dec. 31, 2012

Fair Value Measures

7. FAIR VALUE MEASURES

The following table summarizes the Company’s financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2012:


Description	Balance as of December 31, 2012		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in thousands)
*Assets:*

Cash equivalents	$	—	$	—	$	—	$	—

Short-term investments:
U.S. Treasury securities		70,898		—		70,898		—

Total short-term investments		70,898		—		70,898		—


Foreign exchange contracts		3		—		3		—

Total financial assets	$	70,901	$	—	$	70,901	$	—


*Liabilities:*

Foreign exchange contracts	$	203	$	—	$	203	$	—

The following table summarizes the Company’s financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2011:


Description	Balance as of December 31, 2011		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in thousands)
*Assets:*

Cash equivalents	$	27,000	$	—	$	27,000	$	—

Short-term investments:
U.S. Treasury securities		135,492		—		135,492		—
Tradable certificates of deposit		4,998		—		4,998		—

Total short-term investments		140,490		—		140,490		—

Total financial assets	$	167,490	$	—	$	167,490	$	—


*Liabilities:*

Interest rate swaps	$	2,387	$	—	$	2,387	$	—

The Company’s financial assets and liabilities are valued using market prices on both active markets (Level 1) and less active markets (Level 2). The Company did not have any transfers between Level 1 and Level 2 fair value measurements during the periods presented. The Company does not hold any financial instruments that would be valued using Level 3 inputs as of the periods presented.

The Company’s cash equivalents consist of U.S. Treasury securities, tradable certificates of deposit, commercial paper and state and municipal securities with maturities of 90 days or less from the date of purchase. The Company’s short-term investments consist of U.S. Treasury securities, tradable certificates of deposit, commercial paper and state and municipal securities and are classified within Level 2, as there is not an active market for these securities, but the market pricing data used to calculate the value of the instruments are derived from similar securities traded in active markets.

The Company’s interest rate swaps were classified within Level 2, as they were valued using pricing models that took into account the contract terms as well as multiple observable inputs where applicable, such as equity prices, interest rate yield curves, option volatility and currency rates.

The Company’s foreign exchange forward contracts were classified within Level 2, as they were valued using pricing models that took into account the contract terms as well as multiple observable inputs where applicable, such as prevailing spot rates & forward points.

The Company’s debt obligations were classified within Level 2, as they were valued utilizing the market approach by obtaining security pricing from a vendor who uses broker quotes and third-party pricing services to determine fair values.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 820
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=7578670&loc=d3e19207-110258

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 30
-URI http://asc.fasb.org/extlink&oid=6957238&loc=d3e14172-108612

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
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-URI http://asc.fasb.org/extlink&oid=7491637&loc=d3e13504-108611

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=7491637&loc=d3e13433-108611

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 15B
-Subparagraph a, b
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 133
-Paragraph 44A, 44B
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 159
-Paragraph 17-22, 27, 28
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 15A
-Subparagraph a-d
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 15C, 15D
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 157
-Paragraph 32, 33, 34
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 3, 10, 14, 15
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Property, Equipment And Leasehold Improvements

12 Months Ended

Dec. 31, 2012

Property, Equipment And Leasehold Improvements

8. PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS

Property, equipment and leasehold improvements at December 31, 2012 and 2011 consisted of the following:


	As of
	December 31, 2012			December 31, 2011
	(in thousands)
Computer & related equipment	$	67,529		$	70,170
Furniture & fixtures ⁽¹⁾		7,847			4,868
Leasehold improvements ⁽¹⁾		48,405			22,219
Work-in-process		2,716			454

Subtotal		126,497			97,711
Accumulated depreciation and amortization		(59,078	)		(60,088	)

Property, equipment and leasehold improvements, net	$	67,419		$	37,623

⁽¹⁾

The increase in furniture & fixtures and leasehold improvements as of December 31, 2012 compared to December 31, 2011 primarily relates to the Company’s new office spaces in New York, New York and Rockville, Maryland, both of which the Company began occupying during the year ended December 31, 2012.

Depreciation and amortization expense of property, equipment and leasehold improvements was $18.7 million, $19.4 million and $17.4 million for the years ended December 31, 2012, December 31, 2011 and November 30, 2010, respectively. Depreciation and amortization expense of property, equipment and leasehold improvements was $1.8 million for the one month ended December 31, 2010.

- Definition

The entire disclosure for long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale. Examples include land, buildings, machinery and equipment, and other types of furniture and equipment including, but not limited to, office equipment, furniture and fixtures, and computer equipment and software. This disclosure may include property plant and equipment accounting policies and methodology, a schedule of property, plant and equipment gross, additions, deletions, transfers and other changes, depreciation, depletion and amortization expense, net, accumulated depreciation, depletion and amortization expense and useful lives, income statement disclosures, assets held for sale and public utility disclosures.

+ References + Details

Goodwill And Intangible Assets

12 Months Ended

Dec. 31, 2012

Goodwill And Intangible Assets

9. GOODWILL AND INTANGIBLE ASSETS

Goodwill.

The Company carries goodwill as a result of its acquisitions of Barra, RiskMetrics, Measurisk and IPD, as reflected in the table below:


	Performance and Risk		Governance		Total
(in thousands)

Goodwill at December 31, 2011	$	1,477,468	$	231,117	$	1,708,585
Goodwill from acquisition of IPD		73,773		—		73,773
Foreign exchange translation adjustment		1,052		—		1,052

Goodwill at December 31, 2012	$	1,552,293	$	231,117	$	1,783,410

Intangible Assets.

Amortization expense related to intangible assets for the years ended December 31, 2012, December 31, 2011 and November 30, 2010, was $63.3 million, $65.8 million and $41.6 million, respectively. Amortization expense related to intangible assets for the one month ended December 31, 2010 was $5.6 million.

The gross carrying amounts, accumulated amortization and net intangible asset totals related to the Company’s identifiable intangible assets are as follows:


	As of
(in thousands)	December 31, 2012			December 31, 2011
Gross Intangible Assets:
Customer relationships	$	474,236		$	459,010
Trademarks/trade names		256,582			243,440
Technology/software		193,192			191,430
Proprietary process		3,800			3,800
Proprietary data		28,527			—
Non-compete agreements		—			2,780

Subtotal		956,337			900,460
Foreign exchange translation adjustment		836			—

Total intangible assets	$	957,173		$	900,460

Accumulated Amortization:
Customer relationships	$	(92,631	)	$	(61,003	)
Trademarks/trade names		(62,270	)		(49,336	)
Technology/software		(159,375	)		(141,457	)
Proprietary process		(1,636	)		(1,003	)
Proprietary data		(184	)		—
Non-compete agreements		—			(2,780	)

Subtotal		(316,096	)		(255,579	)
Foreign exchange translation adjustment		(3	)		—

Total intangible assets	$	(316,099	)	$	(255,579	)

Net Intangible Assets:
Customer relationships	$	381,605		$	398,007
Trademarks/trade names		194,312			194,104
Technology/software		33,817			49,973
Proprietary process		2,164			2,797
Proprietary data		28,343			—
Non-compete agreements		—			—

Subtotal		640,241			644,881
Foreign exchange translation adjustment		833			—

Total intangible assets	$	641,074		$	644,881

Estimated amortization expense for succeeding years is presented below:


For the Years Ending December 31,	Amortization Expense
	(in thousands)
2013		57,293
2014		57,062
2015		56,985
2016		54,847
2017		48,734


Thereafter		366,153


Total	$	641,074

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

+ References + Details

Employee Benefits

12 Months Ended

Dec. 31, 2012

Employee Benefits

10. EMPLOYEE BENEFITS

The Company sponsors a 401(k) plan for eligible U.S. employees and defined contribution and defined benefit pension plans that cover substantially all of its non-U.S. employees. For the years ended December 31, 2012, December 31, 2011 and November 30, 2010, costs relating to 401(k), pension and post-retirement benefit expenses were $19.0 million, $15.9 million and $8.8 million, respectively, and $0.8 million for the one month ended December 31, 2010. Amounts included in cost of services were $12.0 million, $9.8 million and $5.2 million for the years ended December 31, 2012, December 31, 2011 and November 30, 2010, respectively, and $0.5 million for the one month ended December 31, 2010. Amounts included in selling, general and administrative expense related to these pension and post-retirement expenses for the years ended December 31, 2012, December 31, 2011 and November 30, 2010 were $7.0 million, $6.1 million and $3.6 million, respectively, and $0.3 million for the one month ended December 31, 2010.

401(k) and Other Defined Contribution Plans. Eligible employees may participate in the MSCI 401(k) plan (or any other regional defined contribution plan sponsored by MSCI) immediately upon hire. Eligible employees receive 401(k) and other defined contribution plan matching contributions and, in the case of the MSCI 401(k) plan, an additional Company contribution of 3% of the employees’ cash compensation, which is subject to vesting and certain other limitations. The Company’s expenses associated with the 401(k) plan and other defined contribution plans for the years ended December 31, 2012, December 31, 2011 and November 30, 2010 were $15.9 million, $14.0 million and $6.8 million, respectively, and $0.7 million for the one month ended December 31, 2010.

Net Periodic Benefit Expense. Net periodic benefit expense incurred by the Company related to defined benefit pension plans was $3.1 million, $1.9 million and $2.0 million for the years ended December 31, 2012, December 31, 2011 and November 30, 2010, respectively, and $0.1 million for the one month ended December 31, 2010.

The Company uses a measurement date of December 31 to calculate obligations under its pension and postretirement plans. As of December 31, 2012, the Company carried a $7.6 million net liability on its books related to its future pension obligations. The fair value of the defined benefit plan assets were $13.4 million at December 31, 2012.

- Definition

The entire disclosure for pension and other postretirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-URI http://asc.fasb.org/topic&trid=2235017

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Implementation Guide (Q and A)
-Number FAS88
-Paragraph 63
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph b
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 106
-Paragraph 518
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph a
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
-Number 03-2
-Paragraph 8
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 87
-Paragraph 264
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph q
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph h
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 8
-Subparagraph m
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5, 6, 7, 8
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 158
-Paragraph 7, 21, 22
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name FASB Staff Position (FSP)
-Number FAS106-2
-Paragraph 20, 21, 22
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Principles Board Opinion (APB)
-Number 30
-Paragraph 26
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Share-Based Compensation

12 Months Ended

Dec. 31, 2012

Share-Based Compensation

11. SHARE-BASED COMPENSATION

On November 6, 2007, the Company’s Board of Directors approved the award of founders grants to its employees in the form of restricted stock units and/or options (“Founders Grant Award”). The restricted stock units and options vested over a four-year period beginning from the November 14, 2007 grant date through November 14, 2011.

On December 16, 2008, the Company, as a component of the 2008 annual bonus, awarded certain of its employees with a grant in the form of restricted stock units (“2008 Bonus Award”). The aggregate value of the grants was approximately $9.5 million of restricted stock units. The restricted stock units vested one-third per year over a three-year period. The final tranche of the 2008 Bonus Award vested on January 9, 2012.

On December 16, 2009, the Company, as a component of the 2009 annual bonus, awarded certain of its employees with a grant in the form of restricted stock units (“2009 Bonus Award”). The aggregate value of the grants was approximately $13.2 million of restricted stock units. The restricted stock units vest over a three-year period, with one-third vesting on December 20, 2010, December 19, 2011 and December 17, 2012, respectively. Approximately $5.1 million of this grant was awarded to retirement-eligible employees under the award terms. The Company accrued the estimated cost of the 2009 Bonus Award granted to retirement-eligible employees over the 2009 fiscal year. The final tranche of the 2009 Bonus Award vested on December 17, 2012.

On June 1, 2010, the Company reserved approximately 4.2 million shares of common stock for outstanding vested and unvested stock options and 0.1 million shares of common stock for outstanding unvested restricted stock awards assumed as part of the acquisition of RiskMetrics. Over an approximate three-and-a-half-year period from the date assumed, $16.7 million is expected to be expensed for unvested stock options and $1.3 million for unvested restricted stock awards.

On June 1, 2010, the Company awarded certain of its employees with a grant in the form of restricted stock units (“Performance Award”). The Performance Award will performance-vest based upon the Company achieving specific performance targets over a measurement period ended on December 31, 2012 and time-vest over a 31-month period, with one-half time-vested on December 1, 2011 and one-half time-vested on December 31, 2012. The aggregate value of the grants was approximately $15.9 million.

On December 10, 2010, the Compensation Committee of the Board of Directors of the Company approved the grant of a special one-time price and time vested stock option award to the Company’s Chief Executive Officer (“2010 CEO Award”). The award was valued at approximately $3.6 million using a Monte Carlo simulation based on the closing price of the Company’s common stock at the close of business on December 13, 2010. The 2010 CEO Award time-vests over a five-year period, with approximately 25% of the award vesting on each of the second, third, fourth and fifth anniversaries of the grant and is subject to certain market performance.

On December 14, 2010, the Company, as a component of the 2010 annual bonus, awarded a portion of its employees with a grant in the form of restricted stock units (“2010 Bonus Award”). The aggregate value of the grants was approximately $18.9 million. Approximately $6.2 million was awarded to retirement-eligible employees under the award terms. A portion of the 2010 Bonus Award consisted of restricted stock units vesting over a three-year period, with one-third vesting on each anniversary of the grant in 2011, 2012 and 2013, respectively. A smaller portion of the 2010 Bonus Award consisted of restricted stock units subject to achieving both specific performance targets over a measurement period ending on December 31, 2012 and a time-vesting period, with one-half time vesting on December 31, 2012 and December 31, 2013, respectively.

On February 2, 2012, the Company, as a component of the 2011 annual bonus, awarded a portion of its employees with a grant in the form of restricted stock units (“2011 Bonus Award”). The aggregate value of the grants was approximately $21.2 million. Approximately $6.7 million of the aggregate value of the grants was awarded to retirement-eligible employees under the award terms which had been expensed in the year ended December 31, 2011. A portion of the 2011 Bonus Award consisted of restricted stock units vesting over a three-year period, with one-third vesting on each anniversary of the grant in 2013, 2014 and 2015, respectively. A smaller portion of the 2011 Bonus Award consisted of restricted stock units subject to achieving both specific performance targets over a measurement period ending on December 31, 2013 and a time-vesting period, with one-half time vesting on December 31, 2013 and December 31, 2014, respectively.

In January 2013, the Company, as a component of the 2012 annual bonus, awarded a portion of its employees with a grant in the form of restricted stock units (“2012 Bonus Award”). The total number of units granted was 636,588. The aggregate value of the grants was approximately $21.7 million. Approximately $6.2 million was awarded to retirement eligible employees under the award terms which had been expensed in the year ended December 31, 2012.

During the year ended December 31, 2012, the Company awarded 4,544 shares in MSCI common stock and 18,603 restricted stock units to directors who were not employees of the Company during the period. During the year ended December 31, 2011, the Company awarded 7,840 shares in MSCI common stock and 21,259 restricted stock units to directors who were not employees of the Company during the period.

For the Performance Award and the 2010 CEO Award, all or a portion of the award may be cancelled in certain limited situations, including termination for cause, if employment is terminated before the end of the relevant restriction period. For the remainder of the awards granted by the Company, all or a portion of the award may be cancelled if employment is terminated for certain reasons before the end of the relevant restriction period for non-retirement-eligible employees.

In connection with awards under its equity-based compensation and benefit plans, the Company is authorized to use newly issued shares for certain shares of common stock held in treasury.

The components of share-based compensation expense related to the awards to Company employees and directors who are not employees of the Company of restricted stock units and restricted stock awards (representing shares of common stock) and options to purchase shares of common stock, as applicable, are presented below:


	For the Years Ended						One Month Ended
(in thousands)	December 31, 2012		December 31, 2011		November 30, 2010		December 31, 2010

Deferred stock	$	23,198	$	27,067	$	24,632	$	2,080
Stock options		2,398		4,682		7,653		752


Total	$	25,596	$	31,749	$	32,285	$	2,832

The amount of this expense included in cost of services for the years ended December 31, 2012, December 31, 2011 and November 30, 2010 was $9.6 million, $12.4 million and $12.0 million, respectively, and $1.4 million for the one month ended December 31, 2010. The amount of this expense included in selling, general and administrative expense for the years ended December 31, 2012, December 31, 2011 and November 30, 2010 was $16.0 million, $19.3 million and $17.3 million, respectively, and $1.4 million for the one month ended December 31, 2010. The amount of this expense included in restructuring expense was less than $0.1 million for the year ended December 31, 2011 and was $3.0 million for the year ended November 30, 2010.

The tax benefits for share-based compensation expense related to deferred stock and stock options granted to Company employees and to directors who are not employees of the Company were $1.0 million, $7.3 million and $8.5 million for the year ended December 31, 2012, December 31, 2011 and November 30, 2010, respectively. The tax benefits for share-based compensation expense related to deferred stock and stock options granted to Company employees and to directors who are not employees of the Company were $0.3 million for the one month ended December 31, 2010.

As of December 31, 2012, approximately $11.0 million of compensation cost related to MSCI unvested share-based awards granted to the Company’s employees and to directors who are not employees of the Company had not yet been recognized. The unrecognized compensation cost relating to unvested stock-based awards expected to vest will be recognized primarily over the next one to three years.

In connection with awards under its equity-based compensation and benefit plans, the Company is authorized to issue shares of common stock. As of December 31, 2012, approximately 7.1 million shares of common stock were available for future grant under these plans.

Deferred Stock Awards. Certain Company employees have been granted deferred stock awards pursuant to its share-based compensation plan. The plan provides for the deferral of a portion of certain employees’ discretionary compensation with awards made in the form of RSUs, PSUs and restricted stock awards (together, the “Deferred Stock Awards”). Recipients of deferred stock generally have rights to receive dividend equivalents that are not subject to vesting. The Company reports the target number of PSUs granted unless it has determined, based on the actual achievement of performance measures, that an employee will receive a different amount of shares underlying the PSUs, in which case the Company reports the amount of shares employees are likely to receive.

The following table sets forth activity concerning the Company’s vested and unvested deferred stock awards applicable to its employees (share data in thousands):


For the Year Ended December 31, 2012	Number of Shares (in thousands)			Weighted Average Grant Date Fair Value
Vested and unvested deferred stock awards at December 31, 2011		1,246		$	30.42
Granted		708		$	33.63
Conversion to common stock		(481	)	$	28.72
Canceled		(33	)	$	34.90


Vested and unvested deferred stock awards at December 31, 2012 ⁽¹⁾		1,440		$	32.47

⁽¹⁾	As of December 31, 2012, approximately 1,419 restricted stock units and restricted stock awards, with a weighted average price of $32.44, were vested or expected to vest.

The total fair value of Deferred Stock Awards held by the Company’s employees converted to MSCI common stock during the years ended December 31, 2012, December 31, 2011 and November 30, 2010 was $15.3 million, $35.2 million and $34.3 million, respectively, and $4.7 million for the one month ended December 31, 2010.

The following table sets forth activity concerning the Company’s unvested deferred stock awards related to its employees (share data in thousands):


For the Year Ended December 31, 2012	Number of Shares (in thousands)			Weighted Average Grant Date Fair Value
Unvested deferred stock awards at December 31, 2011 ⁽¹⁾		949		$	30.90
Granted		508		$	33.66
Vested		(288	)	$	30.33
Canceled		(33	)	$	34.90


Unvested deferred stock awards at December 31, 2012		1,136		$	32.16


Unvested deferred stock awards expected to vest		1,114		$	32.12

⁽¹⁾	Unvested deferred stock awards represent awards where recipients have yet to satisfy either the explicit vesting terms or retirement-eligibility requirements.

Stock Option Awards. On December 10, 2010, the Compensation Committee of the Board of Directors of the Company approved the grant of the 2010 CEO Award. The award was valued using a Monte Carlo simulation based on the closing price of the Company’s common stock at the close of business on December 13, 2010. No MSCI stock options were issued during the years ended December 31, 2012 and 2011. The weighted average fair value of MSCI stock options issued by the Company in the one month ended December 31, 2010 was $17.08, utilizing the following assumptions:


	Assumptions
Weighted-average fair value of grants per share	$	17.08
Risk free interest rate		3.26	%
Expected stock price volatility		36.31	%
Expected dividend yield		—

The expected stock price volatility assumption was determined using the historical volatility of the Company and its peers. Because the Company did not have sufficient share price history to calculate the historical volatility of MSCI common stock, the Company believes that the combination of its own and its peers’ historical volatility is the most reliable data for the purposes of estimating the expected volatility.

The following table sets forth activity concerning MSCI stock options granted to the Company’s employees for the years ended December 31, 2012 and 2011 (option data and dollar values in thousands, except exercise price):


For the Year Ended December 31, 2012	Number of Options (in thousands)			Weighted Average Exercise Price		Weighted Average Remaining Life (Years)		Aggregated Intrinsic Value (in thousands)
Options outstanding at December 31, 2011		3,525		$	18.76		5.82		N/A
Granted or assumed		—		$	—		N/A		N/A
Forfeited		(75	)	$	19.51		N/A		N/A
Conversion to common stock		(843	)	$	16.01		N/A		N/A


Options outstanding at December 31, 2012		2,607		$	19.62		4.80	$	30,823


Options exercisable at December 31, 2012		2,311		$	17.92		4.43	$	30,212


Options vested or expected to vest		2,603		$	19.62		4.80	$	30,801

The following table presents information relating to the Company’s outstanding stock options as of December 31, 2012 (number of options outstanding and aggregate intrinsic value data in thousands):


At December 31, 2012	Options Outstanding
Range of Exercise Prices	Number Outstanding (in thousands)		Weighted Average Exercise Price		Average Remaining Life (Years)		Aggregate Intrinsic Value (in thousands)
$ 2.76 to $16.48		545	$	10.96		3.33	$	10,916
$18.00		1,047	$	18.00		4.78	$	13,603
$20.45 to $25.64		807	$	23.18		5.00	$	6,303
$36.70		208	$	36.70		7.95	$	—


Total		2,607					$	30,822

The following table presents information relating to the Company’s exercisable stock options as of December 31, 2012 (number of options outstanding and aggregate intrinsic value data in thousands):


At December 31, 2012	Options Exercisable
Range of Exercise Prices	Number Outstanding (in thousands)		Weighted Average Exercise Price		Average Remaining Life (Years)		Aggregate Intrinsic Value (in thousands)

$ 2.76 to $16.48		535	$	10.88		3.28	$	10,764
$18.00		1,047	$	18.00		4.78	$	13,603
$20.45 to $25.64		729	$	22.97		4.77	$	5,845
$36.70		—	$	36.70		7.95	$	—


Total		2,311					$	30,212

The intrinsic value of the stock options exercised by the Company’s employees during the years ended December 31, 2012, December 31, 2011 and November 30, 2010 was $60.1 million, $19.4 and $17.4 million, respectively, and $0.1 million for the one month ended December 31, 2010.

- Definition

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 50
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6406099&loc=d3e25284-112666

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 718
-SubTopic 40
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6418621&loc=d3e17540-113929

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 718
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6415400&loc=d3e5070-113901

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 718
-SubTopic 10
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6415400&loc=d3e5047-113901

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 718
-SubTopic 10
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=6415400&loc=d3e5444-113901

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Staff Accounting Bulletin (SAB)
-Number Topic 14

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 123R
-Paragraph 64, 65, A240
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Statement of Position (SOP)
-Number 93-6
-Paragraph 53
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Income Taxes

12 Months Ended

Dec. 31, 2012

Income Taxes

12. INCOME TAXES

The provision for income taxes (benefits) consisted of (in thousands):


	For the Years Ended									For the One Month Ended
	December 31, 2012			December 31, 2011			November 30, 2010			December 31, 2010
Current
U.S. federal	$	94,022		$	53,041		$	36,386		$	1,487
U.S. state and local		19,067			12,573			9,452			931
Non U.S.		22,277			18,720			14,557			1,462


		135,366			84,334			60,395			3,880

Deferred
U.S. federal		(24,733	)		12,412			4,091			2,864
U.S. state and local		(5,225	)		(2,643	)		(1,954	)		235
Non U.S.		(237	)		(4,144	)		(1,211	)		(247	)


		(30,195	)		5,625			926			2,852


Provision for income taxes	$	105,171		$	89,959		$	61,321		$	6,732

The following table reconciles the provision to the U.S. federal statutory income tax rate:


	For the Years Ended									For the One Month Ended
	December 31, 2012			December 31, 2011			November 30, 2010			December 31, 2010
U.S. federal statutory income tax rate		35.00	%		35.00	%		35.00	%		35.00	%
U.S. state and local income taxes, net of U.S. federal income tax benefits		2.10	%		2.45	%		3.13	%		3.63	%

Change in tax rates applicable to non-U.S. earnings		(1.90	%)		(3.33	%)		0.33	%		(1.05	%)
Domestic tax credits		—	%		(0.95	%)		—	%		(4.55	%)
Other		1.14	%		0.98	%		1.49	%		(0.28	%)


Effective income tax rate		36.34	%		34.15	%		39.95	%		32.75	%

Deferred income taxes reflect the net tax effects of temporary differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when such differences are expected to reverse. Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2012 and December 31, 2011, were as follows (in thousands):


	As of
	December 31, 2012			December 31, 2011
Deferred tax assets:
Employee compensation and benefit plans	$	33,183		$	26,895
Deferred rent		8,592			—
Property, equipment and leasehold improvements, net		—			2,044
State taxes		1,716			2,192
Interest rate swap		523			1,215
Foreign currency translation		144			1,663
Pension		505			171
Unearned revenue		908			1,445
NOL carryforward – current		741			466
NOL carryforward – non-current		3,849			3,198
Other		3,239			5,969

Subtotal		53,400			45,258
Less: valuation allowance		(209	)		(779	)

Total deferred tax assets	$	53,191		$	44,479


Deferred tax liabilities:
Intangible assets	$	(236,838	)	$	(242,500	)
Property, equipment and leasehold improvements, net		(1,046	)		—
Other		—			(1,483	)


Total deferred tax liabilities	$	(237,884	)	$	(243,983	)


Net deferred tax liabilities	$	(184,693	)	$	(199,504	)


Net current deferred tax asset	$	49,552		$	40,952
Net non-current deferred tax liabilities		(234,245	)		(240,456	)


Net deferred tax liabilities	$	(184,693	)	$	(199,504	)

The following table presents the components of income before provision for income taxes generated by domestic or foreign operations for the periods indicated (in thousands):


	For the Years Ended						For the One Month Ended
	December 31, 2012		December 31, 2011		November 30, 2010		December 31, 2010

Domestic	$	237,816	$	220,302	$	130,899	$	17,311

Foreign ⁽¹⁾		51,593		43,111		22,592		3,245

Total income before provision for income taxes	$	289,409	$	263,413	$	153,491	$	20,556

⁽¹⁾	Foreign income before provision for income taxes is defined as income generated from operations located outside the U.S.

Cumulative earnings attributable to foreign subsidiaries were approximately $164.9 million, $121.1 million and $48.6 million for the years ended December 31, 2012 and 2011, and November 30, 2010, respectively, and $49.9 million for the one month ended December 31, 2010. No provisions for income tax that could occur upon repatriation have been recorded on these earnings which are permanently invested abroad. It is not practicable to determine the amount of income taxes payable in the event all such foreign earnings are repatriated.

The Company changed its intention to permanently reinvest the undistributed earnings of MSCI Ltd. (except for the entities directly held by MSCI Ltd.), RiskMetrics (UK) Ltd., and RiskMetrics (Singapore) Pte Ltd. during the year ended December 31, 2011. With this change, the Company intends to permanently reinvest the undistributed earnings of all foreign operations indefinitely except for any entities that are branches of U.S. companies or check-the-box entities that have elected to be treated as disregarded entities for U.S. tax purposes and are held directly by a U.S. company or MSCI Ltd. As a result of this change, the Company no longer accrues for the U.S. taxes that would be recognized upon repatriation of these earnings.

The Company regularly assesses the likelihood of additional assessments in each of the taxing jurisdictions in which it files income tax returns. The Company has established unrecognized tax benefits that the Company believes are adequate in relation to the potential for additional assessments. Once established, the Company adjusts unrecognized tax benefits only when more information is available or when an event occurs necessitating a change. As part of the Company’s periodic review of unrecognized tax benefits and based on new information regarding the status of federal and state examinations, the Company’s unrecognized tax benefits were remeasured. It is reasonably possible that significant changes in the balance of unrecognized tax benefits may occur within the next 12 months. At this time, however, it is not possible to reasonably estimate the expected change to the total amount of unrecognized tax benefits and the impact on the effective tax rate over the next 12 months.

The Company believes the resolution of tax matters will not have a material effect on the Consolidated Statement of Financial Condition of the Company, although a resolution could have a material impact on the Company’s Consolidated Statement of Income for a particular future period and on the Company’s effective tax rate for any period in which such resolution occurs.

The following table presents a reconciliation of the beginning and ending amount of the gross unrecognized tax benefits, excluding interest and penalties, for the years ended December 31, 2012 and 2011, November 30, 2010 and for the one month ended December 31, 2010:


Gross unrecognized tax benefits	Year Ended December 31, 2012			Year Ended December 31, 2011			Year Ended November 30, 2010			One Month Ended December 31, 2010
(in thousands)
Beginning balance	$	13,168		$	13,392		$	10,974		$	13,089
Increases based on tax positions related to the current period		—			—			1,516			154
Increases based on tax positions related to prior periods⁽¹⁾		349			1,061			3,773			160
Decreases based on tax positions related to prior periods		(427	)		(1,132	)		(317	)		(11	)
Increases/(Decreases) related to settlements with taxing authorities		(6,263	)		(153	)		(887	)		—
Increases/(Decreases) related to a lapse of applicable statute of limitations		—			—			(1,970	)		—


Ending balance	$	6,827		$	13,168		$	13,089		$	13,392

⁽¹⁾	Includes $3.8 million assumed upon the acquisition of RiskMetrics on June 1, 2010.

The total amount of unrecognized tax benefits was approximately $6.5 million, net of federal benefit of state issues, competent authority and foreign tax credit offsets, as of December 31, 2012, which, if recognized, would favorably affect the effective tax rate in future periods. The Company recognizes the accrual of interest and penalties related to unrecognized tax benefits in the Provision for Income Taxes in the Consolidated Statements of Income. For the year ended December 31, 2012, the Company recognized $1.0 million of interest in the Consolidated Statement of Income. No penalties were recognized in the Consolidated Statement of Income for the year ended December 31, 2012.

The Company is under examination by the Internal Revenue Service and other tax authorities in certain countries, such as the United Kingdom, and states in which the Company has significant business operations, such as New York. The tax years currently under examination vary by jurisdiction. During 2010, Morgan Stanley reached a settlement with New York State and New York City tax authorities on issues relating to tax years 2002 through 2006. During the quarter ended December 31, 2012, it was determined that MSCI’s share of the assessed tax and interest was $12.0 million, which the Company paid in accordance with the tax sharing agreement between it and Morgan Stanley, dated as of November 20, 2007. The Company had recorded a reserve of $8.4 million to indemnify Morgan Stanley through December 31, 2011. As a result of the additional assessment, the Company recognized an additional $1.7 million of tax expense, which represents the additional assessment, net of federal tax benefit, in its Consolidated Statement of Income during the year ended December 31, 2012. This reflects the final settlement of the tax issues with Morgan Stanley relating to tax years 2002 through 2006.

The Company may have future settlements with Morgan Stanley related to the ultimate disposition of their New York State and New York City examination relating to the tax years 2007 through 2008 and their IRS examination relating to the tax years 2006 through 2008. The Company does not believe it has any material exposure for the New York State and New York City examination as the tax returns for those years were filed in a method consistent with the findings of the aforementioned settlement for the tax years 2002 through 2006. Additionally, the Company believes it has adequate reserves for any tax issues that may arise out of the IRS examination relating to the tax years 2006 through 2008 and therefore does not believe any related settlement with Morgan Stanley will have a material impact.

The following table summarizes the major taxing jurisdictions in which the Company and its affiliates operate and the open tax years for each major jurisdiction:


Tax Jurisdiction		Tax Years
United States		2005-2011
California		2009-2011
New York State		2007-2010
New York City		2007-2010
Hong Kong		2006-2011
United Kingdom		2010-2011
Canada		2006-2011
Japan		2009-2011
India		2008-2011

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(h))
-URI http://asc.fasb.org/extlink&oid=6881521&loc=d3e23780-122690

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=6907707&loc=d3e32537-109319

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 109
-Paragraph 136, 172
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 08
-Paragraph h
-Article 4

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 109
-Paragraph 43, 44, 45, 46, 47, 48, 49
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Acquisitions

12 Months Ended

Dec. 31, 2012

Acquisitions

13. ACQUISITIONS

Acquisition of IPD

On November 30, 2012, MSCI Limited, an indirect wholly owned subsidiary of the Company, paid cash of $124.8 million to acquire real estate performance measurement group IPD. The acquisition of IPD expands the Company’s multi-asset class offering by facilitating the integration of private real estate assets into its models, as well as adding a family of real estate indices to the Company’s family of equity indices. IPD is dedicated to the objective measurement of the commercial real estate market. Headquartered in London, with offices around the world, IPD is a leading provider of real estate performance analysis for funds, investors, managers, lenders and occupiers and offers a wide range of services that include research, reporting, benchmarking and indices. The Company incurred approximately $3.0 million in costs associated with the transaction that are reflected in its consolidated financial statements. The acquisition of IPD was not deemed to be an individually significant acquisition. For the year ended December 31, 2012, IPD contributed approximately $3.6 million of revenues and $0.9 million of loss to MSCI’s results of operation.

The acquisition method of accounting is based on ASC Subtopic 805-10, “Business Combinations,” and uses the fair value concepts defined in ASC Subtopic 820-10, “Fair Value Measurements and Disclosures,” which the Company has adopted as required. The total purchase price for IPD was allocated to the net tangible and intangible assets based upon their fair values as of November 30, 2012. The excess of the purchase price over the fair values of the net tangible assets and intangible assets was recorded as goodwill. The allocation of the purchase price was based upon a valuation and is subject to change within the measurement period. MSCI expects to continue to obtain information to assist it in determining the fair value of the net assets acquired at the acquisition date during the measurement period. The preliminary purchase price allocations for the IPD acquisition were $58.7 million for identifiable intangible assets, $18.9 million for assets other than identifiable intangible assets, $26.6 million for other liabilities and $73.8 million for goodwill.

Acquisition of RiskMetrics

On June 1, 2010, MSCI acquired RiskMetrics. Under the terms of the Agreement and Plan of Merger dated as of February 28, 2010 by and among MSCI, Crossway Inc. (“Merger Sub”), a wholly owned subsidiary of MSCI, and RiskMetrics, Merger Sub merged with and into RiskMetrics, with RiskMetrics continuing as the surviving corporation and a wholly owned subsidiary of MSCI. MSCI and RiskMetrics began joint operations immediately after the merger became effective. MSCI acquired RiskMetrics to, among other things, offer clients a more expansive portfolio of investment decision support tools that will enable clients to understand risk across their entire investment processes as well as reduce the concentration of the Company’s client base beyond asset owners, asset managers and broker dealers by including a greater number of hedge fund, mutual fund and bank clients.

The unaudited pro forma financial information in the table below summarizes the combined results of operations for MSCI and RiskMetrics as though the companies were combined as of December 1, 2008. The pro forma financial information presented also includes the business combination accounting effects resulting from the acquisition including the amortization charges from acquired intangible assets, adjustments to interest income for lower average cash balances, interest expense for borrowings and the amortization of deferred financing fees, debt discounts and prepaid agency fees and the related tax effects as though the aforementioned companies were combined as of December 1, 2008. The pro forma financial information as presented below is for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisitions and any borrowings undertaken to finance the RiskMetrics acquisition had taken place at December 1, 2008.

The unaudited pro forma financial information for the year ended November 30, 2010 combined the historical results of MSCI for the year ended November 30, 2010, the historical results of RiskMetrics for the three month-period ended March 31, 2010 and the historical results of RiskMetrics for the three month-period ended December 31, 2009 (due to differences in reporting periods). The unaudited pro forma financial information and the effects of the pro forma adjustments listed above were as follows for the year ended November 30, 2010:


(in thousands, except per share amount)	Year Ended November 30, 2010
	(unaudited)
Operating revenues	$	816,419

Cost of services		272,939
Selling, general and administrative		199,290
Restructuring		8,896
Amortization of intangible assets		64,477
Depreciation and amortization of property, equipment and leasehold improvements		21,660

Total operating expenses		567,262


Operating income		249,157
Other expense (income), net		71,430

Income before provision for income taxes		177,727
Provision for income taxes		66,896

Net income	$	110,831

Earnings per diluted common share	$	0.91

- Definition

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
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Reference 18: http://www.xbrl.org/2003/role/presentationRef
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-Name Statement of Financial Accounting Standard (FAS)
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Reference 19: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
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-Paragraph 67-73
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Segment Information

12 Months Ended

Dec. 31, 2012

Segment Information

14. SEGMENT INFORMATION

ASC Subtopic 280-10, “Segment Reporting,” establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. MSCI’s Chief Executive Officer, who is considered to be its chief operating decision maker, or CODM, reviews financial information presented on an operating segment basis for purposes of making operating decisions and assessing financial performance. MSCI operates as two segments, the Performance and Risk business and the Governance business. These designations have been made as the discrete operating results of these segments are reviewed by the Company’s CODM for purposes of making operating decisions and assessing financial performance.

The Performance and Risk business is a leading global provider of investment decision support tools, including equity indices, real estate indices and benchmarks, portfolio risk and performance analytics, credit analytics and ESG products. The business provides clients with a broad suite of products and services to assist them with managing equity, fixed income and multi-asset class portfolios. The products are used in many areas of the investment process, including portfolio construction and rebalancing, performance benchmarking and attribution, risk management and analysis, regulatory and client reporting index-linked investment product creation, asset allocation, assessment of social responsibility, environmental stewardship and the effects of climate change on investments, investment manager selection and investment research.

The Governance business is a leading provider of corporate governance products and specialized financial research and analysis services, and governance-related data solutions to institutional investors and corporations around the world. Among other things, the Governance business facilitates the voting of proxies by institutional investors and provides in-depth research and analysis to help inform their voting decisions and identify issuer-specific risk. It offers both global equity security coverage and fully integrated products and services, including proxy voting, policy creation, research, vote recommendations, vote execution, post-vote disclosure and reporting and analytical tools. It also provides class action monitoring and claims filing services to aid institutional investors in the recovery of funds from securities class actions. Within a firewall, a separate unit of the Governance business also provides products and services to corporate clients who may use those products and services to learn about and improve their governance and executive compensation practices.

Revenues and expenses directly associated with each respective segment are included in determining its operating results. Other expenses that are not directly attributable to a particular segment are allocated based upon allocation methodologies, including time estimates, headcount, net revenues and other relevant usage measures.

The CODM does not review any information regarding total assets on an operating segment basis. Operating segments do not record intersegment revenue, and, accordingly, there is none to be reported. The accounting policies for segment reporting are the same as for MSCI as a whole.

The following table presents MSCI’s operating segments’ results for the years ended December 31, 2012, December 31, 2011 and November 30, 2010 and for the one month ended December 31, 2010:


	Years Ended						One Month Ended
(in thousands)	December 31, 2012		December 31, 2011		November 30, 2010		December 31, 2010
Operating revenues
Performance and Risk	$	826,990	$	781,355	$	604,307	$	61,841
Governance		123,151		119,586		58,594		10,683

Consolidated	$	950,141	$	900,941	$	662,901	$	72,524


Amortization of intangible assets and depreciation and amortization of property, equipment and leasehold improvements
Performance and Risk	$	65,182	$	67,558	$	51,028	$	6,038
Governance		16,816		17,672		7,984		1,324

Consolidated	$	81,998	$	85,230	$	59,012	$	7,362


Operating income
Performance and Risk	$	334,547	$	310,504	$	200,369	$	24,601
Governance		12,389		11,494		5,754		2,068

Consolidated	$	346,936	$	321,998	$	206,123	$	26,669

Revenue by geography is based on the shipping address of the customer. The following table sets forth revenue for the periods indicated by geographic area:


	For the Years Ended						One Month Ended
(in thousands)	December 31, 2012		December 31, 2011		November 30, 2010		December 31, 2010
Americas:
United States	$	485,603	$	457,591	$	329,773	$	37,882
Other		31,929		32,188		23,546		2,583


Total Americas		517,532		489,779		353,319		40,465


Europe, the Middle East and Africa (“EMEA”):
United Kingdom		118,827		106,648		86,136		8,950
Other		189,465		180,600		128,934		13,917


Total EMEA		308,292		287,248		215,070		22,867


Asia & Australia:
Japan		57,419		58,023		46,872		4,358
Other		66,898		65,891		47,640		4,834


Total Asia & Australia		124,317		123,914		94,512		9,192

Total	$	950,141	$	900,941	$	662,901	$	72,524

Long-lived assets consist of property, equipment, leasehold improvements, goodwill and intangible assets, net of accumulated depreciation and amortization. The following table sets forth long-lived assets on the dates indicated by geographic area:


	As of
(in thousands)	December 31, 2012		December 31, 2011
Americas:
United States	$	2,334,877	$	2,369,997
Other		4,608		5,145


Total Americas		2,339,485		2,375,142


EMEA:
United Kingdom		139,714		5,107
Other		8,749		5,617


Total EMEA		148,463		10,724


Asia & Australia:
Japan		297		364

Other		3,658		4,859


Total Asia & Australia		3,955		5,223


Total	$	2,491,903	$	2,391,089

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8981-108599

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
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Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
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Reference 14: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 131
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Quarterly Results Of Operations

12 Months Ended

Dec. 31, 2012

Quarterly Results Of Operations

15. QUARTERLY RESULTS OF OPERATIONS (unaudited):


	2012												2011
	First Quarter			Second Quarter			Third Quarter			Fourth Quarter			First Quarter			Second Quarter			Third Quarter			Fourth Quarter
	(in thousands, except per share data)
Operating revenues	$	229,052		$	238,565		$	235,444		$	247,080		$	223,298		$	226,483		$	225,026		$	226,134

Cost of services		72,291			73,243			68,350			74,191			70,218			68,840			68,968			69,121
Selling, general and administrative		55,436			57,602			62,973			57,172			51,418			53,321			53,724			54,509
Restructuring		(29	)		(22	)		—			—			4,431			40			(1,002	)		125
Amortization of intangible assets		15,959			15,959			15,959			15,421			16,692			16,423			16,422			16,268
Depreciation and amortization of property, equipment and leasehold improvements		4,416			4,662			4,633			4,989			5,110			5,168			4,669			4,478


Total operating expenses		148,073			151,444			151,915			151,773			147,869			143,792			142,781			144,501


Operating income		80,979			87,121			83,529			95,307			75,429			82,691			82,245			81,633
Interest income		(223	)		(237	)		(252	)		(242	)		(143	)		(186	)		(184	)		(335	)
Interest expense⁽¹⁾		12,355			29,581			7,314			7,178			16,587			12,852			13,113			13,267
Other expense (income)		608			516			873			56			5,641			383			(983	)		(1,427	)


Other expense (income), net		12,740			29,860			7,935			6,992			22,085			13,049			11,946			11,505


Income before provision for income taxes		68,239			57,261			75,594			88,315			53,344			69,642			70,299			70,128
Provision for income taxes		24,273			19,715			27,320			33,863			19,823			23,982			20,512			25,642


Net income	$	43,966		$	37,546		$	48,274		$	54,452		$	33,521		$	45,660		$	49,787		$	44,486


Earnings per basic common share	$	0.36		$	0.31		$	0.39		$	0.44		$	0.28		$	0.38		$	0.41		$	0.37


Earnings per diluted common share	$	0.35		$	0.30		$	0.39		$	0.44		$	0.27		$	0.37		$	0.40		$	0.36


Weighted average shares outstanding used in computing per share data
Basic		121,754			122,030			122,261			122,082			120,282			120,592			120,831			121,146

Diluted		123,113			123,295			123,450			122,995			122,013			122,235			122,303			122,536

(1)	Increased Interest expense during the second quarter of 2012 was primarily the result of the accelerated recognition of deferred financing costs associated with the refinancing of the Company’s debt that occurred during the quarter.

- Definition

The entire disclosure for the quarterly financial data in the annual financial statements. The disclosure may include a tabular presentation of financial information for each fiscal quarter for the current and previous year, including revenues, gross profit, income or loss before extraordinary items and earnings per share data. It also includes an indication if the information in the note is unaudited, comments on the aggregate effect of year-end adjustments, and an explanation of matters or transactions that affect comparability or are pertinent to an understanding of the information furnished.

+ References + Details

Subsequent Events

12 Months Ended

Dec. 31, 2012

Subsequent Events

16. SUBSEQUENT EVENTS

On January 29, 2013, MSCI completed the acquisition of Investor Force Holdings, Inc. (“InvestorForce”) by paying $23.5 million in cash, subject to a working capital adjustment that is to be finalized within 60 days of closing. InvestorForce is a leading provider of performance reporting solutions to the institutional investment community in the United States, providing investment consultants with an integrated solution for daily monitoring, analysis and reporting on institutional assets. The acquisition of InvestorForce will enhance MSCI’s position as a leader in performance analysis and risk transparency and furthers its goal of providing investment decision support tools to institutional investors across all client segments and asset classes. The acquisition of InvestorForce is not expected to have a material impact on MSCI’s results of operations in the year ending December 31, 2013.

Introduction And Basis Of Presentation (Policies)

12 Months Ended

Dec. 31, 2012

Basis Of Financial Statements And Use Of Estimates

Basis of Financial Statements and Use of Estimates

Inter-company balances and transactions are eliminated in consolidation.

Revenue Recognition

Revenue Recognition

•

The Company has persuasive evidence of a legally binding arrangement,

•

Delivery has occurred,

•

Client fee is deemed fixed or determinable, and

•

Collection is probable.

•

Share-Based Compensation

Share-Based Compensation

Research And Development

Research and Development

Income Taxes

Income Taxes

Deferred Revenue

Deferred Revenue

Goodwill

Goodwill

Intangible Assets

Intangible Assets

Foreign Currency Translation

Foreign Currency Translation

Cash And Cash Equivalents

Cash and Cash Equivalents

Cash and cash equivalents consist of demand deposits and money market and debt security investments of 90 days or less from the date of purchase.

Short-term Investments

Short-term Investments

Derivative Instruments

Derivative Instruments

Fair Value Of Financial Assets And Liabilities

Fair Value of Financial Assets and Liabilities

The Company’s financial assets and liabilities include cash and cash equivalents, short-term investments, trade receivables, foreign exchange contracts and interest rate swaps.

Level 1

Valuations based on unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2

Valuations based on one or more quoted prices in markets that are not considered to be active or for which all significant inputs are observable, either directly or indirectly; and

Level 3

Valuations based on one or more inputs that are both significant to fair value measurement and unobservable.

The fair value of certain Level 2 financial liabilities may include valuation adjustments for our counterparties’ and our credit quality.

Property, Equipment And Leasehold Improvements

Property, Equipment and Leasehold Improvements

Treasury Stock

Treasury Stock

Allowance For Doubtful Accounts

Allowance for Doubtful Accounts


(in thousands)	Amount

Balance as of November 30, 2009	$	847
Addition to provision		931
Amounts written off, net of recoveries		(765	)


Balance as of November 30, 2010	$	1,013
Reduction to provision		(133	)
Amounts written off, net of recoveries		(3	)


Balance as of December 31, 2010		877
Addition to provision		545
Amounts written off, net of recoveries		(565	)


Balance as of December 31, 2011	$	857
Addition to provision		403
Amounts written off, net of recoveries		(296	)


Balance as of December 31, 2012	$	964

Accrued Compensation

Accrued Compensation

Concentrations

Concentrations

Introduction And Basis Of Presentation (Tables)

12 Months Ended

Dec. 31, 2012

Changes In Allowance For Doubtful Accounts


(in thousands)	Amount

Balance as of November 30, 2009	$	847
Addition to provision		931
Amounts written off, net of recoveries		(765	)


Balance as of November 30, 2010	$	1,013
Reduction to provision		(133	)
Amounts written off, net of recoveries		(3	)


Balance as of December 31, 2010		877
Addition to provision		545
Amounts written off, net of recoveries		(565	)


Balance as of December 31, 2011	$	857
Addition to provision		403
Amounts written off, net of recoveries		(296	)


Balance as of December 31, 2012	$	964

Restructuring (Tables)

12 Months Ended

Dec. 31, 2012

Summary Of Changes In Accrued Restructuring Charges


MSCI Restructuring Plan
(in thousands)	Severance			Lease termination			Total

Accrued Balance, December 31, 2011	$	72		$	667		$	739
Restructuring costs		(51	)		—			(51	)
Cash payments		(21	)		(503	)		(524	)

Accrued Balance, December 31, 2012	$	—		$	164		$	164

Earnings Per Common Share (Tables)

12 Months Ended

Dec. 31, 2012

Computation Of Basic And Diluted EPS


	For the Years Ended									One Month Ended
(in thousands, except per share data)	December 31, 2012			December 31, 2011			November 30, 2010			December 31, 2010
(in thousands, except per share data)	December 31, 2012			December 31, 2011			November 30, 2010			December 31, 2010
Net income	$	184,238		$	173,454		$	92,170		$	13,824
Less: Allocations of earnings to unvested restricted stock units ⁽¹⁾		(1,547	)		(627	)		(742	)		(145	)


Earnings available to MSCI common shareholders	$	182,691		$	172,827		$	91,428		$	13,679

Basic weighted average common stock outstanding		122,023			120,717			112,074			119,943

Basic weighted average common stock outstanding		122,023			120,717			112,074			119,943
Effect of dilutive securities:
Stock options		1,181			1,559			1,283			1,860


Diluted weighted average common shares outstanding		123,204			122,276			113,357			121,803


Earnings per basic common share	$	1.50		$	1.43		$	0.82		$	0.11


Earnings per diluted common share	$	1.48		$	1.41		$	0.81		$	0.11

⁽¹⁾	The restricted stock units participate in all of the earnings of the Company in the computation of basic EPS and, therefore, the restricted stock units are not included as incremental shares in the diluted EPS computation.

Short-Term Investments (Tables)

12 Months Ended

Dec. 31, 2012

Summary Of Fair Value And Gross Unrealized Gains And Losses Of Debt Securities Available-For-Sale


(in thousands)	Amortized Cost plus Accrued Interest		Gross unrealized gains		Gross unrealized losses			Estimated Fair value
December 31, 2012
Debt securities available-for-sale
U.S. Treasury securities	$	70,893	$	5	$	—		$	70,898


December 31, 2011
Debt securities available-for-sale

U.S. Treasury securities	$	135,485	$	9	$	(2	)	$	135,492
Tradable certificates of deposit		5,001		—		(3	)		4,998

Total	$	140,486	$	9	$	(5	)	$	140,490

Unrealized Losses On Investments


	As of
	December 31, 2011
(in thousands)	Total Fair Value		Total Unrealized Losses

U.S. Treasury securities	$	50,056	$	(2	)

Tradable certificates of deposit		2,695		(3	)


Total	$	52,751	$	(5	)

- Definition

Tabular disclosure of available-for-sale securities which includes, but is not limited to, changes in the cost basis and fair value, fair value and gross unrealized gain (loss), fair values by type of security, contractual maturity and classification, amortized cost basis, contracts to acquire securities to be accounted for as available-for-sale, debt maturities, transfers to trading, change in net unrealized holding gain (loss) net of tax, continuous unrealized loss position fair value, aggregate losses qualitative disclosures, other than temporary impairment (OTTI) losses or other disclosures related to available for sale securities.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 320
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-Publisher FASB
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Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 115
-Paragraph 19, 20, 21
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name FASB Staff Position (FSP)
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Commitments And Contingencies (Tables)

12 Months Ended

Dec. 31, 2012

Summary Of Future Minimum Commitments Under Operating Leases


Years Ending December 31,	Amount
	(in thousands)
2013	$	26,031
2014		24,358
2015		19,658
2016		19,183
2017		17,543
Thereafter		174,524


Total	$	281,297

Summary Of Aggregate Amount Of All Long-Term Debt To Be Repaid


For the Years Ending December 31,	Amount
	(in thousands)
2013	$	44,000
2014		66,000
2015		88,000
2016		352,000
2017		308,000


Total	$	858,000

Summary Of Fair Values Of Derivative Instruments


(in thousands)	Consolidated Statements of Financial Condition Location		As of December 31, 2012			As of December 31, 2011
Derivatives designated as hedging instruments:
Liability derivatives:
Interest rate swaps		Other accrued liabilities	$	—		$	(2,387	)
Foreign exchange contracts		Other accrued liabilities		(203	)	$	—
Asset derivatives:
Foreign exchange contracts		Prepaid and other assets	$	3		$	—

Interest Rate Swaps And Derivative Instruments


Derivatives in Cash Flow Hedging Relationships	Amount of Gain or (Loss) Recognized in Accumulated Other Comprehensive Income on Derivative (Effective Portion) for the Years Ended									Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion)		Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion) for the Years Ended								Location of Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)		Amount of Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) for the Years Ended
(in thousands)	December 31, 2012			December 31, 2011			November 30, 2010					December 31, 2012		December 31, 2011			November 30, 2010					December 31, 2012		December 31, 2011		November 30, 2010
Interest Rate Swaps	$	(695	)	$	(4,506	)	$	(2,628	)		Interest expense		2,437	$	(2,062	)	$	(3,072	)		Interest expense	$	—	$	35	$	(3,088	)


	Amount of Gain or (Loss) Recognized in Accumulated Other Comprehensive Income on Derivative (Effective Portion) for the One Month Ended December 31, 2010		Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion)	Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion) for One Month Ended December 31, 2010			Location of Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)	Amount of Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) for the One Month Ended December 31, 2010
Derivatives in Cash Flow Hedging Relationships (in thousands)
Interest rate swaps	$	968	Interest expense	$	(143	)	Interest expense	$	—


Derivatives Not Designated as Hedging Instruments	Location of Gain or (Loss) Recognized in Income on Derivative	Amount of Gain or (Loss) Recognized in Income on Derivative for the Years Ended December 31,
(in thousands)		2012			2011		2010
Foreign exchange contracts	Other expense	($	200	)	$	—	$	—

- Definition

Tabular disclosure of the location and amount of gains and losses reported in the statement of financial performance, or when applicable, the statement of financial position. For example, (a) gains and losses recognized in the income statement on derivative instruments designated and qualifying as hedging instruments in fair value hedges and related hedged items designated and qualifying in fair value hedges and (b) gains and losses initially recognized in other comprehensive income on derivative instruments designated and qualifying as cash flow hedges.

+ References + Details

Fair Value Measures (Tables)

12 Months Ended

Dec. 31, 2012

Summary Of Financial Assets And Liabilities Measured At Fair Value On Recurring Basis


Description	Balance as of December 31, 2012		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in thousands)
*Assets:*

Cash equivalents	$	—	$	—	$	—	$	—

Short-term investments:
U.S. Treasury securities		70,898		—		70,898		—

Total short-term investments		70,898		—		70,898		—


Foreign exchange contracts		3		—		3		—

Total financial assets	$	70,901	$	—	$	70,901	$	—


*Liabilities:*

Foreign exchange contracts	$	203	$	—	$	203	$	—


Description	Balance as of December 31, 2011		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in thousands)
*Assets:*

Cash equivalents	$	27,000	$	—	$	27,000	$	—

Short-term investments:
U.S. Treasury securities		135,492		—		135,492		—
Tradable certificates of deposit		4,998		—		4,998		—

Total short-term investments		140,490		—		140,490		—

Total financial assets	$	167,490	$	—	$	167,490	$	—


*Liabilities:*

Interest rate swaps	$	2,387	$	—	$	2,387	$	—

Property, Equipment And Leasehold Improvements (Tables)

12 Months Ended

Dec. 31, 2012

Components Of Property, Equipment And Leasehold Improvements


	As of
	December 31, 2012			December 31, 2011
	(in thousands)
Computer & related equipment	$	67,529		$	70,170
Furniture & fixtures ⁽¹⁾		7,847			4,868
Leasehold improvements ⁽¹⁾		48,405			22,219
Work-in-process		2,716			454

Subtotal		126,497			97,711
Accumulated depreciation and amortization		(59,078	)		(60,088	)

Property, equipment and leasehold improvements, net	$	67,419		$	37,623

⁽¹⁾

Goodwill And Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2012

Schedule Of Goodwill


	Performance and Risk		Governance		Total
(in thousands)

Goodwill at December 31, 2011	$	1,477,468	$	231,117	$	1,708,585
Goodwill from acquisition of IPD		73,773		—		73,773
Foreign exchange translation adjustment		1,052		—		1,052

Goodwill at December 31, 2012	$	1,552,293	$	231,117	$	1,783,410

Components Of Intangible Assets By Major Class


	As of
(in thousands)	December 31, 2012			December 31, 2011
Gross Intangible Assets:
Customer relationships	$	474,236		$	459,010
Trademarks/trade names		256,582			243,440
Technology/software		193,192			191,430
Proprietary process		3,800			3,800
Proprietary data		28,527			—
Non-compete agreements		—			2,780

Subtotal		956,337			900,460
Foreign exchange translation adjustment		836			—

Total intangible assets	$	957,173		$	900,460

Accumulated Amortization:
Customer relationships	$	(92,631	)	$	(61,003	)
Trademarks/trade names		(62,270	)		(49,336	)
Technology/software		(159,375	)		(141,457	)
Proprietary process		(1,636	)		(1,003	)
Proprietary data		(184	)		—
Non-compete agreements		—			(2,780	)

Subtotal		(316,096	)		(255,579	)
Foreign exchange translation adjustment		(3	)		—

Total intangible assets	$	(316,099	)	$	(255,579	)

Net Intangible Assets:
Customer relationships	$	381,605		$	398,007
Trademarks/trade names		194,312			194,104
Technology/software		33,817			49,973
Proprietary process		2,164			2,797
Proprietary data		28,343			—
Non-compete agreements		—			—

Subtotal		640,241			644,881
Foreign exchange translation adjustment		833			—

Total intangible assets	$	641,074		$	644,881

Estimated Amortization Expense For Succeeding Years


For the Years Ending December 31,	Amortization Expense
	(in thousands)
2013		57,293
2014		57,062
2015		56,985
2016		54,847
2017		48,734


Thereafter		366,153


Total	$	641,074

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References + Details

Share-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2012

Components Of Share-Based Compensation Expense


	For the Years Ended						One Month Ended
(in thousands)	December 31, 2012		December 31, 2011		November 30, 2010		December 31, 2010

Deferred stock	$	23,198	$	27,067	$	24,632	$	2,080
Stock options		2,398		4,682		7,653		752


Total	$	25,596	$	31,749	$	32,285	$	2,832

Summary Of Vested And Unvested Deferred Stock Awards Activity


For the Year Ended December 31, 2012	Number of Shares (in thousands)			Weighted Average Grant Date Fair Value
Vested and unvested deferred stock awards at December 31, 2011		1,246		$	30.42
Granted		708		$	33.63
Conversion to common stock		(481	)	$	28.72
Canceled		(33	)	$	34.90


Vested and unvested deferred stock awards at December 31, 2012 ⁽¹⁾		1,440		$	32.47

⁽¹⁾	As of December 31, 2012, approximately 1,419 restricted stock units and restricted stock awards, with a weighted average price of $32.44, were vested or expected to vest.

Summary Of Unvested Deferred Stock Awards Activity


For the Year Ended December 31, 2012	Number of Shares (in thousands)			Weighted Average Grant Date Fair Value
Unvested deferred stock awards at December 31, 2011 ⁽¹⁾		949		$	30.90
Granted		508		$	33.66
Vested		(288	)	$	30.33
Canceled		(33	)	$	34.90


Unvested deferred stock awards at December 31, 2012		1,136		$	32.16


Unvested deferred stock awards expected to vest		1,114		$	32.12

⁽¹⁾	Unvested deferred stock awards represent awards where recipients have yet to satisfy either the explicit vesting terms or retirement-eligibility requirements.

Weighted Average Fair Value Of Stock Options Assumed


	Assumptions
Weighted-average fair value of grants per share	$	17.08
Risk free interest rate		3.26	%
Expected stock price volatility		36.31	%
Expected dividend yield		—

Summary Of Stock Options Activity


For the Year Ended December 31, 2012	Number of Options (in thousands)			Weighted Average Exercise Price		Weighted Average Remaining Life (Years)		Aggregated Intrinsic Value (in thousands)
Options outstanding at December 31, 2011		3,525		$	18.76		5.82		N/A
Granted or assumed		—		$	—		N/A		N/A
Forfeited		(75	)	$	19.51		N/A		N/A
Conversion to common stock		(843	)	$	16.01		N/A		N/A


Options outstanding at December 31, 2012		2,607		$	19.62		4.80	$	30,823


Options exercisable at December 31, 2012		2,311		$	17.92		4.43	$	30,212


Options vested or expected to vest		2,603		$	19.62		4.80	$	30,801

Summary Of Stock Options Outstanding By Exercise Price Range


At December 31, 2012	Options Outstanding
Range of Exercise Prices	Number Outstanding (in thousands)		Weighted Average Exercise Price		Average Remaining Life (Years)		Aggregate Intrinsic Value (in thousands)
$ 2.76 to $16.48		545	$	10.96		3.33	$	10,916
$18.00		1,047	$	18.00		4.78	$	13,603
$20.45 to $25.64		807	$	23.18		5.00	$	6,303
$36.70		208	$	36.70		7.95	$	—


Total		2,607					$	30,822

Summary Of Stock Options Exercisable By Exercise Price Range


At December 31, 2012	Options Exercisable
Range of Exercise Prices	Number Outstanding (in thousands)		Weighted Average Exercise Price		Average Remaining Life (Years)		Aggregate Intrinsic Value (in thousands)

$ 2.76 to $16.48		535	$	10.88		3.28	$	10,764
$18.00		1,047	$	18.00		4.78	$	13,603
$20.45 to $25.64		729	$	22.97		4.77	$	5,845
$36.70		—	$	36.70		7.95	$	—


Total		2,311					$	30,212

- Definition

Tabular disclosure of components of a stock option or other award plan under which equity-based compensation is awarded to employees, typically comprised of the amount of unearned compensation (deferred compensation cost), compensation expense, and changes in the quantity and fair value of the shares (or other type of equity) granted, exercised, forfeited, and issued and outstanding pertaining to that plan. Disclosure may also include nature and general terms of such arrangements that existed during the period and potential effects of those arrangements on shareholders, effect of compensation cost arising from equity-based payment arrangements on the income statement, method of estimating the fair value of the goods or services received, or the fair value of the equity instruments granted, during the period, cash flow effects resulting from equity-based payment arrangements and, for registrants that accelerate vesting of out of the money share options, reasons for the decision to accelerate.

+ References + Details

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2012

Summary Of Provision For Income Taxes (Benefits)


	For the Years Ended									For the One Month Ended
	December 31, 2012			December 31, 2011			November 30, 2010			December 31, 2010
Current
U.S. federal	$	94,022		$	53,041		$	36,386		$	1,487
U.S. state and local		19,067			12,573			9,452			931
Non U.S.		22,277			18,720			14,557			1,462


		135,366			84,334			60,395			3,880

Deferred
U.S. federal		(24,733	)		12,412			4,091			2,864
U.S. state and local		(5,225	)		(2,643	)		(1,954	)		235
Non U.S.		(237	)		(4,144	)		(1,211	)		(247	)


		(30,195	)		5,625			926			2,852


Provision for income taxes	$	105,171		$	89,959		$	61,321		$	6,732

Reconciliation Of Provision To U. S. Federal Statutory Income Tax Rate


	For the Years Ended									For the One Month Ended
	December 31, 2012			December 31, 2011			November 30, 2010			December 31, 2010
U.S. federal statutory income tax rate		35.00	%		35.00	%		35.00	%		35.00	%
U.S. state and local income taxes, net of U.S. federal income tax benefits		2.10	%		2.45	%		3.13	%		3.63	%

Change in tax rates applicable to non-U.S. earnings		(1.90	%)		(3.33	%)		0.33	%		(1.05	%)
Domestic tax credits		—	%		(0.95	%)		—	%		(4.55	%)
Other		1.14	%		0.98	%		1.49	%		(0.28	%)


Effective income tax rate		36.34	%		34.15	%		39.95	%		32.75	%

Significant Components Of Deferred Tax Assets And Liabilities


	As of
	December 31, 2012			December 31, 2011
Deferred tax assets:
Employee compensation and benefit plans	$	33,183		$	26,895
Deferred rent		8,592			—
Property, equipment and leasehold improvements, net		—			2,044
State taxes		1,716			2,192
Interest rate swap		523			1,215
Foreign currency translation		144			1,663
Pension		505			171
Unearned revenue		908			1,445
NOL carryforward – current		741			466
NOL carryforward – non-current		3,849			3,198
Other		3,239			5,969

Subtotal		53,400			45,258
Less: valuation allowance		(209	)		(779	)

Total deferred tax assets	$	53,191		$	44,479


Deferred tax liabilities:
Intangible assets	$	(236,838	)	$	(242,500	)
Property, equipment and leasehold improvements, net		(1,046	)		—
Other		—			(1,483	)


Total deferred tax liabilities	$	(237,884	)	$	(243,983	)


Net deferred tax liabilities	$	(184,693	)	$	(199,504	)


Net current deferred tax asset	$	49,552		$	40,952
Net non-current deferred tax liabilities		(234,245	)		(240,456	)


Net deferred tax liabilities	$	(184,693	)	$	(199,504	)

Summary Of Components Of Income Before Provision For Income Taxes


	For the Years Ended						For the One Month Ended
	December 31, 2012		December 31, 2011		November 30, 2010		December 31, 2010

Domestic	$	237,816	$	220,302	$	130,899	$	17,311

Foreign ⁽¹⁾		51,593		43,111		22,592		3,245

Total income before provision for income taxes	$	289,409	$	263,413	$	153,491	$	20,556

⁽¹⁾	Foreign income before provision for income taxes is defined as income generated from operations located outside the U.S.

Reconcilliation Of Unrecognized Tax Benefits


Gross unrecognized tax benefits	Year Ended December 31, 2012			Year Ended December 31, 2011			Year Ended November 30, 2010			One Month Ended December 31, 2010
(in thousands)
Beginning balance	$	13,168		$	13,392		$	10,974		$	13,089
Increases based on tax positions related to the current period		—			—			1,516			154
Increases based on tax positions related to prior periods⁽¹⁾		349			1,061			3,773			160
Decreases based on tax positions related to prior periods		(427	)		(1,132	)		(317	)		(11	)
Increases/(Decreases) related to settlements with taxing authorities		(6,263	)		(153	)		(887	)		—
Increases/(Decreases) related to a lapse of applicable statute of limitations		—			—			(1,970	)		—


Ending balance	$	6,827		$	13,168		$	13,089		$	13,392

⁽¹⁾	Includes $3.8 million assumed upon the acquisition of RiskMetrics on June 1, 2010.

Summary Of Major Tax Jurisdictions And Open Tax Years


Tax Jurisdiction		Tax Years
United States		2005-2011
California		2009-2011
New York State		2007-2010
New York City		2007-2010
Hong Kong		2006-2011
United Kingdom		2010-2011
Canada		2006-2011
Japan		2009-2011
India		2008-2011

- Definition

Tabular disclosure of tax positions taken in the tax returns filed or to be filed for which it is more likely than not that the tax position will not be sustained upon examination by taxing authorities (i.e., uncertain tax positions) and other types of income tax contingencies, including: (1) the policy on classification of interest and penalties; (2) a tabular reconciliation of the total amounts of unrecognized tax benefits at the beginning and end of the period; the total amount(s) of: (3) unrecognized tax benefits that, if recognized, would affect the effective tax rate, and (4) interest and penalties recognized in each of the income statement and balance sheet; (5) for positions for which it is reasonably possible that the total amounts unrecognized will significantly change within 12 months of the reporting date the: (i) nature of the uncertainty, (ii) nature of the event that could occur that would cause the change, and (iii) an estimate of the range of the reasonably possible change or a statement that an estimate of the range cannot be made; and (6) a description of tax years that remain subject to examination by major tax jurisdictions.

+ References + Details

- Definition

Tabular disclosure of income tax examinations that an enterprise is currently subject to or that have been completed in the current period typically including a description of the examination, the jurisdiction conducting the examination, the tax year(s) under examination, the likelihood of an unfavorable settlement, the range of possible losses, the liability recorded, the increase or decrease in the liability from the prior period, and any penalties and interest that have been recorded.

+ References + Details

Acquisitions (Tables)

12 Months Ended

Dec. 31, 2012

Pro Forma Financial Information


(in thousands, except per share amount)	Year Ended November 30, 2010
	(unaudited)
Operating revenues	$	816,419

Cost of services		272,939
Selling, general and administrative		199,290
Restructuring		8,896
Amortization of intangible assets		64,477
Depreciation and amortization of property, equipment and leasehold improvements		21,660

Total operating expenses		567,262


Operating income		249,157
Other expense (income), net		71,430

Income before provision for income taxes		177,727
Provision for income taxes		66,896

Net income	$	110,831

Earnings per diluted common share	$	0.91

- Definition

Tabular disclosure of pro forma results of operations for a material business acquisition or series of individually immaterial business acquisitions that are material in the aggregate.

+ References + Details

Segment Information (Tables)

12 Months Ended

Dec. 31, 2012

Key Financial Information By Operating Segments


	Years Ended						One Month Ended
(in thousands)	December 31, 2012		December 31, 2011		November 30, 2010		December 31, 2010
Operating revenues
Performance and Risk	$	826,990	$	781,355	$	604,307	$	61,841
Governance		123,151		119,586		58,594		10,683

Consolidated	$	950,141	$	900,941	$	662,901	$	72,524


Amortization of intangible assets and depreciation and amortization of property, equipment and leasehold improvements
Performance and Risk	$	65,182	$	67,558	$	51,028	$	6,038
Governance		16,816		17,672		7,984		1,324

Consolidated	$	81,998	$	85,230	$	59,012	$	7,362


Operating income
Performance and Risk	$	334,547	$	310,504	$	200,369	$	24,601
Governance		12,389		11,494		5,754		2,068

Consolidated	$	346,936	$	321,998	$	206,123	$	26,669

Revenue By Geographic Area


	For the Years Ended						One Month Ended
(in thousands)	December 31, 2012		December 31, 2011		November 30, 2010		December 31, 2010
Americas:
United States	$	485,603	$	457,591	$	329,773	$	37,882
Other		31,929		32,188		23,546		2,583


Total Americas		517,532		489,779		353,319		40,465


Europe, the Middle East and Africa (“EMEA”):
United Kingdom		118,827		106,648		86,136		8,950
Other		189,465		180,600		128,934		13,917


Total EMEA		308,292		287,248		215,070		22,867


Asia & Australia:
Japan		57,419		58,023		46,872		4,358
Other		66,898		65,891		47,640		4,834


Total Asia & Australia		124,317		123,914		94,512		9,192

Total	$	950,141	$	900,941	$	662,901	$	72,524

Long-Lived Assets By Geographic Area


	As of
(in thousands)	December 31, 2012		December 31, 2011
Americas:
United States	$	2,334,877	$	2,369,997
Other		4,608		5,145


Total Americas		2,339,485		2,375,142


EMEA:
United Kingdom		139,714		5,107
Other		8,749		5,617


Total EMEA		148,463		10,724


Asia & Australia:
Japan		297		364

Other		3,658		4,859


Total Asia & Australia		3,955		5,223


Total	$	2,491,903	$	2,391,089

- Definition

Tabular disclosure of the profit or loss and total assets for each reportable segment. An entity discloses certain information on each reportable segment if the amounts (a) are included in the measure of segment profit or loss reviewed by the chief operating decision maker or (b) are otherwise regularly provided to the chief operating decision maker, even if not included in that measure of segment profit or loss.

+ References + Details

Quarterly Results Of Operations (Tables)

12 Months Ended

Dec. 31, 2012

Summary Of Quarterly Results Of Operations


	2012												2011
	First Quarter			Second Quarter			Third Quarter			Fourth Quarter			First Quarter			Second Quarter			Third Quarter			Fourth Quarter
	(in thousands, except per share data)
Operating revenues	$	229,052		$	238,565		$	235,444		$	247,080		$	223,298		$	226,483		$	225,026		$	226,134

Cost of services		72,291			73,243			68,350			74,191			70,218			68,840			68,968			69,121
Selling, general and administrative		55,436			57,602			62,973			57,172			51,418			53,321			53,724			54,509
Restructuring		(29	)		(22	)		—			—			4,431			40			(1,002	)		125
Amortization of intangible assets		15,959			15,959			15,959			15,421			16,692			16,423			16,422			16,268
Depreciation and amortization of property, equipment and leasehold improvements		4,416			4,662			4,633			4,989			5,110			5,168			4,669			4,478


Total operating expenses		148,073			151,444			151,915			151,773			147,869			143,792			142,781			144,501


Operating income		80,979			87,121			83,529			95,307			75,429			82,691			82,245			81,633
Interest income		(223	)		(237	)		(252	)		(242	)		(143	)		(186	)		(184	)		(335	)
Interest expense⁽¹⁾		12,355			29,581			7,314			7,178			16,587			12,852			13,113			13,267
Other expense (income)		608			516			873			56			5,641			383			(983	)		(1,427	)


Other expense (income), net		12,740			29,860			7,935			6,992			22,085			13,049			11,946			11,505


Income before provision for income taxes		68,239			57,261			75,594			88,315			53,344			69,642			70,299			70,128
Provision for income taxes		24,273			19,715			27,320			33,863			19,823			23,982			20,512			25,642


Net income	$	43,966		$	37,546		$	48,274		$	54,452		$	33,521		$	45,660		$	49,787		$	44,486


Earnings per basic common share	$	0.36		$	0.31		$	0.39		$	0.44		$	0.28		$	0.38		$	0.41		$	0.37


Earnings per diluted common share	$	0.35		$	0.30		$	0.39		$	0.44		$	0.27		$	0.37		$	0.40		$	0.36


Weighted average shares outstanding used in computing per share data
Basic		121,754			122,030			122,261			122,082			120,282			120,592			120,831			121,146

Diluted		123,113			123,295			123,450			122,995			122,013			122,235			122,303			122,536

(1)	Increased Interest expense during the second quarter of 2012 was primarily the result of the accelerated recognition of deferred financing costs associated with the refinancing of the Company’s debt that occurred during the quarter.

Introduction And Basis Of Presentation (Narrative) (Detail) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2010 USD ($)	Dec. 31, 2012 USD ($) Segment d	Dec. 31, 2011 USD ($)	Nov. 30, 2010 USD ($)	Nov. 30, 2009 USD ($)
Introduction And Basis Of Presentation [Line Items]
Number of operating segments \| Segment		2
Cumulative revenue reduction		$ 5,200
Minimum percentage of voting stock for consolidation		50.00%
Remaining useful life, minimum		1 year
Remaining useful life, maximum		21 years
Period of cash and cash equivalents		90 days or less
Cash and cash equivalents	$ 269,423	$ 183,309	$ 252,211	$ 226,575	$ 176,024
U.S. Treasury Securities		$ 70,898	$ 140,490
Percentage of operating revenues accounted for by major customer	10.00%	10.00%	10.00%	10.00%
Furniture & Fixtures [Member]
Introduction And Basis Of Presentation [Line Items]
Estimates of useful lives		Five years
Minimum [Member]
Introduction And Basis Of Presentation [Line Items]
Debt security maturity (days) \| d		91
Minimum [Member] \| Computer And Equipment [Member]
Introduction And Basis Of Presentation [Line Items]
Estimates of useful lives		3 years
Maximum [Member]
Introduction And Basis Of Presentation [Line Items]
Debt security maturity (days) \| d		360
Maximum [Member] \| Computer And Equipment [Member]
Introduction And Basis Of Presentation [Line Items]
Estimates of useful lives		5 years

Introduction And Basis Of Presentation (Changes In Allowance For Doubtful Accounts) (Detail) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Nov. 30, 2010
Allowance For Doubtful Accounts Receivable [Line Items]
Balance at beginning of year	$ 1,013	$ 857	$ 877	$ 847
Reduction to provision	(133)
Addition to provision		403	545	931
Amounts written off, net of recoveries	(3)	(296)	(565)	(765)
Balance at ending of year	$ 877	$ 964	$ 857	$ 1,013

Restructuring (Narrative) (Detail) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended								12 Months Ended
Restructuring (Narrative) (Detail) - USD ($) $ in Thousands	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Nov. 30, 2010
Restructuring Cost and Reserve [Line Items]
Restructuring benefits										$ 100
Restructuring expenses	$ 26			$ 22	$ 29	$ (125)	$ 1,002	$ (40)	$ (4,431)	(51)	$ 3,594	$ 8,896
Accelerated vesting of share-based compensation awards	8,504									$ 24,997	24,981	31,741
Write-off of assets associated with the exit of certain leases											900
Costs associated with the exit of certain leases											2,000
Severance costs											600	3,600
Costs associated with exit of certain leases												1,400
Costs associated with discontinuance of the planned integration												900
Performance And Risk [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring expenses											2,000	6,700
Governance [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring expenses											1,600	$ 2,200
Maximum [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring expenses	$ 100
Accelerated vesting of share-based compensation awards											$ 100

Restructuring (Summary Of Changes In Accrued Restructuring Charges) (Detail) $ in Thousands	12 Months Ended
	Dec. 31, 2012 USD ($)
Writedown Of Asset And Lease Loss Accrual [Line Items]
Accrued Beginning balance	$ 739
Restructuring costs	(51)
Cash payments	(524)
Accrued Ending Balance	164
Severance [Member]
Writedown Of Asset And Lease Loss Accrual [Line Items]
Accrued Beginning balance	72
Restructuring costs	(51)
Cash payments	(21)
Accrued Ending Balance
Lease Termination [Member]
Writedown Of Asset And Lease Loss Accrual [Line Items]
Accrued Beginning balance	667
Cash payments	(503)
Accrued Ending Balance	$ 164

Earnings Per Common Share (Narrative) (Detail) - shares	1 Months Ended	12 Months Ended
Earnings Per Common Share (Narrative) (Detail) - shares	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Nov. 30, 2010
Earnings Per Common Share [Line Items]
Anti-dilutive stock options excluded from the calculation of diluted EPS	6,534	6,714	19,754	209,931

- Definition

Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Antidilution
-URI http://asc.fasb.org/extlink&oid=6505113

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Diluted Earnings Per Share
-URI http://asc.fasb.org/extlink&oid=6510752

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Contingent Stock Agreement
-URI http://asc.fasb.org/extlink&oid=6508534

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 128
-Paragraph 40
-Subparagraph c
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 128
-Paragraph 13, 14
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
-Number 07-4
-Paragraph 4
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 128
-Paragraph 171
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Earnings Per Common Share (Computation Of Basic And Diluted EPS) (Detail) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands

1 Months Ended

3 Months Ended

12 Months Ended

Dec. 31, 2010

Dec. 31, 2012

Sep. 30, 2012

Jun. 30, 2012

Mar. 31, 2012

Dec. 31, 2011

Sep. 30, 2011

Jun. 30, 2011

Mar. 31, 2011

Dec. 31, 2012

Dec. 31, 2011

Nov. 30, 2010

Earnings Per Common Share [Line Items]

Net income

$ 13,824

$ 54,452

$ 48,274

$ 37,546

$ 43,966

$ 44,486

$ 49,787

$ 45,660

$ 33,521

$ 184,238

$ 173,454

$ 92,170

Less: Allocations of earnings to unvested restricted stock units

^[1]

(145)

(1,547)

(627)

(742)

Earnings available to MSCI common shareholders

$ 13,679

$ 182,691

$ 172,827

$ 91,428

Basic weighted average common stock outstanding

119,943

122,082

122,261

122,030

121,754

121,146

120,831

120,592

120,282

122,023

120,717

112,074

Basic weighted average common stock outstanding

119,943

122,082

122,261

122,030

121,754

121,146

120,831

120,592

120,282

122,023

120,717

112,074

Stock options

1,860

1,181

1,559

1,283

Diluted weighted average common shares outstanding

121,803

122,995

123,450

123,295

123,113

122,536

122,303

122,235

122,013

123,204

122,276

113,357

Earnings per basic common share

$ 0.11

$ 0.44

$ 0.39

$ 0.31

$ 0.36

$ 0.37

$ 0.41

$ 0.38

$ 0.28

$ 1.50

$ 1.43

$ 0.82

Earnings per diluted common share

$ 0.11

$ 0.44

$ 0.39

$ 0.30

$ 0.35

$ 0.36

$ 0.40

$ 0.37

$ 0.27

$ 1.48

$ 1.41

$ 0.81

[1]	The restricted stock units participate in all of the earnings of the Company in the computation of basic EPS and, therefore, the restricted stock units are not included as incremental shares in the diluted EPS computation

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 225
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03.21)
-URI http://asc.fasb.org/extlink&oid=6880815&loc=d3e20235-122688

Reference 2: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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-URI http://asc.fasb.org/extlink&oid=6879574&loc=d3e536633-122882

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 18
-Article 7

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 128
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Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
-Number 07-4
-Paragraph 4
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 03
-Paragraph 20
-Article 5

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 21
-Article 9

+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References + Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Net Income
-URI http://asc.fasb.org/extlink&oid=6518256

Reference 2: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
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-Paragraph 28
-URI http://asc.fasb.org/extlink&oid=6943989&loc=d3e3602-108585

Reference 3: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-Paragraph 1
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-URI http://asc.fasb.org/extlink&oid=6879464&loc=d3e573970-122913

Reference 4: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257

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-Name Accounting Standards Codification
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-Subparagraph (SX 210.5-03.18)
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Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Other Comprehensive Income
-URI http://asc.fasb.org/extlink&oid=6519514

Reference 8: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
-Topic 220
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-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=20435746&loc=d3e565-108580

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Research Bulletin (ARB)
-Number 51
-Paragraph 38
-Subparagraph d
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Reference 10: http://www.xbrl.org/2003/role/presentationRef
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Reference 11: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Research Bulletin (ARB)
-Number 51
-Paragraph A7
-Appendix A

Reference 12: http://www.xbrl.org/2003/role/presentationRef
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-Name Emerging Issues Task Force (EITF)
-Number 87-21
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Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 03
-Paragraph 19
-Article 5

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Research Bulletin (ARB)
-Number 51
-Paragraph 38
-Subparagraph a
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Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 95
-Paragraph 28, 29, 30
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 16: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 20
-Article 9

+ Details

- Definition

The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period.

+ References + Details

- Definition

Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (a)
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Reference 2: http://www.xbrl.org/2003/role/presentationRef
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=6528421

Reference 4: http://www.xbrl.org/2003/role/presentationRef
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-Name Emerging Issues Task Force (EITF)
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
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-Name Statement of Financial Accounting Standard (FAS)
-Number 128
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 128
-Paragraph 40
-Subparagraph a
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Short-Term Investments (Summary Of Fair Value And Gross Unrealized Gains And Losses Of Debt Securities Available-For-Sale) (Detail) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost plus Accrued Interest		$ 140,486
Gross unrealized gains		9
Gross unrealized losses		(5)
Estimated Fair value		140,490
U.S. Treasury Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost plus Accrued Interest	$ 70,893	135,485
Gross unrealized gains	5	9
Gross unrealized losses		(2)
Estimated Fair value	$ 70,898	135,492
Tradable Certificates Of Deposit [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost plus Accrued Interest		5,001
Gross unrealized gains
Gross unrealized losses		(3)
Estimated Fair value		$ 4,998

- Definition

Amount of debt securities categorized neither as held-to-maturity nor trading.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 320
-SubTopic 10
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-Paragraph 1
-Subparagraph (b)
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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-URI http://asc.fasb.org/extlink&oid=6957658&loc=d3e62557-112803

Reference 4: http://www.xbrl.org/2003/role/presentationRef
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Reference 9: http://www.xbrl.org/2003/role/presentationRef
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+ Details

Short-Term Investments (Narrative) (Detail) - USD ($)	Dec. 31, 2012	Dec. 31, 2011
Other than Temporary Impairment, Credit Losses Recognized in Earnings [Line Items]
Investments with continuous unrealized losses		$ 5,000
Other-than-temporary impairment on investments	$ 0	$ 0

Short-Term Investments (Unrealized Losses On Investments) (Detail) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
Gain (Loss) on Investments [Line Items]
Total Fair Value		$ 52,751
Total Unrealized Losses		(5)
U.S. Treasury Securities [Member]
Gain (Loss) on Investments [Line Items]
Total Fair Value		50,056
Total Unrealized Losses		(2)
Tradable Certificates Of Deposit [Member]
Gain (Loss) on Investments [Line Items]
Total Fair Value		2,695
Total Unrealized Losses		$ (3)

Commitments And Contingencies (Narrative) (Detail) $ in Thousands, shares in Millions	1 Months Ended					12 Months Ended
	Dec. 31, 2012 USD ($) Instruments shares	May 04, 2012 USD ($)	Sep. 16, 2011 USD ($) ft²	Mar. 14, 2011 USD ($)	Dec. 31, 2010 USD ($)	Dec. 31, 2012 USD ($) Instruments shares	Dec. 31, 2011 USD ($)	Nov. 30, 2010 USD ($)	Feb. 28, 2011 USD ($)
Schedule Of Commitments And Contingencies [Line Items]
Annual rent expense					$ 1,700	$ 24,700	$ 18,500	$ 15,400
Square footage of office space rented \| ft²			126,000
Lease Commencement Date						February 1, 2012
Company recognized charge						$ 3,800
Schedule lease expiry date			February 28, 2033
Early lease termination date			February 1, 2028
Aggregate future lease expense			$ 170,100
Approximate annual rent payable			$ 7,300
Percentage of annual rent increase			10.00%
Repurchase program authorizing the purchase of shares	$ 300,000					300,000
Stockholders equity period increase decrease						100,000
Remaining stock to be repurchased						$ 200,000
Non-usage fee paid						0.75%
Debt instrument amended interest rate description							2.75%
Debt principal repayment over first two years		5.00%
Debt principal repayment over next two years		10.00%
Debt principal repayment over final year		70.00%
Deferred financing fees unamortized	10,600					$ 10,600
Current maturities of long term debt	43,093					43,093	$ 10,339
Discount on long-term debt current	900					900	900
Long term debt, net of current maturities	811,623					811,623	1,066,548
Discount on long-term debt non current	2,400					2,400	3,800
Deferred financing fees						18,100	5,800
Amortized debt discount					$ 101	5,305	1,051	$ 1,337
Fair market value of debt obligations	862,300					862,300	1,089,700
Retained earnings were restricted as to the payments of dividends	$ 547,699					547,699	$ 363,461
Amount available for restricted payments						168,500
Amount to be reclassified to interest expense within twelve months						$ 1,400
Number of foreign currency forwards \| Instruments	3					3
Term Loan Facility [Member]
Schedule Of Commitments And Contingencies [Line Items]
Prepayment of principal balances									$ 56,000
Cash on hand used to repay term loan credit facility				$ 87,600
Principal balance outstanding on debt instrument				1,212,600
2011 Term Loan [Member]
Schedule Of Commitments And Contingencies [Line Items]
Aggregate amount of debt				$ 1,125,000
Maturity period of the facility				Mar. 01, 2017
Debt instrument interest rate description							3.25
LIBOR floor applicable to term loan before amendment				1.50%
LIBOR floor applicable to term loan after amendment				1.00%
Fees incurred associated with repricing of term loan facility							$ 6,100
Amended And Restated Credit Agreement [Member]
Schedule Of Commitments And Contingencies [Line Items]
Amended and Restated Credit Facility fee paid						$ 5,700
Deferred financing fees	$ 3,900					3,900
Prior Credit Facility [Member]
Schedule Of Commitments And Contingencies [Line Items]
Deferred financing fees	8,600					$ 8,600
One Chase Manhattan Plaza [Member]
Schedule Of Commitments And Contingencies [Line Items]
Lease expiration date						Aug. 01, 2012
88 Pine Street [Member]
Schedule Of Commitments And Contingencies [Line Items]
Lease expiration date						Dec. 01, 2014
Treasury Stock [Member]
Schedule Of Commitments And Contingencies [Line Items]
Stockholders equity period increase decrease						$ 65,000
Additional Paid-In Capital [Member]
Schedule Of Commitments And Contingencies [Line Items]
Stockholders equity period increase decrease						35,000
Accelerated Share Repurchase Agreement [Member]
Schedule Of Commitments And Contingencies [Line Items]
Shares repurchases, Value	$ 100,000					$ 100,000
Repurchased common shares \| shares	2.2					2.2
Prepaid and Other Assets [Member]
Schedule Of Commitments And Contingencies [Line Items]
Deferred financing fees unamortized	$ 2,800					$ 2,800
Other Non-Current Assets [Member]
Schedule Of Commitments And Contingencies [Line Items]
Deferred financing fees unamortized	$ 7,800					7,800
7 World Trade Center [Member]
Schedule Of Commitments And Contingencies [Line Items]
Annual rent expense			$ 7,700
New Credit Facility [Member]
Schedule Of Commitments And Contingencies [Line Items]
Repayment of principal (in percentage)	1.00%
Frequency of payments	Quarterly installments
New Credit Facility [Member] \| Five-Year Revolving Credit Facility [Member]
Schedule Of Commitments And Contingencies [Line Items]
Secured credit facility	$ 100,000					100,000
New Credit Facility [Member] \| Six-Year Term Loan Facility [Member]
Schedule Of Commitments And Contingencies [Line Items]
Aggregate amount of debt	$ 1,275,000					$ 1,275,000
Term Loan A [Member] \| Amended And Restated Credit Agreement [Member]
Schedule Of Commitments And Contingencies [Line Items]
Aggregate amount of debt		$ 880,000
Maturity period of the facility		May 04, 2017
Senior Secured Revolving Facility [Member] \| Amended And Restated Credit Agreement [Member]
Schedule Of Commitments And Contingencies [Line Items]
Aggregate amount of debt		$ 100,000
Maturity period of the facility		May 04, 2017
Term Loan A [Member]
Schedule Of Commitments And Contingencies [Line Items]
LIBOR floor applicable to term loan before amendment							1.00%
LIBOR floor applicable to term loan after amendment							2.50%
Term Loan A [Member] \| Minimum [Member]
Schedule Of Commitments And Contingencies [Line Items]
Initial bearing interest rate, percentage	2.25%					2.25%
Term Loan A [Member] \| Maximum [Member]
Schedule Of Commitments And Contingencies [Line Items]
Initial bearing interest rate, percentage	2.46%					2.46%
Credit Agreements 2010 [Member]
Schedule Of Commitments And Contingencies [Line Items]
Prepayment of principal balances							$ 35,000

Commitments And Contingencies (Summary Of Future Minimum Commitments Under Operating Leases) (Detail) $ in Thousands	Dec. 31, 2012 USD ($)
Commitments And Contingencies [Line Items]
2013	$ 26,031
2014	24,358
2015	19,658
2016	19,183
2017	17,543
Thereafter	174,524
Total	$ 281,297

Commitments And Contingencies (Summary Of Aggregate Amount Of All Long-Term Debt To Be Repaid) (Detail) $ in Thousands	Dec. 31, 2012 USD ($)
Commitments And Contingencies [Line Items]
2013	$ 44,000
2014	66,000
2015	88,000
2016	352,000
2017	308,000
Total	$ 858,000

Commitments And Contingencies (Summary Of Fair Values Of Derivative Instruments) (Detail) - Derivatives Designated As Hedging Instruments [Member] - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
Other Accrued Liabilities [Member] \| Interest Rate Swap [Member]
Commitments And Contingencies [Line Items]
Liability derivatives		$ (2,387)
Other Accrued Liabilities [Member] \| Foreign Exchange Contracts [Member]
Commitments And Contingencies [Line Items]
Liability derivatives	(203)
Prepaid And Other Assets [Member] \| Foreign Exchange Contracts [Member]
Commitments And Contingencies [Line Items]
Asset derivatives	$ 3

Commitments And Contingencies (Interest Rate Swaps And Derivative Instruments) (Detail) - USD ($) $ in Thousands	1 Months Ended	11 Months Ended	12 Months Ended
	Dec. 31, 2010	Nov. 30, 2010	Dec. 31, 2012	Dec. 31, 2011
Interest Expense [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion)	$ (143)	$ (3,072)	$ 2,437	$ (2,062)
Amount of Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)		(3,088)		35
Other Expense [Member] \| Derivatives Not Designated As Hedging Instruments [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain or (Loss) Recognized in Accumulated Other Comprehensive Income on Derivative (Effective Portion)			(200)
Interest Rate Swap [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain or (Loss) Recognized in Accumulated Other Comprehensive Income on Derivative (Effective Portion)	$ 968	$ (2,628)	$ (695)	$ (4,506)

- Definition

The amount of net gains and losses recognized in income during the period on derivative instruments designated and qualifying as hedging instruments in fair value hedges and related hedged items designated and qualifying in fair value hedges, on derivative instruments designated and qualifying as hedging instruments in cash flow hedges, and on derivative instruments not designated as hedging instruments.

+ References + Details

Fair Value Measures (Summary Of Financial Assets And Liabilities Measured At Fair Value On Recurring Basis) (Detail) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents		$ 27,000
Short-term investments	70,898	140,490
Foreign exchange contracts	3
Total financial assets	70,901	167,490
Foreign exchange contracts	203
Interest rate swaps		2,387
U.S. Treasury Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments	70,898	135,492
Tradable Certificates Of Deposit [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments		4,998
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents
Short-term investments
Foreign exchange contracts
Total financial assets
Foreign exchange contracts
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] \| U.S. Treasury Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments
Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents		27,000
Short-term investments	70,898	140,490
Foreign exchange contracts	3
Total financial assets	70,901	167,490
Foreign exchange contracts	203
Interest rate swaps		2,387
Significant Other Observable Inputs (Level 2) [Member] \| U.S. Treasury Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments	70,898	135,492
Significant Other Observable Inputs (Level 2) [Member] \| Tradable Certificates Of Deposit [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments		$ 4,998
Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents
Short-term investments
Foreign exchange contracts
Total financial assets
Foreign exchange contracts
Significant Unobservable Inputs (Level 3) [Member] \| U.S. Treasury Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments

Fair Value Measures (Narrative) (Detail)	12 Months Ended
Fair Value Measures (Narrative) (Detail)	Dec. 31, 2012
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Period of cash and cash equivalents	90 days or less

Property, Equipment And Leasehold Improvements (Schedule Of Property, Equipment And Leasehold Improvements) (Detail) - USD ($)
$ in Thousands

Dec. 31, 2012

Dec. 31, 2011

Property, Plant and Equipment [Line Items]

Computer & related equipment

$ 67,529

$ 70,170

Furniture & fixtures

^[1]

7,847

4,868

Leasehold improvements

^[1]

48,405

22,219

Work-in-process

2,716

454

Subtotal

126,497

97,711

Accumulated depreciation and amortization

(59,078)

(60,088)

Property, equipment and leasehold improvements, net

$ 67,419

$ 37,623

[1]

The increase in furniture & fixtures and leasehold improvements as of December 31, 2012 compared to December 31, 2011 primarily relates to the Company's new office spaces in New York, New York and Rockville, Maryland, both of which the Company began occupying during the year ended December 31, 2012.

- Definition

The cumulative amount of depreciation, depletion and amortization (related to property, plant and equipment, but not including land) that has been recognized in the income statement.

+ References + Details

Property, Equipment And Leasehold Improvements (Narrative) (Detail) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended								12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Nov. 30, 2010
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense of property, equipment and leasehold improvements	$ 1,798	$ 4,989	$ 4,633	$ 4,662	$ 4,416	$ 4,478	$ 4,669	$ 5,168	$ 5,110	$ 18,700	$ 19,425	$ 17,413

Goodwill And Intangible Assets (Schedule Of Goodwill) (Detail) $ in Thousands	12 Months Ended
	Dec. 31, 2012 USD ($)
Goodwill [Line Items]
Goodwill, Beginning Balance	$ 1,708,585
Goodwill from acquisition of IPD	73,773
Foreign exchange translation adjustment	1,052
Goodwill, Ending Balance	1,783,410
Performance And Risk [Member]
Goodwill [Line Items]
Goodwill, Beginning Balance	1,477,468
Goodwill from acquisition of IPD	73,773
Foreign exchange translation adjustment	1,052
Goodwill, Ending Balance	1,552,293
Governance [Member]
Goodwill [Line Items]
Goodwill, Beginning Balance	231,117
Goodwill from acquisition of IPD
Foreign exchange translation adjustment
Goodwill, Ending Balance	$ 231,117

- Definition

Carrying amount as of the balance sheet date, which is the cumulative amount paid and (if applicable) the fair value of any noncontrolling interest in the acquiree, adjusted for any amortization recognized prior to the adoption of any changes in generally accepted accounting principles (as applicable) and for any impairment charges, in excess of the fair value of net assets acquired in one or more business combination transactions.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=14024403&loc=d3e13816-109267

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 45
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6388280&loc=d3e13770-109266

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 142
-Paragraph 45
-Subparagraph e
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 142
-Paragraph 43
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141R
-Paragraph 72
-Subparagraph d
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 142
-Paragraph 45
-Subparagraph e
-Clause 1
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141R
-Paragraph 68
-Subparagraph l
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141R
-Paragraph 34
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Goodwill And Intangible Assets (Narrative) (Detail) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended								12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Nov. 30, 2010
Goodwill And Intangible Assets [Line Items]
Amortization expense	$ 5,564	$ 15,421	$ 15,959	$ 15,959	$ 15,959	$ 16,268	$ 16,422	$ 16,423	$ 16,692	$ 63,298	$ 65,805	$ 41,599

Goodwill And Intangible Assets (Components Of Intangible Assets By Major Class) (Detail) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 957,173	$ 900,460
Accumulated Amortization	(316,099)	(255,579)
Net Carrying Value	641,074	644,881
Subtotal [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	956,337	900,460
Accumulated Amortization	(316,096)	(255,579)
Net Carrying Value	640,241	644,881
Customer Relationships [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	474,236	459,010
Accumulated Amortization	(92,631)	(61,003)
Net Carrying Value	381,605	398,007
Trademarks/Trade Names [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	256,582	243,440
Accumulated Amortization	(62,270)	(49,336)
Net Carrying Value	194,312	194,104
Technology/Software [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	193,192	191,430
Accumulated Amortization	(159,375)	(141,457)
Net Carrying Value	33,817	49,973
Proprietary Process [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	3,800	3,800
Accumulated Amortization	(1,636)	(1,003)
Net Carrying Value	2,164	2,797
Proprietary Data [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	28,527
Accumulated Amortization	(184)
Net Carrying Value	28,343
Noncompete Agreements [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value		2,780
Accumulated Amortization		(2,780)
Net Carrying Value
Foreign Exchange Translation Adjustment [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	836
Accumulated Amortization	(3)
Net Carrying Value	$ 833

Goodwill And Intangible Assets (Estimated Amortization Expense For Succeeding Years) (Detail) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
Estimated Amortization Expense [Line Items]
2013	$ 57,293
2014	57,062
2015	56,985
2016	54,847
2017	48,734
Thereafter	366,153
Total	$ 641,074	$ 644,881

Employee Benefits (Detail) - USD ($) $ in Millions	1 Months Ended	12 Months Ended
Employee Benefits (Detail) - USD ($) $ in Millions	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Nov. 30, 2010
Employee Benefit Plans [Line Items]
Pension and post-retirement benefit expenses	$ 0.8	$ 19.0	$ 15.9	$ 8.8
Percentage of additional contribution from the company to employees' cash compensation		3.00%
Defined contribution plan expenses	0.7	$ 15.9	14.0	6.8
Net periodic benefit expense	0.1	3.1	1.9	2.0
Defined benefit plan, liability		7.6
Defined benefit plan, assets		13.4
Cost Of Sales [Member]
Employee Benefit Plans [Line Items]
Pension and post-retirement benefit expenses	0.5	12.0	9.8	5.2
Selling, General And Administrative [Member]
Employee Benefit Plans [Line Items]
Pension and post-retirement benefit expenses	$ 0.3	$ 7.0	$ 6.1	$ 3.6

- Definition

Assets, usually stocks, bonds, and other investments, that have been segregated and restricted (usually in a trust) to provide benefits, at their fair value as of the measurement date. Plan assets include amounts contributed by the employer (and by employees for a contributory plan) and amounts earned from investing the contributions, less benefits paid. If a plan has liabilities other than for benefits, those non-benefit obligations may be considered as reductions of plan assets.

+ References + Details

- Definition

The amount of pension and other (such as medical, dental and life insurance) postretirement benefit costs recognized during the period for (1) defined benefit plans (periodic benefit costs include the following components: service cost, interest cost, expected return on plan assets, gain (loss) on assets, prior service cost or credit, transition asset or obligation, and gain (loss) due to settlements or curtailments) and for (2) defined contribution plans (to the extent that a plan's defined contributions to an individual's account are to be made for periods in which that individual renders services, the net cost for a period is the contribution called for in that period; if a plan calls for contributions for periods after an individual retires or terminates, the estimated cost is accrued during the employee's service period).

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 225
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03.4)
-URI http://asc.fasb.org/extlink&oid=6880815&loc=d3e20235-122688

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 28
-URI http://asc.fasb.org/extlink&oid=6943989&loc=d3e3602-108585

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 70
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6414718&loc=d3e28014-114942

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 95
-Paragraph 28
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph h
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5, 11
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Share-Based Compensation (Narrative) (Detail) $ / shares in Units, $ in Millions	1 Months Ended			12 Months Ended
	Dec. 31, 2010 USD ($) $ / shares	Dec. 10, 2010 USD ($)	Jun. 01, 2010 USD ($) mo shares	Dec. 31, 2012 USD ($) shares	Dec. 31, 2011 USD ($) shares	Nov. 30, 2010 USD ($)	Dec. 14, 2010 USD ($)	Dec. 16, 2009 USD ($)	Dec. 16, 2008 USD ($)	Nov. 14, 2007
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of common shares reserved \| shares			4,200,000
CEO Award vesting period		5 years
Stock option award value		$ 3.6
Award vesting rights, percentage vested		25.00%
Number of shares grants in period \| shares
Tax benefits for share-based compensation expense related to deferred stock and stock options	$ 0.3			$ 1.0	$ 7.3	$ 8.5
Compensation cost related to unvested share based awards not yet recognized				$ 11.0
Number of shares available for future grant \| shares				7,100,000
Total fair value of restricted stock units and restricted stock awards converted or vested to common stock	$ 4.7			$ 15.3	35.2	34.3
Weighted average fair value of stock options assumed \| $ / shares	$ 17.08
Intrinsic value of the stock options exercised	$ 0.1			60.1	$ 19.4	17.4
Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate fair value				21.7
Amount of the award granted to retirement - eligible employees				$ 6.2
Number of shares grants in period \| shares				636,588
Number of shares awarded \| shares				18,603	21,259
Common Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares awarded \| shares				4,544	7,840
Cost Of Services [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Allocated share based compensation expense	1.4			$ 9.6	$ 12.4	12.0
Selling, General And Administrative [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Allocated share based compensation expense	$ 1.4			$ 16.0	19.3	17.3
Restructuring Charges [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Allocated share based compensation expense					0.1	$ 3.0
Unvested Restricted Stock Awards [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of common shares reserved \| shares			100,000
Expected amount from the reserved stock			$ 1.3
Unvested Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected amount from the reserved stock			16.7
Performance Award [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate fair value			$ 15.9
Length of performance award time-vest \| mo			31
Award annual fraction of time-vesting			One-half
2010 Bonus Award [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period of awards							Three
Aggregate fair value							$ 18.9
Amount of the award granted to retirement - eligible employees							$ 6.2
2011 Bonus Award [Member] \| Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate fair value					21.2
Amount of the award granted to retirement - eligible employees					$ 6.7
Founders Grant Award [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period of awards										Four
2008 Bonus Award [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period of awards									Three
Aggregate fair value									$ 9.5
Fraction of bonus award vested per year									One-third
2010 CEO Award [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average fair value of stock options assumed \| $ / shares	$ 17.08
2009 Bonus Award [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period of awards								Three
Aggregate fair value								$ 13.2
Fraction of bonus award vested per year								One-third
Amount of the award granted to retirement - eligible employees								$ 5.1

Share-Based Compensation (Components Of Share-Based Compensation Expense) (Detail) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Nov. 30, 2010
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total	$ 2,832	$ 25,596	$ 31,749	$ 32,285
Deferred stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total	2,080	23,198	27,067	24,632
Stock options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total	$ 752	$ 2,398	$ 4,682	$ 7,653

Share-Based Compensation (Summary Of Vested And Unvested Deferred Stock Awards Activity) (Detail)
shares in Thousands

12 Months Ended

Dec. 31, 2012

$ / shares

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Vested and unvested deferred stock at the beginning of period, Number of Shares | shares

1,246

Granted or assumed, Number of Shares | shares

708

Conversion to common stock, Number of Shares | shares

(481)

Canceled, Number of Shares | shares

(33)

Vested and unvested Deferred stock awards at end of period, Number of Shares | shares

1,440

^[1]

Vested and unvested Deferred stock awards at the beginning of period, Weighted Average Price | $ / shares

$ 30.42

Weighted Average Price, Granted or assumed | $ / shares

33.63

Weighted Average Price, Conversion to common stock | $ / shares

28.72

Weighted Average Price, Canceled | $ / shares

34.90

Vested and unvested Deferred stock awards at the end of period, Weighted Average Price | $ / shares

$ 32.47

^[1]

Restricted stock units and restricted stock awards, vested and expected to vest | shares

1,419

Restricted stock units and restricted stock awards vested or expected to vest, weighted average price | $ / shares

$ 32.44

[1]	As of December 31, 2012, approximately 1,419 restricted stock units and restricted stock awards, with a weighted average price of $32.44, were vested or expected to vest.

Share-Based Compensation (Summary Of Unvested Deferred Stock Awards Activity) (Detail)
shares in Thousands

12 Months Ended

Dec. 31, 2012

$ / shares

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Weighted Average Grant Date Fair Value, balance at the beginning of the period | $ / shares

$ 30.90

^[1]

Weighted Average Grant Date Fair Value, Granted or assumed | $ / shares

33.66

Weighted Average Grant Date Fair Value, Vested | $ / shares

30.33

Weighted Average Grant Date Fair Value, Canceled | $ / shares

34.90

Weighted Average Grant Date Fair Value, balance at the end of the period | $ / shares

32.16

Weighted Average Grant Date Fair Value, Expected to vest | $ / shares

$ 32.12

Unvested Shares [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Unvested deferred stock awards, balance at the beginning of period | shares

949

^[1]

Number of Shares, Granted | shares

508

Number of Shares, Vested | shares

(288)

Number of Shares, Canceled | shares

(33)

Unvested deferred stock awards, balance at the end of period | shares

1,136

Number of shares, Expected to vest | shares

1,114

[1]	Unvested deferred stock awards represent awards where recipients have yet to satisfy either the explicit vesting terms or retirement-eligibility requirements.

Share-Based Compensation (Weighted Average Fair Value Of Stock Options Assumed) (Detail)	1 Months Ended
	Dec. 31, 2010 $ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average fair value of grants per share	$ 17.08
Risk free interest rate	3.26%
Expected stock price volatility	36.31%
Expected dividend yield

Share-Based Compensation (Summary Of Stock Options Activity) (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Options, Options outstanding, Beginning balance	3,525
Number of Options, Granted or assumed
Number of Options, Forfeited	(75)
Number of Options, Conversion to common stock	(843)
Number of Options, Options outstanding, Ending balance	2,607	3,525
Number of Options, Options exercisable	2,311
Number of Options, Options vested or expected to vest	2,603
Weighted Average Exercise Price, Options outstanding, Beginning balance	$ 18.76
Weighted Average Exercise Price, Granted or assumed
Weighted Average Exercise Price, Forfeited	19.51
Weighted Average Exercise Price, Conversion to common stock	16.01
Weighted Average Exercise Price, Options outstanding, Ending balance	19.62	$ 18.76
Weighted Average Exercise Price, Options Exercisable	17.92
Weighted Average Exercise Price, Options vested or expected to vest	$ 19.62
Weighted Average Remaining Life (Years), Options outstanding, Beginning balance	4 years 9 months 18 days	5 years 9 months 26 days
Weighted Average Remaining Life (Years), Options Exercisable	4 years 5 months 5 days
Weighted Average Remaining Life (Years), Options vested or expected to vest	4 years 9 months 18 days
Aggregate Intrinsic Value, Options Outstanding	$ 30,823
Aggregated Intrinsic Value, Options exercisable	30,212
Aggregated Intrinsic Value, Options vested or expected to vest	$ 30,801

Share-Based Compensation (Summary Of Stock Options Outstanding By Exercise Price Range) (Detail) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2012 USD ($) $ / shares shares
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number Outstanding, Options Outstanding \| shares	2,607
Aggregate Intrinsic Value, Options Outstanding \| $	$ 30,823
First Exercise Price Range [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number Outstanding, Options Outstanding \| shares	545
Aggregate Intrinsic Value, Options Outstanding \| $	$ 10,916
Range of Exercise Price, Minimum	$ 2.76
Range of Exercise Price, Maximum	16.48
Weighted Average Exercise Price, Options Outstanding	$ 10.96
Weighted Average Remaining Life (Years), Options Outstanding	3 years 3 months 29 days
Second Exercise Price Range [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number Outstanding, Options Outstanding \| shares	1,047
Aggregate Intrinsic Value, Options Outstanding \| $	$ 13,603
Range of Exercise Prices	$ 18.0
Weighted Average Exercise Price, Options Outstanding	$ 18.00
Weighted Average Remaining Life (Years), Options Outstanding	4 years 9 months 11 days
Third Exercise Price Range [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number Outstanding, Options Outstanding \| shares	807
Aggregate Intrinsic Value, Options Outstanding \| $	$ 6,303
Range of Exercise Price, Minimum	$ 20.45
Range of Exercise Price, Maximum	25.64
Weighted Average Exercise Price, Options Outstanding	$ 23.18
Weighted Average Remaining Life (Years), Options Outstanding	5 years
Fourth Exercise Price Range [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number Outstanding, Options Outstanding \| shares	208
Aggregate Intrinsic Value, Options Outstanding \| $
Range of Exercise Prices	$ 36.7
Weighted Average Exercise Price, Options Outstanding	$ 36.70
Weighted Average Remaining Life (Years), Options Outstanding	7 years 11 months 12 days

Share-Based Compensation (Summary Of Stock Options Exercisable By Exercise Price Range) (Detail) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2012 USD ($) $ / shares shares
Number Outstanding, Options Exercisable \| shares	2,311
Aggregate Intrinsic Value, Options Exercisable \| $	$ 30,212
Weighted Average Exercise Price, Options Exercisable	$ 17.92
First Exercise Price Range [Member]
Number Outstanding, Options Exercisable \| shares	535
Aggregate Intrinsic Value, Options Exercisable \| $	$ 10,764
Range of Exercise Price, Minimum	$ 2.76
Range of Exercise Price, Maximum	16.48
Weighted Average Exercise Price, Options Exercisable	$ 10.88
Average Remaining Life (Years), Options Exercisable	3 years 3 months 11 days
Second Exercise Price Range [Member]
Number Outstanding, Options Exercisable \| shares	1,047
Aggregate Intrinsic Value, Options Exercisable \| $	$ 13,603
Range of Exercise Prices	$ 18.0
Weighted Average Exercise Price, Options Exercisable	$ 18.00
Average Remaining Life (Years), Options Exercisable	4 years 9 months 11 days
Third Exercise Price Range [Member]
Number Outstanding, Options Exercisable \| shares	729
Aggregate Intrinsic Value, Options Exercisable \| $	$ 5,845
Range of Exercise Price, Minimum	$ 20.45
Range of Exercise Price, Maximum	25.64
Weighted Average Exercise Price, Options Exercisable	$ 22.97
Average Remaining Life (Years), Options Exercisable	4 years 9 months 7 days
Fourth Exercise Price Range [Member]
Number Outstanding, Options Exercisable \| shares
Aggregate Intrinsic Value, Options Exercisable \| $
Range of Exercise Prices	$ 36.7
Weighted Average Exercise Price, Options Exercisable	$ 36.70
Average Remaining Life (Years), Options Exercisable	7 years 11 months 12 days

Income Taxes (Summary Of Provision For Income Taxes (Benefits)) (Detail) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended								12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Nov. 30, 2010
Provision For Income Taxes [Line Items]
Current, U.S. federal	$ 1,487									$ 94,022	$ 53,041	$ 36,386
Current, U.S. state and local	931									19,067	12,573	9,452
Current, Non U.S.	1,462									22,277	18,720	14,557
Current provision for income taxes (benefits)	3,880									135,366	84,334	60,395
Deferred, U.S. federal	2,864									(24,733)	12,412	4,091
Deferred, U.S. state and local	235									(5,225)	(2,643)	(1,954)
Deferred, Non U.S.	(247)									(237)	(4,144)	(1,211)
Deferred provision for income taxes (benefits)	2,852									(30,195)	5,625	926
Provision for income taxes	$ 6,732	$ 33,863	$ 27,320	$ 19,715	$ 24,273	$ 25,642	$ 20,512	$ 23,982	$ 19,823	$ 105,171	$ 89,959	$ 61,321

Income Taxes (Reconciliation Of Provision To U.S. Federal Statutory Income Tax Rate) (Detail)	1 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Nov. 30, 2010
Reconciliation Of Provision Of Income Taxes [Line Items]
U.S. federal statutory income tax rate	35.00%	35.00%	35.00%	35.00%
U.S. state and local income taxes, net of U.S. federal income tax benefits	3.63%	2.10%	2.45%	3.13%
Change in tax rates applicable to non-U.S. earnings	(1.05%)	(1.90%)	(3.33%)	0.33%
Domestic tax credits	(4.55%)		(0.95%)
Other	(0.28%)	1.14%	0.98%	1.49%
Effective income tax rate	32.75%	36.34%	34.15%	39.95%

Income Taxes (Significant Components Of Deferred Tax Assets And Liabilities) (Detail) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
Components Of Deferred Income Tax Assets And Liabilities [Line Items]
Employee compensation and benefit plans	$ 33,183	$ 26,895
Deferred rent	8,592
Property, equipment and leasehold improvements, net		2,044
State taxes	1,716	2,192
Interest rate swap	523	1,215
Foreign currency translation	144	1,663
Pension	505	171
Unearned revenue	908	1,445
NOL carryforward - current	741	466
NOL carryforward - non-current	3,849	3,198
Other, Deferred tax assets	3,239	5,969
Subtotal	53,400	45,258
Less: valuation allowance	(209)	(779)
Total deferred tax assets	53,191	44,479
Intangible assets	(236,838)	(242,500)
Property, equipment and leasehold improvements, net	(1,046)
Other, Deferred tax liabilities		(1,483)
Total deferred tax liabilities	(237,884)	(243,983)
Net deferred tax liabilities	(184,693)	(199,504)
Net current deferred tax asset	49,552	40,952
Net non-current deferred tax liabilities	(234,245)	(240,456)
Net deferred tax liabilities	$ (184,693)	$ (199,504)

Income Taxes (Summary Of Components Of Income Before Provision For Income Taxes) (Detail) - USD ($)
$ in Thousands

1 Months Ended

3 Months Ended

12 Months Ended

Dec. 31, 2010

Dec. 31, 2012

Sep. 30, 2012

Jun. 30, 2012

Mar. 31, 2012

Dec. 31, 2011

Sep. 30, 2011

Jun. 30, 2011

Mar. 31, 2011

Dec. 31, 2012

Dec. 31, 2011

Nov. 30, 2010

Components Of Income Before Taxes [Line Items]

Domestic

$ 17,311

$ 237,816

$ 220,302

$ 130,899

Foreign

^[1]

3,245

51,593

43,111

22,592

Income before provision for income taxes

$ 20,556

$ 88,315

$ 75,594

$ 57,261

$ 68,239

$ 70,128

$ 70,299

$ 69,642

$ 53,344

$ 289,409

$ 263,413

$ 153,491

[1]	Foreign income before provision for income taxes is defined as income generated from operations located outside the U.S.

Income Taxes (Narrative) (Detail) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
Income Taxes (Narrative) (Detail) - USD ($) $ in Millions	Dec. 31, 2012	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Nov. 30, 2010
Income Taxes And Tax Related [Line Items]
Earnings attributable to foreign subsidiaries	$ 164.9	$ 164.9	$ 121.1	$ 49.9	$ 48.6
Significant change in unrecognized tax benefits, reasonably possible (in months)		12
Significant change in unrecognized tax benefits, not possible (in months)		12
Total amount of unrecognized tax benefits		$ 6.5
Unrecognized tax benefits, interest on income tax expenses		1.0
Reserve to indemnify tax settlement	$ 12.0		$ 8.4
Settlement with Taxing Authority [Member]
Income Taxes And Tax Related [Line Items]
Reserve to indemnify tax settlement		$ 1.7
New York State And City [Member] \| Minimum [Member]
Income Taxes And Tax Related [Line Items]
Tax years under examination		2002
New York State And City [Member] \| Maximum [Member]
Income Taxes And Tax Related [Line Items]
Tax years under examination		2006
Morgan Stanley [Member] \| New York State And City [Member] \| Minimum [Member]
Income Taxes And Tax Related [Line Items]
Tax years under examination		2007
Morgan Stanley [Member] \| New York State And City [Member] \| Maximum [Member]
Income Taxes And Tax Related [Line Items]
Tax years under examination		2008
Morgan Stanley [Member] \| Internal Revenue Service (IRS) [Member] \| Minimum [Member]
Income Taxes And Tax Related [Line Items]
Tax years under examination		2006
Morgan Stanley [Member] \| Internal Revenue Service (IRS) [Member] \| Maximum [Member]
Income Taxes And Tax Related [Line Items]
Tax years under examination		2008

Income Taxes (Reconciliation Of Unrecognized Tax Benefits) (Detail) - USD ($)
$ in Thousands

1 Months Ended

12 Months Ended

Dec. 31, 2010

Dec. 31, 2012

Dec. 31, 2011

Nov. 30, 2010

Reconciliation Of Unrecognized Tax Benefits [Line Items]

Beginning balance

$ 13,089

$ 13,168

$ 13,392

$ 10,974

Increases based on tax positions related to the current period

154

1,516

Increases based on tax positions related to prior periods

^[1]

160

349

1,061

3,773

Decreases based on tax positions related to prior periods

(11)

(427)

(1,132)

(317)

Increases/(Decreases) related to settlements with taxing authorities

(6,263)

(153)

(887)

Increases/(Decreases) related to a lapse of applicable statute of limitations

(1,970)

Ending balance

$ 13,392

6,827

$ 13,168

$ 13,089

Unrecognized tax benefits on acquisition

$ 3,800

[1]	Includes $3.8 million assumed upon the acquisition of RiskMetrics on June 1, 2010.

Income Taxes (Summary Of Major Tax Jurisdictions And Open Tax Years) (Detail)	12 Months Ended
	Dec. 31, 2012
United States [Member]
Income Tax [Line Items]
Open Tax Years	2005-2011
California [Member]
Income Tax [Line Items]
Open Tax Years	2009-2011
New York State [Member]
Income Tax [Line Items]
Open Tax Years	2007-2010
New York City [Member]
Income Tax [Line Items]
Open Tax Years	2007-2010
Hong Kong [Member]
Income Tax [Line Items]
Open Tax Years	2006-2011
United Kingdom [Member]
Income Tax [Line Items]
Open Tax Years	2010-2011
Canada [Member]
Income Tax [Line Items]
Open Tax Years	2006-2011
Japan [Member]
Income Tax [Line Items]
Open Tax Years	2009-2011
India [Member]
Income Tax [Line Items]
Open Tax Years	2008-2011

Acquisitions (Narrative) (Detail) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended								12 Months Ended
Acquisitions (Narrative) (Detail) - USD ($) $ in Thousands	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Nov. 30, 2010	Nov. 30, 2012
Business Acquisition Actual Revenue And Pre Tax Income Loss [Line Items]
Revenues	$ 72,524	$ 247,080	$ 235,444	$ 238,565	$ 229,052	$ 226,134	$ 225,026	$ 226,483	$ 223,298	$ 950,141	$ 900,941	$ 662,901
Earnings	$ 13,824	54,452	$ 48,274	$ 37,546	$ 43,966	$ 44,486	$ 49,787	$ 45,660	$ 33,521	$ 184,238	$ 173,454	92,170
IPD [Member]
Business Acquisition Actual Revenue And Pre Tax Income Loss [Line Items]
Company paid cash to acquire property													$ 124,800
Costs associated with the transaction													$ 3,000
Date of acquisition										Nov. 30, 2012
Revenues										$ 3,600
Earnings										900
Purchase price allocated to identifiable intangible assets		58,700								58,700
Purchase price allocated for assets other than identifiable intangible assets		18,900								18,900
Purchase price allocated to other liabilities		26,600								26,600
Purchase price allocated to goodwill		$ 73,800								$ 73,800
RiskMetrics [Member]
Business Acquisition Actual Revenue And Pre Tax Income Loss [Line Items]
Date of acquisition										Jun. 01, 2010
Revenues												816,419
Earnings												$ 110,831

Acquisition (Pro Forma Financial Information) (Detail) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended								12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Nov. 30, 2010
Pro Forma Financial Information [Line Items]
Operating revenues	$ 72,524	$ 247,080	$ 235,444	$ 238,565	$ 229,052	$ 226,134	$ 225,026	$ 226,483	$ 223,298	$ 950,141	$ 900,941	$ 662,901
Cost of services	20,986	74,191	68,350	73,243	72,291	69,121	68,968	68,840	70,218	288,075	277,147	198,626
Selling, general and administrative	17,481	57,172	62,973	57,602	55,436	54,509	53,724	53,321	51,418	233,183	212,972	190,244
Restructuring	26			22	29	(125)	1,002	(40)	(4,431)	(51)	3,594	8,896
Amortization of intangible assets	5,564	15,421	15,959	15,959	15,959	16,268	16,422	16,423	16,692	63,298	65,805	41,599
Depreciation and amortization of property, equipment and leasehold improvements	1,798	4,989	4,633	4,662	4,416	4,478	4,669	5,168	5,110	18,700	19,425	17,413
Total operating expenses	45,855	151,773	151,915	151,444	148,073	144,501	142,781	143,792	147,869	603,205	578,943	456,778
Operating income	26,669	95,307	83,529	87,121	80,979	81,633	82,245	82,691	75,429	346,936	321,998	206,123
Other expense (income), net	6,113	6,992	7,935	29,860	12,740	11,505	11,946	13,049	22,085	57,527	58,585	52,632
Income before provision for income taxes	20,556	88,315	75,594	57,261	68,239	70,128	70,299	69,642	53,344	289,409	263,413	153,491
Provision for income taxes	6,732	33,863	27,320	19,715	24,273	25,642	20,512	23,982	19,823	105,171	89,959	61,321
Net income	$ 13,824	$ 54,452	$ 48,274	$ 37,546	$ 43,966	$ 44,486	$ 49,787	$ 45,660	$ 33,521	$ 184,238	$ 173,454	$ 92,170
Earnings per diluted common share	$ 0.11	$ 0.44	$ 0.39	$ 0.30	$ 0.35	$ 0.36	$ 0.40	$ 0.37	$ 0.27	$ 1.48	$ 1.41	$ 0.81
RiskMetrics [Member]
Pro Forma Financial Information [Line Items]
Operating revenues												$ 816,419
Cost of services												272,939
Selling, general and administrative												199,290
Restructuring												8,896
Amortization of intangible assets												64,477
Depreciation and amortization of property, equipment and leasehold improvements												21,660
Total operating expenses												567,262
Operating income												249,157
Other expense (income), net												71,430
Income before provision for income taxes												177,727
Provision for income taxes												66,896
Net income												$ 110,831
Earnings per diluted common share												$ 0.91

Segment Information (Key Financial Information By Operating Segments) (Detail) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended								12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Nov. 30, 2010
Segment Reporting Information [Line Items]
Operating revenues	$ 72,524	$ 247,080	$ 235,444	$ 238,565	$ 229,052	$ 226,134	$ 225,026	$ 226,483	$ 223,298	$ 950,141	$ 900,941	$ 662,901
Amortization of intangible assets and depreciation and amortization of property, equipment and leasehold improvements	7,362									81,998	85,230	59,012
Operating income	26,669	$ 95,307	$ 83,529	$ 87,121	$ 80,979	$ 81,633	$ 82,245	$ 82,691	$ 75,429	346,936	321,998	206,123
Performance And Risk [Member]
Segment Reporting Information [Line Items]
Operating revenues	61,841									826,990	781,355	604,307
Amortization of intangible assets and depreciation and amortization of property, equipment and leasehold improvements	6,038									65,182	67,558	51,028
Operating income	24,601									334,547	310,504	200,369
Governance [Member]
Segment Reporting Information [Line Items]
Operating revenues	10,683									123,151	119,586	58,594
Amortization of intangible assets and depreciation and amortization of property, equipment and leasehold improvements	1,324									16,816	17,672	7,984
Operating income	$ 2,068									$ 12,389	$ 11,494	$ 5,754

- Definition

The current period expense charged against earnings on long-lived, physical assets not used in production, and which are not intended for resale, to allocate or recognize the cost of such assets over their useful lives; or to record the reduction in book value of an intangible asset over the benefit period of such asset; or to reflect consumption during the period of an asset that is not used in production.

+ References + Details

Segment Information (Revenue By Geographic Area) (Detail) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended								12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Nov. 30, 2010
Schedule Of Geographical Information [Line Items]
Revenue	$ 72,524	$ 247,080	$ 235,444	$ 238,565	$ 229,052	$ 226,134	$ 225,026	$ 226,483	$ 223,298	$ 950,141	$ 900,941	$ 662,901
United States [Member]
Schedule Of Geographical Information [Line Items]
Revenue	37,882									485,603	457,591	329,773
Other [Member]
Schedule Of Geographical Information [Line Items]
Revenue	2,583									31,929	32,188	23,546
Total Americas [Member]
Schedule Of Geographical Information [Line Items]
Revenue	40,465									517,532	489,779	353,319
United Kingdom [Member]
Schedule Of Geographical Information [Line Items]
Revenue	8,950									118,827	106,648	86,136
Other [Member]
Schedule Of Geographical Information [Line Items]
Revenue	13,917									189,465	180,600	128,934
Total EMEA [Member]
Schedule Of Geographical Information [Line Items]
Revenue	22,867									308,292	287,248	215,070
Japan [Member]
Schedule Of Geographical Information [Line Items]
Revenue	4,358									57,419	58,023	46,872
Other [Member]
Schedule Of Geographical Information [Line Items]
Revenue	4,834									66,898	65,891	47,640
Total Asia & Australia [Member]
Schedule Of Geographical Information [Line Items]
Revenue	$ 9,192									$ 124,317	$ 123,914	$ 94,512

Segment Information (Long-Lived Assets By Geographic Area) (Detail) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
Geographic Information For Property Plant And Equipment [Line Items]
Long-lived assets	$ 2,491,903	$ 2,391,089
United States [Member]
Geographic Information For Property Plant And Equipment [Line Items]
Long-lived assets	2,334,877	2,369,997
Other [Member]
Geographic Information For Property Plant And Equipment [Line Items]
Long-lived assets	4,608	5,145
Total Americas [Member]
Geographic Information For Property Plant And Equipment [Line Items]
Long-lived assets	2,339,485	2,375,142
United Kingdom [Member]
Geographic Information For Property Plant And Equipment [Line Items]
Long-lived assets	139,714	5,107
Other [Member]
Geographic Information For Property Plant And Equipment [Line Items]
Long-lived assets	8,749	5,617
Total EMEA [Member]
Geographic Information For Property Plant And Equipment [Line Items]
Long-lived assets	148,463	10,724
Japan [Member]
Geographic Information For Property Plant And Equipment [Line Items]
Long-lived assets	297	364
Other [Member]
Geographic Information For Property Plant And Equipment [Line Items]
Long-lived assets	3,658	4,859
Total Asia & Australia [Member]
Geographic Information For Property Plant And Equipment [Line Items]
Long-lived assets	$ 3,955	$ 5,223

Quarterly Results Of Operations (Summary Of Quarterly Results Of Operations) (Detail) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands

1 Months Ended

3 Months Ended

12 Months Ended

Dec. 31, 2010

Dec. 31, 2012

Sep. 30, 2012

Jun. 30, 2012

Mar. 31, 2012

Dec. 31, 2011

Sep. 30, 2011

Jun. 30, 2011

Mar. 31, 2011

Dec. 31, 2012

Dec. 31, 2011

Nov. 30, 2010

Quarterly Financial Information [Line Items]

Operating revenues

$ 72,524

$ 247,080

$ 235,444

$ 238,565

$ 229,052

$ 226,134

$ 225,026

$ 226,483

$ 223,298

$ 950,141

$ 900,941

$ 662,901

Cost of services

20,986

74,191

68,350

73,243

72,291

69,121

68,968

68,840

70,218

288,075

277,147

198,626

Selling, general and administrative

17,481

57,172

62,973

57,602

55,436

54,509

53,724

53,321

51,418

233,183

212,972

190,244

Restructuring

(26)

(22)

(29)

125

(1,002)

4,431

(3,594)

(8,896)

Amortization of intangible assets

5,564

15,421

15,959

16,268

16,422

16,423

16,692

63,298

65,805

41,599

Depreciation and amortization of property, equipment and leasehold improvements

1,798

4,989

4,633

4,662

4,416

4,478

4,669

5,168

5,110

18,700

19,425

17,413

Total operating expenses

45,855

151,773

151,915

151,444

148,073

144,501

142,781

143,792

147,869

603,205

578,943

456,778

Operating income

26,669

95,307

83,529

87,121

80,979

81,633

82,245

82,691

75,429

346,936

321,998

206,123

Interest income

(68)

(242)

(252)

(237)

(223)

(335)

(184)

(186)

(143)

(954)

(848)

(993)

Interest expense

6,054

7,178

^[1]

7,314

^[1]

29,581

^[1]

12,355

^[1]

13,267

^[1]

13,113

^[1]

12,852

^[1]

16,587

^[1]

56,428

55,819

51,337

Other expense (income)

127

873

516

608

(1,427)

(983)

383

5,641

2,053

3,614

2,288

Other expense (income), net

6,113

6,992

7,935

29,860

12,740

11,505

11,946

13,049

22,085

57,527

58,585

52,632

Income before provision for income taxes

20,556

88,315

75,594

57,261

68,239

70,128

70,299

69,642

53,344

289,409

263,413

153,491

Provision for income taxes

6,732

33,863

27,320

19,715

24,273

25,642

20,512

23,982

19,823

105,171

89,959

61,321

Net income

$ 13,824

$ 54,452

$ 48,274

$ 37,546

$ 43,966

$ 44,486

$ 49,787

$ 45,660

$ 33,521

$ 184,238

$ 173,454

$ 92,170

Earnings per basic common share

$ 0.11

$ 0.44

$ 0.39

$ 0.31

$ 0.36

$ 0.37

$ 0.41

$ 0.38

$ 0.28

$ 1.50

$ 1.43

$ 0.82

Earnings per diluted common share

$ 0.11

$ 0.44

$ 0.39

$ 0.30

$ 0.35

$ 0.36

$ 0.40

$ 0.37

$ 0.27

$ 1.48

$ 1.41

$ 0.81

Basic

119,943

122,082

122,261

122,030

121,754

121,146

120,831

120,592

120,282

122,023

120,717

112,074

Diluted

121,803

122,995

123,450

123,295

123,113

122,536

122,303

122,235

122,013

123,204

122,276

113,357

[1]	Increased Interest expense during the second quarter of 2012 was primarily the result of the accelerated recognition of deferred financing costs associated with the refinancing of the Company's debt that occurred during the quarter.

Subsequent Events (Narrative) (Detail) $ in Millions	Jan. 29, 2013 USD ($)
Investor Force Holdings Inc. [Member] \| Subsequent Events [Member]
Subsequent Event [Line Items]
Company paid cash to acquire property	$ 23.5