Set forth on the following pages is management's discussion and analysis of our
financial condition and results of operations for the three and six months ended
June 30, 2021 and 2020. Such information should be read in conjunction with our
condensed consolidated financial statements and the related notes included
herein. The condensed consolidated financial statements of the Company are
unaudited. When we use the terms "Cohen & Steers," the "Company," "we," "us,"
and "our," we mean Cohen & Steers, Inc., a Delaware corporation, and its
consolidated subsidiaries.

Executive Overview
General
We are a leading global investment manager specializing in real assets and
alternative income, including real estate, preferred securities, infrastructure,
resource equities, commodities, as well as multi-strategy solutions. Founded in
1986, we are headquartered in New York City, with offices in London, Dublin,
Hong Kong and Tokyo.
Our primary investment strategies include U.S. real estate, preferred securities
and low duration preferred securities, global/international real estate, global
listed infrastructure, real assets multi-strategy, midstream energy and MLPs, as
well as global natural resource equities. Our strategies seek to achieve a
variety of investment objectives for different risk profiles and are actively
managed by specialist teams of investment professionals who employ
fundamental-driven research and portfolio management processes. We offer our
strategies through a variety of investment vehicles, including U.S. and non-U.S.
registered funds and other commingled vehicles, separate accounts, and
subadvised portfolios.
Our distribution network encompasses two major channels, wealth management and
institutional. Our wealth management channel includes registered investment
advisers, wirehouses, independent and regional broker dealers and bank trusts.
Our institutional channel includes sovereign wealth funds, corporate plans,
insurance companies and public funds, including defined benefit and defined
contribution plans, as well as other financial institutions that access our
investment management services directly or through consultants and other
intermediaries.
Our revenue is derived from fees received from our clients, including fees for
managing or subadvising client accounts as well as investment advisory,
administration, distribution and service fees received from Company-sponsored
open-end and closed-end funds. Our fees are based on contractually specified
rates applied to the value of the assets we manage and, in certain cases,
investment performance. Our revenue fluctuates with changes in the total value
of our assets under management, which may occur as a result of market
appreciation or depreciation, contributions or withdrawals from investor
accounts and distributions. This revenue is recognized over the period that the
assets are managed.
                                       21
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Assets Under Management
By Investment Vehicle
(in millions)
                                                     Three Months Ended                   Six Months Ended
                                                          June 30,                            June 30,
                                                   2021              2020              2021              2020
Institutional Accounts
Assets under management, beginning of period    $ 36,538          $ 25,045          $ 33,255          $ 31,813
Inflows                                            1,826             1,904             4,161             4,167
Outflows                                          (1,454)             (523)           (2,202)           (1,984)
Net inflows (outflows)                               372             1,381             1,959             2,183
Market appreciation (depreciation)                 3,555             2,775             5,555            (4,479)
Distributions                                       (309)             (334)             (613)             (650)

Total increase (decrease)                          3,618             3,822             6,901            (2,946)

Assets under management, end of period $ 40,156 $ 28,867

         $ 40,156          $ 28,867
Percentage of total assets under management         41.7  %           43.5  %           41.7  %           43.5  %
Average assets under management                 $ 39,103          $ 27,111

$ 36,877 $ 28,524



Open-end Funds
Assets under management, beginning of period    $ 38,623          $ 24,561          $ 35,160          $ 30,725
Inflows                                            4,577             5,163             9,647             9,540
Outflows                                          (2,490)           (3,124)           (5,396)           (7,434)
Net inflows (outflows)                             2,087             2,039             4,251             2,106
Market appreciation (depreciation)                 3,134             2,898             4,671            (3,106)
Distributions                                       (312)             (577)             (550)             (804)

Total increase (decrease)                          4,909             4,360             8,372            (1,804)

Assets under management, end of period $ 43,532 $ 28,921

         $ 43,532          $ 28,921
Percentage of total assets under management         45.2  %           43.6  %           45.2  %           43.6  %
Average assets under management                 $ 41,469          $ 26,799

$ 39,064 $ 28,329



Closed-end Funds
Assets under management, beginning of period    $ 11,879          $  7,763          $ 11,493          $  9,644
Inflows                                              103                 1               168               404
Outflows                                               -                 -                 -               (88)
Net inflows (outflows)                               103                 1               168               316
Market appreciation (depreciation)                   703               903             1,172            (1,165)
Distributions                                       (148)             (128)             (296)             (256)
Total increase (decrease)                            658               776             1,044            (1,105)

Assets under management, end of period $ 12,537 $ 8,539

         $ 12,537          $  8,539
Percentage of total assets under management         13.0  %           12.9  %           13.0  %           12.9  %
Average assets under management                 $ 12,372          $  8,322

$ 11,989 $ 8,804

Total

Assets under management, beginning of period $ 87,040 $ 57,369

        $ 79,908          $ 72,182
Inflows                                            6,506             7,068            13,976            14,111
Outflows                                          (3,944)           (3,647)           (7,598)           (9,506)
Net inflows (outflows)                             2,562             3,421             6,378             4,605
Market appreciation (depreciation)                 7,392             6,576            11,398            (8,750)
Distributions                                       (769)           (1,039)           (1,459)           (1,710)
Total increase (decrease)                          9,185             8,958            16,317            (5,855)

Assets under management, end of period $ 96,225 $ 66,327

         $ 96,225          $ 66,327
Average assets under management                 $ 92,944          $ 62,232          $ 87,930          $ 65,657






                                       22

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Assets Under Management - Institutional Accounts
By Account Type
(in millions)
                                                    Three Months Ended                   Six Months Ended
                                                         June 30,                            June 30,
                                                  2021              2020              2021              2020
Advisory

Assets under management, beginning of period $ 20,279 $ 13,048

       $ 17,628          $ 15,669
Inflows                                           1,512             1,103             3,449             2,537
Outflows                                           (493)             (252)             (736)             (989)
Net inflows (outflows)                            1,019               851             2,713             1,548
Market appreciation (depreciation)                1,817             1,352             2,774            (1,966)

Total increase (decrease)                         2,836             2,203             5,487              (418)

Assets under management, end of period $ 23,115 $ 15,251

        $ 23,115          $ 15,251
Percentage of institutional assets under
management                                         57.6  %           52.8  %           57.6  %           52.8  %
Average assets under management                $ 22,084          $ 14,366

$ 20,501 $ 14,601



Japan Subadvisory
Assets under management, beginning of period   $  9,924          $  7,792          $  9,720          $ 10,323
Inflows                                              22               418               120               976
Outflows                                           (294)             (100)             (596)             (378)
Net inflows (outflows)                             (272)              318              (476)              598
Market appreciation (depreciation)                1,160               960             1,872            (1,535)
Distributions                                      (309)             (334)             (613)             (650)

Total increase (decrease)                           579               944               783            (1,587)

Assets under management, end of period $ 10,503 $ 8,736

        $ 10,503          $  8,736
Percentage of institutional assets under
management                                         26.2  %           30.3  %           26.2  %           30.3  %
Average assets under management                $ 10,306          $  8,128

$ 9,985 $ 8,866



Subadvisory Excluding Japan
Assets under management, beginning of period   $  6,335          $  4,205          $  5,907          $  5,821
Inflows                                             292               383               592               654
Outflows                                           (667)             (171)             (870)             (617)
Net inflows (outflows)                             (375)              212              (278)               37
Market appreciation (depreciation)                  578               463               909              (978)

Total increase (decrease)                           203               675               631              (941)

Assets under management, end of period $ 6,538 $ 4,880

        $  6,538          $  4,880
Percentage of institutional assets under
management                                         16.3  %           16.9  %           16.3  %           16.9  %
Average assets under management                $  6,713          $  4,617

$ 6,391 $ 5,057



Total Institutional Accounts
Assets under management, beginning of period   $ 36,538          $ 25,045          $ 33,255          $ 31,813
Inflows                                           1,826             1,904             4,161             4,167
Outflows                                         (1,454)             (523)           (2,202)           (1,984)
Net inflows (outflows)                              372             1,381             1,959             2,183
Market appreciation (depreciation)                3,555             2,775             5,555            (4,479)
Distributions                                      (309)             (334)             (613)             (650)

Total increase (decrease)                         3,618             3,822             6,901            (2,946)

Assets under management, end of period $ 40,156 $ 28,867

        $ 40,156          $ 28,867
Average assets under management                $ 39,103          $ 27,111          $ 36,877          $ 28,524









                                       23

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Assets Under Management
By Investment Strategy
(in millions)
                                                       Three Months Ended                   Six Months Ended
                                                            June 30,                            June 30,
                                                     2021              2020              2021              2020
U.S. Real Estate
Assets under management, beginning of period      $ 36,984          $ 23,794          $ 32,827          $ 31,024
Inflows                                              2,592             3,596             5,718             6,083
Outflows                                            (1,723)           (1,522)           (3,114)           (3,453)
Net inflows (outflows)                                 869             2,074             2,604             2,630
Market appreciation (depreciation)                   4,419             3,035             7,256            (4,342)
Distributions                                         (407)             (784)             (822)           (1,224)
Transfers                                                -                 -                 -                31
Total increase (decrease)                            4,881             4,325             9,038            (2,905)
Assets under management, end of period            $ 41,865          $ 28,119          $ 41,865          $ 28,119
Percentage of total assets under management           43.5  %           42.4  %           43.5  %           42.4  %
Average assets under management                   $ 40,269          $ 

25,642 $ 37,408 $ 27,595



Preferred Securities
Assets under management, beginning of period      $ 23,790          $ 14,872          $ 23,185          $ 17,581
Inflows                                              2,254             2,075             4,660             4,531
Outflows                                            (1,081)           (1,319)           (2,677)           (3,895)
Net inflows (outflows)                               1,173               756             1,983               636
Market appreciation (depreciation)                     750             1,653               752              (742)
Distributions                                         (215)             (165)             (422)             (328)
Transfers                                                -                 -                 -               (31)
Total increase (decrease)                            1,708             2,244             2,313              (465)
Assets under management, end of period            $ 25,498          $ 17,116          $ 25,498          $ 17,116
Percentage of total assets under management           26.5  %           25.8  %           26.5  %           25.8  %
Average assets under management                   $ 24,546          $ 

16,422 $ 24,043 $ 16,856

Global/International Real Estate
Assets under management, beginning of period      $ 16,421          $ 11,005          $ 15,214          $ 13,509
Inflows                                              1,111             1,108             2,190             2,855
Outflows                                              (890)             (482)           (1,457)           (1,380)
Net inflows (outflows)                                 221               626               733             1,475
Market appreciation (depreciation)                   1,664             1,059             2,373            (2,286)
Distributions                                          (86)              (31)             (100)              (39)

Total increase (decrease)                            1,799             1,654             3,006              (850)
Assets under management, end of period            $ 18,220          $ 12,659          $ 18,220          $ 12,659
Percentage of total assets under management           18.9  %           19.1  %           18.9  %           19.1  %
Average assets under management                   $ 17,697          $ 11,799          $ 16,660          $ 12,288












                                       24

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Assets Under Management
By Investment Strategy - continued
(in millions)
                                                     Three Months Ended                   Six Months Ended
                                                          June 30,                            June 30,
                                                   2021              2020              2021              2020
Global Listed Infrastructure
Assets under management, beginning of period    $  7,604          $  6,175          $  6,729          $  8,076
Inflows                                              480               252             1,159               542
Outflows                                            (141)             (279)             (215)             (668)
Net inflows (outflows)                               339               (27)              944              (126)
Market appreciation (depreciation)                   355               670               670            (1,078)
Distributions                                        (52)              (50)              (97)             (104)
Total increase (decrease)                            642               593             1,517            (1,308)

Assets under management, end of period $ 8,246 $ 6,768

         $  8,246          $  6,768
Percentage of total assets under management          8.6  %           10.2  %            8.6  %           10.2  %
Average assets under management                 $  8,051          $  6,763

$ 7,595 $ 7,189

Other

Assets under management, beginning of period $ 2,241 $ 1,523

        $  1,953          $  1,992
Inflows                                               69                37               249               100
Outflows                                            (109)              (45)             (135)             (110)
Net inflows (outflows)                               (40)               (8)              114               (10)
Market appreciation (depreciation)                   204               159               347              (302)
Distributions                                         (9)               (9)              (18)              (15)

Total increase (decrease)                            155               142               443              (327)

Assets under management, end of period $ 2,396 $ 1,665

         $  2,396          $  1,665
Percentage of total assets under management          2.5  %            2.5  %            2.5  %            2.5  %
Average assets under management                 $  2,381          $  1,606

$ 2,224 $ 1,729

Total

Assets under management, beginning of period $ 87,040 $ 57,369

        $ 79,908          $ 72,182
Inflows                                            6,506             7,068            13,976            14,111
Outflows                                          (3,944)           (3,647)           (7,598)           (9,506)
Net inflows (outflows)                             2,562             3,421             6,378             4,605
Market appreciation (depreciation)                 7,392             6,576            11,398            (8,750)
Distributions                                       (769)           (1,039)           (1,459)           (1,710)
Total increase (decrease)                          9,185             8,958            16,317            (5,855)

Assets under management, end of period $ 96,225 $ 66,327

         $ 96,225          $ 66,327
Average assets under management                 $ 92,944          $ 62,232          $ 87,930          $ 65,657













                                       25

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Investment Performance at June 30, 2021


                     [[Image Removed: cns-20210630_g1.jpg]]

_________________________


(1)  Past performance is no guarantee of future results. Outperformance is
determined by comparing the annualized investment performance of each investment
strategy to the performance of specified reference benchmarks. Investment
performance in excess of the performance of the benchmark is considered
outperformance. The investment performance calculation of each investment
strategy is based on all active accounts and investment models pursuing similar
investment objectives. For accounts, actual investment performance is measured
gross of fees and net of withholding taxes. For investment models, for which
actual investment performance does not exist, the investment performance of a
composite of accounts pursuing comparable investment objectives is used as a
proxy for actual investment performance. The performance of the specified
reference benchmark for each account and investment model is measured net of
withholding taxes, where applicable. This is not investment advice and may not
be construed as sales or marketing material for any financial product or service
sponsored or provided by Cohen & Steers.
(2)  © 2021 Morningstar, Inc. All Rights Reserved. The information contained
herein: (1) is proprietary to Morningstar and/or its content providers; (2) may
not be copied or distributed; and (3) is not warranted to be accurate, complete,
or timely. Neither Morningstar nor its content providers are responsible for any
damages or losses arising from any use of this information. Morningstar
calculates its ratings based on a risk-adjusted return measure that accounts for
variation in a fund's monthly performance (including the effects of sales
charges, loads, and redemption fees), placing more emphasis on downward
variations and rewarding consistent performance. The top 10% of funds in each
category receive five stars, the next 22.5% receive four stars, the next 35%
receive three stars, the next 22.5% receive two stars and the bottom 10% receive
one star. Past performance is no guarantee of future results. Based on
independent rating by Morningstar, Inc. of investment performance of each Cohen
& Steers-sponsored open-end U.S.-registered mutual fund for all share classes
for the overall period at June 30, 2021. Overall Morningstar rating is a
weighted average based on the 3-year, 5-year and 10-year Morningstar rating.
Each share class is counted as a fraction of one fund within this scale and
rated separately, which may cause slight variations in the distribution
percentages. This is not investment advice and may not be construed as sales or
marketing material for any financial product or service sponsored or provided by
Cohen & Steers.
Overview
Assets under management at June 30, 2021 increased 45.1% to $96.2 billion from
$66.3 billion at June 30, 2020. The increase was due to net inflows of $12.5
billion and market appreciation of $20.4 billion, partially offset by
distributions of $3.0 billion. Net inflows included $6.5 billion into preferred
securities, $4.6 billion into U.S. real estate and $944 million into
global/international real estate. Market appreciation included $11.0 billion
from U.S. real estate, $4.8 billion from global/international real estate, $2.7
billion from preferred securities and $1.3 billion from global listed
infrastructure. Distributions included $1.9 billion from U.S. real estate and
$790 million from preferred securities. Our organic growth rate for the twelve
months ended June 30, 2021 was 18.9%. The organic growth/decay rate represents
the ratio of net flows for the period to the beginning assets under management.
                                       26
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Average assets under management for the three months ended June 30, 2021
increased 49.4% to $92.9 billion from $62.2 billion for the three months ended
June 30, 2020.
Institutional accounts
Assets under management in institutional accounts at June 30, 2021, which
represented 41.7% of total assets under management, increased 39.1% to $40.2
billion from $28.9 billion at June 30, 2020. The increase was due to net inflows
of $2.5 billion and market appreciation of $10.1 billion, partially offset by
distributions of $1.3 billion. Net inflows included $1.6 billion into U.S. real
estate and $519 million into global/international real estate. Market
appreciation included $4.5 billion from U.S. real estate and $4.1 billion from
global/international real estate. Distributions included $1.3 billion from U.S.
real estate. Our organic growth rate for institutional accounts for the twelve
months ended June 30, 2021 was 8.8%.
Average assets under management for institutional accounts for the three months
ended June 30, 2021 increased 44.2% to $39.1 billion from $27.1 billion for the
three months ended June 30, 2020.
Assets under management in institutional advisory accounts at June 30, 2021,
which represented 57.6% of institutional assets under management, increased
51.6% to $23.1 billion from $15.3 billion at June 30, 2020. The increase was due
to net inflows of $2.7 billion and market appreciation of $5.1 billion. Net
inflows included $1.4 billion into U.S. real estate, $713 million into
global/international real estate and $587 million into preferred securities.
Market appreciation included $2.3 billion from global/international real estate
and $1.7 billion from U.S. real estate. Our organic growth rate for
institutional advisory accounts for the twelve months ended June 30, 2021 was
17.8%.
Average assets under management for institutional advisory accounts for the
three months ended June 30, 2021 increased 53.7% to $22.1 billion from $14.4
billion for the three months ended June 30, 2020.
Assets under management in Japan subadvisory accounts at June 30, 2021, which
represented 26.2% of institutional assets under management, increased 20.2% to
$10.5 billion from $8.7 billion at June 30, 2020. The increase was due to market
appreciation of $3.2 billion, partially offset by net outflows of $99 million
and distributions of $1.3 billion. Net outflows included $219 million from
global/international real estate and $147 million from preferred securities,
partially offset by net inflows of $273 million into U.S. real estate. Market
appreciation included $2.5 billion from U.S. real estate and $643 million from
global/international real estate. Distributions included $1.3 billion from U.S.
real estate. Our organic decay rate for Japan subadvisory accounts for the
twelve months ended June 30, 2021 was 1.1%.
Average assets under management for Japan subadvisory accounts for the three
months ended June 30, 2021 increased 26.8% to $10.3 billion from $8.1 billion
for the three months ended June 30, 2020.
Assets under management in institutional subadvisory accounts excluding Japan at
June 30, 2021, which represented 16.3% of institutional assets under management,
increased 34.0% to $6.5 billion from $4.9 billion at June 30, 2020. The increase
was due to market appreciation of $1.7 billion, partially offset by net outflows
of $69 million, primarily from U.S. real estate. Market appreciation included
$1.2 billion from global/international real estate and $270 million from U.S.
real estate. Our organic decay rate for institutional subadvisory accounts
excluding Japan for the twelve months ended June 30, 2021 was 1.4%.
Average assets under management for institutional subadvisory accounts excluding
Japan for the three months ended June 30, 2021 increased 45.4% to $6.7 billion
from $4.6 billion for the three months ended June 30, 2020.
Open-end funds
Assets under management in open-end funds at June 30, 2021, which represented
45.2% of total assets under management, increased 50.5% to $43.5 billion from
$28.9 billion at June 30, 2020. The increase was due to net inflows of $7.6
billion and market appreciation of $8.2 billion, partially offset by
distributions of $1.1 billion. Net inflows included $4.0 billion into preferred
securities and $2.8 billion into U.S. real estate. Market appreciation included
$5.6 billion from U.S. real estate, $1.7 billion from preferred securities and
$637 million from global/international real estate. Distributions included $629
million from preferred securities ($463 million of which was reinvested) and
$403 million from U.S. real estate ($372 million of which was reinvested). Our
organic growth rate for open-end funds for the twelve months ended June 30, 2021
was 26.2%.
Average assets under management for open-end funds for the three months ended
June 30, 2021 increased 54.7% to $41.5 billion from $26.8 billion for the three
months ended June 30, 2020.
                                       27
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Closed-end funds
Assets under management in closed-end funds at June 30, 2021, which represented
13.0% of total assets under management, increased 46.8% to $12.5 billion from
$8.5 billion at June 30, 2020. The increase was due to net inflows of $2.4
billion and market appreciation of $2.1 billion, partially offset by
distributions of $556 million. Net inflows included $2.1 billion from the
Company's initial public offering of the Cohen & Steers Tax-Advantaged Preferred
Securities and
Income Fund (PTA). Our organic growth rate for closed-end funds for the twelve
months ended June 30, 2021 was 28.3%.
Average assets under management for closed-end funds for the three months ended
June 30, 2021 increased 48.7% to $12.4 billion from $8.3 billion for the three
months ended June 30, 2020.
                                       28
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Summary of Operating Information


                                                     Three Months Ended                    Six Months Ended
                                                          June 30,                             June 30,
(in thousands, except percentages and per
share data)                                        2021              2020               2021               2020
U.S. GAAP
Revenue                                        $ 144,269          $ 94,087          $ 270,016          $ 199,917
Expenses                                       $  84,572          $ 58,792          $ 158,381          $ 136,253
Operating income                               $  59,697          $ 35,295          $ 111,635          $  63,664
Non-operating income (loss)                    $   8,536          $  7,953          $  13,489          $ (11,890)
Net income attributable to common stockholders $  46,579          $ 28,520          $  95,431          $  49,092
Diluted earnings per share                     $    0.95          $   0.59          $    1.95          $    1.01
Operating margin                                    41.4  %           37.5  %            41.3  %            31.8  %

As Adjusted (1)
Net income attributable to common stockholders $  45,917          $ 26,154          $  84,546          $  55,593
Diluted earnings per share                     $    0.94          $   0.54          $    1.73          $    1.15
Operating margin                                    43.4  %           37.7  %            42.9  %            38.0  %

_________________________

(1) These amounts represent the Company's as adjusted results. Please refer to pages 34-35 for reconciliations of U.S. GAAP to as adjusted results. U.S. GAAP



Three Months Ended June 30, 2021 Compared with Three Months Ended June 30, 2020
Revenue
                                                    Three Months Ended
                                                         June 30,
(in thousands)                                      2021           2020        $ Change      % Change
Open-end funds                                  $   69,706      $ 44,636      $ 25,070         56.2  %
Institutional accounts                              37,381        24,500        12,881         52.6  %
Closed-end funds                                    27,261        17,512         9,749         55.7  %
Investment advisory and administration fees        134,348        86,648        47,700         55.1  %
Distribution and service fees                        9,199         6,930         2,269         32.7  %
Other                                                  722           509           213         41.8  %
Total revenue                                   $  144,269      $ 94,087      $ 50,182         53.3  %



Revenue for the three months ended June 30, 2021 increased primarily due to
higher average assets under management across all three investment vehicles and
the recognition of $2.3 million of performance fees from certain institutional
accounts.
•Total investment advisory and administration revenue compared with average
assets under management in open-end funds implied an annualized effective fee
rate of 67.4 bps and 67.0 bps for the three months ended June 30, 2021 and 2020,
respectively.
•Total investment advisory revenue compared with average assets under management
in institutional accounts implied an annualized effective fee rate of 38.3 bps
and 36.3 bps for the three months ended June 30, 2021 and 2020, respectively.
The increase in the implied annualized effective fee rate was primarily due to
the recognition of performance fees for the three months ended June 30, 2021.
Excluding the performance fees, the implied annualized effective fee rate for
the three months ended June 30, 2021 would have been 36.0 bps.
•Total investment advisory and administration revenue compared with average
assets under management in closed-end funds implied an annualized effective fee
rate of 88.4 bps and 84.6 bps for the three months ended June 30, 2021 and 2020,
respectively. The increase in the implied annualized effective fee rate was
primarily due to the initial public offering of PTA, which concluded on October
27, 2020.
                                       29
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Expenses
                                           Three Months Ended
                                                June 30,
(in thousands)                             2021           2020        $ Change      % Change
Employee compensation and benefits     $   53,241      $ 34,320      $ 18,921         55.1  %
Distribution and service fees              18,848        12,518         6,330         50.6  %
General and administrative                 11,466        10,726           740          6.9  %
Depreciation and amortization               1,017         1,228          (211)       (17.2) %
Total expenses                         $   84,572      $ 58,792      $ 25,780         43.8  %


Employee compensation and benefits expenses for the three months ended June 30,
2021 increased primarily due to higher incentive compensation of $12.5 million
and higher accelerated vesting of certain restricted stock units of $2.7
million.
Distribution and service fees expense for the three months ended June 30, 2021
increased primarily due to higher average assets under management in U.S.
open-end funds and a shift in the composition of assets under management into a
higher cost intermediary.
General and administrative expenses for the three months ended June 30, 2021
increased primarily due to higher professional fees of $893,000, $387,000 of
which was attributable to recruitment fees.
Operating Margin
Operating margin for the three months ended June 30, 2021 increased to 41.4%
from 37.5% for the three months ended June 30, 2020. Operating margin represents
the ratio of operating income to revenue.
Non-operating Income (Loss)
                                                                                  Three Months Ended
                                                       June 30, 2021                                               June 30, 2020
(in thousands)                       Seed Investments           Other           Total            Seed Investments           Other           Total
Interest and dividend income-net   $             817          $   20          $   837          $             604          $  289          $   893
Gain (loss) from investments-net               7,778               -            7,778                      7,317               -            7,317
Foreign currency gains
(losses)-net                                     223            (302)             (79)                      (225)            (32)            (257)
Total non-operating income (loss)  $           8,818    (1)   $ (282)         $ 8,536          $           7,696    (1)   $  257          $ 7,953

_________________________


(1)  Seed investments included net income of $5.8 million and $3.6 million
attributable to third-party interests for the three months ended June 30, 2021
and 2020, respectively.
Income Taxes
                                           Three Months Ended
                                                June 30,
(in thousands, except percentages)        2021           2020         $ Change      % Change

Income tax expense                     $ 15,827       $ 11,086       $  4,741         42.8  %
Effective tax rate                         25.4  %        28.0  %


The effective tax rate for the three months ended June 30, 2021 and 2020
differed from the U.S. federal statutory rate of 21.0% primarily due to state,
local and foreign income taxes and limitations on the deductibility of executive
compensation. In addition, the effective tax rate for the three months ended
June 30, 2021 included the cumulative effect of a change in the Company's
estimated effective tax rate for the year.
                                       30
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Six Months Ended June 30, 2021 Compared with Six Months Ended June 30, 2020
Revenue
                                                     Six Months Ended
                                                         June 30,
(in thousands)                                     2021           2020         $ Change      % Change

Open-end funds                                  $ 130,309      $  94,444      $ 35,865         38.0  %
Institutional accounts                             68,368         52,359        16,009         30.6  %
Closed-end funds                                   52,592         37,134        15,458         41.6  %
Investment advisory and administration fees       251,269        183,937        67,332         36.6  %
Distribution and service fees                      17,471         14,713         2,758         18.7  %
Other                                               1,276          1,267             9          0.7  %
Total revenue                                   $ 270,016      $ 199,917      $ 70,099         35.1  %



Revenue for the six months ended June 30, 2021 increased primarily due to higher
average assets under management across all three investment vehicles and higher
performance fees from certain institutional accounts of $1.3 million.
•Total investment advisory and administration revenue compared with average
assets under management in open-end funds implied an annualized effective fee
rate of 67.3 bps and 67.0 bps for the six months ended June 30, 2021 and 2020,
respectively.
•Total investment advisory revenue compared with average assets under management
in institutional accounts implied an annualized effective fee rate of 37.4 bps
and 36.9 bps for the six months ended June 30, 2021 and 2020, respectively. The
increase in the implied annualized effective fee rate was primarily due to
higher performance fees recognized for the six months ended June 30, 2021.
Excluding the performance fees, the implied annualized effective fee rates for
the six months ended June 30, 2021 and 2020, respectively, would have been 36.1
bps and 36.2 bps.
•Total investment advisory and administration revenue compared with average
assets under management in closed-end funds implied an annualized effective fee
rate of 88.5 bps and 84.8 bps for the six months ended June 30, 2021 and 2020,
respectively. The increase in the implied annualized effective fee rate was
primarily due to the initial public offering of PTA, which concluded on October
27, 2020.
Expenses
                                            Six Months Ended
                                                June 30,
(in thousands)                            2021           2020         $ Change      % Change
Employee compensation and benefits     $  99,003      $  72,937      $ 26,066         35.7  %
Distribution and service fees             35,354         26,622         8,732         32.8  %
General and administrative                21,840         34,314       (12,474)       (36.4) %
Depreciation and amortization              2,184          2,380          (196)        (8.2) %
Total expenses                         $ 158,381      $ 136,253      $ 22,128         16.2  %



Employee compensation and benefits expenses for the six months ended June 30,
2021 increased primarily due to higher incentive compensation of $19.0 million
and higher accelerated vesting of certain restricted stock units of $3.8
million.
Distribution and service fees expense for the six months ended June 30, 2021
increased primarily due to higher average assets under management in U.S.
open-end funds and a shift in the composition of assets under management into a
higher cost intermediary.
General and administrative expenses for the six months ended June 30, 2021
decreased $12.5 million. The six months ended June 30, 2020 included costs
associated with the Cohen & Steers Quality Income Realty Fund, Inc. (RQI) rights
offering of approximately $12.0 million.
Operating Margin
Operating margin for the six months ended June 30, 2021 increased to 41.3% from
31.8% for the six months ended June 30, 2020. The six months ended June 30, 2020
included costs associated with the RQI rights offering.
                                       31
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Non-operating Income (Loss)
                                                                                     Six Months Ended
                                                       June 30, 2021                                                June 30, 2020
(in thousands)                      Seed Investments           Other            Total            Seed Investments           Other             Total

Interest and dividend income-net $ 1,421 $ 32

  $  1,453          $           1,211          $   831          $   2,042
Gain (loss) from investments-net             12,263              74            12,337                    (14,710)               -            (14,710)
Foreign currency gains
(losses)-net                                    414            (715)             (301)                      (698)           1,476                778

Total non-operating income (loss) $ 14,098 (1) $ (609)

$ 13,489 $ (14,197) (1) $ 2,307 $ (11,890)

_________________________


(1)  Seed investments included net income of $9.4 million and net loss of $8.9
million attributable to third-party interests for the six months ended June 30,
2021 and 2020, respectively.
Income Taxes
                                            Six Months Ended
                                                June 30,
(in thousands, except percentages)        2021           2020         $ Change      % Change

Income tax expense                     $ 20,288       $ 11,544       $  8,744         75.7  %
Effective tax rate                         17.5  %        19.0  %


The effective tax rate for the six months ended June 30, 2021 differed from the
U.S. federal statutory rate of 21.0% primarily due to state, local and foreign
income taxes and limitations on the deductibility of executive compensation.
These were more than offset by the reversal of certain liabilities associated
with unrecognized tax benefits and the tax effect associated with the
appreciated value of the restricted stock units delivered in January 2021. The
effective tax rate for the six months ended June 30, 2020 differed from the U.S.
federal statutory rate of 21.0% primarily due to state, local and foreign income
taxes and limitations on the deductibility of executive compensation. These were
more than offset by the tax effect associated with the appreciated value of the
restricted stock units delivered in January 2020.

As Adjusted
This section discusses as adjusted results. Please refer to pages 34-35 for
reconciliations of U.S. GAAP to as adjusted results.
Three Months Ended June 30, 2021 Compared with Three Months Ended June 30, 2020
Revenue
Revenue, as adjusted, for the three months ended June 30, 2021 was $144.4
million, compared with $94.0 million for the three months ended June 30, 2020.
Revenue, as adjusted, excluded the consolidation of certain of our seed
investments for both periods.
Expenses
Expenses, as adjusted, for the three months ended June 30, 2021 were $81.8
million, compared with $58.6 million for the three months ended June 30, 2020.
Expenses, as adjusted, excluded the following:
•The consolidation of certain of our seed investments for both periods;
•Amounts related to the accelerated vesting of certain restricted stock units
for the three months ended June 30, 2021.
Operating Margin
Operating margin, as adjusted, for the three months ended June 30, 2021 was
43.4%, compared with 37.7% for the three months ended June 30, 2020.
Non-operating Income (Loss)
Non-operating loss, as adjusted, for the three months ended June 30, 2021 was
$120,000, compared with non-operating income, as adjusted, of $140,000 for the
three months ended June 30, 2020.
Non-operating income (loss), as adjusted, excluded the following for both
periods:
                                       32
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•Results from our seed investments; and
•Net foreign currency exchange gains and losses associated with U.S.
dollar-denominated assets held by certain foreign subsidiaries.
Income Taxes
The effective tax rate, as adjusted, for the three months ended June 30, 2021
and 2020, respectively, was 26.5%.
The effective tax rate, as adjusted, excluded the tax effects associated with
items noted above, as well as discrete tax items for both periods.
Six Months Ended June 30, 2021 Compared with Six Months Ended June 30, 2020
Revenue
Revenue, as adjusted, for the six months ended June 30, 2021 was $270.2 million,
compared with $199.8 million for the six months ended June 30, 2020.
Revenue, as adjusted, excluded the consolidation of certain of our seed
investments for both periods.
Expenses
Expenses, as adjusted, for the six months ended June 30, 2021 were $154.4
million, compared with $123.9 million for the six months ended June 30, 2020.
Expenses, as adjusted, excluded the following:
•The consolidation of certain of our seed investments for both periods;
•Amounts related to the accelerated vesting of certain restricted stock units
for the six months ended June 30, 2021; and
•Costs associated with the RQI rights offering for the six months ended June 30,
2020.
Operating Margin
Operating margin, as adjusted, for the six months ended June 30, 2021 was 42.9%,
compared with 38.0% for the six months ended June 30, 2020.
Non-operating Income (Loss)
Non-operating loss, as adjusted, for the six months ended June 30, 2021 was
$238,000, compared with non-operating income, as adjusted, of $263,000 for the
six months ended June 30, 2020.
Non-operating income (loss), as adjusted, excluded the following for both
periods:
•Results from our seed investments; and
•Net foreign currency exchange gains and losses associated with U.S.
dollar-denominated assets held by certain foreign subsidiaries.
Income Taxes
The effective tax rate, as adjusted, for the six months ended June 30, 2021 was
26.9%, compared with 27.0% for the six months ended June 30, 2020.
The effective tax rate, as adjusted, excluded the tax effects associated with
items noted above, as well as discrete tax items for both periods.
                                       33
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Reconciliations of U.S. GAAP to As Adjusted Financial Results
Management believes that use of the following as adjusted (non-GAAP) financial
results provides greater transparency into the Company's operating performance.
In addition, these as adjusted financial results are used to prepare the
Company's internal management reports which are used in evaluating its business.
While we believe that these as adjusted financial results are useful in
evaluating operating performance, this information should be considered as
supplemental in nature and not as a substitute for the related financial
information prepared in accordance with U.S. GAAP.
Reconciliation of U.S. GAAP to As Adjusted Financial Results
Net Income Attributable to Common Stockholders and Diluted Earnings per Share
                                                        Three Months Ended                    Six Months Ended
                                                             June 30,                             June 30,
(in thousands, except per share data)                 2021               2020              2021              2020
Net income attributable to common stockholders,
U.S. GAAP                                         $   46,579          $ 28,520          $ 95,431          $ 49,092
Seed investments (1)                                  (2,752)           (3,885)           (4,264)            5,703
Accelerated vesting of restricted stock units          2,664                 -             3,752                 -
Rights offering costs (2)                                  -                 -                 -            11,859
Foreign currency exchange (gains) losses-net (3)         162              (117)              371            (2,044)
Tax adjustments (4)                                     (736)            1,636           (10,744)           (9,017)
Net income attributable to common stockholders,
as adjusted                                       $   45,917          $ 

26,154 $ 84,546 $ 55,593



Diluted weighted average shares outstanding           48,951            48,572            48,831            48,549
Diluted earnings per share, U.S. GAAP             $     0.95          $   0.59          $   1.95          $   1.01
Seed investments                                       (0.06)            (0.08)            (0.09)             0.12
Accelerated vesting of restricted stock units           0.06                 -              0.08                 -
Rights offering costs                                      -                 -                 -              0.25
Foreign currency exchange (gains) losses-net            0.01                 -    *         0.01             (0.04)
Tax adjustments                                        (0.02)             0.03             (0.22)            (0.19)
Diluted earnings per share, as adjusted           $     0.94          $   

0.54 $ 1.73 $ 1.15

_________________________


*  Amounts round to less than $0.01 per share.
(1)  Represents amounts related to the deconsolidation of seed investments in
Company-sponsored funds as well as non-operating
(income) loss from seed investments that were not consolidated.
(2)  Represents costs associated with the Cohen & Steers Quality Income Realty
Fund, Inc. (RQI) rights offering which were recorded in general and
administrative expense in the first quarter of 2020.
(3)  Represents net foreign currency exchange (gains) losses associated with
U.S. dollar-denominated assets held by certain foreign subsidiaries.
(4)  Tax adjustments are summarized in the following table:
Discrete tax items                           $  (10)     $    13      $ (10,249)     $ (5,807)
Tax effect of adjustments included above       (726)       1,623           (495)       (3,210)
Total tax adjustments                        $ (736)     $ 1,636      $ (10,744)     $ (9,017)



                                       34

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Reconciliation of U.S. GAAP to As Adjusted Financial Results Revenue, Expenses, Operating Income and Operating Margin


                                                    Three Months Ended                    Six Months Ended
                                                         June 30,                             June 30,
(in thousands, except percentages)                2021              2020               2021               2020
Revenue, U.S. GAAP                            $ 144,269          $ 94,087          $ 270,016          $ 199,917
Seed investments (1)                                105               (60)               199                (89)
Revenue, as adjusted                          $ 144,374          $ 94,027          $ 270,215          $ 199,828

Expenses, U.S. GAAP                           $  84,572          $ 58,792          $ 158,381          $ 136,253
Seed investments (1)                               (134)             (229)              (230)              (457)
Accelerated vesting of restricted stock units    (2,664)                -             (3,752)                 -
Rights offering costs (2)                             -                 -                  -            (11,859)
Expenses, as adjusted                         $  81,774          $ 58,563

$ 154,399 $ 123,937



Operating income, U.S. GAAP                   $  59,697          $ 35,295          $ 111,635          $  63,664
Seed investments (1)                                239               169                429                368
Accelerated vesting of restricted stock units     2,664                 -              3,752                  -
Rights offering costs (2)                             -                 -                  -             11,859
Operating income, as adjusted                 $  62,600          $ 35,464

$ 115,816 $ 75,891



Operating margin, U.S. GAAP                        41.4  %           37.5  %            41.3  %            31.8  %
Operating margin, as adjusted                      43.4  %           37.7  %            42.9  %            38.0  %


_________________________
(1)  Represents amounts related to the deconsolidation of seed investments in
Company-sponsored funds.
(2)  Represents costs associated with the RQI rights offering which were
recorded in general and administrative expenses in the first quarter of 2020.
Reconciliation of U.S. GAAP to As Adjusted Financial Results
Non-operating Income (Loss)
                                                       Three Months Ended                      Six Months Ended
                                                            June 30,                               June 30,
(in thousands)                                       2021                2020              2021               2020
Non-operating income (loss), U.S. GAAP         $    8,536             $  7,953          $ 13,489          $ (11,890)
Seed investments (1)                               (8,818)              (7,696)          (14,098)            14,197
Foreign currency exchange (gains) losses-net
(2)                                                   162                 (117)              371             (2,044)
Non-operating income (loss), as adjusted       $     (120)            $    

140 $ (238) $ 263

_________________________


(1)  Represents amounts related to the deconsolidation of seed investments in
Company-sponsored funds as well as non-operating (income) loss from seed
investments that were not consolidated.
(2)  Represents net foreign currency exchange (gains) losses associated with
U.S. dollar-denominated assets held by certain foreign subsidiaries.
                                       35
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Changes in Financial Condition, Liquidity and Capital Resources
We seek to maintain a capital structure that supports our business strategies
and to maintain the appropriate amount of liquidity at all times. Furthermore,
we currently expect cash flows from operations to be more than adequate to fund
our present and reasonably foreseeable future commitments for investing and
financing activities.
Net Liquid Assets
Our current financial condition is highly liquid, primarily comprising cash and
cash equivalents, U.S. Treasury securities, if any, seed investments and other
current assets. Liquid assets are reduced by current liabilities, which are
generally defined as obligations due within one year (together, net liquid
assets). The Company does not currently have any outstanding debt.
The table below summarizes our net liquid assets:
                               June 30,       December 31,
(in thousands)                   2021             2020
Cash and cash equivalents     $ 111,229      $      41,232
U.S. Treasury securities              -             41,648
Seed investments-net             70,142             60,083
Current assets                   79,422             70,208
Current liabilities             (76,207)           (93,870)
Net liquid assets             $ 184,586      $     119,301


Cash and cash equivalents
Cash and cash equivalents are on deposit with several highly rated financial
institutions and include short-term, highly-liquid investments, which are
readily convertible into cash and have original maturities of three months or
less.
U.S. Treasury securities
U.S. Treasury securities are directly issued by the U.S. government and were
classified as held to maturity.
Seed investments-net
Seed investments are primarily comprised of investments in Company-sponsored
funds that we do not consolidate, our pro-rata share of the net assets of the
funds that we do consolidate, and listed securities held directly for the
purpose of establishing performance track records. Seed investments are recorded
at fair value, are generally traded in active markets on major exchanges and can
typically be liquidated within a normal settlement cycle. Seed investments are
presented net of redeemable noncontrolling interests.
Current assets
Current assets primarily represent investment advisory and administration fees
receivable. At June 30, 2021, institutional accounts comprised 52.0% of total
accounts receivable, while open-end and closed-end funds, together, comprised
47.5% of total accounts receivable. Open-end and closed-end fund receivables are
generally collected on the first business day of the following month. We perform
a review of our receivables on an ongoing basis in order to assess
collectibility and, based on our analysis at June 30, 2021, there was no
allowance for uncollectible accounts required.
Current liabilities
Current liabilities are generally defined as obligations due within one year,
which include accrued compensation and benefits, distribution and service fees
payable, operating lease obligations due within 12 months, certain income taxes
payable, and other liabilities and accrued expenses.
Cash flows
Our cash flows generally result from the operating activities of our business,
with investment advisory and administration fees being the most significant
contributor.
                                       36
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The table below summarizes cash flows:

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