The following discussion analyzes the financial condition and results of
operations of The Carlyle Group Inc. (the "Company"). Such analysis should be
read in conjunction with the consolidated financial statements and the related
notes included in this Quarterly Report on Form 10-Q and the Annual Report on
Form 10-K for the year ended December 31, 2021.

Overview

We conduct our operations through three reportable segments: Global Private Equity, Global Credit, and Global Investment Solutions.



•Global Private Equity - Our Global Private Equity segment advises our buyout,
middle market and growth capital funds, our U.S. and internationally focused
real estate funds, our infrastructure and natural resources funds, and our
Legacy Energy funds (as defined below). The segment also includes the NGP Carry
Funds advised by NGP. As of September 30, 2022, our Global Private Equity
segment had $164 billion in AUM and $106 billion in Fee-earning AUM.

•Global Credit - Our Global Credit segment advises funds and vehicles that
pursue investment strategies including loans and structured credit, direct
lending, opportunistic credit, distressed credit, aircraft financing and
servicing, infrastructure debt, insurance solutions and global capital markets.
As of September 30, 2022, our Global Credit segment had $141 billion in AUM and
$117 billion in Fee-earning AUM.

•Global Investment Solutions - Our Global Investment Solutions segment advises
fund of funds programs and related co-investment and secondary activities. As of
September 30, 2022, our Global Investment Solutions segment had $63 billion in
AUM and $36 billion in Fee-earning AUM. Our Investment Solutions segment also
included Metropolitan Real Estate ("MRE") prior to its sale on April 1, 2021.

We earn management fees pursuant to contractual arrangements with the investment
funds that we manage and fees for transaction advisory and oversight services
provided to portfolio companies of these funds. We also typically receive a
performance fee from an investment fund, which may be either an incentive fee or
a special residual allocation of income, which we refer to as a performance
allocation, or carried interest, in the event that specified investment returns
are achieved by the fund. Under U.S. generally accepted accounting principles
("U.S. GAAP"), we are required to consolidate some of the investment funds that
we advise. However, for segment reporting purposes, we present revenues and
expenses on a basis that deconsolidates these investment funds. Accordingly, our
segment revenues primarily consist of fund management and related transaction
and portfolio advisory fees and other income, realized performance revenues
(consisting of incentive fees and performance allocations), realized principal
investment income, including realized gains on our investments in our funds and
other trading securities, as well as interest income. Our segment expenses
primarily consist of cash compensation and benefits expenses, including
salaries, bonuses, and realized performance payment arrangements, and general
and administrative expenses. While our segment expenses include depreciation and
interest expense, our segment expenses exclude acquisition and disposition
related charges and amortization of intangibles and impairment. Refer to Note 17
to the unaudited condensed consolidated financial statements included in this
Quarterly Report on Form 10-Q for more information on the differences between
our financial results reported pursuant to U.S. GAAP and our financial results
for segment reporting purposes.

Our Family of Funds



The following chart presents the name (acronym), total capital commitments (in
the case of our carry funds and structured credit funds), assets under
management (open-end products and non-carry Aviation vehicles), gross assets (in
the case of our BDCs) and vintage year of the active funds in each of our
segments, as of September 30, 2022. We present total capital commitments (as
opposed to assets under management) for our closed-end investment funds because
we believe this metric provides the most useful information regarding the
relative size and scale of such funds. In the case of our products which are
open-ended and accordingly do not have committed capital, we generally believe
the most useful metric regarding relative size and scale is assets under
management.




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                                          Global Private Equity1                                                                         Global Credit
                 Corporate Private Equity                               Real Estate Carry Funds                                          Liquid 

Credit


                  Carlyle Partners (U.S.)                           Carlyle Realty Partners (U.S.)                                         Cash CLOs
               CP VIII         $14.0 bn        2021                         CRP IX       $8.0 bn    2021                                     U.S.       $40.0 bn   2012-2022
                CP VII         $18.5 bn        2018                       CRP VIII       $5.5 bn    2017                                   Europe    

€10.3 bn 2013-2022


                 CP VI         $13.0 bn        2014                        CRP VII       $4.2 bn    2014                            Structured Credit Funds
                  CP V         $13.7 bn        2007                         CRP VI       $2.3 bn    2011                                  CREV II        $0.5 bn     2022
            Global Financial Services Partners                               CRP V       $3.0 bn    2006                                     CREV        $0.5 bn     2020
             CGFSP III          $1.0 bn        2018                         CRP IV       $1.0 bn    2005                                      CSC        $0.8 bn     2017
              CGFSP II          $1.0 bn        2013                  Core Plus Real Estate (U.S.)                                       Illiquid Credit
                  Carlyle Europe Partners                                     CPI3       $8.2 bn    2016                        Business Development Companies2
                 CEP V          €6.4 bn        2018                    International Real Estate                                          CSL III        $0.3 bn     2022
                CEP IV          €3.8 bn        2014                         CER II       €0.5 bn    2021                                    CARS6        $2.1 bn     2017
               CEP III          €5.3 bn        2007                          CER I       €0.5 bn    2017                                     CSL7        $2.0 bn     2013
                CEP II          €1.8 bn        2003                      CEREP III       €2.2 bn    2007                             Direct 

Lending Funds3


                   Carlyle Asia Partners                                   Infrastructure &                                                  CDLF        $0.1 bn     2022
                 CAP V          $6.6 bn        2018                     Natural Resources Funds                            U.S Middle Market CLOs        $1.7 bn   2017-2022
               CBPF II       RMB 2.0 bn        2017                     NGP Energy Carry Funds                                  Opportunistic Credit Carry Funds
                CAP IV          $3.9 bn        2014                        NGP XII       $4.3 bn    2017                                  CCOF II        $4.4 bn     2020
               CAP III          $2.6 bn        2008                         NGP XI       $5.3 bn    2014                                   CCOF I        $2.4 bn     2017
                  Carlyle Japan Partners                                     NGP X       $3.6 bn    2012                         Distressed Credit Carry Funds
                CJP IV        ¥258.0 bn        2020                      Other NGP Carry Funds                                             CSP IV        $2.5 bn     2016
               CJP III        ¥119.5 bn        2013                     NGP ETP IV       $0.4 bn    2022                                  CSP III        $0.7 bn     2011
                  Carlyle Global Partners                          NGP Minerals II       $0.4 bn    2022                                   CSP II        $1.4 bn     2007
                CGP II          $1.8 bn        2020                   NGP Minerals       $0.3 bn    2020                               Real Assets Credit
                 CGP I          $3.6 bn        2015                        NGP GAP       $0.4 bn    2014                        Infrastructure Credit Carry Fund
                   Carlyle MENA Partners                           International Energy Carry Funds                                          CICF        $0.6 bn     2021
                MENA I          $0.5 bn        2008                        CIEP II       $2.3 bn    2019                         Real Estate Credit Carry Fund
            Carlyle South American Buyout Fund                              CIEP I       $2.5 bn    2013                                    CNLI8        $0.5 bn     2022
               CSABF I          $0.8 bn        2009                      Infrastructure Funds                                      Energy Credit Carry Funds
              Carlyle Sub-Saharan Africa Fund                             CRSEF II       $0.4 bn    2022                                 CEMOF II        $2.8 bn     2015
               CSSAF I          $0.7 bn        2012                          CRSEF       $0.7 bn    2019                                  CEMOF I        $1.4 bn     2011
                     Carlyle Peru Fund                                       CGIOF       $2.2 bn    2019                           Carlyle Aviation Partners
                 CPF I          $0.3 bn        2012                         CPP II       $1.5 bn    2014                                  SASOF V        $1.0 bn     2020
           Carlyle U.S. Venture/Growth Partners                              CPOCP       $0.5 bn    2013                                 SASOF IV        $1.0 bn     2018
             CP Growth          $1.1 bn        2021                                                                                     SASOF III        $0.8 bn     2015
               CEOF II          $2.4 bn        2015                                                                                          CALF        $0.7 bn     2021
                CEOF I          $1.1 bn        2011                                                                      Securitization Vehicles3        $5.8 bn    Various
                CVP II          $0.6 bn        2001                                                                             8 Other Vehicles3        $3.9 bn    Various
            Carlyle Europe Technology Partners                                                                                            Other Credit
                CETP V          €3.0 bn        2022                                                                                    Fortitude4       $50.5 bn     2020
               CETP IV          €1.4 bn        2019                                                                                         CTAC2        $2.0 bn     2018
              CETP III          €0.7 bn        2014
                   Carlyle Life Sciences                                                                                          Global Investment Solutions5
                ACCD 2          $0.6 bn        2021                                                                                        AlpInvest
                 ABV 8          $0.5 bn        2020                                                                               Fund of Private Equity Funds
       Other vehicles9          $0.8 bn      2012-2017                                                                               138 vehicles       €52.6 bn   2000-2022
           Carlyle Asia Venture/Growth Partners                                                                                      Secondary Investments
         CAP Growth II          $1.0 bn        2021                                                                                  110 vehicles       €27.0 bn   2002-2022
          CAP Growth I          $0.3 bn        2017                                                                                      Co-Investments
               CAGP IV          $1.0 bn        2008                                                                                   93 vehicles       €21.4 bn   2002-2022
                 Carlyle Cardinal Ireland
                   CCI          €0.3 bn        2014


Note: All amounts shown represent total capital commitments as of September 30,
2022 unless otherwise noted. Certain of our recent vintage funds are currently
in fundraising and total capital commitments are subject to change. In addition,
certain carry funds included herein may be disclosed which are not included in
fund performance if they have not made an initial capital call or commenced
investment activity. The NGP funds are advised by NGP Energy Capital Management,
LLC, a separately registered investment adviser. We do not control NGP, and we
do not serve as an investment adviser to the NGP funds.
(1)Global Private Equity also includes funds which we jointly advise with
Riverstone Holdings L.L.C. (the "Legacy Energy funds"). The impact of these
funds is no longer significant to our results of operations.
(2)Amounts represent gross assets plus any available capital as of September 30,
2022.


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(3)Amounts represent Total AUM as of September 30, 2022.
(4)Includes Carlyle FRL, capital raised from a strategic third-party investor
which directly invests in Fortitude alongside Carlyle FRL, as well as the fair
value of the general account assets covered by the strategic advisory services
agreement with Fortitude.
(5)On April 1, 2021, we completed the sale of our interest in Metropolitan Real
Estate.
(6)Carlyle Credit Solutions, Inc., which was renamed from TCG BDC II, Inc. in
March 2022.
(7)Carlyle Secured Lending, Inc., which was renamed from TCG BDC, Inc. in April
2022.
(8)Excludes $0.3 billion in capital commitments to CNLI made by a
Carlyle-affiliated fund, as well as Carlyle's strategic investment of $0.2
billion.
(9)Includes ABV VI, AB VII, and ACCD, on which we are not entitled to a share of
the carried interest but are entitled to management fees.

Trends Affecting our Business



The third quarter of 2022 was characterized by continued market volatility,
weakening fundamentals in the U.S and Europe, and tightening financial
conditions. While experiences spending is a bright spot in the U.S. economy,
with hotel stays and domestic air travel rising above pre-pandemic averages in
the third quarter of 2022, and overall U.S. GDP growth was 2.6% in the third
quarter of 2022, goods spending (in real terms) and fixed investment continue to
decline. Fixed investment in the U.S., namely residential construction activity,
slowed significantly over the quarter due to a 200+ basis points (bps) increase
in average mortgage rates and the subsequent collapse in home construction and
purchasing activity. In September 2022, consumer prices rose 8.2% from a year
earlier, and core prices, which exclude food and energy, rose at the fastest
pace in four decades, driven primarily by measured increases in housing and
rents. Persistently high inflation readings increase the likelihood that the
Federal Reserve will raise interest rates to the point of a potential U.S.
recession over the next 6 to 12 months.

In Europe, sales declined rapidly in September after a summer resurgence in
international tourism boosted consumption in the first half of the quarter, and
the environment remains challenging as the economy faces a worsening energy
crisis heading into the winter months. Forward wholesale electricity prices have
moderated on policy actions by the European Commission, but remain nine times
higher than that of typical levels a few years ago. European governments have
implemented various subsidies and price caps to insulate households and some
businesses from energy costs, but the negative income shock is increasingly
visible in our data. The industrial sector is most vulnerable to the brunt of
the crisis. Industrial production costs have increased by 40% on average
relative to year-ago levels and more than 200% for certain gas-intensive
industrial processes. Portfolio data indicate European real GDP growth likely
entered contraction territory by the end of September. The prospect of energy
shortages and mandated rationing during the upcoming winter months could have
significant implications for European businesses, consumers, and the economy
more broadly. Beyond energy, certain economies with very high household debt
levels, such as the United Kingdom and Sweden, also face rising risks as
mortgage rates reset and depress disposable income.

While Europe's energy subsidies may soften the blow of the ongoing energy crisis
to domestic consumers and businesses, the effect is to bid away already scarce
natural gas from other net energy importers, many of which are emerging market
economies that cannot compete on price. The IMF forecasts that there will be
between 20 and 30 sovereign defaults in 2023 and 2024 and that 1.7 billion
people are at risk of food insecurity. The triple threat of expensive and scarce
energy supplies, food shortages, and relative U.S. dollar strength pose a
significant challenge to many emerging market economies around the globe, which
in turn increases the risk of political and social unrest.

China's economy grew in the third quarter of 2022 after contracting sharply in
the second quarter on COVID policy lockdowns, but continued restrictions have
tempered gains. Our portfolio data indicate that China's economy grew 10%,
annualized, over the third quarter, but this is largely due to base effects from
a very weak second quarter; on a year-over-year basis, this translates into
sub-3% growth. Foot traffic in our portfolio retail locations declined
year-over-year throughout the quarter and domestic cargo volumes remain at half
of pre-pandemic levels. China's growth should improve as restrictions loosen,
but a timeline for this is unclear. At the same time, the relationship between
China and the U.S. remains strained, and tensions between China and Taiwan
continue to mount, raising risks of further global economic volatility given the
connection between the China and U.S. economies.

Estimates anticipate S&P 500 constituents' Q3 2022 earnings grew 1.6% from a
year ago, the slowest growth rate reported since Q3 2020. While the blended
earnings growth estimate is positive, seven of eleven sectors estimate
year-over-year earnings declines, led by financials, communication services and
materials. The estimated blended net profit margin is 12.1%, down from 12.9% a
year ago, an early indication that the Federal Reserve's tightening regime is
beginning to reign in the broad pricing power U.S. corporations have enjoyed in
the post-pandemic period. Equity market volatility continued throughout the
third quarter as persistently high inflation readings motivated the Federal
Reserve to harden its hawkish stance. Year-to-date in 2022, 10-year Treasury
yields have risen 243 bps as of October 13, 2022. The Federal Reserve raised the
federal funds rate by 75 bps in three consecutive meetings in June, July, and
September, and given recent inflation data, indicated that more hikes are
forthcoming. Futures markets have priced in additional rate increases at both
remaining Federal Reserve meetings in 2022 of 75



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bps in November and 25-50 bps in December. The Dow Jones, S&P 500, and Nasdaq
100 fell 2.4%, 3.1 %, and 3.4%, respectively, from June 30, 2022 to October 13,
2022. Globally, the MSCI ACWI, EuroStoxx 600 and Shanghai Composite fell 7.8%,
2.7%, and 11.2%, respectively, over the same period.

Obtaining financing in both the high yield bond market and the leveraged loan
market is currently challenging. Year-to-date through September, global bond
funds experienced over $310 billion in outflows. Leveraged loans, which are
floating rate and thus typically more appealing to investors when interest rates
are rising, have sold off to a lesser extent, but financing and transaction
volumes have been under pressure. U.S. leveraged loan issuance in the third
quarter declined 86% from the same period in 2021. Global M&A totaled roughly
$715 billion for the third quarter, a 54% decline from the same period in 2021.
As capital markets activity slows, we may experience a corresponding reduction
in the capital markets fees we earn in connection with activities related to the
underwriting, issuance and placement of debt and equity securities.

While the major market indices experienced declines in the third quarter, our
carry fund portfolio appreciated 2%, reflecting the strong operating performance
and value creation activities in our portfolio. Our publicly traded investments,
which comprise 5% of the total fair value in our carry fund portfolio,
appreciated 3% during the quarter, despite the continued volatility in the
market. Within our Global Private Equity segment in the third quarter, our
infrastructure and natural resources funds appreciated 8%, boosted by strong
commodity prices; our real estate funds appreciated 2%, led by continued strong
performance in U.S. real estate due to its portfolio construction; and our
corporate private equity funds appreciated 1%. In our Global Credit segment, our
carry funds (which represent approximately 11% of the total Global Credit
remaining fair value) were flat in the third quarter. Our Global Investment
Solutions funds were also flat in the third quarter, which generally reflects
investment fair values on a one-quarter lag in the valuations of our primary and
secondary fund of funds, and includes the positive impact of foreign currency
translation of the USD-denominated investments in our EUR-based funds. Excluding
that impact, our Global Investment Solutions funds depreciated 2% for the third
quarter. While the strength of our portfolio construction has resulted in
outperformance relative to the broader market in the third quarter, rising
interest rates and continued margin contraction may negatively impact the
performance and valuation of our portfolio investments and companies.

Our non-carry fund Global Credit products continue to perform well. Dividend
yields on our business development companies as of September 30, 2022 were
approximately 10%, and approximately 9% for our Interval Fund. In our liquid
credit strategy, our global CLO portfolio continues to experience a default rate
less than the industry average, and we are actively managing our credit
positions to maintain balanced risk-adjusted credit quality.

We generated $10.4 billion in realized proceeds from our carry funds in the
third quarter of 2022 and $25.3 billion year-to-date; however, we expect that as
market conditions remain challenging, the pace of realizations will slow in the
near term. Our net accrued performance revenues on our balance sheet remain high
at $4.1 billion as of September 30, 2022, a 5% increase from December 31, 2021,
which we expect will deliver realized performance revenues over time.

During the third quarter, our carry funds invested $10.5 billion in new or
follow-on transactions. Deal activity in private equity has retreated to
pre-pandemic levels from the record level pace in 2021, and while we expect to
continue to see a pipeline of smaller transactions that require less debt at
closing, we believe larger deals will be slower to occur. However, as
traditional credit becomes scarce, we expect that demand for private credit will
remain robust, resulting in strong deployment in our Global Credit segment.

We raised $6.0 billion in new capital in the third quarter. We anticipate the
fundraising landscape will continue to be increasingly competitive as the pace
of capital deployment across the industry has resulted in fund products coming
back to market faster and with larger target fund sizes than with prior
vintages, and limited partners are reassessing their portfolio allocation
targets in light of market volatility and their liquidity requirements. As a
result, fundraising in certain products - particularly in corporate private
equity strategies - may take longer to complete and fund sizes may not meet
levels they otherwise would in a more favorable market environment. Slowdowns in
fundraising may also delay or reduce catch-up management fees that would be
charged to fund investors in subsequent closings and smaller fund sizes could
result in lower management fees in the future.

The SEC has put forth several rule proposals in recent months, and we are
continuing to evaluate the potential impacts to our business and operations and
those of our portfolio companies. These proposals include, among others: (i) new
reporting requirements of material cybersecurity incidents and periodic
reporting regarding a company's cybersecurity risk programs, (ii) new rules and
amendments under the Investment Advisers Act of 1940 that expand compliance
obligations and prohibit certain activities for private fund advisors, and (iii)
extensive climate change disclosure regulations. We are also closely evaluating
potential impacts to our business of financial, regulatory and other proposals
put forth by the current Administration and Congress as well as the Inflation
Reduction Act of 2022, which was signed into law in August. The potential for
policy changes


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may create regulatory uncertainty for our investment strategies and our portfolio companies and could adversely affect our profitability and the profitability of our portfolio companies.



Throughout 2022, competitive labor markets have created challenges in recruiting
and retention, which we expect to continue in the near term as we seek to
recruit qualified professionals to backfill existing positions and fill new
roles, putting upward pressure on compensation and retention packages. However,
recent Department of Labor data on U.S. job openings suggests that the labor
market, while still strong, is beginning to soften as economic uncertainty
grows, and we believe that compensation rates for talent may stabilize with
continued softening in the market.

Recent Transactions

During the nine months ended September 30, 2022, the Company completed several transactions to drive accretive growth on an inorganic basis as outlined below.

Acquisition of iStar Triple Net Lease Portfolio.



In March 2022, Carlyle Net Leasing Income, L.P., a Carlyle-affiliated investment
fund, acquired a diversified portfolio of triple net leases from iStar, Inc. for
an enterprise value of $3 billion, which was funded using $2 billion in debt and
$1 billion in equity. The portfolio includes properties spanning industrial,
office and entertainment space across 18.3 million square feet located
throughout the United States. The investment fund is not consolidated by us, and
the debt is non-recourse to us. As general partner of the investment fund, we
contributed $200 million as a minority interest balance sheet investment, which
is included in the our Global Credit principal equity method investments (see
Note 6 to the unaudited condensed consolidated financial statements included in
this Quarterly Report on Form 10-Q).

Acquisition of CLO Management Contracts from CBAM Partners LLC



On March 21, 2022, we acquired the management contracts related to a portfolio
of assets primarily comprised of U.S. and European CLOs as well as other assets
across private credit from CBAM Partners LLC ("CBAM"). The purchase price of
$812.9 million consisted of a combination of $618.4 million in cash,
approximately 4.2 million newly issued, fully vested common shares ($194.5
million based on the value of the shares at closing), and approximately
$3.4 million of acquisition costs incurred by us in connection with the
transaction. The portfolio of $15 billion in assets under management was
integrated into our Global Credit platform. See Note 4 to the unaudited
condensed consolidated financial statements for additional information regarding
the acquisition.

Fortitude Capital Raise and Strategic Advisory Services Agreement



In March 2022, we raised $2.0 billion in third-party equity capital for
Fortitude, and committed up to $100 million in additional capital to Carlyle FRL
from our balance sheet. In May 2022, Fortitude called $1.1 billion of the
capital raise, with the remaining capital expected to be called in 2023. In
connection with the capital raise and subsequent funding, our indirect ownership
of Fortitude decreased from 19.9% to 13.5%. As a result of this dilution, we
recorded a reduction in the carrying value of our equity method investment and
corresponding loss of $176.9 million in our U.S. GAAP results. At the time the
remaining capital is called by Fortitude, our indirect ownership will further
decrease to 10.5% and we expect to record an additional reduction in the
carrying value of our equity method investment and corresponding loss of
approximately $121 million based on the carrying value of $645.3 million as of
September 30, 2022, subject to change based on the timing of the dilution and
changes in the carrying value of our investment.

On April 1, 2022, we entered into a new strategic advisory services agreement
with certain subsidiaries of Fortitude through a newly-formed investment
advisor, Carlyle Insurance Solutions Management L.L.C. ("CISM"). Under the
agreement, CISM provides Fortitude with certain services, including business
development and growth, transaction origination and execution, and capital
management services in exchange for a recurring management fee based on
Fortitude's general account assets, which adjusts within an agreed range based
on Fortitude's overall profitability. Third party investors who participated in
the March 2022 capital raise also made a minority investment in CISM, which is
reflected as a non-controlling interest in consolidated entities in the
condensed consolidated financial statements. See Note 6 to the unaudited
condensed consolidated financial statements for additional information regarding
the strategic investment in Fortitude.

Acquisition of Abingworth



On August 1, 2022, we acquired Abingworth, a life sciences investment firm, to
expand our healthcare investment platform with the addition of nearly $2 billion
in assets under management and a specialized team of over 20 investment
professionals and advisors. Consideration for Abingworth included a base
purchase price of $185.6 million, of which $25.0 million was settled in
newly-issued shares of the Company's common stock, as well as up to a further
$130 million in future incentive payments based on the achievement of certain
performance targets. The acquisition included the rights to 15% of



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performance revenues generated by Abingworth's two most recent active investment
funds, Abingworth Bioventures 8 LP and Abingworth Clinical Co-Development Fund 2
LP. See Note 4 to the unaudited condensed consolidated financial statements for
additional information regarding the acquisition.

Dividends



In November 2022, the Company's Board of Directors declared a quarterly dividend
of $0.325 per share to common stockholders of record at the close of business on
November 18, 2022, payable on November 25, 2022.

Key Financial Measures

Our key financial measures are discussed in the following pages. Additional information regarding these key financial measures and our other significant accounting policies can be found in Note 3 to the unaudited condensed consolidated financial statements included in this Quarterly Report on Form 10-Q.

Revenues



Revenues primarily consist of fund management fees, incentive fees, investment
income (including performance allocations, realized and unrealized gains of our
investments in our funds and other principal investments), as well as interest
and other income.

Fund Management Fees. Fund management fees include management fees and
transaction and portfolio advisory fees. We earn management fees for advisory
services we provide to funds in which we hold a general partner interest or to
funds or certain portfolio companies with which we have an investment advisory
or investment management agreement. Management fees also include catch-up
management fees, which are episodic in nature and represent management fees
charged to fund investors in subsequent closings of a fund which apply to the
time period between the fee initiation date and the subsequent closing date. We
also earn management fees on our CLOs and other structured products.
Collectively, our carry funds and our CLOs and certain other products comprise
79% of our Fee-earning AUM as of September 30, 2022 and approximately 92% of our
fund management fees during the three months then ended. The balance of our
Fee-Earning AUM and fund management fees are attributable to our Perpetual
Capital products, which have an indefinite term and for which there is no
immediate requirement to return capital to investors as investments are
realized.

Management fees attributable to Carlyle Partners VIII, L.P. ("CP VIII"), our
eighth U.S. buyout fund with $12.9 billion of Fee-earning AUM as of
September 30, 2022 were approximately 11% and 10% of fund management fees
recognized during the three and nine months ended September 30, 2022,
respectively. Management fees attributable to Carlyle Partners VII, L.P. ("CP
VII"), our seventh U.S. buyout fund with $15.5 billion of Fee-earning AUM as of
September 30, 2022 were approximately 10% of fund management fees recognized
during both the three and nine months ended September 30, 2022, respectively,
and 15% and 16% during the three and nine months ended September 30, 2021,
respectively. No other fund generated over 10% of fund management fees in the
periods presented.

Fund management fees exclude the reimbursement of any partnership expenses paid
by the Company on behalf of the Carlyle funds pursuant to the limited
partnership agreements, including amounts related to the pursuit of actual,
proposed, or unconsummated investments, professional fees, expenses associated
with the acquisition, holding and disposition of investments, and other fund
administrative expenses.

Transaction and Portfolio Advisory Fees. Transaction and portfolio advisory fees
generally include fees we receive for the transaction and portfolio advisory
services we provide to our portfolio companies. When covered by separate
contractual agreements, we recognize transaction and portfolio advisory fees for
these services when the performance obligation has been satisfied and collection
is reasonably assured. We are required to offset our fund management fees earned
by a percentage of the transaction and advisory fees earned, which we refer to
as the "rebate offsets." Historically, such rebate offset percentages generally
approximated 80% of the fund's portion of the transaction and advisory fees
earned. However, the percentage of transaction and portfolio advisory fees we
share with our investors on our recent vintage funds has generally increased,
and as such the rebate offset percentages generally range from 80% to 100% of
the fund's portion of the transaction and advisory fees earned, such that a
larger share of the transaction fee revenue we retain is driven by co-investment
activity. In addition, Carlyle Global Capital Markets ("GCM") generates capital
markets fees in connection with activities related to the underwriting, issuance
and placement of debt and equity securities, and loan syndication for our
portfolio companies and third-party clients, which are generally not subject to
rebate offsets with respect to our most recent vintages (but are subject to the
rebate offsets set forth above for older funds). Underwriting fees include
gains, losses and fees arising from securities offerings in which we participate
in the underwriter syndicate. The recognition of portfolio advisory fees,
transactions fees, and capital markets fees can be volatile as they are
primarily generated by investment activity within our funds, and therefore are
impacted by our investment pace.



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Incentive Fees. Incentive fees consist of performance-based incentive
arrangements pursuant to management contracts, primarily from certain of our
Global Credit funds, when the return on assets under management exceeds certain
benchmark returns or other performance targets. In such arrangements, incentive
fees are recognized when the performance benchmark has been achieved.

Investment Income. Investment income consists of our performance allocations as
well as the realized and unrealized gains and losses resulting from our equity
method investments and other principal investments.

Performance allocations consist principally of the performance-based capital
allocation from fund limited partners to us, commonly referred to as carried
interest, from certain of our investment funds, which we refer to as the "carry
funds." Carried interest revenue is recognized by Carlyle upon appreciation of
the valuation of our funds' investments above certain return hurdles as set
forth in each respective partnership agreement and is based on the amount that
would be due to us pursuant to the fund partnership agreement at each period end
as if the funds were liquidated at such date. Accordingly, the amount of carried
interest recognized as performance allocations reflects our share of the fair
value gains and losses of the associated funds' underlying investments measured
at their then-current fair values relative to the fair values as of the end of
the prior period. As a result, the performance allocations earned in an
applicable reporting period are not indicative of any future period, as fair
values are based on conditions prevalent as of the reporting date. Refer to "-
Trends Affecting our Business" for further discussion.

In addition to the performance allocations from our Global Private Equity funds
and closed-end carry funds in the Global Credit segment, we are also entitled to
receive performance allocations from our Global Investment Solutions, Carlyle
Aviation and NGP Carry Funds. We also retained our interest in the net accrued
performance allocations of existing funds at the time of the sale of MRE. The
timing of performance allocations realizations for these funds is typically
later than in our other carry funds based on the terms of such arrangements.

Our performance allocations are generated by a diverse set of funds with different vintages, geographic concentration, investment strategies and industry specialties. For an explanation of the fund acronyms used throughout this Management's Discussion and Analysis of Financial Condition and Results of Operations section, refer to "- Our Family of Funds."



The table below presents funds which generated performance allocations in excess
of 10% of the total for the three and nine months ended September 30, 2022 and
2021. No other fund generated over 10% of performance allocations in the periods
presented.

                      Three Months Ended                             Nine Months Ended
                         September 30,                                 September 30,
                 2022                   2021                    2022                    2021
                                             (Dollars in millions)

            CPP II  $ 57.7        CP VI    $ 109.9       CRP VIII  $ 214.1       CP VI   $ 1,177.7
            CEP V     53.7       CRP VIII    105.9       CETP IV     161.1       CEP IV      538.2
             CP V     42.9                                CPP II     185.1
            CEP IV    38.9                                CEP V      139.6
            CAP V    (50.1)                               CP VI     (353.3)
            CP VII   (62.0)


The reversal of $353.3 million in previously recognized performance allocations
in CP VI during the nine months ended September 30, 2022 was primarily driven by
depreciation in its publicly traded investments, which comprise approximately
43% of its remaining fair value as of September 30, 2022.

Under our arrangements with the historical owners and management team of
AlpInvest, we generally do not retain any carried interest in respect of the
historical investments and commitments to our fund vehicles that existed as of
July 1, 2011 (including any options to increase any such commitments exercised
after such date). We are entitled to 15% of the carried interest in respect of
commitments from the historical owners of AlpInvest for the period between 2011
and 2020, except in certain instances, and 40% of the carried interest in
respect of all other commitments (including all future commitments from third
parties). In certain instances, carried interest associated with the AlpInvest
fund vehicles is subject to entity level income taxes in the Netherlands.

We record our equity income allocation from NGP performance allocations in
principal investment income (loss) from equity method investments rather than
performance allocations in our unaudited condensed consolidated statements of
operations. We recognized $81.6 million and $532.2 million of net investment
earnings related to these performance allocations for the three and nine months
ended September 30, 2022, respectively, reflecting the impact of strong
commodity prices on NGP XI and NGP XII, and $1.7 million and $2.8 million for
the three and nine months ended September 30, 2021.



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Realized carried interest may be clawed back or given back to the fund if the
fund's investment values decline below certain return hurdles, which vary from
fund to fund. When the fair value of a fund's investments remains constant or
falls below certain return hurdles, previously recognized performance
allocations are reversed. In all cases, each investment fund is considered
separately in evaluating carried interest and potential giveback obligations.
For any given period, performance allocations revenue on our statement of
operations may include reversals of previously recognized performance
allocations due to a decrease in the value of a particular fund that results in
a decrease of cumulative performance allocations earned to date. Since fund
return hurdles are cumulative, previously recognized performance allocations
also may be reversed in a period of appreciation that is lower than the
particular fund's hurdle rate. Additionally, unrealized performance allocations
reverse when performance allocations are realized, and unrealized performance
allocations can be negative if the amount of realized performance allocations
exceed total performance allocations generated in the period. For the three
months ended September 30, 2022 and 2021, the reversals of performance
allocations were $159.4 million and $73.4 million, respectively. For the nine
months ended September 30, 2022 and 2021, the reversals of performance
allocations were $501.7 million and $23.3 million, respectively.

As of September 30, 2022, accrued performance allocations and accrued giveback
obligations were $7.4 billion and $40.9 million, respectively. Each balance
assumes a hypothetical liquidation of the funds' investments at September 30,
2022 at their then current fair values. These assets and liabilities will
continue to fluctuate in accordance with the fair values of the funds'
investments until they are realized. As of September 30, 2022, $18.9 million of
the accrued giveback obligation was the responsibility of various current and
former senior Carlyle professionals and other limited partners of the Carlyle
Holdings partnerships, and the net accrued giveback obligation attributable to
the Company was $22.0 million. The Company uses "net accrued performance
revenues" to refer to the aggregation of the accrued performance allocations and
incentive fees net of (i) accrued giveback obligations, (ii) accrued performance
allocations and incentive fee-related compensation, (iii) performance
allocations and incentive fee-related tax obligations, and (iv) accrued
performance allocations and incentive fees attributable to non-controlling
interests. Net accrued performance revenues excludes any net accrued performance
allocations and incentive fees that have been realized but will be collected in
subsequent periods, as well as net accrued performance revenues which are
presented as fee related performance revenues when realized in our non-GAAP
financial measures. Net accrued performance revenues as of September 30, 2022
were $4.1 billion.

In addition, realized performance allocations may be reversed in future periods
to the extent that such amounts become subject to a giveback obligation. If, at
September 30, 2022, all investments held by our carry funds were deemed
worthless, the amount of realized and previously distributed performance
allocations subject to potential giveback would be approximately $1.4 billion on
an after-tax basis where applicable, of which approximately $0.6 billion would
be the responsibility of current and former senior Carlyle professionals. See
the related discussion of "Contingent Obligations (Giveback)" within "-
Liquidity and Capital Resources."

The following table summarizes the total amount of aggregate giveback
obligations that we have realized since Carlyle's inception. Given various
current and former senior Carlyle professionals and other limited partners of
the Carlyle Holdings partnerships are responsible for paying the majority of the
realized giveback obligation, the table below also summarizes the amount that
was attributable to the Company:

                                                               Inception 

through September 30, 2022


                                                                                    Giveback Attributable to
                                                          Total Giveback                    Carlyle
                                                                      (Dollars in millions)
Various Legacy Energy Funds                           $              158.0          $                55.0
All other Carlyle Funds                                               80.7                           13.0
Aggregate Giveback since Inception                    $              238.7          $                68.0


The funding for employee obligations and givebacks related to carry realized
pre-IPO is primarily through a collection of employee receivables related to
giveback obligations and from non-controlling interests for their portion of the
obligation. The realization of giveback obligations for the Company's portion of
such obligations reduces Distributable Earnings in the period realized and
negatively impacts earnings available for distributions to shareholders in the
period realized. Further, each individual recipient of realized carried interest
typically signs a guarantee agreement or partnership agreement that personally
obligates such person to return his/her pro rata share of any amounts of
realized carried interest previously distributed that are later clawed back.
Accordingly, carried interest as performance allocation compensation is subject
to return to the Company in the event a giveback obligation is funded.
Generally, the actual giveback liability, if any, does not become due until the
end of a fund's life.



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Each investment fund is considered separately in evaluating carried interest and
potential giveback obligations. As a result, performance allocations within
funds will continue to fluctuate primarily due to certain investments within
each fund constituting a material portion of the carry in that fund.
Additionally, the fair value of investments in our funds may have substantial
fluctuations from period to period.

In addition, in our discussion of our non-GAAP results, we use the term "realized net performance revenues" to refer to realized performance allocations and incentive fees from our funds, net of the portion allocated to our investment professionals, if any, and certain tax expenses associated with carried interest attributable to certain partners and employees, which are reflected as realized performance allocations and incentive fees related compensation expense. See "- Non-GAAP Financial Measures" for the amount of realized net performance revenues recognized each period. See "- Segment Analysis" for the realized net performance revenues by segment and related discussion for each period.



Investment income also represents the realized and unrealized gains and losses
on our principal investments, including our investments in Carlyle funds that
are not consolidated, as well as any interest and other income. As it relates to
our investments in NGP, investment income also includes our equity income
allocation in NGP performance allocations, the amortization of the basis
difference between the carrying value of our investment and our share of the
underlying net assets of the investee, as well as the compensation expense
associated with compensatory arrangements provided by us to employees of our
equity method investee. Realized principal investment income (loss) is recorded
when we redeem all or a portion of our investment or when we receive or are due
cash income, such as dividends or distributions. A realized principal investment
loss is also recorded when an investment is deemed to be worthless. Unrealized
principal investment income (loss) results from changes in the fair value of the
underlying investment, as well as the reversal of previously recognized
unrealized gains (losses) at the time an investment is realized.

Fair Value Measurement. U.S. GAAP establishes a hierarchical disclosure
framework which ranks the observability of market price inputs used in measuring
financial instruments at fair value. The observability of inputs is impacted by
a number of factors, including the type of financial instrument, the
characteristics specific to the financial instrument and the state of the
marketplace, including the existence and transparency of transactions between
market participants. Financial instruments with readily available quoted prices,
or for which fair value can be measured from quoted prices in active markets,
will generally have a higher degree of market price observability and a lesser
degree of judgment applied in determining fair value.

The table below summarizes the valuation of investments and other financial
instruments included within our AUM, by segment and fair value hierarchy levels,
as of September 30, 2022:

                                                              As of September 30, 2022
                                              Global                                          Global
                                              Private                   Global              Investment
                                              Equity                    Credit              Solutions               Total
Consolidated Results                                           (Dollars in millions)
Level I                                    $    3,639                $      401          $       1,197          $    5,237
Level II                                        1,928                    32,954                    161              35,043
Level III                                     116,459                    96,259                 41,572             254,290
Fair Value of Investments                     122,026                   129,614                 42,930             294,570
Available Capital                              42,355                    11,815                 20,022              74,192
Total AUM                                  $  164,381                $  141,429          $      62,952          $  368,762


Interest and Other Income of Consolidated Funds. Interest and other income of
Consolidated Funds primarily represents the interest earned on CLO assets. The
Consolidated Funds are not the same entities in all periods presented. The
Consolidated Funds in future periods may change due to changes in fund terms,
formation of new funds, and terminations of funds.

Net Investment Gains (Losses) of Consolidated Funds. Net investment gains
(losses) of Consolidated Funds measures the change in the difference in fair
value between the assets and the liabilities of the Consolidated Funds. A gain
(loss) indicates that the fair value of the assets of the Consolidated Funds
appreciated more (less), or depreciated less (more), than the fair value of the
liabilities of the Consolidated Funds. A gain or loss is not necessarily
indicative of the investment performance of the Consolidated Funds and does not
impact the management or incentive fees received by Carlyle for its management
of the Consolidated Funds. The portion of the net investment gains (losses) of
Consolidated Funds attributable to the limited partner investors is allocated to
non-controlling interests. Therefore a gain or loss is not expected to have a
material impact on the revenues or profitability of the Company. Moreover,
although the assets of the Consolidated Funds are consolidated onto our balance
sheet pursuant to U.S. GAAP, ultimately we do not have recourse to such assets
and such liabilities are generally non-recourse to us. Therefore, a gain or loss
from the Consolidated Funds generally does not impact the assets available to
our common stockholders.



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Expenses



Compensation and Benefits. Compensation includes salaries, bonuses, equity-based
compensation, and performance payment arrangements. Bonuses are accrued over the
service period to which they relate.

We recognize as compensation expense the portion of performance allocations and
incentive fees that are due to our employees, senior Carlyle professionals,
advisors, and operating executives in a manner consistent with how we recognize
the performance allocations and incentive fee revenue. These amounts are
accounted for as compensation expense in conjunction with the related
performance allocations and incentive fee revenue and, until paid, are
recognized as a component of the accrued compensation and benefits liability.
Compensation in respect of performance allocations and incentive fees is paid
when the related performance allocations and incentive fees are realized, and
not when such performance allocations and incentive fees are accrued. The funds
do not have a uniform allocation of performance allocations and incentive fees
to our employees, senior Carlyle professionals, advisors, and operating
executives. Therefore, for any given period, the ratio of performance
allocations and incentive fee compensation to performance allocations and
incentive fee revenue may vary based on the funds generating the performance
allocations and incentive fee revenue for that period and their particular
allocation percentages.

In addition, we have implemented various equity-based compensation arrangements
that require senior Carlyle professionals and other employees to vest ownership
of a portion of their equity interests over a service period of generally one to
four years, which under U.S. GAAP will result in compensation charges over
current and future periods. During 2019 and 2020, we granted fewer equity awards
than we have previously. In 2021, we granted approximately 7.1 million in
long-term strategic restricted stock units to certain senior professionals, the
majority of which are subject to vesting based on the achievement of annual
performance targets over four years, with a larger proportion of the awards
vesting based on the 2024 performance year. As a result, combined with a higher
share price than in periods prior to 2021, equity-based compensation expense
will be higher in the coming years than it has been. Compensation charges
associated with all equity-based compensation grants are excluded from Fee
Related Earnings and Distributable Earnings.

We may hire additional individuals and overall compensation levels may
correspondingly increase, which could result in an increase in compensation and
benefits expense. As a result of prior acquisitions, we have charges associated
with contingent consideration taking the form of earn-outs and profit
participation, some of which are reflected as compensation expense.

General, Administrative and Other Expenses. General, administrative and other
expenses include occupancy and equipment expenses and other expenses, which
consist principally of professional fees, including those related to our global
regulatory compliance program, external costs of fundraising, travel and related
expenses, communications and information services, depreciation and amortization
(including intangible asset amortization and impairment) and foreign currency
transactions. We expect that general, administrative and other expenses will
vary due to infrequently occurring or unusual items, such as impairment of
intangible assets or lease right-of-use assets and expenses or insurance
recoveries associated with litigation and contingencies. Also, in periods of
significant fundraising, to the extent that we use third parties to assist in
our fundraising efforts, our general, administrative and other expenses may
increase accordingly. Similarly, our general, administrative and other expenses
may increase as a result of professional and other fees incurred as part of due
diligence related to strategic acquisitions and new product development.
Additionally, we anticipate that general, administrative and other expenses will
fluctuate from period to period due to the impact of foreign exchange
transactions.

Interest and Other Expenses of Consolidated Funds. The interest and other expenses of Consolidated Funds consist primarily of interest expenses related primarily to our CLO loans, professional fees and other third-party expenses.



Income Taxes. Income taxes are accounted for using the asset and liability
method of accounting. Under this method, deferred tax assets and liabilities are
recognized for the expected future tax consequences of differences between the
carrying amounts of assets and liabilities and their respective tax basis, using
currently enacted tax rates. The effect on deferred tax assets and liabilities
of a change in tax rates is recognized in income in the period in which the
change is enacted. Deferred tax assets are reduced by a valuation allowance when
it is more likely than not that some or all of the deferred tax assets will not
be realized.

The interim provision for income taxes is calculated using the discrete
effective tax rate method as allowed by ASC 740, Accounting for Income Taxes.
The discrete method is applied when the application of the estimated annual
effective tax rate is impractical because it is not possible to reliably
estimate the annual effective tax rate. The discrete method treats the
year-to-date period as if it was the annual period and determines the income tax
expense or benefit on that basis.

In the normal course of business, we are subject to examination by federal and
certain state, local and foreign tax regulators. With a few exceptions, as of
September 30, 2022, our U.S. federal income tax returns for the years 2018
through 2021 are open under the normal three-year statute of limitations and
therefore subject to examination. State and local tax returns are generally
subject to audit from 2016 to 2021. Foreign tax returns are generally subject to
audit from 2011 to 2021. Certain of our affiliates are currently under audit by
federal, state and foreign tax authorities.



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Non-controlling Interests in Consolidated Entities. Non-controlling interests in
consolidated entities represent the component of equity in consolidated entities
not held by us. These interests are adjusted for general partner allocations.

Earnings Per Common Share. We compute earnings per common share in accordance
with ASC 260, Earnings Per Share. Basic earnings per common share is calculated
by dividing net income (loss) attributable to the common shares of the Company
by the weighted average number of common shares outstanding for the period.
Diluted earnings per common share reflects the assumed conversion of all
dilutive securities. We apply the treasury stock method to determine the
dilutive weighted-average common shares represented by unvested restricted stock
units. For certain equity-based compensation awards that contain performance or
market conditions, the number of contingently issuable common shares is included
in diluted earnings per common share based on the number of common shares, if
any, that would be issuable under the terms of the awards if the end of the
reporting period were the end of the contingency period, if the result is
dilutive.

Non-GAAP Financial Measures



Distributable Earnings. Distributable Earnings, or "DE," is a key performance
benchmark used in our industry and is evaluated regularly by management in
making resource deployment and compensation decisions, and in assessing the
performance of our three segments. We also use DE in our budgeting, forecasting,
and the overall management of our segments. We believe that reporting DE is
helpful to understanding our business and that investors should review the same
supplemental financial measure that management uses to analyze our segment
performance. DE is intended to show the amount of net realized earnings without
the effects of consolidation of the Consolidated Funds. DE is derived from our
segment reported results and is an additional measure to assess performance.

Distributable Earnings differs from income (loss) before provision for income
taxes computed in accordance with U.S. GAAP in that it includes certain tax
expenses associated with certain foreign performance revenues (comprised of
performance allocations and incentive fees), and does not include unrealized
performance allocations and related compensation expense, unrealized principal
investment income, equity-based compensation expense, net income (loss)
attributable to non-Carlyle interest in consolidated entities, or charges
(credits) related to Carlyle corporate actions and non-recurring items. Charges
(credits) related to Carlyle corporate actions and non-recurring items include:
charges associated with acquisitions, dispositions, or strategic investments,
changes in the tax receivable agreement liability, amortization and any
impairment charges associated with acquired intangible assets, transaction costs
associated with acquisitions and dispositions, charges associated with earnouts
and contingent consideration including gains and losses associated with the
estimated fair value of contingent consideration issued in conjunction with
acquisitions or strategic investments, impairment charges associated with lease
right-of-use assets, gains and losses from the retirement of debt, charges
associated with contract terminations and employee severance. We believe the
inclusion or exclusion of these items provides investors with a meaningful
indication of our core operating performance. This measure supplements and
should be considered in addition to and not in lieu of the results of operations
discussed further under "Consolidated Results of Operations" prepared in
accordance with U.S. GAAP.

Fee Related Earnings. Fee Related Earnings, or "FRE," is a component of DE and
is used to assess the ability of the business to cover direct base compensation
and operating expenses from total fee revenues. FRE differs from income (loss)
before provision for income taxes computed in accordance with U.S. GAAP in that
it adjusts for the items included in the calculation of DE and also adjusts DE
to exclude net realized performance revenues, realized principal investment
income from investments in Carlyle funds, net interest (interest income less
interest expense), and certain general, administrative and other expenses when
the timing of any future payment is uncertain. Fee Related Earnings includes fee
related performance revenues and related compensation expense. Fee related
performance revenues represent the realized portion of performance revenues that
are measured and received on a recurring basis, are not dependent on realization
events, and which have no risk of giveback.

Operating Metrics

We monitor certain operating metrics that are common to the asset management industry.



  Fee-earning Assets under Management. Fee-earning assets under management or
Fee-earning AUM refers to the assets we manage or advise from which we derive
recurring fund management fees. Our Fee-earning AUM is generally based on one of
the following, once fees have been activated:

(a)the amount of limited partner capital commitments, generally for carry funds
where the original investment period has not expired, for AlpInvest carry funds
during the commitment fee period (see "Fee-earning AUM based on capital
commitments" in the table below for the amount of this component at each
period);

(b)the remaining amount of limited partner invested capital at cost, generally
for carry funds and certain co-investment vehicles where the original investment
period has expired and one of our business development companies (see
"Fee-earning AUM based on invested capital" in the table below for the amount of
this component at each period);


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(c)the amount of aggregate fee-earning collateral balance at par of our CLOs and other securitization vehicles, as defined in the fund indentures (typically exclusive of equities and defaulted positions) as of the quarterly cut-off date;

(d)the external investor portion of the net asset value of certain carry funds (see "Fee-earning AUM based on net asset value" in the table below for the amount of this component at each period);

(e)the fair value of Fortitude's general account assets invested under the strategic advisory services agreement (see "Fee-earning AUM based on fair value and other" in the table below for the amount of this component at each period);



(f)the gross assets (including assets acquired with leverage), excluding cash
and cash equivalents, of one of our business development companies and certain
carry funds (see "Fee-earning AUM based on lower of cost or fair value and
other" in the table below for the amount of this component at each period); and

(g)the lower of cost or fair value of invested capital, generally for AlpInvest
carry funds where the commitment fee period has expired and certain carry funds
where the investment period has expired, (see "Fee-earning AUM based on lower of
cost or fair value and other" in the table below for the amount of this
component at each period).

The table below details Fee-earning AUM by its respective components at each
period.

                                                                As of September 30,
                                                                2022            2021
Consolidated Results                                           (Dollars in millions)
Components of Fee-earning AUM
Fee-earning AUM based on capital commitments (1)           $     80,651      $  76,794
Fee-earning AUM based on invested capital (2)                    58,305     

41,581

Fee-earning AUM based on collateral balances, at par (3) 44,707

29,191


Fee-earning AUM based on net asset value (4)                     11,498     

8,990


Fee-earning AUM based on fair value and other (5)                65,053     

19,819


Balance, End of Period (6) (7)                             $    260,214

$ 176,375




(1)Reflects limited partner capital commitments where the original investment
period, weighted-average investment period, or commitment fee period has not
expired.

(2)Reflects limited partner invested capital at cost and includes amounts committed to or reserved for investments for certain Global Private Equity and Global Investment Solutions funds.

(3)Represents the amount of aggregate Fee-earning collateral balances and principal balances, at par, for our CLOs/structured products.

(4)Reflects the net asset value of certain other carry funds.



(5)Includes the fair value of Fortitude's general account assets covered by the
strategic advisory services agreement, funds with fees based on the lower of
cost or fair value of invested capital and funds with fees based on gross asset
value.

(6)Energy III, Energy IV, and Renew II (collectively, the "Legacy Energy
Funds"), are managed with Riverstone Holdings LLC and its affiliates. Affiliates
of both Carlyle and Riverstone act as investment advisors to each of the Legacy
Energy Funds. Carlyle has a minority representation on the management committees
of Energy IV and Renew II. Carlyle and Riverstone each hold half of the seats on
the management committee of Energy III, but the investment period for this fund
has expired and the remaining investments in such fund are being disposed of in
the ordinary course of business. As of September 30, 2022, the Legacy Energy
Funds had, in the aggregate, approximately $0.1 billion in AUM and $0.3 billion
in Fee-earning AUM. We are no longer raising capital for the Legacy Energy Funds
and expect these balances to continue to decrease over time as the funds wind
down.

(7)Ending balances as of September 30, 2022 and 2021 exclude $11.5 billion and
$29.8 billion, respectively, of pending Fee-earning AUM for which fees have not
yet been activated.




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The table below provides the period to period rollforward of Fee-earning AUM.

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