Waste Management Announces Third Quarter 2005 Earnings; Internal Revenue Growth on Base Business From Yield Reaches Five-Year High of 2.7%

October 27, 2005 at 7:32 AM EDT
    HOUSTON--(BUSINESS WIRE)--Oct. 27, 2005--

              Operating Expenses and Selling, General and
        Administrative Expenses Decline as a Percent of Revenue

Waste Management, Inc. (NYSE:WMI) today announced financial results for its third quarter ended September 30, 2005. Revenues for the quarter were $3.38 billion as compared with $3.27 billion in the year ago period, an increase of 3.1%. Net income for the quarter was $215 million, or $0.38 per diluted share, compared with $302 million, or $0.52 per diluted share, in the prior year period.

The Company noted several items that impacted the results for the current quarter:

    --  After-tax asset impairments and unusual items of $61 million
        due primarily to the impairment of revenue management software
        applications that had previously been under development and
        the settlement of legacy litigation relating to former
        officers. These two items were previously disclosed in
        separate Company current report filings on Form 8-K.

    --  After-tax restructuring charges of $19 million due to the
        workforce reduction announced in late July.

    --  An after-tax non-cash expense of $16 million in additional
        amortization cost. Similar to many other publicly traded
        companies, Waste Management made an accounting adjustment to
        reflect the length of the lease or operating contract at five
        landfills. These adjustments were cumulative corrections that
        increased expenses in the current quarter. The amounts were
        not material for any prior periods.

    --  A $43 million reduction in income tax expense primarily
        resulting from favorable tax audit settlements.

    --  A $13 million benefit from reducing the estimated effective
        tax rate for 2005 from 29.5% to 27.75%. The revision to the
        effective tax rate results from the impact of lower book
        income resulting from the third quarter charges listed above.

Combined, these items decreased third quarter 2005 after-tax earnings by $40 million, or $0.07 per diluted share. Without the impact of these items, net income for the quarter would have been $255 million, or $0.45 per diluted share.

The prior year's third quarter earnings included an after-tax benefit of $71 million, or $0.12 per diluted share, from favorable tax audit settlements and an after-tax benefit of $1 million from restructuring and asset impairments and unusual items. Without the favorable impact of the tax audit settlements and restructuring and asset impairments and unusual items, net income in last year's quarter would have been $230 million, or $0.40 per diluted share.

Excluding the impact of these items in the current and prior year quarters, earnings per share grew 12.5% and income from operations as a percent of revenue grew by approximately 120 basis points(a).

"Our goals at Waste Management are solid earnings growth, margin expansion and increased free cash flow that we can return to shareholders. In the third quarter we delivered on all of those goals, due to strong pricing and operational savings," said David P. Steiner, Chief Executive Officer of Waste Management.

"Our internal revenue growth from yield on base business increased 2.7% in the third quarter compared with the prior year quarter as we continued to produce strong results from our pricing excellence initiatives. This is the highest level we have achieved in years and it marks the third consecutive quarter in which internal revenue growth from yield has exceeded 2%. If we include the $50 million we obtained through our redesigned fuel surcharge program, internal revenue growth from yield was 4.3%. Internal revenue growth from volumes fell 1.6% in our base business due primarily to the absence of significant hurricane related clean-up volumes which existed in the third quarter of 2004. Our pricing excellence programs have also contributed to lower collection volumes, but the 2.7% in revenue growth from yield more than offsets this decline.

"We also improved our cost results as a percent of revenue, which is particularly gratifying given the sharp increase we have seen in diesel fuel prices. Operating expenses as a percent of revenue improved by 50 basis points as compared with the prior year quarter. Selling, general and administrative expenses as a percent of revenue also improved by 50 basis points versus last year's quarter.

"We produced free cash flow(a) of $385 million in the quarter, bringing us to $1.12 billion through the first nine months of the year. We continued our commitment to return cash to our shareholders by purchasing $295 million of shares in the quarter and paying $111 million in cash dividends. In addition, we have announced a 10% increase to our quarterly dividend program for 2006.

"Moreover, we were able to settle our ongoing defense cost obligations to certain former officers of the old Waste Management in connection with their settlement of legacy litigation brought against them by the Securities and Exchange Commission. Our portion of the total settlement fund was $26.8 million and we worked to obtain a court order that $27.5 million of the settlement fund would be distributed to our shareholders. That distribution will be made to our shareholders of record as of August 25, 2005. This settlement is good for our shareholders and good for our company going forward."

The Company also noted that the impact of hurricanes Katrina and Rita reduced earnings per diluted share by approximately $0.01 in the third quarter of 2005 due to lost revenue and increased operating expenses. During the third quarter of 2004, the Company attributed $59 million of revenues and $5 million in before tax earnings to the clean-up efforts resulting from the 4 hurricanes that struck Florida during that quarter.

    Key Highlights for the Quarter

    --  Operating expenses were 65.2% of revenue, down from 65.7% of
        revenue in the same period in 2004.

    --  Selling, General and Administrative expenses declined $7
        million to $309 million. These costs stood at 9.2% of revenue,
        down from 9.7% of revenue in the same period in 2004.

    --  Net cash provided by operating activities of $623 million.

    --  Free cash flow(a) of $385 million. For the nine-month period,
        free cash flow was $1.12 billion.

    --  Capital expenditures of $272 million.

    --  Internal revenue growth on base business of 1.1%, with a
        positive average growth from yield of 2.7% and a negative
        average growth from volume of 1.6%. The yield component
        excludes a 1.3% increase from the combined impact of higher
        revenues from fuel surcharges, lower recycling commodity
        prices and slight decreases in electricity rates at
        Independent Power Production facilities.

    --  The decline in growth from volumes is largely attributable to
        the absence of significant hurricane related revenues, which
        added 2.0% in revenue growth from volume during the third
        quarter of 2004. Acquisitions net of divestitures contributed
        0.3% to higher revenues in the quarter and foreign currency
        translation contributed an additional 0.4%.

    --  Generated $50 million in additional revenue from our
        redesigned fuel surcharge program, which recovered nearly all
        of the increase in direct and indirect fuel costs. Including
        the effect of our fuel surcharge, revenue growth from yield
        would have been 4.3% for the quarter.

    --  $406 million returned to shareholders, consisting of $111
        million in cash dividends and $295 million in common stock
        repurchases. Our share repurchases are on pace to reach the
        upper end or to slightly exceed our full year objective of
        $600 to $700 million.
    (a) This earnings release contains the Company's (i) earnings per
        share growth and income from operations as a percentage of
        revenue (or EBIT margin), both as adjusted to exclude the
        impact of the restructuring charges, asset impairments and
        unusual items, adjustments in amortization costs related to
        landfill leases and contracts, and tax related items described
        herein, and (ii) "free cash flow", all of which are non-GAAP
        financial measures as defined in Regulation G of the
        Securities Exchange Act of 1934, as amended. The Company's
        calculation of EBIT, or earnings before interest and tax, is
        the same measure as income from operations as presented on the
        Company's income statement. EBIT margin represents total
        operating income as a percentage of revenue. The Company
        defines free cash flow as:

        --  Net cash provided by operating activities
        --  Less, capital expenditures
        --  Plus, proceeds from divestitures of businesses, net of
            cash divested, and other sales of assets.

        The Company's definition of EBIT and free cash flow may not be
        comparable to similarly titled measures presented by other
        companies.

        The Company believes that providing investors with the
        non-GAAP financial measures of adjusted earnings per share
        growth and adjusted EBIT margins gives investors additional
        information to enable them to assess, in the way management
        assesses, the Company's current and continuing operations. The
        Company included the non-GAAP financial measure of free cash
        flow because it uses that measure in the management of its
        business and because it believes that investors are interested
        in the cash produced by the Company from non-financing
        activities that is available for uses such as the Company's
        acquisition program, its share repurchase program, its
        scheduled debt reduction and the payment of dividends. A
        reconciliation of (x) free cash flow to the Company's GAAP
        reported cash flows from operating activities, which is the
        most comparable GAAP measure, (y) adjusted earnings per share
        to the Company's GAAP reported earnings per share, and (z)
        adjusted income from operations to the Company's GAAP reported
        income from operations, and corresponding income from
        operations as a percentage of revenue (or EBIT margin)
        calculations are included in the accompanying schedules.
        Investors are urged to take into account GAAP measures as well
        as non-GAAP measures in evaluating the Company.

The Company has scheduled an investor and analyst conference call for later this morning to discuss the results of today's earnings announcement. The information in this press release should be read in conjunction with the information on the conference call. The call will begin at 10:00 a.m. eastern time, 9:00 a.m. central time, and is open to the public. To listen to the conference call, which will be broadcast live over the Internet, go to the Waste Management Website at http://www.wm.com, and select "3Q2005 Earnings Report Webcast." You may also listen to the analyst conference call by telephone by contacting the conference call operator 5-10 minutes prior to the scheduled start time and asking for the "Waste Management Conference Call - Call ID 9843424." US/Canada Dial-In #: (877) 710-6139. Int'l/Local Dial-In #: (706) 643-7398. For those unable to listen to the live call, a replay will be available 24 hours a day beginning at approximately 11:00 a.m. CT October 27th through 5:00 p.m. CT on November 10th. To hear a replay of the call over the Internet, access the Waste Management Website at http://www.wm.com. To hear a telephonic replay of the call, dial (800) 642-1687 or (706) 645-9291 and enter reservation code 9843424.

Waste Management, Inc. is its industry's leading provider of comprehensive waste management and environmental services. Based in Houston, the Company serves municipal, commercial, industrial, and residential customers throughout North America.

Certain statements contained in this press release include statements that are "forward-looking statements." Outlined below are some of the risks that the Company faces and that could affect our financial statements for 2005 and beyond and that could cause actual results to be materially different from those that may be set forth in forward-looking statements made by the Company. However, they are not the only risks that the Company faces. There may be additional risks that we do not presently know or that we currently believe are immaterial which could also impair our business. We caution you not to place undue reliance on these forward-looking statements, which speak only as of their dates. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In addition, the Company, from time to time, provides estimates of financial and other data relating to future periods. Such estimates and other information are the Company's expectations at the point in time of issuance but may change at some future point in time. By issuing such estimates the Company has no obligation, and is not undertaking any obligation, to update such estimates or provide any other information relating to such estimates. The following are some of the risks we face:

    --  the effects competition may have on our profitability or cash
        flows, including the negative impact our price increases may
        have on volumes or the negative impact to our yield on base
        business resulting from price roll-backs and lower than
        average pricing to retain and attract customers;

    --  our inability to maintain or expand margins as volumes
        increase if we are unable to control variable costs or fixed
        cost base increases;

    --  our inability to attract or retain qualified personnel,
        including licensed commercial drivers and truck maintenance
        professionals, due to any number of factors including
        qualified workforce shortages;

    --  increases in expenses due to fuel price increases or fuel
        supply shortages;

    --  the effect that fluctuating commodity prices may have on our
        operating revenues and expenses;

    --  the impact that inflation and resulting higher interest rates
        may have on the economy, such as decreases in volumes of waste
        generated and increases in financing and operating costs;

    --  the possible inability of our insurers to meet their
        obligations, which may cause increased expenses;

    --  the effect the weather has on our quarter to quarter results,
        as well as the effect of extremely harsh weather or natural
        disasters on our operations;

    --  possible changes in our estimates of site remediation
        requirements, final capping, closure and post-closure
        obligations, compliance and regulatory developments;

    --  the possible impact of regulations on our business, including
        the cost to comply with regulatory requirements and the
        potential liabilities associated with disposal operations;

    --  our ability to obtain and maintain permits needed to operate
        our facilities;

    --  the effect of limitations or bans on disposal or
        transportation of out-of-state or cross-border waste or
        certain categories of waste;

    --  possible charges against earnings as a result of shut-down
        operations, uncompleted development or expansion projects or
        other events;

    --  the effects that trends toward requiring recycling, waste
        reduction at the source and prohibiting the disposal of
        certain types of wastes could have on volumes of waste going
        to landfills and waste-to-energy facilities;

    --  possible diversions of management's attention and increases in
        operating expenses due to efforts by labor unions to organize
        our employees;

    --  the outcome of litigation or threatened litigation;

    --  the reduction or elimination of our dividend or share
        repurchase program or the need for additional capital if cash
        flows are less than we expect or capital expenditures are more
        than we expect, and the possibility that we cannot obtain
        additional capital on acceptable terms if needed;

    --  possible errors or problems in connection with the
        implementation and deployment of new information technology
        systems;

    --  possible fluctuations in quarterly results of operations or
        adverse impacts on our results of operations as a result of
        the adoption of new accounting standards or interpretations;
        and

    --  our ability to sell under-performing assets or other assets
        identified for divestiture and upon such sale to realize the
        full carrying value of such assets.

Additional information regarding these and/or other factors that could materially affect results and the accuracy of the forward-looking statements contained herein may be found in Part I, Item 1 of the Company's Annual Report on Form 10-K for the year ended December 31, 2004 and Part II of the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2005.

                        Waste Management, Inc.
            Condensed Consolidated Statements of Operations
                (In Millions, Except Per Share Amounts)
                              (Unaudited)

                                        Quarters Ended September 30,
                                        -----------------------------
                                            2005           2004
                                        -------------- --------------

 Operating revenues                            $3,375         $3,274
                                        -------------- --------------

 Costs and expenses:
    Operating (exclusive of depreciation
     and amortization shown below)              2,202          2,151
    Selling, general and administrative           309            316
    Depreciation and amortization                 369            345
    Restructuring                                  27             (1)
    Asset impairments and unusual items            86             (2)
                                        -------------- --------------
                                                2,993          2,809
                                        -------------- --------------
 Income from operations                           382            465
                                        -------------- --------------

 Other income (expense):
    Interest expense                             (125)          (112)
    Interest income                                 8             21
    Equity in net losses of
     unconsolidated entities                      (27)           (27)
    Minority interest                             (12)           (10)
    Other, net                                      -              -
                                        -------------- --------------
                                                 (156)          (128)
                                        -------------- --------------

 Income before income taxes                       226            337
 Provision for income taxes                        11             35
                                        -------------- --------------
 Net income                                      $215           $302
                                        ============== ==============


 Basic earnings per common share                $0.39          $0.52
                                        ============== ==============

 Diluted earnings per common share              $0.38          $0.52
                                        ============== ==============

 Basic common shares outstanding                558.9          576.7
                                        ============== ==============

 Diluted common shares outstanding              561.8          581.2
                                        ============== ==============

 Cash dividends per common share                $0.20          $0.19
                                        ============== ==============


                        Waste Management, Inc.
                          Earnings Per Share
                (In Millions, Except Per Share Amounts)
                              (Unaudited)

                                        Quarters Ended September 30,
                                        -----------------------------
                                            2005           2004
                                        -------------- --------------

 EPS Calculation:

 Net income                                      $215           $302
 Interest on convertible subordinated
  notes, net of taxes                               -              -
                                        -------------- --------------
 Diluted net income                              $215           $302
                                        ============== ==============



 Number of common shares outstanding at
  end of period                                 553.6          572.8
   Effect of using weighted average
    common shares outstanding                     5.3            3.9
                                        -------------- --------------
 Weighted average basic common shares
  outstanding                                   558.9          576.7
   Dilutive effect of equity-based
    compensation awards, warrants,
    convertible subordinated notes and
    other contingently issuable shares            2.9            4.5
                                        -------------- --------------
 Weighted average diluted common shares
  outstanding                                   561.8          581.2
                                        ============== ==============



 Basic earnings per common share                $0.39          $0.52
                                        ============== ==============

 Diluted earnings per common share              $0.38          $0.52
                                        ============== ==============


                        Waste Management, Inc.
            Condensed Consolidated Statements of Operations
                (In Millions, Except Per Share Amounts)
                              (Unaudited)

                                              Nine Months Ended
                                                September 30,
                                        -----------------------------
                                            2005           2004
                                        -------------- --------------

 Operating revenues                            $9,702         $9,308
                                        -------------- --------------

 Costs and expenses:
    Operating (exclusive of depreciation
     and amortization shown below)              6,419          6,111
    Selling, general and administrative           952            949
    Depreciation and amortization               1,036          1,018
    Restructuring                                  27             (1)
    Asset impairments and unusual items            57            (20)
                                        -------------- --------------
                                                8,491          8,057
                                        -------------- --------------
 Income from operations                         1,211          1,251
                                        -------------- --------------

 Other income (expense):
    Interest expense                             (369)          (344)
    Interest income                                20             31
    Equity in net losses of
     unconsolidated entities                      (79)           (70)
    Minority interest                             (33)           (26)
    Other, net                                      1             (2)
                                        -------------- --------------
                                                 (460)          (411)
                                        -------------- --------------

 Income before income taxes and
  cumulative effect of change
  in accounting principle                         751            840
 Provision for (benefit from) income
  taxes                                          (141)           178
                                        -------------- --------------
 Income before cumulative effect of
  change in accounting principle                  892            662
 Cumulative effect of change in
  accounting principle, net of
  income tax expense of $5 in 2004                  -              8
                                        -------------- --------------
 Net income                                      $892           $670
                                        ============== ==============


 Basic earnings per common share:
    Income before cumulative effect of
     change in accounting principle             $1.58          $1.15
    Cumulative effect of change in
     accounting principle                           -           0.01
                                        -------------- --------------
    Net income                                  $1.58          $1.16
                                        ============== ==============


 Diluted earnings per common share:
    Income before cumulative effect of
     change in accounting principle             $1.57          $1.14
    Cumulative effect of change in
     accounting principle                           -           0.01
                                        -------------- --------------
    Net income                                  $1.57          $1.15
                                        ============== ==============

 Basic common shares outstanding                564.7          578.0
                                        ============== ==============

 Diluted common shares outstanding              568.0          582.8
                                        ============== ==============

 Cash dividends per common share                $0.60          $0.56
                                        ============== ==============


                        Waste Management, Inc.
                          Earnings Per Share
                (In Millions, Except Per Share Amounts)
                              (Unaudited)

                                              Nine Months Ended
                                                September 30,
                                        -----------------------------
                                            2005           2004
                                        -------------- --------------

 EPS Calculation:

 Income before cumulative effect of
  change in accounting principle                 $892           $662
 Cumulative effect of change in
  accounting principle                              -              8
                                        -------------- --------------
 Net income                                      $892           $670
                                        ============== ==============



 Number of common shares outstanding at
  end of period                                 553.6          572.8
   Effect of using weighted average
    common shares outstanding                    11.1            5.2
                                        -------------- --------------
 Weighted average basic common shares
  outstanding                                   564.7          578.0
   Dilutive effect of equity-based
    compensation awards, warrants
    and other contingently issuable
    shares                                        3.3            4.8
                                        -------------- --------------
 Weighted average diluted common shares
  outstanding                                   568.0          582.8
                                        ============== ==============



 Basic earnings per common share:
     Income before cumulative effect of
      change in accounting principle            $1.58          $1.15
     Cumulative effect of change in
      accounting principle                          -           0.01
                                        -------------- --------------
     Net income                                 $1.58          $1.16
                                        ============== ==============


 Diluted earnings per common share:
     Income before cumulative effect of
      change in accounting principle            $1.57          $1.14
     Cumulative effect of change in
      accounting principle                          -           0.01
                                        -------------- --------------
     Net income                                 $1.57          $1.15
                                        ============== ==============


                        Waste Management, Inc.
                 Condensed Consolidated Balance Sheets
                             (In Millions)

                                        September 30,   December 31,
                                            2005           2004
                                        -------------- --------------
                                         (Unaudited)
 Assets

 Current assets:
    Cash and cash equivalents                    $300           $424
    Receivables, net                            1,971          1,949
    Other                                         634            446
                                        -------------- --------------
      Total current assets                      2,905          2,819

 Property and equipment, net                   11,160         11,476
 Goodwill                                       5,369          5,301
 Other intangible assets, net                     150            152
 Other assets                                     985          1,157
                                        -------------- --------------
      Total assets                            $20,569        $20,905
                                        ============== ==============


 Liabilities and Stockholders' Equity

 Current liabilities:
    Accounts payable, accrued
     liabilities, and deferred
     revenues                                  $2,504         $2,821
    Current portion of long-term debt             174            384
                                        -------------- --------------
    Total current liabilities                   2,678          3,205

 Long-term debt, less current portion           8,168          8,182
 Other liabilities                              3,337          3,265
                                        -------------- --------------
    Total liabilities                          14,183         14,652

 Minority interest in subsidiaries and
  variable interest entities                      279            282
 Stockholders' equity                           6,107          5,971
                                        -------------- --------------
    Total liabilities and stockholders'
     equity                                   $20,569        $20,905
                                        ============== ==============

Note: Prior year information has been reclassified to conform to 2005
      presentation.


                        Waste Management, Inc.
           Condensed Consolidated Statements of Cash Flows
                            (In Millions)
                             (Unaudited)

                                             Nine Months Ended
                                                September 30,
                                        -----------------------------
                                            2005           2004
                                        -------------- --------------

Cash flows from operating activities:
  Net income                                     $892           $670
  Adjustments to reconcile net income to
   net cash provided by operating
   activities:
      Cumulative effect of change in
       accounting principle                         -             (8)
      Depreciation and amortization             1,036          1,018
      Other                                       148            189
      Change in operating assets and
       liabilities, net of effects of
       acquisitions and divestitures             (350)          (251)
                                        -------------- --------------
Net cash provided by operating
 activities                                     1,726          1,618
                                        -------------- --------------

Cash flows from investing activities:
  Acquisitions of businesses, net of
   cash acquired                                 (130)          (110)
  Capital expenditures                           (765)          (837)
  Purchases of short-term investments            (604)        (1,284)
  Proceeds from sales of short-term
   investments                                    434          1,275
  Net receipts from restricted trust and
   escrow accounts, business
   divestitures, asset sales and other            427            373
                                        -------------- --------------
Net cash used in investing activities            (638)          (583)
                                        -------------- --------------

Cash flows from financing activities:
  New borrowings                                   25            348
  Debt repayments                                (285)          (434)
  Common stock repurchases                       (573)          (353)
  Cash dividends                                 (339)          (326)
  Exercise of common stock options and
   warrants                                        68            150
  Other, net                                     (111)           (18)
                                        -------------- --------------
Net cash used in financing activities          (1,215)          (633)
                                        -------------- --------------

Effect of exchange rate changes on cash
 and cash equivalents                               3              -
                                        -------------- --------------

Increase (decrease) in cash and cash
 equivalents                                     (124)           402
Cash and cash equivalents at beginning
 of period                                        424            217
                                        -------------- --------------
Cash and cash equivalents at end of
 period                                          $300           $619
                                        ============== ==============

Note: Prior year information has been reclassified to conform to 2005
      presentation.


                        Waste Management, Inc.
                          Summary Data Sheet
                     (Dollar amounts in Millions)
                              (Unaudited)

                                             Quarters Ended
                                       ---------------------------
                                       Sept. 30, June 30, Sept. 30,
                                         2005     2005      2004
                                       --------  -------  --------

Operating Revenues by Lines of Business
---------------------------------------

   NASW:
     Collection                        $2,199    $2,168    $2,154
     Landfill                             816       791       805
     Transfer                             462       463       448
     Wheelabrator                         231       214       218
     Recycling and other                  306       301       282
     Intercompany (a)                    (639)     (648)     (633)
                                       -------   -------   -------
       Operating revenues              $3,375    $3,289    $3,274
                                       =======   =======   =======

Internal Growth of Operating Revenues from Comparable
 Prior Periods (b)
------------------------------------------------------

   Internal growth                        2.4%      4.0%      7.3%
   Less: Yield changes due to recycling
    commodities, electricity (IPP)
    and fuel surcharge                    1.3%      0.7%      2.0%
                                       -------   -------   -------
       Adjusted internal growth           1.1%      3.3%      5.3%
                                       =======   =======   =======

Acquisition Summary (c)
---------------------------------------

   Gross annualized revenue acquired      $23       $11       $16
                                       =======   =======   =======

   Total consideration                    $54       $10       $20
                                       =======   =======   =======

   Cash paid for acquisitions             $36        $2        $9
                                       =======   =======   =======

Recycling Segment Supplemental Data (d)
---------------------------------------

   Operating revenues                    $207      $203      $192
                                       =======   =======   =======

   Operating expenses (exclusive of
    depreciation and amortization)       $180      $173      $163
                                       =======   =======   =======



                                       Quarters Ended    Nine Months
                                          Sept. 30,    Ended Sept. 30,
                                       --------------- ---------------
                                         2005    2004    2005    2004
                                       ------- ------- ------- -------
Free Cash Flow Analysis (e)
---------------------------------------

Net cash provided by operating
 activities                              $623    $599  $1,726  $1,618
Capital expenditures                     (272)   (311)   (765)   (837)
Proceeds from divestitures of
 businesses, net of cash divested, and
 other sales of assets                     34      17     158      73
                                       ------- ------- ------- -------
Free cash flow                           $385    $305  $1,119    $854
                                       ======= ======= ======= =======

(a) Intercompany revenues between lines of business are eliminated
    within the Condensed Consolidated Financial Statements included
    herein.

(b) Excluding the impacts of hurricane revenue, adjusted internal
    growth for the quarters ended September 30, 2005 and September 30,
    2004 is estimated to be 3.0% and 3.3%, respectively.

(c) Represents amounts associated with business acquisitions
    consummated during the indicated periods.

(d) Information provided is after the elimination of intercompany
    revenues and related expenses.

(e) The summary of free cash flows has been prepared to highlight and
    facilitate understanding of the principal cash flow elements. Free
    cash flow is not a measure of financial performance under
    generally accepted accounting principles and is not intended to
    replace the consolidated statement of cash flows that was prepared
    in accordance with generally accepted accounting principles.


                        Waste Management, Inc.
                          Summary Data Sheet
                     (Dollar amounts in Millions)
                              (Unaudited)

                                            Quarters Ended
                                 -------------------------------------
                                 September 30, June 30,  September 30,
                                     2005        2005        2004
                                 ------------- --------- -------------
Balance Sheet Data
---------------------------------

Cash and cash equivalents                $300      $481          $619
                                 ============= ========= =============

Debt-to-total capital ratio:
   Long-term indebtedness,
    including current portion          $8,342    $8,431        $8,787
   Total equity                         6,107     6,197         5,846
                                 ------------- --------- -------------
     Total capital                    $14,449   $14,628       $14,633
                                 ============= ========= =============

   Debt-to-total capital                 57.7%     57.6%         60.0%
                                 ============= ========= =============

Capitalized interest (b)                   $2       ($1)           $7
                                 ============= ========= =============


Other Operational Data
---------------------------------

Internalization of waste, based
 on disposal costs                       66.3%     65.3%         64.8%
                                 ============= ========= =============

Total landfill disposal volumes
 (tons in millions) (a)                  32.9      32.3          32.7
Total waste-to-energy disposal
 volumes (tons in millions) (a)           2.1       2.0           2.0
                                 ------------- --------- -------------
   Total disposal volumes (tons
    in millions)                         35.0      34.3          34.7
                                 ============= ========= =============

Active landfills                          286       286           289
                                 ============= ========= =============

Landfills reporting volume                265       265           265
                                 ============= ========= =============


Amortization and SFAS No. 143
 Expenses for Landfills Included
 in Operating Groups
---------------------------------
Non - SFAS No. 143 amortization
 expense                               $123.2    $102.3        $106.0
Amortization expense related to
 SFAS No. 143 obligations                21.2      19.7          18.2
                                 ------------- --------- -------------
   Total amortization expense (c)       144.4     122.0         124.2
Accretion and other related
 expense                                 13.2      12.8          14.3
                                 ------------- --------- -------------
   Landfill amortization,
    accretion and other related
    expense                            $157.6    $134.8        $138.5
                                 ============= ========= =============

(a) Prior period information has been reclassified to conform to 2005
    presentation.

(b) The quarter ended June 30, 2005 includes the reversal of $5
    million of previously recorded capitalized interest associated
    with certain projects that did not qualify for the capitalization
    of interest.

(c) The quarter ended September 30, 2005 includes a cumulative
    correction to increase Non-SFAS No.143 Amortization Expense in the
    amount of $20.6 million and SFAS No.143 Amortization Expense in
    the amount of $1.5 million resulting from reducing amortization
    periods at five of our landfills.


                        Waste Management, Inc.
             Reconciliation of Certain Non-GAAP Measures
               (In Millions, Except Per Share Amounts)
                             (Unaudited)

                                 Quarter Ended       Quarter Ended
                               September 30, 2005   September 30, 2004
                              -------------------- -------------------
                              After-tax  Per Share After-tax Per Share
Adjusted Earnings per Share     Amount     Amount    Amount    Amount
                              ---------- --------- --------- ---------


Net income and EPS, as
 reported                          $215     $0.38      $302    $0.52

Adjustments to Net income and
 EPS:
  Asset impairments and
   unusual items                     61      0.11        (1)       -
  Restructuring                      19      0.03         -        -
  Additional landfill
   amortization expense              16      0.03         -        -
  Income tax settlements            (43)    (0.08)      (71)   (0.12)
  Benefit from reduction of
   estimated effective tax
   rate for 2005                    (13)    (0.02)        -        -
                              ---------- --------- --------- --------

Net income and EPS, as
 adjusted                          $255     $0.45      $230    $0.40
                              ========== ========= ========= ========




                                   Quarters Ended
                                    September 30,
                                --------------------
Adjusted Income from
 Operations as a percent of
 Revenue (EBIT Margin)            2005       2004
                                ---------- ---------

As reported:
  Operating revenues             $3,375    $3,274
  Income from operations           $382      $465

Income from Operations as a
 percent of Revenue                11.3%     14.2%

Adjustments to Income from
 Operations:
  Asset impairments and
   unusual items                    $86       ($2)
  Restructuring                     $27       ($1)
  Additional landfill
   amortization expense             $22        $-

As adjusted:
  Operating revenues             $3,375    $3,274
  Adjusted income from
   operations                      $517      $462

Adjusted Income from
 Operations as a percent of
 Revenue                           15.3%     14.1%

Earnings per share and income from operations as a percent of revenue
(or EBIT margin), as adjusted to exclude the impact of the items
listed above, have been prepared to highlight and facilitate the users
of the Company's financial statements understanding of how management
evaluates the results of its operations. It is not intended to replace
reported earnings per share and income from operations as prepared in
accordance with generally accepted accounting principles ("GAAP").

    CONTACT: Waste Management, Inc., Houston
             Analysts:
             Greg Nikkel, 713-265-1358
             or
             Media:
             Lynn Brown, 713-394-5093
             Web site: http://www.WM.com

    SOURCE: Waste Management, Inc.