Waste Management Announces Second Quarter 2006 Earnings; Income from Operations as a Percent of Revenue Continues Expansion Trend

July 28, 2006 at 7:32 AM EDT

HOUSTON--(BUSINESS WIRE)--July 28, 2006--

Company Announces Plan to Increase 2006 Stock Repurchases by up to $350 Million, Bringing 2006 Cash Authorized for Return to Shareholders

                           to $1.55 Billion

Waste Management, Inc. (NYSE:WMI) today announced financial results for its second quarter ended June 30, 2006. Revenues for the quarter were $3.41 billion as compared with $3.29 billion in the year ago period, an increase of 3.7%. Net income for the quarter was $417 million, or $0.76 per diluted share, compared with $527 million, or $0.92 per diluted share, in the prior year period. The Company noted several one-time items that impacted the results in the current and prior years' second quarters. Excluding these items, net income would have been $0.45 per diluted share in the second quarter of 2006 compared with $0.38 per diluted share in the prior year quarter, or an 18.4% increase in earnings per diluted share.(a)

The Company noted the following items that impacted the results for the quarter:

    --  A $153 million benefit in net income primarily resulting from
        income tax audit settlements and Canadian statutory income tax
        rate reductions.

    --  Net after-tax gains of $15 million related to the previously
        announced divestiture program. Income/expense from
        divestitures, asset impairments and unusual items included $23
        million in after-tax gains on sales of operations, partially
        offset by an $8 million after-tax asset impairment charge for
        a collection operation held for sale.

Combined, these items improved second quarter 2006 after-tax earnings by $168 million. Without the impact of these items, net income for the quarter would have been $249 million, or $0.45 per diluted share.(a)

The prior year's second quarter earnings included a net after-tax benefit of $308 million primarily due to tax audit settlements. Without such benefit, net income in last year's quarter would have been $219 million, or $0.38 per diluted share.(a)

Income from operations as a percent of revenue increased 250 basis points to 16.6% in the second quarter of 2006 as compared with the second quarter of 2005. Income from operations as a percent of revenue, as adjusted for the one-time items, increased 160 basis points to 15.8% in the second quarter of 2006 as compared with the second quarter of 2005.(a)

"We saw the continuation of a number of very positive trends during the second quarter. We again achieved our primary financial goals of solid earnings growth, margin expansion and strong free cash flow," said David P. Steiner, Chief Executive Officer of Waste Management. "Strong pricing was again the key driver of our financial performance and more than offset the decline in volumes. This led to the triple-digit margin expansion in the quarter.

"Our operational improvement programs also contributed to our strong earnings during the second quarter. Operating costs as a percent of revenue declined by 160 basis points in the second quarter of 2006 versus the second quarter of 2005. This marks the fourth consecutive quarter in which our year-over-year operating costs as a percent of revenue have declined. As part of our divestiture program, we have now sold or have definitive agreements to sell operations totaling approximately $240 million in revenue. In addition, we have operations totaling about $230 million in revenue under letters of intent. The divestiture program is progressing well and we are on track to meet our goals for the year.

"We generated $557 million in net cash provided by operating activities and $398 million in free cash flow during this year's second quarter, bringing our free cash flow total to $808 million for the first six months of 2006.(a) We returned $371 million in cash to our shareholders during the second quarter in the form of share repurchases and our quarterly cash dividend payment.

"We ended the quarter with a strong cash balance and we expect to meet our full-year free cash flow and divestiture goals. Consequently, our Board of Directors has authorized us to repurchase up to an additional $350 million in common stock during 2006, which brings the total amount of cash authorized for return to shareholders to $1.55 billion for 2006. We also expect to review our 2007 dividend policy at our December 2006 Board of Directors meeting."

    Key Highlights for the Quarter

    --  Internal revenue growth on base business due to yield
        increased 3.9%. The base business revenue growth from yield
        was 5.3% including the $46 million obtained through our fuel
        surcharge program. The yield component excludes a 0.6%
        reduction in revenue from the combined impact of lower
        recycling commodity prices and slight increases in electricity
        rates at independent power production facilities.

    --  Internal revenue growth from volumes decreased 1.1%. Excluding
        the 0.5% impact of lower non-core volumes, internal revenue
        growth from volumes decreased 0.6%.

    --  Divestitures net of acquisitions caused a 0.4% decline in
        revenues in the quarter, and foreign currency translation
        contributed 0.5% to higher revenues.

    --  Operating expenses were 64.5% of revenue, down from 66.1% of
        revenue in the same period in 2005. Second quarter 2006
        operating expenses included $11 million in costs due primarily
        to a strike in the New York City area, which ended earlier
        this week.

    --  Net cash provided by operating activities of $557 million in
        the second quarter. For the six-month period, net cash
        provided by operating activities was $1,120 million.

    --  Free cash flow of $398 million. For the six-month period, free
        cash flow was $808 million.(a)

    --  Capital expenditures of $296 million.

    --  Proceeds from divestitures of businesses and sales of assets,
        net of cash divested, of $137 million.

    --  $371 million returned to shareholders, consisting of $119
        million in cash dividends and $252 million in common stock
        repurchases.

    --  The recurring effective tax rate in the quarter was 39.3%,
        which was higher than the 37.1% rate projected in our first
        quarter 2006 earnings release. This increase in the effective
        tax rate is due primarily to an estimated phase-out of
        approximately 78% of our Section 45K tax credits due to higher
        actual and projected crude oil prices as of June 30, 2006. At
        the time of our first quarter 2006 earnings release, we
        estimated the phase-out of our Section 45K tax credits to be
        approximately 61% based on the level of actual and projected
        crude oil prices as of March 31, 2006.

Steiner concluded, "We were very pleased with our overall performance during the first and second quarters of this year. We exceeded our expectations despite unexpected headwinds from the phase out of Section 45K tax credits and the costs of the New York strike. We are assuming a 78% phase-out of Section 45K tax credits for the remainder of the year.

"Our achievements this quarter were the result of our field and corporate teams continuing their excellent work on our pricing and operational initiatives. We are confident about our performance for the remainder of the year and expect our full-year earnings to be toward the upper end of the analysts' current full-year range of $1.69 to $1.75 per diluted share."

(a) This earnings release contains (i) net income, earnings per share, earnings per share growth and income from operations as a percentage of revenue, each as adjusted to exclude the impact of income/expense from divestitures, asset impairments and unusual items and tax related items described and (ii) free cash flow. These measures of financial performance are non-GAAP financial measures as defined in Regulation G of the Securities Exchange Act of 1934, as amended. 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 free cash flow may not be comparable to similarly titled measures presented by other companies.

The Company believes that providing investors with certain non-GAAP financial measures 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 acquisitions, its share repurchase program, its scheduled debt reduction and the payment of dividends. A reconciliation of free cash flow to the Company's GAAP reported cash flows from operating activities, which is the most comparable GAAP measure, is included in the accompanying schedules. Reconciliations of adjusted net income and earnings per share to the Company's GAAP reported net income and earnings per share, and the corresponding earnings per share growth percentages, 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 "2Q2006 Earnings Report Webcast." You may also listen to the analyst conference call by telephone by contacting the conference call operator 5 to 10 minutes prior to the scheduled start time and asking for the "Waste Management Conference Call - Call ID 2095328." US/Canada Dial-In Number: 877-710-6139. Int'l/Local Dial-In Number: 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. Central time on July 28 through 5:00 p.m. Central time on August 11. 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 2095328.

Waste Management, based in Houston, Texas, is the leading provider of comprehensive waste management services in North America. Our subsidiaries provide collection, transfer, recycling and resource recovery, and disposal services. We are also a leading developer, operator and owner of waste-to-energy and landfill gas-to-energy facilities in the United States. Our customers include residential, commercial, industrial, and municipal customers throughout North America.

The Company, from time to time, provides estimates of financial and other data, comments on expectations relating to future periods and makes statements of opinion, view or belief. These and other statements relating to future events and performances are "forward-looking statements." The forward-looking statements that the Company makes are the Company's expectations, opinion, view or belief at the point in time of issuance but may change at some future point in time. By issuing estimates or making statements based on current expectations, opinions, views or beliefs, the Company has no obligation, and is not undertaking any obligation, to update such estimates or statements or to provide any other information relating to such estimates or statements. Outlined below are some of the risks that the Company faces and that could affect our financial statements for 2006 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. The following are some of the risks that we face:

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

    --  we may be unable to maintain or expand margins if we are
        unable to control costs;

    --  we may be unable to attract or retain qualified personnel,
        including licensed commercial drivers and truck maintenance
        professionals;

    --  we may not be able to successfully execute or continue our
        operational or other margin improvement plans and programs,
        including pricing increases, passing on increased costs to our
        customers, divesting under-performing assets and purchasing
        accretive businesses, any of which could negatively affect our
        revenues and margins;

    --  fuel price increases or fuel supply shortages may increase our
        expenses, including our tax expense if Section 45K credits are
        phased out due to continued high crude oil prices;

    --  fluctuating commodity prices may have negative effects on our
        operating revenues and expenses;

    --  inflation and resulting higher interest rates may have
        negative effects on the economy, which could result in
        decreases in volumes of waste generated and increases in our
        financing costs and other expenses;

    --  the possible inability of our insurers to meet their
        obligations may cause our expenses to increase;

    --  weather conditions cause our quarter to quarter results to
        fluctuate, and extremely harsh weather or natural disasters
        may cause us to shut down operations;

    --  possible changes in our estimates of site remediation
        requirements, final capping, closure and post-closure
        obligations, compliance and regulatory developments may
        increase our expenses or reduce revenues;

    --  regulations may negatively impact our business by, among other
        things, increasing the cost to comply with regulatory
        requirements and the potential liabilities associated with
        disposal operations;

    --  if we are unable to obtain and maintain permits needed to
        open, operate, and/or expand our facilities, our results of
        operations will be negatively impacted;

    --  limitations or bans on disposal or transportation of
        out-of-state or cross-border waste or certain categories of
        waste can increase our expenses and reduce our revenues;

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

    --  trends requiring recycling, waste reduction at the source and
        prohibiting the disposal of certain types of wastes could have
        negative effects on volumes of waste going to landfills and
        waste-to-energy facilities, which are higher margin businesses
        than recycling;

    --  efforts by labor unions to organize our employees may divert
        management's attention and increase operating expenses and we
        may be unable to negotiate acceptable collective bargaining
        agreements with those who have been chosen to be represented
        by unions, which could lead to union-initiated work stoppages,
        including strikes, which could adversely affect our results of
        operations and cash flows;

    --  negative outcomes of litigation or threatened litigation or
        governmental proceedings may increase our costs or limit our
        ability to conduct or expand our operations;

    --  possible errors or problems with implementing and deploying
        new information technology systems may decrease our
        efficiencies and increase our costs to operate;

    --  the adoption of new accounting standards or interpretations
        may cause fluctuations in quarterly results of operations or
        adversely impact our results of operations; and

    --  we may reduce or eliminate our dividend or share repurchase
        program or we may need additional capital if cash flows are
        less than we expect or capital expenditures are more than we
        expect, and we may not be able to obtain any needed capital on
        acceptable terms.

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, 2005.

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

                                               Quarters Ended June 30,
                                               -----------------------
                                                  2006        2005
                                               ----------- -----------

 Operating revenues                                $3,410      $3,289
                                               ----------- -----------

 Costs and expenses:
    Operating                                       2,199       2,173
    Selling, general and administrative               328         313
    Depreciation and amortization                     345         346
    (Income) expense from divestitures, asset
     impairments and unusual items                    (27)         (6)
                                               ----------- -----------
                                                    2,845       2,826
                                               ----------- -----------
 Income from operations                               565         463
                                               ----------- -----------

 Other income (expense):
    Interest expense                                 (138)       (128)
    Interest income                                    20           6
    Equity in net earnings (losses) of
     unconsolidated entities                           10         (26)
    Minority interest                                 (10)        (11)
    Other, net                                          -           1
                                               ----------- -----------
                                                     (118)       (158)
                                               ----------- -----------

 Income before income taxes                           447         305
 Provision for (benefit from) income taxes             30        (222)
                                               ----------- -----------
 Net income                                          $417        $527
                                               =========== ===========


 Basic earnings per common share                    $0.77       $0.93
                                               =========== ===========

 Diluted earnings per common share                  $0.76       $0.92
                                               =========== ===========

 Basic common shares outstanding                    544.3       566.3
                                               =========== ===========

 Diluted common shares outstanding                  549.7       570.1
                                               =========== ===========

 Cash dividends per common share                    $0.22       $0.20
                                               =========== ===========


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

                                              Quarters Ended June 30,
                                             -------------------------
                                                2006         2005
                                             ------------ ------------

 EPS Calculation:

 Net income                                         $417         $527
                                             ============ ============



 Number of common shares outstanding at end
  of period                                        541.9        563.0
   Effect of using weighted average common
    shares outstanding                               2.4          3.3
                                             ------------ ------------
 Weighted average basic common shares
  outstanding                                      544.3        566.3
   Dilutive effect of equity-based
    compensation awards, warrants and other
    contingently issuable shares                     5.4          3.8
                                             ------------ ------------
 Weighted average diluted common shares
  outstanding                                      549.7        570.1
                                             ============ ============



 Basic earnings per common share                   $0.77        $0.93
                                             ============ ============

 Diluted earnings per common share                 $0.76        $0.92
                                             ============ ============


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

                                             Six Months Ended June 30,
                                             -------------------------
                                                2006         2005
                                             ------------ ------------

 Operating revenues                               $6,639       $6,327
                                             ------------ ------------

 Costs and expenses:
    Operating                                      4,299        4,217
    Selling, general and administrative              696          643
    Depreciation and amortization                    673          667
    (Income) expense from divestitures,
     asset impairments and unusual items             (29)         (29)
                                             ------------ ------------
                                                   5,639        5,498
                                             ------------ ------------
 Income from operations                            1,000          829
                                             ------------ ------------

 Other income (expense):
    Interest expense                                (274)        (244)
    Interest income                                   29           12
    Equity in net earnings (losses) of
     unconsolidated entities                           2          (52)
    Minority interest                                (22)         (21)
    Other, net                                         1            1
                                             ------------ ------------
                                                    (264)        (304)
                                             ------------ ------------

 Income before income taxes                          736          525
 Provision for (benefit from) income taxes           133         (152)
                                             ------------ ------------
 Net income                                         $603         $677
                                             ============ ============


 Basic earnings per common share                   $1.11        $1.19
                                             ============ ============

 Diluted earnings per common share                 $1.09        $1.18
                                             ============ ============

 Basic common shares outstanding                   545.3        567.6
                                             ============ ============

 Diluted common shares outstanding                 550.9        571.3
                                             ============ ============

 Cash dividends per common share (1st
  quarter 2006 dividend of $0.22 per share
  declared in December 2005, paid in March
  2006)                                            $0.22        $0.40
                                             ============ ============


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

                                             Six Months Ended June 30,
                                             -------------------------
                                                2006         2005
                                             ------------ ------------

 EPS Calculation:

 Net income                                         $603         $677
                                             ============ ============



 Number of common shares outstanding at end
  of period                                        541.9        563.0
    Effect of using weighted average common
     shares outstanding                              3.4          4.6
                                             ------------ ------------
 Weighted average basic common shares
  outstanding                                      545.3        567.6
    Dilutive effect of equity-based
     compensation awards, warrants and other
     contingently issuable shares                    5.6          3.7
                                             ------------ ------------
 Weighted average diluted common shares
  outstanding                                      550.9        571.3
                                             ============ ============



 Basic earnings per common share                   $1.11        $1.19
                                             ============ ============

 Diluted earnings per common share                 $1.09        $1.18
                                             ============ ============


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

                                               June 30,   December 31,
                                                2006         2005
                                             ------------ ------------
                                             (Unaudited)
 Assets

 Current assets:
   Cash and cash equivalents                        $569         $666
   Receivables, net                                1,947        2,004
   Other                                           1,066          781
                                             ------------ ------------
      Total current assets                         3,582        3,451

 Property and equipment, net                      10,993       11,221
 Goodwill                                          5,307        5,364
 Other intangible assets, net                        133          150
 Other assets                                        920          949
                                             ------------ ------------
      Total assets                               $20,935      $21,135
                                             ============ ============


 Liabilities and Stockholders' Equity

 Current liabilities:
   Accounts payable, accrued liabilities,
    and deferred revenues                         $2,382       $2,735
   Current portion of long-term debt                 863          522
                                             ------------ ------------
      Total current liabilities                    3,245        3,257

 Long-term debt, less current portion              7,737        8,165
 Other liabilities                                 3,441        3,311
                                             ------------ ------------
      Total liabilities                           14,423       14,733

 Minority interest in subsidiaries and
  variable interest entities                         280          281
 Stockholders' equity                              6,232        6,121
                                             ------------ ------------
      Total liabilities and stockholders'
       equity                                    $20,935      $21,135
                                             ============ ============


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

                                             Six Months Ended June 30,
                                             -------------------------
                                                2006         2005
                                             ------------ ------------

Cash flows from operating activities:
   Net income                                       $603         $677
   Adjustments to reconcile net income to
    net cash provided by operating
    activities:
      Depreciation and amortization                  673          667
      Other                                          (15)           7
      Change in operating assets and
       liabilities, net of effects of
       acquisitions and divestitures                (141)        (248)
                                             ------------ ------------
Net cash provided by operating activities          1,120        1,103
                                             ------------ ------------

Cash flows from investing activities:
   Acquisitions of businesses, net of cash
    acquired                                         (27)         (91)
   Capital expenditures                             (467)        (493)
   Proceeds from divestitures of businesses,
    net of cash divested, and other sales of
    assets                                           155          124
   Purchases of short-term investments            (1,707)        (225)
   Proceeds from sales of short-term
    investments                                    1,499          202
   Net receipts from restricted trust and
    escrow accounts, and other                        48          190
                                             ------------ ------------
Net cash used in investing activities               (499)        (293)
                                             ------------ ------------

Cash flows from financing activities:
   New borrowings                                     96            8
   Debt repayments                                  (149)        (234)
   Common stock repurchases                         (627)        (278)
   Cash dividends                                   (240)        (228)
   Exercise of common stock options and
    warrants                                         202           51
   Other, net                                          -          (73)
                                             ------------ ------------
Net cash used in financing activities               (718)        (754)
                                             ------------ ------------

Effect of exchange rate changes on cash and
 cash equivalents                                      -            1
                                             ------------ ------------

Increase (decrease) in cash and cash
 equivalents                                         (97)          57
Cash and cash equivalents at beginning of
 period                                              666          424
                                             ------------ ------------
Cash and cash equivalents at end of period          $569         $481
                                             ============ ============


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

                                                Quarters Ended
                                         -----------------------------
                                         June 30,  March 31, June 30,
                                           2006      2006      2005
                                         --------- --------- ---------
Operating Revenues by Lines of Business
---------------------------------------

     Collection                            $2,251    $2,159    $2,168
     Landfill                                 834       750       791
     Transfer                                 479       421       463
     Wheelabrator                             226       218       214
     Recycling and other                      265       271       301
     Intercompany (a)                        (645)     (590)     (648)
                                         --------- --------- ---------
       Operating revenues                  $3,410    $3,229    $3,289
                                         ========= ========= =========

Internal Growth of Operating Revenues
 from Comparable Prior Periods
-------------------------------------

   Internal growth                            3.6%      6.1%      4.0%
   Less: Yield changes due to recycling
    commodities, electricity (IPP) and
    fuel surcharge                            0.8%      0.3%      0.7%
                                         --------- --------- ---------
       Adjusted internal growth               2.8%      5.8%      3.3%
                                         ========= ========= =========

Acquisition Summary (b)
-----------------------

   Gross annualized revenue acquired          $22        $7       $11
                                         ========= ========= =========

   Total consideration                        $18        $8       $10
                                         ========= ========= =========

   Cash paid for acquisitions                 $17        $7        $2
                                         ========= ========= =========

Recycling Segment Supplemental Data (c)
---------------------------------------

   Operating revenues                        $181      $189      $203
                                         ========= ========= =========

   Operating expenses                        $154      $163      $173
                                         ========= ========= =========


                                 Quarters Ended     Six Months Ended
                                    June 30,             June 30,
                               ------------------- -------------------
                                 2006      2005      2006      2005
                               --------- --------- --------- ---------
Free Cash Flow Analysis (d)
---------------------------

Net cash provided by operating
 activities                        $557      $595    $1,120    $1,103
Capital expenditures               (296)     (308)     (467)     (493)
Proceeds from divestitures of
 businesses, net of cash
 divested, and other sales of
 assets                             137        27       155       124
                               --------- --------- --------- ---------
Free cash flow                     $398      $314      $808      $734
                               ========= ========= ========= =========

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

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

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

(d) 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
                                         -----------------------------
                                         June 30,  March 31, June 30,
                                           2006      2006      2005
                                         --------- --------- ---------
Balance Sheet Data
------------------

Cash, cash equivalents and short-term
 investments available for use (a)         $1,082      $988      $515
                                         ========= ========= =========

Debt-to-total capital ratio:
     Long-term indebtedness, including
      current portion                      $8,600    $8,620    $8,431
     Total equity                           6,232     6,071     6,197
                                         --------- --------- ---------
        Total capital                     $14,832   $14,691   $14,628
                                         ========= ========= =========

     Debt-to-total capital                   58.0%     58.7%     57.6%
                                         ========= ========= =========

Capitalized interest  (b)                      $4        $3       ($1)
                                         ========= ========= =========


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

Internalization of waste, based on
 disposal costs                              66.8%     66.7%     65.3%
                                         ========= ========= =========

Total landfill disposal volumes (tons in
 millions)                                   33.4      29.9      32.3
Total waste-to-energy disposal volumes
 (tons in millions)                           2.0       2.0       2.0
                                         --------- --------- ---------
     Total disposal volumes (tons in
      millions)                              35.4      31.9      34.3
                                         ========= ========= =========

Active landfills                              286       282       286
                                         ========= ========= =========

Landfills reporting volume                    266       262       265
                                         ========= ========= =========

Amortization and SFAS No. 143 Expenses
 for Landfills Included in Operating
 Groups
--------------------------------------
Non - SFAS No. 143 amortization expense    $108.2     $95.8    $102.3
Amortization expense related to SFAS No.
 143 obligations                             19.0      13.6      19.7
                                         --------- --------- ---------
     Total amortization expense             127.2     109.4     122.0
Accretion and other related expense          14.2      13.5      12.8
                                         --------- --------- ---------
     Landfill amortization, accretion
      and other related expense            $141.4    $122.9    $134.8
                                         ========= ========= =========

(a) The quarters ended June 30, 2006, March 31, 2006 and June 30, 2005
     include short-term investments available for use of $513 million,
     $534 million and $34 million, respectively.

(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 interest
     capitalization.


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

                                                     Quarters Ended
Adjusted Income from Operations as a percent of          June 30,
 Revenue                                           -------------------
                                                     2006      2005
                                                   --------- ---------

As reported:
   Operating revenues                                $3,410    $3,289
   Income from operations                              $565      $463

Income from Operations as a percent of Revenue (a)     16.6%     14.1%

Adjustments to Income from Operations:
   Income from divestitures                            ($40)     ($32)
   Asset impairments                                     13        35
                                                   --------- ---------
        Total                                          ($27)       $3

As adjusted:
   Operating revenues                                $3,410    $3,289
   Income from operations                              $538      $466

Adjusted Income from Operations as a percent of
 Revenue (b)                                           15.8%     14.2%


                                  Quarter Ended       Quarter Ended
                                  June 30, 2006       June 30, 2005
                               ------------------- -------------------
Adjusted Net income and        After-tax Per Share After-tax Per Share
 Diluted Earnings per Share      Amount    Amount    Amount    Amount
                               --------- --------- --------- ---------

Net income and Diluted EPS, as
 reported (c)                      $417     $0.76      $527     $0.92

Adjustments to Net income and
 Diluted EPS:
   Tax audit settlements and
    other tax items                (153)    (0.28)     (311)    (0.55)
   After-tax impact of above
    Adjustments to Income from
    Operations                      (15)    (0.03)        3      0.01
                               --------- --------- --------- ---------

Net income and Diluted EPS, as
 adjusted (d)                      $249     $0.45      $219     $0.38
                               ========= ========= ========= =========

(a) Increase in Income from Operations as a percent of Revenue, as
     reported, of 250 basis points.
(b) Increase in Income from Operations as a percent of Revenue, as
     adjusted, of 160 basis points.
(c) Decrease in Net income and Diluted EPS, as reported, of 20.8% and
     17.4%, respectively.
(d) Increase in Net income and Diluted EPS, as adjusted, of 13.7% and
     18.4%, respectively.

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

    SOURCE: Waste Management, Inc.