SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* LOCKWOOD STEPHEN J (Last) (First) (Middle) C/O S.J. LOCKWOOD & COMPANY, LLC 27 CONGRESS STREET, SUITE 108 (Street) SALEM MA 01970 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol AFFILIATED MANAGERS GROUP INC [ AMG ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 07/24/2003
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Director Stock Option (Right to Buy)	$65.25	07/24/2003		A		3,750		12/31/2006(1)	07/24/2010	Common Stock	3,750	$65.25	21,249	D

Explanation of Responses:

1. The option is exercisable in 25% increments on each of December 31, 2003, December 31, 2004, December 31, 2005 and December 31, 2006. The exercisability of this option would be accelerated upon change of control of the Company.

	/s/ John Kingston, III, as Attorney-in-Fact	07/28/2003
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
hereby severally constitutes and appoints John Kingston,
III, Darrell W. Crate and Nathaniel Dalton, and each of
them singly, with full power of substitution and
resubstitution, as the undersigned's true and lawful
attorney-in-fact with full power and authority to them, and
each of them singly, to prepare, sign and file for the
undersigned, in the undersigned's name and capacity
indicated below, any and all filings and documents
(including without limitation any exhibits and amendments
thereto) of the undersigned or Affiliated Managers Group,
Inc. pursuant to the Securities Exchange Act of 1934, as
amended (the "Act"), including without limitation filings
pursuant to Section 16 of the Act and the rules and
regulations promulgated thereunder, and generally to do all
such things in the undersigned's name and capacity
indicated below to enable the undersigned and Affiliated
Managers Group, Inc. to comply with the provisions of the
Act and all requirements of the Securities and Exchange
Commission, hereby ratifying and confirming the
undersigned's signatures as they may be signed by said
attorneys, or any of them, or any substitute or substitutes
of any of them, on said filings, documents, exhibits and
any and all amendments thereto, and hereby ratifying and
confirming all that said attorneys, or any of them, or any
substitute or substitutes of any of them, may lawfully do
or cause to be done by virtue hereof.
	Witness my hand, this 29th day of August, 2002.




By:  /s/Stephen J. Lockwood
Name:  Stephen J. Lockwood
Title: Director