that we participate only in transactions that have been publicly
announced. We do not trade on rumors or try to guess takeover
candidates. We just read the newspapers, think about a few of
the big propositions, and go by our own sense of probabilities.
另有一点不同的是我们只参与已经公开对外宣布的案子，我们不会仅靠着谣言或
是去预测可能被购并的对象，我们只看报纸，思考几项关键因素，并依照我们判
断的可能性做决定。
At yearend, our only major arbitrage position was 3,342,000
shares of RJR Nabisco with a cost of $281.8 million and a market
value of $304.5 million. In January we increased our holdings to
roughly four million shares and in February we eliminated our
position. About three million shares were accepted when we
tendered our holdings to KKR, which acquired RJR, and the
returned shares were promptly sold in the market. Our pre-tax
profit was a better-than-expected $64 million.
到了年底，我们剩下唯一的套利投资是334.2万股的RJR Nabisco，投资成本
2.82亿美元，目前市价3.04亿美元，今年一月我们增加持股到400万股，接
着在二月全部出清。有300万股是KKR决定购并RJR后，我们卖给KKR的，
获利6,400万美元略高于预期。
Earlier, another familiar face turned up in the RJR bidding
contest: Jay Pritzker, who was part of a First Boston group that
made a tax-oriented offer. To quote Yogi Berra; t was deja vu
all over again.?
稍早之前，另外一个竞争对手Jay Pritzker-第一波士顿集团浮现加入对RJR的
竞争行列，提出以租税规划为导向的提案，套句Yogi Berra的说法:这感觉识曾
相识！
During most of the time when we normally would have been
purchasers of RJR, our activities in the stock were restricted
because of Salomon participation in a bidding group.
Customarily, Charlie and I, though we are directors of Salomon,
are walled off from information about its merger and acquisition
work. We have asked that it be that way: The information would
do us no good and could, in fact, occasionally inhibit
Berkshire arbitrage operations.
大部分的时间我们买进RJR相当大的限制，由于我们在也是竞争者的所罗兄公司
有投资，虽然查理跟我都是所罗门的董事，但我们却与整个购并案的所有信息隔
绝，而我们认为这样也好，额外的信息对我们不见得就有好处，事实上，有时还
会妨碍到Berkshire进行套利的投资。
However, the unusually large commitment that Salomon
proposed to make in the RJR deal required that all directors be
fully informed and involved. Therefore, Berkshire purchases of
RJR were made at only two times: first, in the few days
immediately following management announcement of buyout plans,
before Salomon became involved; and considerably later, after the
RJR board made its decision in favor of KKR. Because we could
not buy at other times, our directorships cost Berkshire
significant money.
然而由于所罗门的提案规模相当的大，以致于所有的董事都必须完全被知会并参
与，因此Berkshire总共只有两个时点可以进行买进RJR的动作，第一次是当
RJR经营阶层宣布整个购并计画的几天内，当时所罗门还未宣布加入竞标，另外
是后来RJR董事会决定优先考虑KKR的提案，也因为所罗门的董事职务，使得
Berkshire的投资成本大大提高。
Considering Berkshire good results in 1988, you might
expect us to pile into arbitrage during 1989. Instead, we expect
to be on the sidelines.
看到1988年如此丰硕的套利成果，你可能会觉得我们应该继续朝这方面加强，
但事实上，我们决定采取观望的态度。
One pleasant reason is that our cash holdings are down -
because our position in equities that we expect to hold for a
very long time is substantially up. As regular readers of this
report know, our new commitments are not based on a judgment
about short-term prospects for the stock market. Rather, they
reflect an opinion about long-term business prospects for
specific companies. We do not have, never have had, and never
will have an opinion about where the stock market, interest
rates, or business activity will be a year from now.
一个好的理由是因为我们决定大幅提高在长期股权方面的投资，所以目前的现金
水位已经下降，常常读我们年报的人可能都知道，我们的决定不是基于短期股市
的表现，反而我们注重的是个别企业的长期经济展望，我们从来没有、以后也不
会对短期股市、利率或企业活动做任何的评论。
Even if we had a lot of cash we probably would do little in
arbitrage in 1989. Some extraordinary excesses have developed in
the takeover field. As Dorothy says: .oto, I have a feeling
wee not in Kansas any more.?
然而就算是我们现金满满，我们在1989年可能也不会从事太多的套利交易，购
并市场的发展已经有点过头了，就像桃乐斯所说的:「奥图，我觉得我们好象已
经不是在堪萨斯市了！」
We have no idea how long the excesses will last, nor do we
know what will change the attitudes of government, lender and
buyer that fuel them. But we do know that the less the prudence
with which others conduct their affairs, the greater the prudence
with which we should conduct our own affairs. We have no desire
to arbitrage transactions that reflect the unbridled - and, in
our view, often unwarranted - optimism of both buyers and
lenders. In our activities, we will heed the wisdom of Herb
Stein: f something can. go on forever, it will end.?
我们不太确定这种过热的现象会持续多久，包含参与热潮的政府、金主与买家的
态度会如何转变，不过我们可以确定的是，当别人越没有信心参与这些活动时，
我们的信心也就越高，我们不愿意参与那些反应买方与金主无可救药的乐观，通
常我们认为那是无保障的，在此我们宁愿注重Herb Stein的智能，若一件事不
能持久不衰，那么它终将结束。
Efficient Market Theory
效率市场理论
The preceding discussion about arbitrage makes a small
discussion of .fficient market theory?(EMT) also seem relevant.
This doctrine became highly fashionable - indeed, almost holy
scripture in academic circles during the 1970s. Essentially, it
said that analyzing stocks was useless because all public
information about them was appropriately reflected in their
prices. In other words, the market always knew everything. As a
corollary, the professors who taught EMT said that someone
throwing darts at the stock tables could select a stock portfolio
having prospects just as good as one selected by the brightest,
most hard-working security analyst. Amazingly, EMT was embraced
not only by academics, but by many investment professionals and
corporate managers as well. Observing correctly that the market
was frequently efficient, they went on to conclude incorrectly
that it was always efficient. The difference between these
propositions is night and day.
前面提到的套利活动使得我们有必要讨论一下市场效率理论，这理论在近年来变
得非常热门，尤其在1970年代的学术圈被奉为圣旨，基本上它认为分析股票是
没有用的，因为所有公开的信息皆已反应在其股价之上，换句话说，市场永远知
道所有的事，学校教市场效率理论的教授因此做了一个推论，比喻说任何一个人
射飞镖随机所选出来的股票组合可以媲美，华尔街最聪明、最努力的证券分析师
所选出来的投资组合，令人惊讶的是市场效率理论不但为学术界所拥抱，更被许
多投资专家与企业经理人所接受，正确地观察到市场往往是具有效率的，他们却
继续下了错误的结论，市场永远都具有效率，这中间的假设差异，简直有天壤之
别。
In my opinion, the continuous 63-year arbitrage experience
of Graham-Newman Corp. Buffett Partnership, and Berkshire
illustrates just how foolish EMT is. (There plenty of other
evidence, also.) While at Graham-Newman, I made a study of its
earnings from arbitrage during the entire 1926-1956 lifespan of
the company. Unleveraged returns averaged 20% per year.
Starting in 1956, I applied Ben Graham arbitrage principles,
first at Buffett Partnership and then Berkshire. Though Ie not
made an exact calculation, I have done enough work to know that
the 1956-1988 returns averaged well over 20%. (Of course, I
operated in an environment far more favorable than Ben; he had
1929-1932 to contend with.)
就我个人的看法，就我个人过去在葛拉罕-纽曼公司、巴菲特合伙企业与
Berkshire公司连续63年的套利经验，说明了效率市场理论有多么的愚蠢(当然
还有其它一堆证据)，当初在葛拉罕-纽曼公司上班时，我将该公司1926年到
1956年的套利成果做了一番研究，每年平均20%的投资报酬率，之后从1956
年开始我在巴菲特合伙企业与之后的Berkshire公司，运用葛拉罕的套利原则，
虽然我并没有仔细地去算，但1956年到1988年间的投资报酬率应该也有超过
20%，(当然之后的投资环境比起葛拉罕当时要好的许多，因为当时他遇到过
1929-1932年的景气大萧条)。
All of the conditions are present that are required for a
fair test of portfolio performance: (1) the three organizations
traded hundreds of different securities while building this 63-
year record; (2) the results are not skewed by a few fortunate
experiences; (3) we did not have to dig for obscure facts or
develop keen insights about products or managements - we simply
acted on highly-publicized events; and (4) our arbitrage
positions were a clearly identified universe - they have not been
selected by hindsight.
所有的条件皆以具备来公平测试投资组合的表现(1)三个公司63年来买卖了上
百种不同的股票证券(2)结果应该不会因为某个特别好的个案所扭曲(3)我们不需
要故意隐瞒事实或是宣扬我们的产品优秀或是经营者眼光独到，我们只是从事高
度公开的个案(4)我们的套利部份可以很容易就被追查到，他们并不是事后才特
别挑选出来的
Over the 63 years, the general market delivered just under a
10% annual return, including dividends. That means $1,000 would
have grown to $405,000 if all income had been reinvested. A 20%
rate of return, however, would have produced $97 million. That
strikes us as a statistically-significant differential that
might, conceivably, arouse one curiosity.
过去63年来，大盘整体的投资报酬(加计股利)大概只有10%，意思是说若当初
投入1,000美元的话，现在可以获得405,000美元，但是若投资报酬率改为
20%的话，现在却会变成9,700万美元，统计上如此大的差异使得我们不禁好
奇的想要怀疑，然而理论支持者从来就不会去注意理论与现实如此地不相符，确
实现在他们讲话已不如过去那么大声，但据我所知却没有任何一个人愿意承认错
误，不管他们已经误导了多少个学生，市场效率理论还是继续在各个企管名校间
列为投资课程的重要教材之一，很显然的，死不悔改、甚而曲解神意，不是只有
神学家才做的出来。
Yet proponents of the theory have never seemed interested in
discordant evidence of this type. True, they don. talk quite as
much about their theory today as they used to. But no one, to my
knowledge, has ever said he was wrong, no matter how many
thousands of students he has sent forth misinstructed. EMT,
moreover, continues to be an integral part of the investment
curriculum at major business schools. Apparently, a reluctance
to recant, and thereby to demystify the priesthood, is not
limited to theologians.
Naturally the disservice done students and gullible
investment professionals who have swallowed EMT has been an
extraordinary service to us and other followers of Graham. In
any sort of a contest - financial, mental, or physical - it an
enormous advantage to have opponents who have been taught that
it useless to even try. From a selfish point of view,
Grahamites should probably endow chairs to ensure the perpetual
teaching of EMT.
自然而然，这些遇人不淑的学生与被骗的投资专家在接受市场效率理论后，对于
我们与其它葛拉罕的追随者实在有莫大的帮助，在任何的竞赛中，不管是投资、
心智或是体能方面，要是遇到对手被告知思考与尝试是没有用的，对我们来说等
于是占尽了优势，从一个自私的观点来看，葛拉罕学派应该祈祷市场效率理论
能够在校园中永为流传。
All this said, a warning is appropriate. Arbitrage has
looked easy recently. But this is not a form of investing that
guarantees profits of 20% a year or, for that matter, profits of
any kind. As noted, the market is reasonably efficient much of
the time: For every arbitrage opportunity we seized in that 63-
year period, many more were foregone because they seemed
properly-priced.
说了那么多，最后还是要提出一个警告，最近套利看起来相当容易，但它却不是
永远都保证有20%报酬的投资活动，现在的市场比起过去来的有效率许多，除
了我们过去63年所真正掌握的套利活动之外，还有更多是因为价格合理而因此
被舍弃掉的。
An investor cannot obtain superior profits from stocks by
simply committing to a specific investment category or style. He
can earn them only by carefully evaluating facts and continuously
exercising discipline. Investing in arbitrage situations, per
se, is no better a strategy than selecting a portfolio by
throwing darts.
一个投资者很难只靠单一一种投资类别或投资风格而创造超人的利益，他只能靠
着仔细评估事实并持续地遵照原则才能赚取超额利润，就套利投资本身而言，并
没有比选择利用飞镖选股的策略好到哪里去。
New York Stock Exchange Listing
纽约证券交易所挂牌
Berkshire shares were listed on the New York Stock
Exchange on November 29, 1988. On pages 50-51 we reproduce the
letter we sent to shareholders concerning the listing.
Berkshire的股份于1988年11月29日正式在纽约证券交易所挂牌，后面附
有我们写给股东有关挂牌的正式声明。
Let me clarify one point not dealt with in the letter:
Though our round lot for trading on the NYSE is ten shares, any
number of shares from one on up can be bought or sold.
除了那封信之外，我个人还有一点要说明，虽然我们在交易所的基本交易单位是
10股，但只要是1股以上还是一样可以进行买卖。
As the letter explains, our primary goal in listing was to
reduce transaction costs, and we believe this goal is being
achieved. Generally, the spread between the bid and asked price
on the NYSE has been well below the spread that prevailed in the
over-the-counter market.
另外如同信中所提到的，我们之所以决定挂牌的主要目的是要降低交易成本，而
我相信这目的也已经达到，一般来说，在NYSE买卖之间的价差会比在柜台买卖
要来得小的多。
Henderson Brothers, Inc., the specialist in our shares, is
the oldest continuing specialist firm on the Exchange; its
progenitor, William Thomas Henderson, bought his seat for $500 on
September 8, 1861. (Recently, seats were selling for about
$625,000.) Among the 54 firms acting as specialists, HBI ranks
second in number of stocks assigned, with 83. We were pleased
when Berkshire was allocated to HBI, and have been delighted with
the firm performance. Jim Maguire, Chairman of HBI, personally
manages the trading in Berkshire, and we could not be in better
hands.
负责买卖Berkshire股份的是Henderson兄弟公司-交易所中一家老牌专家，
它的前身William Thomas Henderson，是在1861年以500块美金买下一个
交易所的席位(最近一个席位的成交价大约是62.5万美金)，在所有54家交易
公司当中，HBI共被分配到第二多的83种股票，我们很高兴Berkshire能够被
分配给HBI负责交易，到目前为止对于他们的服务感到相当满意，该公司负责人
Jim Maguire亲自负责Berkshire的交易，他是我们可以找到的最佳人选。
In two respects our goals probably differ somewhat from
those of most listed companies. First, we do not want to
maximize the price at which Berkshire shares trade. We wish
instead for them to trade in a narrow range centered at intrinsic
business value (which we hope increases at a reasonable - or,
better yet, unreasonable - rate). Charlie and I are bothered as
much by significant overvaluation as significant undervaluation.
Both extremes will inevitably produce results for many
shareholders that will differ sharply from Berkshire business
results. If our stock price instead consistently mirrors
business value, each of our shareholders will receive an
investment result that roughly parallels the business results of
Berkshire during his holding period.
有两点是我们与其它挂牌公司最大不同的地方，第一我们不希望Berkshire的股
价过高，主要是希望它能够反应的实质价值范围内交易(当然我们希望实质价值
能够以合理的速度增加，当然能够不合理的增加更好)，查理跟我都不希望，股
价被过分高估或是被过分低估，两者都会使Berkshire的股东的获利与公司本身
经营获利状况不相当，所以如果Berkshire的股价持续地反应企业实质的价值，
则我们可以确定每个股东在他持有公司股份的期间所获得的利益，都能与公司本
身营运的获利成等比。
Second, we wish for very little trading activity. If we ran
a private business with a few passive partners, we would be
disappointed if those partners, and their replacements,
frequently wanted to leave the partnership. Running a public
company, we feel the same way.
第二我们希望交易量越少越好，如果我们经营的是一家只有几位合伙人的私人企
业，我们也不希望合伙人时常进进出出合伙事业，经营一家公开上市公司也是同
样的道理。
Our goal is to attract long-term owners who, at the time of
purchase, have no timetable or price target for sale but plan
instead to stay with us indefinitely. We don. understand the
CEO who wants lots of stock activity, for that can be achieved
only if many of his owners are constantly exiting. At what other
organization - school, club, church, etc. - do leaders cheer when
members leave? (However, if there were a broker whose livelihood
