Motley Fool guest contributor Jeff Matthews is author of Pilgrimage to Warren Buffett's Omaha: A Hedge Fund Manager's Dispatches From Inside the Berkshire Hathaway Annual Meeting. His distinctive financial blog, JeffMatthewsIsNotMakingThisUp, has a loyal following among Wall Street analysts, traders, and portfolio managers, as well as investors around the world.

I'm going to start off this guest column by breaking a bit of news for Fool readers.

It's something not a single mainstream media outlet picked up while covering the 2009 Berkshire Hathaway (NYSE:BRK-A) (NYSE:BRK-B) annual shareholder meeting in Omaha last weekend -- Warren Buffett's "Woodstock for Capitalists," which 35,000 people reportedly attended.

The news is this: There was nothing close to 35,000 people at the Berkshire meeting last Saturday. In fact, I'd bet attendance was actually down from last year's count of 31,000. The crowds were thinner by far this year.

Anybody with eyes could see it
You could see it at the jewelry counters at Berkshire-owned Borsheim's, which weren't as busy as usual the Friday night before the meeting. You could see it in the lines inside the Costco-sized Qwest Center Exhibition Hall, where Berkshire's wares -- from GEICO insurance to Ginsu knives -- could be purchased.

You could even see it at the Saturday shareholder meeting, which is held inside the 17,000-seat Qwest Center arena (think Madison Square Garden -- that's how big it is), where the seats filled up about as quickly as they normally do ... and yet, there were still empty seats to be found when the meeting started.

Now, how could the World's Greatest Investor get the attendance at his own meeting wrong?

Simple: Berkshire bases its count on the number of shareholder passes sent out (each shareholder gets up to four passes). Yet those shareholders do not necessarily use all of their passes. And with the economic downturn, some investors ended up staying home.

Not that the precise attendance of the world's most profitable (and probably only profitable) annual meeting is a big deal. The big deal is what happens inside the Qwest Center arena when Warren Buffett -- sitting at a table on a small stage next to his brilliant, cantankerous business partner, Charlie Munger -- looks at his watch and then says into the microphone, "Good morning. I'm Warren."

That's when the real fun begins
This year, however, there was a bit less fun than in recent years. First of all, the mood was downbeat. After all, Berkshire investors had seen their stock drop by a third in 2008 -- not much better than the 37% drop in the S&P 500.

Second, Buffett changed the way questions could be asked. In years past, anybody who got up early enough to get a spot at one of the 12 microphones placed around the arena could ask a question, if called upon. This led to questions such as, "Do you know and believe in Jesus Christ and do you have a personal relationship with God?" -- a question that was actually asked last year. (You can read Buffett's answer in my book.)

This year, three reporters asked questions submitted by email, alternating with shareholders chosen by lottery. The result was fewer questions asked and answered -- 51 by my count, versus 63 last year -- but many more questions focused on Berkshire and its businesses.

The very first question of Buffett was, as might have been expected, about Berkshire's exposure to derivatives. Buffett accurately called derivatives "ticking time bombs" five years ago, yet he has loaded up Berkshire's balance sheet with more than $65 billion in notional value (the value of the assets underlying the derivative contracts) worth of the stuff.

Buffett explained, as he did in his letter to shareholders, that he does not shy away from money-making opportunities even in dangerous areas, and that Berkshire is likely to make money on the bulk of the derivatives.

He was asked about the role of Moody's (NYSE:MCO) in the financial meltdown, and whether he had ever considered using Berkshire's 20% stake in that company to try to promote better behavior by the ratings agency.

Buffett said -- rather blandly, I thought -- "I don't think I've ever made a call" to the management of one of Berkshire's investments (before noting a few minor exceptions), and pessimistically noted, "Charlie and I have been on the board of companies where we own a lot of stock and didn't have much luck in changing behavior."

Asked why he doesn't name his successor, Buffett said, quite rationally, the candidates to replace him "are running businesses ... and to sit around headquarters while I'm sitting around reading and answer the phone -- it'd be ridiculous."

Asked who is in line to replace the little-known but mightily important insurance ace, Ajit Jain -- Berkshire's single most important profit generator outside Warren Buffett himself -- Buffett said nobody. "It would be impossible to replace Ajit," he says. "And we wouldn't try." For Berkshire shareholders, this is a bit spooky: Ajit Jain is as vital to Berkshire's huge insurance business as any individual, including Buffett.

By far the most intriguing question -- and answer -- came when Buffett was asked how the investment managers he is trying out to replace him did in 2008. Turns out none of the four did any better than "match the S&P." Buffett dismissed their results with a self-deprecating line: "You would say that they did not cover themselves in glory, but I did not cover myself in glory, so I'm more tolerant."

This generated laughter from the crowd, but for investors brought up on Buffett's first rule of investing, "Never lose money," it might have generated an uneasy feeling about what might happen to Berkshire's investment portfolio when Buffett is no longer around to manage it.

What makes Berkshire special?
Along the way, Buffett and Munger got in their usual digs at academia and investment bankers while promoting a liberal diet of See's Candies (which Berkshire owns outright) and Coca-Cola (NYSE:KO) (of which Berkshire owns 8%); the duo consumed both products while answering questions.

Munger, interestingly enough, was far more outspoken this year than last, probably because the questions weren't the goo-goo-eyed "What Would Warren Do?" type of meandering feel-goods of yore.

Asked whether Buffett and Munger would buy Berkshire stock given their ages (78 and 85, respectively), Buffett took the opportunity to repeat his view that the heart of Berkshire Hathaway is not himself and his business partner; it is the culture they have instilled in a decentralized business run by independent CEOs who do what they love every day, overseeing dozens of companies with a quarter million employees -- without any interference from the 19 employees at the Omaha headquarters, and no attempt to please the short-term whims of Wall Street.

The shareholders -- all 35,000, or 31,000, or whatever the number -- ate it up.

For more Foolishness on the Berkshire meeting:

Guest contributor Jeff Matthews owns shares of Berkshire Hathaway. Jeff does not own shares of any other companies mentioned; however, his clients may have such positions. The Motley Fool also owns shares of Berkshire Hathaway. Berkshire Hathaway and Moody's are Inside Value and Stock Advisor recommendations. Coca-Cola is an Inside Value pick as well. We tell you all of this because of the Fool's strict disclosure policy.