NASDAQ Announces Second Quarter 2007 Results

Jul 19, 2007

Jul 19, 2007 (PrimeNewswire via COMTEX News Network) --


                Highest Ever Reported Operating Income
              Matched Market Share Reaches Record Levels

NEW YORK, July 19, 2007 (PRIME NEWSWIRE) -- The Nasdaq Stock Market, Inc. ("NASDAQ(r)") (Nasdaq:NDAQ), today reported second quarter 2007 net income of $56.1 million, or $0.39 per diluted share, an increase of $39.5 million from $16.6 million, or $0.13 per diluted share, in the second quarter of 2006, and an increase of $37.8 million from $18.3 million, or $0.14 per diluted share, in the first quarter 2007.

Operating income was $99.0 million for the second quarter of 2007, an increase of $62.7 million when compared to $36.3 million for the second quarter of 2006, and up $17.6 million, or 21.6% from $81.4 million reported in the first quarter of 2007.

Revenues, less liquidity rebates, brokerage, clearance and exchange fees ("net exchange revenues") were $198.7 million in the second quarter of 2007, an increase of 16.1% from $171.1 million in the year-ago period, and up 3.4% from $192.1 million reported in the first quarter of 2007.

"In the second quarter of 2007 NASDAQ's core business operated on all cylinders, reaching record operating earnings on the back of new product innovation and customer service initiatives. In addition, we are pleased with the pace of our integration planning efforts with our prospective merger partner OMX and are confident that together we will create the strongest global marketplace and technology platform," commented Bob Greifeld, President and Chief Executive Officer of NASDAQ. "Our ability to capture market share has grown NASDAQ into the largest single pool of liquidity for trading cash equities, creating a robust platform for growth. To that end, we believe our business is poised to deliver strong results over the second half of the year through continued product innovation and diversification."

Recent Highlights


  *  Entered into an agreement to combine with OMX AB to create the
     world's premier exchange and technology company.
  *  NASDAQ became the largest single pool of liquidity in which to
     trade U.S. listed equities.  NASDAQ also achieved new market
     share highs in the trading of U.S. listed equities, matching a
     record high 28.8% of traded volume; while share volume matched by
     NASDAQ grew 19.7% from the prior year quarter.
  *  Quarterly operating income reached the highest level ever
     recorded for NASDAQ, increasing 172.7% from the prior year's
     quarter and 21.6% from the prior quarter.
  *  Expanded NASDAQ's comprehensive suite of crossing products with
     the launch of the intra-day and post-close cross, enabling
     institutional-sized orders to find liquidity anonymously and with
     greater efficiency.
  *  Announced plans to launch The NASDAQ ETF Market, a market segment
     designed specifically for exchange traded funds (ETFs) and Index
     Linked Notes (ILNs).  The program will further strengthen
     NASDAQ's leadership position in the U.S. ETF sector.  In June
     2007, NASDAQ captured more U.S. ETF market share than any other
     U.S. exchange with total ETF volume at 52.1%

2007 Outlook

NASDAQ expects the following results for the full-year 2007:


  *  Net income in the range of $171.0 million to $181.0 million for
     the year.
  *  Net exchange revenues in the range of $775.0 million to $790.0
     million.
  *  Total operating expenses in the range of $400.0 million to $415.0
     million.

"Operating margins for the quarter were 49.8%, demonstrating our ability to deliver synergies from acquisitions while simultaneously introducing innovative customer products and services," commented NASDAQ's Chief Financial Officer, David Warren. "Our focus on operating efficiency is yielding positive results. This focus will continue to drive value for our shareholders as we introduce new services such as our Options and Portal markets, and strive to complete our planned combination with OMX."

Financial Review

Net exchange revenues increased 16.1% in the second quarter to $198.7 million, up from $171.1 million in the prior year quarter, and up 3.4% from $192.1 million reported in the first quarter of 2007.

Market Services

Market Services net exchange revenues increased to $127.9 million, or 18.8%, from prior year quarter, and increased 1.8% from the prior quarter.


                             Three Months Ended      % Variance from
                       ---------------------------- -----------------
                       June 30    Mar 31   June 30    Prior    Prior
                         2007      2007      2006    Quarter   Year
                       --------  --------  --------  -------  -------
 (in millions of
  dollars)
 NASDAQ Market Center
  Execution and trade
   reporting revenues  $  426.1  $  437.0  $  291.4   (2.5)%  46.2 %
  Access services
   revenues                19.0      18.6      13.1    2.2 %  45.0 %
  Tape fee revenue
   sharing                 (7.0)     (7.1)     (5.3)  (1.4)%  32.1 %
  NASDAQ General
   Revenue Sharing
   Program                   --        --      (0.1)    --      NM
                       --------  --------  --------
   Total NASDAQ Market
    Center revenues       438.1     448.5     299.1   (2.3)%  46.5 %

 Cost of revenues
  Liquidity rebates      (238.3)   (225.2)   (170.6)   5.8 %  39.7 %
  Brokerage, clearance
   and exchange fees     (121.2)   (144.7)    (69.3) (16.2)%  74.9 %
                       --------  --------  --------
   Total cost of
    revenues             (359.5)   (369.9)   (239.9)  (2.8)%  49.9 %
                       --------  --------  --------
   Revenues less
    liquidity rebates,
    brokerage,
    clearance and
    exchange fees from
    NASDAQ Market
    Center                 78.6      78.6      59.2     --    32.8 %

 NASDAQ Market Services
  Subscriptions
  Proprietary revenues     21.1      19.8      23.1    6.6 %  (8.7)%
  Non-proprietary
   revenues                33.7      32.1      25.6    5.0 %  31.6 %
  NASDAQ Revenue
   Sharing Programs        (1.5)     (3.1)     (2.6) (51.6)% (42.3)%
  UTP Plan revenue
   sharing                (11.6)     (9.6)     (6.2)  20.8 %  87.1 %
                       --------  --------  --------
   Total NASDAQ Market
    Services
    Subscription
    revenues               41.7      39.2      39.9    6.4 %   4.5 %
  Other Market
   Services revenues        7.6       7.8       8.6   (2.6)% (11.6)%
                       --------  --------  --------
 Revenues less
  liquidity rebates,
  brokerage, clearance
  and exchange fees
  from Market Services $  127.9  $  125.6  $  107.7    1.8 %  18.8 %
                       ========  ========  ========

 NM - Not meaningful.  Denotes variances equal to or greater than 100%

  *  Increases in NASDAQ Market Center net exchange revenues from the
     prior year's quarter are primarily due to increases in trade
     execution market share for NYSE- and AMEX-listed equities.  Total
     NYSE-listed share volume reported to NASDAQ increased from 22.7%
     in the second quarter of 2006 to 34.5% in the second quarter of
     2007, while total AMEX-listed share volume reported to NASDAQ
     increased from 46.1% to 53.3% for the same periods.
  *  Market Services Subscriptions revenues increased from the prior
     year quarter as growth in subscriber populations drove revenues
     higher.  Also contributing to the increase is a decline in the
     amount of revenues shared through NASDAQ Revenue Sharing
     Programs, which resulted from changes to the plan structure.
     Somewhat offsetting these increases are higher revenues shared
     with UTP Plan participants.  Also, adjustments were made in the
     second quarter of 2006 as NASDAQ was no longer required to share
     NQDS revenues with UTP Plan Participants.  Although this change
     became effective February 7, 2006 it was not implemented until
     the second quarter of 2006.  Therefore, an adjustment was not
     recorded until the second quarter of 2006, resulting in the
     reporting of higher than normal proprietary revenues, lower than
     normal non-proprietary revenues, and lower than normal UTP
     revenue sharing in the second quarter of 2006.  Although reported
     proprietary revenues declined from the prior year quarter, when
     accounting for the second quarter 2006 adjustment discussed
     above, proprietary revenues actually increased approximately
     19.9%.  Similarly, when accounting for the second quarter 2006
     adjustment, non-proprietary revenues increased approximately
     8.4%, and UTP Plan revenue sharing increased approximately 54.7%.
     Increases from prior quarter are primarily due to higher
     subscriber populations for proprietary and non-proprietary
     products, a decline in the amount of revenues shared through
     NASDAQ Revenue Sharing Programs, somewhat offset by higher
     revenues shared with UTP Plan participants.

Issuer Services

During the quarter Issuer Services revenues increased 11.5% to $70.7 million from the prior year quarter and increased 6.5% from prior quarter.


                            Three Months Ended      % Variance from
                       ---------------------------  -----------------
                       June 30    Mar 31   June 30    Prior    Prior
                         2007      2007      2006    Quarter   Year
                       --------  --------  --------  -------  -------
 (in millions of
  dollars)
 Corporate Client Group

  Annual renewal fees     $31.1     $30.7     $26.9    1.3 %   15.6 %
  Listing of additional
   shares fees             10.1       9.7       9.2    4.1 %    9.8 %
  Initial listing fees      5.5       5.4       6.0    1.9 %   (8.3)%
  Corporate Client
   services                13.2      11.7      10.2   12.8 %   29.4 %
                       --------  --------  --------
   Total Corporate
    Client Group
    revenues               59.9      57.5      52.3    4.2 %   14.5 %
                       --------  --------  --------

 NASDAQ Financial Products

 Licensing revenues         9.0       7.3       9.7   23.3 %   (7.2)%
 Other revenues             1.8       1.6       1.4   12.5 %   28.6 %
                       --------  --------  --------
   Total NASDAQ
    Financial Products
    revenues               10.8       8.9      11.1   21.3 %   (2.7)%
                       --------  --------  --------
 Total Issuer Services
  revenues                $70.7     $66.4     $63.4    6.5 %   11.5 %
                       ========  ========  ========

  *  Increases in Corporate Client Group revenues from prior year are
     driven primarily by revised annual renewal fees introduced
     earlier this year.  Also contributing to the increase are higher
     revenues generated within NASDAQ's Corporate Client services,
     which are due to recent acquisitions as well as expanding
     customer utilization of services.  Increases from the prior
     quarter are driven by fees generated from new listings as well as
     increasing customer utilization of NASDAQ's Corporate Client
     services.
  *  NASDAQ Financial Products revenues decreased from the prior year
     quarter due to a decline in licensing fees associated with
     options traded for NASDAQ-licensed ETFs.  Revenues increased from
     the first quarter due primarily to higher ETF licensing revenue.

Total Operating Expenses

Total operating expenses decreased 26.0% to $99.7 million from $134.8 million in the prior year quarter and decreased 9.9% from $110.7 million in the prior quarter. Second quarter 2007 expenses decreased from last year due to the completion of the INET acquisition integration, which resulted in NASDAQ migrating all trading to a single trading platform. Also contributing to the decline from prior year were charges incurred in the second quarter 2006 associated with the extinguishment of a credit facility, costs associated with NASDAQ's continuing efforts to reduce operating expenses and improve the efficiency of its operations, offset somewhat by a foreign currency gain. Expenses decreased from first quarter 2007 primarily due to charges incurred in the prior quarter related to a NASDAQ clearing contract, offset somewhat by the recording of a gain associated with freezing the employee pension plan and SERP.

Earnings Per Share

Second quarter earnings per diluted share were $0.39 versus $0.13 per diluted share in the prior year quarter, and $0.14 in the first quarter of 2007. NASDAQ's weighted average shares outstanding used to calculate diluted earnings per share were 152.0 million in the quarter versus 145.2 million in the year-ago quarter and 151.8 million in the first quarter 2007.

NASDAQ(r) is the largest electronic equity securities market in the United States. With approximately 3,200 companies, it lists more companies and, on average, trades more shares per day than any other U.S. market. It is home to category-defining companies that are leaders across all areas of business including technology, retail, communications, financial services, transportation, media and biotechnology industries. For more information about NASDAQ, visit the NASDAQ Web site at www.nasdaq.com or the NASDAQ Newsroom(sm) at www.nasdaqnews.com. NDAQF

Non-GAAP Information

In addition to disclosing results determined in accordance with U.S. generally accepted accounting principles ("GAAP"), NASDAQ also discloses certain non-GAAP results of operations, including total expenses, operating income, net income and diluted earnings per share, that exclude certain charges that are described in the reconciliation table of non-GAAP to GAAP information provided at the end of this release. Management believes that this non-GAAP information provides investors with additional information to assess NASDAQ's operating performance by excluding these costs and assists investors in comparing our operating performance to prior periods. Management uses this non-GAAP information, along with GAAP information, in evaluating its historical operating performance.

The non-GAAP information is not prepared in accordance with GAAP and may not be comparable to non-GAAP information used by other companies. The non-GAAP information should not be viewed as a substitute for, or superior to, other data prepared in accordance with GAAP.

Cautionary Note Regarding Forward-Looking Statements

Information set forth in this communication contains forward-looking statements, which involve a number of risks and uncertainties. NASDAQ and OMX caution readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Such forward-looking statements include, but are not limited to, projections about our future financial results and statements about the implementation dates and benefits of certain strategic initiatives, including the proposed business combination transaction involving NASDAQ and OMX AB, including estimated revenue and cost synergies, the Combined Group's plans, objectives, expectations and intentions and other statements that are not historical facts. Forward-looking statements involve a number of risks, uncertainties or other factors beyond NASDAQ's control. These factors include, but are not limited to, NASDAQ's ability to implement its strategic initiatives,economic, political and market conditions and fluctuations, government and industry regulation, interest rate risk, U.S. and global competition, and other factors detailed in NASDAQ's filings with the U.S. Securities Exchange Commission (the "SEC"), including its Report on Form 10-K for the fiscal year ending December 31, 2006 which is available on NASDAQ's website at http://www.nasdaq.com and the SEC's website at SEC's website at www.sec.gov. and in OMX's filings with the Swedish Financial Supervisory Authority (Sw. Finansinspektionen) (the "SFSA") including its annual report for 2006, which is available on OMX's website at http://www.omxgroup.com. The parties undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

Notice to OMX shareholders

While the Offer is being made to all holders of OMX shares, this document does not constitute an offer to purchase, sell or exchange or the solicitation of an offer to purchase, sell or exchange any securities of OMX or an offer to purchase, sell or exchange or the solicitation of an offer to purchase, sell or exchange any securities of NASDAQ in any jurisdiction in which the making of the Offer or the acceptance of any tender of shares therein would not be made in compliance with the laws of such jurisdiction. In particular, the Offer is not being made, directly or indirectly, in or into Australia, Canada, Japan or South Africa. While NASDAQ reserves the right to make the Offer in or into the United Kingdom or any other jurisdiction pursuant to applicable exceptions or following appropriate filings and prospectus or equivalent document publication by NASDAQ in such jurisdictions, pending such filings or publications and in the absence of any such exception the Offer is not made in any such jurisdiction.

Additional Information About the Nasdaq/OMX Transaction

In connection with the proposed business combination transaction, OMX and NASDAQ expect that NASDAQ will file with the SEC a Registration Statement on Form S-4 that will include a proxy statement of NASDAQ that also constitutes a prospectus of NASDAQ. Investors and security holders are urged to read the proxy statement/prospectus and any amendments and other applicable documents regarding the proposed business combination transaction if and when they become available because they will contain important information. You may obtain a free copy of those documents (if and when available) and other related documents filed by NASDAQ with the SEC at the SEC's website at www.sec.gov. The proxy statement/prospectus (if and when it becomes available) and the other documents may also be obtained for free by accessing NASDAQ's website at http://www.nasdaq.com and OMX's website at http://www.omxgroup.com.

NASDAQ and its directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from NASDAQ stockholders in respect of the transactions described in this communication. You can find information about NASDAQ's executive officers and directors in NASDAQ's definitive proxy statement filed with the SEC on April 20, 2007. You can obtain free copies of these documents and of the proxy statement prospectus (when it becomes available) from NASDAQ by accessing NASDAQ's website at http://www.nasdaq.com. Additional information regarding the interests of such potential participants will be included in the proxy statement/prospectus and the other relevant documents filed with the SEC when they become available.


                       The Nasdaq Stock Market, Inc.
            Unaudited Condensed Consolidated Statements of Income
          (in millions, except per share amounts and other drivers)

                         Three Months Ended        Six Months Ended
                    ----------------------------  ------------------
                    June 30,  March 31, June 30,  June 30,  June 30,
                      2007      2007      2006      2007      2006
                    --------  --------  --------  --------  --------

  Revenues
  Market Services   $  487.4  $  495.5  $  347.6  $  982.9  $  684.9
  Issuer Services       70.7      66.4      63.4     137.1     122.3
  Other                  0.1       0.1        --       0.1       0.2
                    --------  --------  --------  --------  --------
    Total revenues     558.2     562.0     411.0   1,120.1     807.4
  Cost of revenues
  Liquidity rebates   (238.3)   (225.2)   (170.6)   (463.5)   (337.8)
  Brokerage,
   clearance
   and exchange fees  (121.2)   (144.7)    (69.3)   (265.9)   (136.5)
                    --------  --------  --------  --------  --------
    Total cost of
     revenues         (359.5)   (369.9)   (239.9)   (729.4)   (474.3)
                    --------  --------  --------  --------  --------
  Revenues less
   liquidity rebates,
   brokerage,
   clearance and
   exchange fees       198.7     192.1     171.1     390.7     333.1
                    --------  --------  --------  --------  --------

  Operating Expenses
  Compensation and
   benefits             49.7      44.3      48.0      94.0      96.9
  Marketing and
   advertising           4.2       4.9       3.8       9.1       8.9
  Depreciation and
   amortization          9.8       9.8      21.5      19.6      46.0
  Professional and
   contract services     8.7       8.4       7.3      17.0      16.2
  Computer operations
   and data
   communications        7.9       8.2      10.3      16.1      20.2
  Provision for bad
   debts                (1.4)      3.5       1.8       2.1       1.9
  Occupancy              9.0       8.9       8.2      17.9      16.2
  Regulatory             7.1       6.7        --      13.8        --
  General,
   administrative
   and other             4.7      16.0      24.8      20.8      31.5
                    --------  --------  --------  --------  --------
    Total direct
     expenses           99.7     110.7     125.7     210.4     237.8
  Support costs from
   related parties,
   net                    --        --       9.1        --      17.2
                    --------  --------  --------  --------  --------
    Total operating
     expenses           99.7     110.7     134.8     210.4     255.0
                    --------  --------  --------  --------  --------
  Operating income      99.0      81.4      36.3     180.3      78.1
  Interest income        7.7       5.5       6.3      13.3      10.8
  Interest expense     (23.6)    (23.5)    (24.4)    (47.0)    (40.9)
  Dividend income       14.5        --       9.2      14.5       9.2
  Loss on foreign
   currency option
    contracts           (1.7)     (7.8)       --      (9.5)       --
  Strategic
   initiative costs     (1.6)    (24.9)       --     (26.5)       --
  Minority interest       --       0.1       0.3       0.1       0.5
                    --------  --------  --------  --------  --------
  Income before
   income taxes         94.3      30.8      27.7     125.2      57.7
  Income tax
   provision            38.2      12.5      11.1      50.8      23.1
                    --------  --------  --------  --------  --------
  Net income        $   56.1  $   18.3  $   16.6  $   74.4  $   34.6
                    ========  ========  ========  ========  ========

  Net income
   applicable
   to common
   stockholders:
    Net income      $   56.1  $   18.3  $   16.6  $   74.4  $   34.6
    Preferred
     stock:
      Dividends
       declared           --        --        --        --      (0.4)
      Accretion of
       preferred
       stock              --        --        --        --      (0.3)
                    --------  --------  --------  --------  --------
  Net income
   applicable
   to common
   stockholders     $   56.1  $   18.3  $   16.6  $   74.4  $   33.9
                    ========  ========  ========  ========  ========

  Basic and diluted
   earnings per share:
    Basic           $   0.50  $   0.16  $   0.16  $   0.66  $   0.35
                    ========  ========  ========  ========  ========
    Diluted         $   0.39  $   0.14  $   0.13  $   0.52  $   0.28
                    ========  ========  ========  ========  ========
  Weighted average
   common shares
   outstanding for
   earnings per
   share:
    Basic              112.7     112.4     105.2     112.6      96.6
    Diluted            152.0     151.8     145.2     151.8     137.0

 Other Drivers

   Average daily
    share volume in
    NASDAQ
    securities (mn)    2,135     2,152     2,142     2,147     2,132

   Matched market
    share in NASDAQ
    securities (a)      46.1%     45.5%     48.4%     45.8%     49.3%

   Total market
    share in
    NASDAQ
    securities (b)      72.3%     74.5%     77.8%     73.4%     78.9%

   Matched market
    share in NYSE
    securities (a)      15.9%     15.1%      8.3%     15.5%      7.7%

   Total market
    share in
    NYSE
    securities (b)      34.5%     33.6%     22.7%     34.1%     22.4%

   Matched market
    share in AMEX
    and regional
    securities (a)      32.4%     29.4%     24.8%     31.0%     23.7%

   Total market
    share in AMEX
    and regional
    securities (b)      53.3%     52.0%     46.1%     52.7%     45.1%

   Listings
   Initial public
    offerings             38        37        35        75        65
   Secondary
    offerings             67        50        54       116       123
   Number of listed
    companies (c)      3,164     3,181     3,205     3,164     3,205

  (a) Transactions executed on NASDAQ's systems.
  (b) Transactions executed on NASDAQ's systems plus trades reported
      through the Trade Reporting Facility, LLC for 2007. For 2006,
      transactions executed on NASDAQ's systems and internal trades
      reported to NASDAQ.
  (c) At June 30, 2007 and March 31, 2007, number of listed companies
      also includes separately listed ETFs.

                        The Nasdaq Stock Market, Inc.
                   Condensed Consolidated Balance Sheets
                             (in millions)

                                             June 30,   December 31,
                                               2007        2006
                                            ----------  ----------
                                            (unaudited)
 Assets
 Current assets:
  Cash and cash equivalents                 $    575.0  $    322.0
  Available-for-sale investments, at fair
   value                                       1,695.0     1,628.2
  Receivables, net                               284.6       233.3
  Deferred tax assets                             18.0        11.1
  Other current assets                            40.1       118.0
                                            ----------  ----------
 Total current assets                          2,612.7     2,312.6
 Property and equipment, net                      60.5        65.3
 Non-current deferred tax assets                 100.9        97.0
 Goodwill                                      1,029.0     1,028.7
 Intangible assets, net                          189.8       199.6
 Other assets                                     12.4        13.3
                                            ----------  ----------
 Total assets                               $  4,005.3  $  3,716.5
                                            ==========  ==========

 Liabilities and stockholders' equity
 Current liabilities:
  Accounts payable and accrued expenses     $    124.3  $    110.6
  Section 31 fees payable to SEC                 132.3        60.1
  Accrued personnel costs                         34.1        55.6
  Deferred revenue                               128.7        56.4
  Other accrued liabilities                       60.3        72.1
  Deferred tax liabilities                       131.9        95.0
  Current portion of debt obligations             10.7        10.7
                                            ----------  ----------
 Total current liabilities                       622.3       460.5
 Debt obligations                              1,487.8     1,493.0
 Non-current deferred tax liabilities             95.3       115.8
 Non-current deferred revenue                     96.1        90.6
 Other liabilities                               100.8        99.1
                                            ----------  ----------
 Total liabilities                             2,402.3     2,259.0

 Minority interest                                  --         0.1

 Stockholders' equity
 Common stock                                      1.3         1.3
 Additional paid-in capital                    1,056.6     1,046.6
 Common stock in treasury, at cost              (231.8)     (239.7)
 Accumulated other comprehensive income          190.5       136.2
 Retained earnings                               586.4       513.0
                                            ----------  ----------
 Total stockholders' equity                    1,603.0     1,457.4
                                            ----------  ----------
 Total liabilities, minority interest and
  stockholders' equity                      $  4,005.3  $  3,716.5
                                            ==========  ==========

                    The Nasdaq Stock Market, Inc.
                   Reconciliation of GAAP Earnings
               (in millions, except per share amounts)
                            (unaudited)

                                 Three Months Ended
             ------------------------------------------------------
             June 30, March 31, Dec. 31, Sept. 30, June 30, March 31,
               2007     2007      2006     2006      2006     2006
             -------  -------   -------  -------   -------  -------
 GAAP Total
  Operating
  Expenses:  $  99.7  $ 110.7   $ 115.0  $ 103.3   $ 134.8  $ 120.2
 -----------
 Adjustments:
 Technology
  Review         0.9      0.7       3.3      3.4      9.9     11.9
 Real Estate
  Consolidation   --       --        --      0.5      5.4       --
 Workforce
  Reductions     1.1      1.4       1.3      0.9      2.6      1.7
 Extinguishment
  of Credit
  Facility        --       --        --       --     20.9       --
 Foreign
  Currency
  Gain            --       --        --       --     (8.2)      --
 Pension Plan
  and SERP
  Freeze         0.4     (6.5)       --       --       --       --
 Clearing
  Contract        --     10.6        --       --       --       --
 Debt
  Issuance
  Costs           --       --       1.1       --       --       --
             -------  -------   -------  -------  -------  -------
 Non-GAAP
  Total
  Expenses   $  97.3  $ 104.5   $ 109.3  $  98.5  $ 104.2  $ 106.6
             =======  =======   =======  =======  =======  =======

 GAAP
  Operating
  Income:    $  99.0  $  81.4   $  68.1  $  67.9  $  36.3  $  41.8
 ----------
 Adjustments:
 Technology
  Review         0.9      0.7       3.3      3.4      9.9     11.9
 Real Estate
  Consolidation   --       --        --      0.5      5.4       --
 Workforce
  Reductions     1.1      1.4       1.3      0.9      2.6      1.7
 Extinguishment
  of Credit
  Facility        --       --        --       --     20.9       --
 Foreign
  Currency
  Gain            --       --        --       --     (8.2)      --
 Pension Plan
  and SERP
  Freeze         0.4     (6.5)       --       --       --       --
 Clearing
  Contract        --     10.6        --       --       --       --
 Debt
  Issuance
  Costs           --       --       1.1       --       --       --
             -------  -------   -------  -------  -------  -------
 Non-GAAP
  Operating
  Income     $ 101.4  $  87.6   $  73.8  $  72.7  $  66.9  $  55.4
             =======  =======   =======  =======  =======  =======

 GAAP Net
  Income:    $  56.1  $  18.3   $  63.0  $  30.2  $  16.6  $  18.0
 ---------
 Adjustments:
 Technology
  Review         0.5      0.4       2.0      2.1      6.0      7.2
 Real Estate
  Consolidation   --       --        --      0.3      3.3       --
 Workforce
  Reductions     0.7      0.8       0.8      0.5      1.6      1.0
 Extinguishment
  of Credit
  Facility        --       --        --       --     12.6       --
 Foreign
  Currency
  Gain            --       --        --       --     (5.0)      --
 Pension Plan
  and SERP
  Freeze         0.2     (3.9)       --       --       --       --
 Clearing
  Contract        --      6.4        --       --       --       --
 Debt
  Issuance
  Costs           --       --       0.7       --       --       --
 Dividend
  Income        (8.8)      --      (4.2)      --     (5.6)      --
 (Gain) Loss
   on Foreign
   Currency
   Option
   Contracts     1.0      4.7     (29.3)      --       --       --
 Strategic
  Initiative
  Costs          1.0     15.1        --       --       --       --
             -------  -------   -------  -------  -------  -------
 Total
  Adjustments   (5.4)    23.5     (30.0)     2.9     12.9      8.2
             -------  -------   -------  -------  -------  -------
 Non-GAAP
  Net
  Income     $  50.7  $  41.8   $  33.0  $  33.1  $  29.5  $  26.2
             =======  =======   =======  =======  =======  =======

 GAAP
  Earnings
  per Common
  Share:
 ------------
 Diluted
  Earnings
  Per Share  $  0.39  $  0.14   $  0.43  $  0.22  $  0.13  $  0.16
 Adjustments:
 Total
  Adjustments
  from GAAP
  Net Income
  Above:       (0.04)    0.15     (0.20)    0.02     0.09     0.06
             -------  -------   -------  -------  -------  -------
 Non-GAAP
  Diluted
  Earnings
  per
  Common
  Share      $  0.35  $  0.29   $  0.23  $  0.24  $  0.22  $  0.22
             =======  =======   =======  =======  =======  =======

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SOURCE: The Nasdaq Stock Market, Inc.

NASDAQ
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