© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. © Copyright 2005, The Nasdaq Stock Market, Inc. All rights reserved. INTERNATIONAL SECURITIES EXCHANGES: THE STOCK MARKET OF THE FUTURE April 5, 2006

© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. Cautionary Note Regarding Forward-Looking Statements The matters described herein may contain forward-looking statements that are made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of Forward-looking statements involve a number of risks, uncertainties or other factors beyond the control of The NASDAQ Stock Market, Inc. (the “Company”), which could cause actual results to differ materially from historical results, performance or other expectations and from any opinions or statements expressed or implied with respect to future periods. These factors include, but are not limited to, the Company's ability to implement its strategic initiatives, the integration of the INET trading system, economic, political and market conditions and fluctuations, government and industry regulation, including any Regulation NMS changes, interest rate risk, U.S. and global competition, and other factors detailed in the Company's annual report on Form 10-K, and periodic reports filed with the U.S. Securities and Exchange Commission. We undertake no obligation to release any revisions to any forward-looking statements.

© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. KEY DEVELOPMENTS Several important developments in the last year are helping define the future of the equity exchange industry: Acquisitions Regulation NMS Enhancements in trading technology Nasdaq’s registration as a securities exchange

© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. KEY DEVELOPMENTS (continued) Acquisitions: Nasdaq acquired the INET ECN in December The NYSE acquired Archipelago in March Regulation NMS: Adopted by the SEC in 2005 and scheduled to become effective in stages throughout 2006, Regulation NMS has been one of the key drivers behind the changes in execution services and market data in the United States. Continuing Improvements in Trading Technology: Nasdaq continues to leverage its technology to provide innovative services. Exchange Registration: Nasdaq’s registration as a securities exchange enables us to complete our separation from our regulator, the NASD, establishing the “best practice” governance model for all U.S. exchanges.

© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. ACQUISITIONS On December 8, 2005, Nasdaq completed the acquisition of the INET ECN. The INET acquisition will: enable us to enhance our premier electronic equities market provide superior execution opportunities for our customers Key benefits that we expect from the INET acquisition include: lower cost trading system highly scalable technology platform increased liquidity for securities listed on Nasdaq, NYSE and Amex competitive advantage on listings greater market information based on increased liquidity

© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. KEY BENEFITS OF THE INET ACQUISITION Lower cost trading system: We plan to migrate the Nasdaq Market Center to INET’s lower-cost, technologically advanced, fast and reliable trading platform in the fourth quarter of Highly scalable technology platform: The INET platform is readily positioned to take advantage of new rules, such as Regulation NMS, that favor automated trading systems over traditional, manual securities exchanges. We believe that our market model, together with INET’s tested and market accepted technology, will successfully compete against other proposed, but untested, hybrid trading systems that combine an existing manual trading floor with a new electronic trading platform. In addition, because the INET platform is highly scalable, we believe that we are well- positioned to handle increased transaction volumes at low incremental costs.

© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. KEY BENEFITS OF THE INET ACQUISITION (continued) Increased liquidity for securities listed on Nasdaq, NYSE and Amex: The depth and liquidity that we offer benefit our existing customers by attracting additional customers, who, in turn, provide further liquidity for all our customers. Fully electronic trading could have significant speed and cost advantages for investors over trading systems that switch between automatic and slower manual trading, such as the hybrid trading systems proposed by the NYSE and Amex, and may result in opportunities for us to increase our share of trading in non-Nasdaq-listed securities.

© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. KEY BENEFITS OF THE INET ACQUISITION (continued) Competitive advantage on listings: We expect the INET acquisition to enhance our ability to compete for the listing of securities. We believe that companies consider the depth, liquidity and trading patterns in deciding where to list their securities. By creating the largest single alternative pool of liquidity for non-Nasdaq-listed securities through the INET acquisition, we hope to encourage additional companies to switch their listings to Nasdaq. (We also recently announced the highest listing standards in the world, which should attract companies seeking to signal their commitment to these standards.) Greater market information based on increased liquidity: We expect increased liquidity as a result of the INET acquisition will generate a broader set of market information that we can use to create new and more comprehensive market data products.

© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. REGULATION NMS Regulation NMS, which becomes effective in stages throughout 2006, has been one of the key drivers behind the changes in execution services and market data in the United States. The most significant provisions of Regulation NMS: order protection, or “best price” rule fair access rule market information rule subpenny rule

© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. REGULATION NMS (continued) Under the best price rule, each exchange must interact with the market center offering the best automated quote before it can execute a trade at an inferior price on its systems. Nasdaq is well positioned to benefit because it has long been a fully automated market and the INET acquisition provides an additional liquidity pool. Increased automated trading, which the rule encourages, will result in increased overall average daily trading volumes in securities listed on other exchanges. We have announced plans to withdraw from the Intermarket Trading System and to rely instead upon faster private linkages with greater capacity to comply with the order protection and fair access rules.

© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. REGULATION NMS (continued) The fair access rule requires market centers to provide fair and non-discriminatory access to quotations, establishes a limit on access fees to harmonize the pricing of quotations across different trading centers and requires all exchanges to maintain written rules that prohibit their members from displaying quotations that lock or cross automated quotations. We expect this rule will benefit Nasdaq because: we already have fast and reliable automated access into all market centers we have the logic that will permit compliance with locking or crossing automatic quotations

© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. REGULATION NMS (continued) Regulation NMS also contains a market information rule: updates the requirements for consolidating, distributing and displaying market information amends the CTA/CQ and UTP Plans for disseminating market information to modify the formulas for allocating plan revenues and to broaden participation in plan governance The sub-penny rule prohibits market participants from displaying quotations in pricing increments smaller than a penny, with exceptions for quotes and orders priced at less than $1.00 per share. We do not expect either of these rules to have a significant impact on Nasdaq.

© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. TECHNOLOGY Nasdaq is leveraging its technology to provide innovative services that address the needs of the marketplace, such as Nasdaq Opening Cross and Closing Cross.  The Opening Cross and Closing Cross further establish us as the reference point for trading in Nasdaq-listed securities, which has drawn liquidity to our market at the opening and closing times and has the potential to draw additional liquidity to our market during the trading day.

© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. TECHNOLOGY (continued) We intend to introduce the Nasdaq intraday cross in 2006, which will provide customers and investors with a highly efficient and accurate single price at specific times during the trading day, resulting in an enhanced ability to discover larger pools of liquidity. The introduction of the intraday cross will serve as a further illustration of our advanced technology and our position as an industry innovator. Our current order technology allows market participants to utilize a number of complex, self-executing order types.

© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. EXCHANGE REGISTRATION On January 13, 2006, the SEC approved our application for registration as a national securities exchange. After we begin to operate as an exchange, the NASD will no longer have voting control over us, effectively establishing it as an independent third-party regulator. We strongly believe that this is the model other exchanges should emulate in order to enhance investor confidence in the integrity of all U.S. financial markets.

© Copyright 2006, The Nasdaq Stock Market, Inc. All rights reserved. CONCLUSION Our industry is entering a period of transition across global markets for various financial products. We believe that our past acquisition experience positions us to strategically enter new markets that complement our core competencies, build upon the Nasdaq brand name and advance our technology both in the United States and abroad.