NASDAQ OMX Group (NDAQ)

Approval of Performance Parameters for Performance Accelerated Stock Option Awards

On February 11, 2005, the Committee approved the performance parameters for measuring vesting of Performance Accelerated Stock Options (“PASOs”) for officers and a select group of non-officer employees that were granted on November 15, 2004. The performance parameters are tied to Nasdaq’s 2005 operating income. As a result, 50% of each PASO award will vest on the fourth anniversary of January 15, 2005, if Nasdaq’s 2005 operating income is between $82.9 million and $97.9 million, subject to accelerated vesting of this portion of the award on the third anniversary of January 15, 2005, if Nasdaq’s 2005 operating income is greater than $97.9 million, or extended vesting on the fifth anniversary of January 15, 2005, if Nasdaq’s 2005 operating income is below $82.9 million. The remaining 50% of this PASO award will vest on the fifth anniversary of January 15, 2005, if Nasdaq’s 2005 operating income is between $82.9 million and $97.9 million, subject to accelerated vesting of this portion of the award on the fourth anniversary of January 15, 2005, if Nasdaq’s 2005 operating income is greater than $97.9 million, or extended vesting on the sixth anniversary of January 15, 2005, if Nasdaq’s 2005 operating income is below $82.9 million.