NASDAQ OMX Group (NDAQ)

Escrow Agreements

In connection with our acquisitions of Directors Desk in 2007, GlobeNewswire and Shareholder.com in 2006 and Carpenter Moore in 2005, we entered into escrow agreements for the designation of funds to secure the payment of post-closing adjustments and other closing conditions. In the third quarter of 2008, we acquired PHLX and BSX and designated $15.0 million to an escrow account for PHLX and $9.5 million

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to an escrow for BSX for certain post-closing adjustments and other closing conditions. For the nine months ended September 30, 2008, NASDAQ OMX paid $1.0 million for Carpenter Moore, $1.9 million for GlobeNewswire and $0.9 million for Directors Desk from the escrow accounts for the settlement of closing conditions related to these acquisitions. At September 30, 2008, all of our escrow agreements provide for future remaining payments of $6.8 million in 2008, $21.7 million in 2009 and $3.3 million in 2010.

Escrow Agreements

In connection with our acquisitions of Directors Desk in 2007, PrimeNewswire and Shareholder.com in 2006 and Carpenter Moore in 2005, we entered into escrow agreements for the designation of funds to secure the payment of post-closing adjustments and other closing conditions. In addition, we entered into an agreement in the second quarter of 2008 to purchase an equity interest in Virtu OTC Clearinghouse LLC and designated $5.0 million to an escrow account for certain purchase consideration adjustments. For the six months ended June 30, 2008, NASDAQ OMX paid $1.9 million for PrimeNewswire and $0.1 million for Directors Desk from the escrow accounts for the settlement of closing conditions related to the acquisitions. At June 30, 2008, these escrow agreements provide for future payments of $7.3 million in 2008 and $0.5 million in 2009.

Escrow Agreements

In connection with our acquisitions of Directors Desk in 2007, PrimeNewswire and Shareholder.com in 2006 and Carpenter Moore in 2005, we entered into escrow agreements for the designation of funds to secure the payment of post-closing adjustments and other closing conditions. For the three months ended March 31, 2008, NASDAQ OMX paid $1.0 million for Carpenter Moore and $0.1 million for Directors Desk from the escrow accounts for the settlement of closing conditions related to the acquisitions. At March 31, 2008, these escrow agreements provide for future payments of $4.2 million in 2008 and $0.5 million in 2009.

Escrow Agreements

In connection with our acquisitions of Directors Desk in 2007, PrimeNewswire and Shareholder.com in 2006 and Carpenter Moore in 2005, we entered into escrow agreements for the designation of funds to secure the payment of post-closing adjustments and other closing conditions. In 2007, Nasdaq paid $4.0 million for Shareholder.com, $5.5 million for Carpenter Moore and $0.1 million for Directors Desk from the escrow accounts for the settlement of closing conditions related to the acquisitions. At December 31, 2007, these escrow agreements provide for future payments of $4.9 million in 2008 and $0.5 million in 2009.

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The Nasdaq Stock Market, Inc.

Notes to Consolidated Financial Statements—(Continued)

Escrow Agreements

In connection with our acquisitions of Directors Desk in
2007, PrimeNewswire and Shareholder.com in 2006 and Carpenter Moore in 2005, we entered into escrow agreements for the designation of funds to secure the payment of post-closing adjustments and other closing conditions. In 2007, Nasdaq paid $4.0
million for Shareholder.com, $5.5 million for Carpenter Moore and $0.1 million for Directors Desk from the escrow accounts for the settlement of closing conditions related to the acquisitions. At December 31, 2007, these escrow agreements
provide for future payments of $4.9 million in 2008 and $0.5 million in 2009.

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The Nasdaq Stock Market, Inc.

SIZE="1"> 

Notes to Consolidated Financial Statements—(Continued)

Escrow Agreements

In connection with our acquisitions of Directors Desk in 2007, PrimeNewswire and Shareholder.com in 2006 and Carpenter Moore in 2005, we entered into escrow agreements for the designation of funds to secure the payment of post-closing adjustments and other closing conditions. For the nine months ended September 30, 2007, Nasdaq paid $4.0 million for Shareholder.com and $1.5 million for Carpenter Moore from the escrow accounts for the settlement of closing conditions related to the acquisitions. In addition, Nasdaq paid $6.5 million in the third quarter of 2007 for the purchase of Directors Desk, which was held in escrow at June 30, 2007, and $1.5 million remains in the escrow account. At September 30, 2007, these escrow agreements provide for future payments of $4.8 million in 2007, $4.2 million in 2008 and $0.5 million in 2009.

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Escrow Agreements

In connection with our acquisitions of Directors Desk in 2007, PrimeNewswire and Shareholder.com in 2006 and Carpenter Moore in 2005, we entered into escrow agreements for the designation of funds to secure the payment of post-closing adjustments and other closing conditions. For the six months ended June 30, 2007, $4.0 million was paid from the escrow account for the settlement of closing conditions related to the Shareholder.com acquisition. At June 30, 2007, these escrow agreements provide for future payments of $12.8 million in 2007 (which includes the $8.0 million for the purchase of Directors Desk), $4.2 million in 2008 and $0.5 million in 2009.

Escrow Agreements

In connection with our acquisitions of PrimeNewswire and Shareholder.com in 2006 and Carpenter Moore in 2005, we entered into escrow agreements for the designation of funds to secure the payment of post-closing adjustments and other closing conditions. At March 31, 2007, these escrow agreements provide for future payments of $10.4 million in 2007 and $3.3 million in 2008. There were no payments during the first quarter of 2007.

Escrow Agreements

In connection with our acquisitions of PrimeNewswire and Shareholder.com in 2006 and Carpenter Moore in 2005, we entered into escrow agreements for the designation of funds to secure the payment of post-closing adjustments and other closing conditions. In 2006, $1.5 million was paid from the escrow account for the settlement of closing conditions related to the Carpenter Moore acquisition. There were no payments during 2006 for PrimeNewswire or Shareholder.com. At December 31, 2006, these escrow agreements provide for future payments of $10.4 million in 2007 and $3.3 million in 2008.

Escrow Agreements

In connection with our acquisitions of Shareholder.com and Carpenter Moore, we entered into escrow agreements for the designation of funds to secure the payment of post-closing adjustments and other closing conditions. These escrow agreements provide for payments of $1.5 million in 2006, $10.4 million in 2007 and $1.5 million in 2008. In the third quarter of 2006, $1.5 million was paid from the escrow account for the settlement of closing conditions related to the Carpenter Moore acquisition. In the third quarter of 2006, we also recorded $1.8 million in escrow for closing conditions related to our acquisition of PrimeZone. As of September 30, 2006 the escrow agreements provide for future payments of $10.4 million in 2007 and $3.3 million in 2008.

Escrow Agreements

In connection with the acquisitions of Shareholder.com in 2006 and Carpenter Moore in 2005, we entered into escrow agreements for the designation of funds to secure the payment of post-closing adjustments and other closing conditions. The escrow agreements provide for payments of $1.5 million in 2006, $10.4 million in 2007 and $1.5 million in 2008.