Net income attributable to NASDAQ OMX for the first quarter of 2011 was $104 million, or $0.57 per diluted share, compared with $137 million, or $0.69 per diluted share, in the fourth quarter of 2010, and $61 million, or $0.28 per diluted share, in the first quarter of 2010.
Included in the first quarter of 2011 results are $9 million of expenses associated with merger and strategic initiatives, a sublease loss reserve, and other items.

Financial Highlights:
• Net exchange revenues were $415 million, a 15% increase over Q110 results.
• Non-GAAP operating income improved to $190 million, up 19% from the prior year quarter, while operating margins increased to 46%.
• Non-GAAP Net Income was $110 million, an increase of 20% over Q110 results.
• Non-GAAP diluted EPS increased to $0.61, up from $0.43 in the prior year quarter.
• GAAP diluted EPS increased to $0.57, up $0.29 from $0.28 in the first quarter of 2010.

Bob Greifeld, Chief Executive Officer and President, NASDAQ OMX said: "We're firing on all cylinders as each of our business segments continue to show solid growth. This produced record earnings per share of $0.61, or a 42% increase over the prior year, despite challenging macroeconomic headwinds. The discipline we have shown in managing our business is allowing us to pursue game-changing opportunities in our industry. As this plays out, we will be methodical in our approach to managing the business to continue to deliver for our shareholders."

Business Highlights

U.S. Transaction Services
• Following on its success in 2010, NASDAQ OMX was again number one in U.S. equity options market share during the first quarter of 2011, as The NASDAQ Options Market ("NOM") realized record market share during the period. Additionally, net U.S. derivative trading and clearing revenues for the first quarter of 2011 grew to $48 million, representing nting an increase of 45% when compampared to the prior year quarter.
• Expanded value-added services by broadening electronic execution capabilities through the launch of a new complex order system at NASDAQ OMX PHLX ("PHLX").
• Witnessed continued success at NASDAQ OMX PSX ("PSX"), the first U.S. cash equity trading platform with a price-size priority model, which was launched in the fourth quarter of 2010. Share volume matched on PSX grew 80% during the first quarter of 2011 when compared to the fourth quarter of last year.

European Transaction Services
• Witnessed significant growth in volumes when compared to the first quarter of 2010. The average daily number of cash equity trades grew 22% from the prior year quarter, while average daily volumes for equity options and futures grew 16%, and fixed-income contracts traded or cleared grew 35%.
• Volumes for cleared resale and repurchase agreement ("repo") transactions increased 117% during the first quarter of 2011 when compared to the fourth quarter of 2010. In September 2010, NASDAQ OMX expanded its Nordic clearinghouse by offering members the opportunity to clear repo transactions.

Issuer Services
• Announced a plan with the Singapore Exchange ("SGX") to offer a comprehensive suite of tools and solutions designed to enhance corporate activities for listed companies in Asia. The SGX-NASDAQ OMX suite of tailored tools and solutions provides companies with market intelligence, communications tools and governance solutions.
• Announced a unique partnership with the National Association of Corporate Directors ("NACD") to provide corporate directors and board executives with NACD's leading suite of director education and board development programs. The cornerstone of the partnership will focus on encouraging NASDAQ OMX-listed company boards and directors to engage with NACD to reduce risk and enhance investor confidence.
• The Global Index Group continued its geographic and asset class expansion in the first quarter of 2011 with five new launches of exchange traded funds ("ETFs") linked to NASDAQ OMX indexes, including India's first US equities-based ETF on the NASDAQ-100 Index.

Market Technology
• Osaka Securities Exchange Co., Ltd. ("OSE"), the largest derivatives exchange in Japan, successfully launched its new derivatives trading system, which is powered by NASDAQ OMX technology. The launch of the system delivers improved processing capabilities, such as reduced processing latency, and enables the introduction of market rules and functions employed by major overseas exchanges, which will further enhance the competitiveness of OSE's market.

Operating Highlights

U.S. Cash Equities
• Total matched market share of U.S. cash equities was 19.2% in the first quarter of 2011, with NASDAQ matching 16.5%, NASDAQ OMX BX ("BX") matching 1.8% and PSX matching 0.9%. Total matched market share was 19.6% in the fourth quarter of 2010 (NASDAQ: 16.8%; BX: 2.3%; PSX 0.5%) and 23.9% in the first quarter of 2010 (NASDAQ: 20.0%; BX: 3.9%). Total matched share volume was 94.8 billion shares in the first quarter of 2011, compared with 93.1 billion shares in the fourth quarter of 2010 and 126.2 billion shares in the first quarter of 2010.

European Cash Equities
• Total average daily volume was 339 thousand trades in the first quarter of 2011, compared with 275 thousand in the fourth quarter of 2010 and 278 thousand in the first quarter of 2010. Total average daily value traded was $4.1 billion in the first quarter of 2011, compared with $3.2 billion in the fourth quarter of 2010 and $3.6 billion in the first quarter of 2010.

U.S. Options
• Total market share of U.S. equity options was 28.7% in the first quarter of 2011, with PHLX matching 23.5% and NOM matching 5.2%. Total market share of U.S. equity options was 31.4% in the fourth quarter of 2010 (PHLX: 26.5%; NOM: 4.9%) and 23.8% in the first quarter of 2010 (PHLX: 21.3%; NOM: 2.5%). Total industry average daily volume was 17.3 million contracts in the first quarter of 2011, compared with 15.1 million contracts in the fourth quarter of 2010 and 14.0 million contracts in the first quarter of 2010.

European Derivatives
• In the first quarter of 2011, the average daily volume of options, futures and fixed-income contracts was 456 thousand (Q410: 436 thousand; Q110: 421 thousand). Within NASDAQ OMX Commodities, cleared power contracts during the first quarter of 2011 totaled 446 terawatt hours ("TWh") (Q410: 529 TWh; Q110: 687 TWh).
Global Listings
• New listings totaled 38 in the first quarter of 2011 compared with 63 in the fourth quarter of 2010 and 47 in the first quarter of 2010. New listings for the first quarter of 2011 included 23 initial public offerings, compared with 37 in the fourth quarter of 2010 and 18 in the first quarter of 2010.

Market Technology
• Total order intake, which represents the value of orders signed, was $6 million during the first quarter of 2011, compared with $71 million in the fourth quarter of 2010 and $50 million in the first quarter of 2010. At the end of the first quarter of 2011, total order value, which represents the total contract value of orders signed that are yet to be recognized as revenue, was $471 million, compared with $495 million at the end of the fourth quarter of 2010 and $496 million at the end of the first quarter of 2010.

Joint Proposal to Acquire NYSE Euronext

NASDAQ OMX and IntercontinentalExchange, Inc. ("ICE") remain committed to pursuing their joint proposal to acquire NYSE Euronext given the benefits to the stockholders of all three companies. The NASDAQ OMX/ICE proposal provides NYSE Euronext stockholders with a strategically attractive alternative to the Deutsche Boerse proposal, with exposure to two focused players in equities and derivative exchanges. The joint proposal, which represents a 20% premium to the existing Deutsche Boerse proposal, also offers stronger potential upside given the superior growth prospects and the realizable combined synergies of $740 million annually from companies with proven track records of achieving synergies and successfully integrating technology in previous acquisitions.

Under the terms of the NASDAQ/ICE proposal, NYSE Euronext stockholders would receive $14.24 in cash, plus 0.4069 shares of NASDAQ OMX common stock and 0.1436 shares of ICE common stock for each NYSE Euronext share. As part of the proposal, ICE would purchase NYSE Euronext's futures businesses, and NASDAQ OMX would retain NYSE Euronext's remaining businesses, including the NYSE Euronext stock exchanges in New York, Paris, Brussels, Amsterdam and Lisbon, as well as the U.S. equity options business.

Ron Hassen, Interim Chief Financial Officer, said: "A combination of exceptional operational performance and effective capital management decisions resulted in NASDAQ OMX growing earnings per share by 42% over prior year results. The highlight of the quarter was the strength of our revenues, which were at their highest levels ever. When coupled with the successful integrations of our recent acquisitions, NASDAQ OMX is poised to realize continued growth."

Expense Guidance

Total run rate operating expenses for the full year of 2011 are expected to be in the range of $895 million to $915 million, excluding approximately $50 million in merger related and other infrequent charges.

Financial Review

Revenues

Revenues less transaction rebates, brokerage, clearance and exchange fees ("net exchange revenues") were $415 million for the first quarter of 2011, an increase of $15 million, or 4%, from the fourth quarter of 2010 and an increase of $55 million, or 15%, from the first quarter of 2010. Changes in the exchange rates of various currencies as compared to the U.S. dollar had the impact of increasing revenues in the first quarter of 2011 by $5 million when compared to the fourth quarter of 2010, and by $10 million when compared to the first quarter of 2010.

Market Services

Market Services net exchange revenues were $281 million for the first quarter of 2011, up 6% when compared to the fourth quarter of 2010 results and up 17% when compared to the first quarter of 2010.

Transaction Services

Net exchange revenues from Transaction Services were $195 million for the first quarter of 2011, an increase of $13 million, or 7%, when compared to the fourth quarter of 2010, and an increase of $40 million, or 26%, when compared to the first quarter of 2010.
• Total net cash equity trading revenues were $62 million for the first quarter of 2011, up $2 million, or 3%, from the fourth quarter of 2010, and up $7 million, or 13%, from the prior year quarter.

• Net U.S. cash equity trading revenues increased $2 million when compared to the fourth quarter of 2010 due to higher industry trading volumes, which were up 4% from fourth quarter of 2010 levels, offset somewhat by lower market share. Net revenues increased $7 million when compared to the prior year quarter due primarily to modified rates, offset somewhat by lower trading volumes.
• Included in U.S. cash equity trading revenues in the first quarter of 2011 are $66 million in SEC Section 31 fees, compared with $57 million in the fourth quarter of 2010 and $55 million in the first quarter of 2010. Corresponding cost of revenues, reflecting the reimbursement of these fees to the SEC, is included in brokerage, clearance and exchange fees.
• European cash equity trading revenues were equal to results from the fourth quarter of 2010 and the first quarter of 2010, as increases in trading activity were offset by lower average fees.

• Total net derivative trading and clearing revenues were $80 million for the first quarter of 2011, up $6 million, or 8%, from the fourth quarter of 2010 and up $19 million, or 31%, from the prior year quarter.

• Net U.S. derivative trading and clearing revenues increased $6 million when compared to the fourth quarter of 2010 and $15 million when compared to first quarter of 2010 revenues. The increase when compared to the fourth quarter of 2010 is primarily due to higher volumes and an improvement in the average fee realized. The increase when compared to the first quarter of 2010 is driven by higher market share and higher industry volumes.
• European derivative trading and clearing revenues were equal to results from the fourth quarter of 2010, but increased $4 million when compared to the first quarter of 2010. When compared to the fourth quarter of 2010, the favorable impact from increases in derivative trading activity and changes in the exchange rates of various currencies as compared to the U.S. dollar were offset by the negative impact from lower clearing volume for energy derivative products. The increase when compared to the first quarter of 2010 is due to higher trading and clearing volumes for options, futures and fixed-income products. Also contributing to the increase are changes in the exchange rates of various currencies as compared to the U.S. dollar.

• Access Services revenues were $53 million for the first quarter of 2011, an increase of $5 million, or 10%, when compared to the fourth quarter of 2010 and an increase of $14 million, or 36%, when compared to the prior year quarter. The increase in revenues when compared to the fourth quarter of 2010 is primarily due to the acquisition of FTEN, which was completed in December 2010. The increase when compared to the first quarter of 2010 is due to continued demand for our services and to the acquisition of FTEN.

Market Data

Market Data revenues were $81 million for the first quarter of 2011, up $2 million, or 3%, when compared to the fourth quarter of 2010, and up $1 million, or 1%, when compared to the first quarter of 2010.
• Net U.S. tape plans revenues were $27 million in the first quarter of 2011, down $1 million when compared to revenues in the fourth quarter of 2010, and down $4 million, or 13%, when compared to the prior year quarter. The reduction in revenues when compared to both periods is due to lower plan shareable revenue and to declines in trading and quoting market share of U.S equities, as calculated under the SEC-mandated market data revenue quoting and trading formula.
• U.S. market data products revenues were $32 million in the first quarter of 2011, equal to revenues reported in the fourth quarter of 2010, but up $1 million, or 3%, when compared to the prior year quarter. The increase in revenues when compared to the first quarter of 2010 is driven by the growth of new products such as BX TotalView, options data feeds, and global access products, partially offset by discontinued products.
• European market data products revenues were $22 million in the first quarter of 2011, an increase of $3 million, or 16%, when compared to the fourth quarter of 2010, and an increase of $4 million, or 22%, when compared to the prior year quarter. The increase when compared to both periods is primarily due to modified fees for market data products, higher audit revenues, and to changes in the exchange rates of various currencies as compared to the U.S. dollar.

Issuer Services

Issuer Services revenues were $91 million for the first quarter of 2011, an increase of $2 million, or 2%, when compared to the fourth quarter of 2010, and an increase of $7 million, or 8%, when compared to the first quarter of 2010.

Global Listing Services

Global Listing Services revenues were $78 million for the first quarter of 2011, up $1 million, or 1%, when compared to the fourth quarter of 2010, and up $6 million, or 8% when compared to the first quarter of 2010. The increase when compared to the fourth quarter of 2010 is due to higher European listing fees. When compared to the prior year period, revenue growth is primarily due to increases in Corporate Solutions revenues, resulting from higher demand for services from listed companies.

Global Index Group

Global Index Group revenues were $13 million for the first quarter of 2011, up $1 million, or 8%, when compared to revenues in the fourth quarter of 2010 and the first quarter of 2010. Higher revenues when compared to both periods are primarily due to increases in asset sizes of licensed ETFs as well as additional demand for new licensed ETFs and other financial products, partially offset by a decrease in volume for licensed derivative products in the first quarter of 2011.

Market Technology

Market Technology revenues were $43 million for the first quarter of 2011, down $3 million, or 7%, from the fourth quarter of 2010, but up $9 million, or 26%, when compared to the first quarter of 2010. The decline when compared to the fourth quarter of 2010 is due to seasonally higher billable activity in the prior period. The increase when compared to the first quarter of 2010 is primarily due to the inclusion of revenue associated with SMARTS, which was acquired during the third quarter of 2010. Also contributing to the increase in revenues when compared to the first quarter of 2010 are revenues associated with recently delivered projects and changes in the exchange rates of various currencies as compared to the U.S. dollar.

Operating Expenses

Total non-GAAP operating expenses increased $9 million, or 4%, to $225 million in the first quarter of 2011 from $216 million in the fourth quarter of 2010, and increased $24 million, or 12%, from $201 million in the prior year quarter. The increase when compared to the fourth quarter of 2010 is primarily driven by higher expenses resulting from the inclusion of expenses related to FTEN, which was acquired in the fourth quarter of 2010. Also contributing to the increase was the impact of changes in the exchange rates of various currencies as compared to the U.S. dollar, which had the effect of increasing expenses by $4 million when compared to the fourth quarter of 2010. The increase when compared to the first quarter of 2010 is primarily due to higher expenses associated with FTEN, SMARTS (acquired in the third quarter of 2010), and Nord Pool ASA (acquired in the second quarter of 2010). Also contributing to the increase are changes in the exchange rates of various currencies as compared to the U.S. dollar, which had the effect of increasing expenses by $7 million.

Net Interest Expense

Net interest expense was $28 million for the first quarter of 2011, compared with $24 million for the fourth quarter of 2010 and $23 million for the first quarter of 2010. The increase in net interest expense when compared to both periods is due to the issuance of senior bonds in December of 2010 to finance the repurchase of shares. Included in total net interest expense for the first quarter of 2011 is $24 million in interest expense and other related fees, $4 million of non-cash expense associated with the accretion of senior and convertible notes, and $2 million in amortization of financing costs related to convertible notes and bonds. Interest income for the first quarter of 2011 was $2 million.

Earnings Per Share

On a non-GAAP basis, first quarter 2011 earnings per diluted share were $0.61 as compared to non-GAAP earnings per diluted share of $0.55 in the fourth quarter of 2010 and non-GAAP earnings per diluted share of $0.43 in the prior year quarter. NASDAQ OMX's weighted average shares outstanding used to calculate diluted earnings per share was 181 million for the first quarter of 2011, 200 million for the fourth quarter of 2010, and 215 million for the first quarter of 2010.