NASDAQ Announces Pricing Of $691 Million Offering Of Common Stock

The Nasdaq Stock Market, Inc. (NASDAQ: NDAQ), announced today the pricing of a common stock offering of 18,500,000 shares of NASDAQ's common stock at $37.36 per share, less underwriting discount and offering expenses, for total net proceeds of approximately $664.5 million. Banc of America Securities LLC and Credit Suisse acted as joint book-running managers and Bear, Stearns & Co. Inc., UBS Investment Bank, Cowen & Company, Keefe, Bruyette & Woods, Sandler O'Neill + Partners, L.P., Thomas Weisel Partners LLC and Wachovia Securities acted as co-managers. NASDAQ® has granted the underwriters an option to purchase up to an additional 2,775,000 shares of NASDAQ's common stock to cover over-allotments, if any, which the underwriters may exercise within 30 days of the date of the final prospectus.

A registration statement relating to these securities has been declared effective by the Securities and Exchange Commission. The common stock offering is being made by means of a prospectus supplement. This press release shall not constitute an offer to sell, or the solicitation of an offer to buy any of these securities. Copies of the prospectus supplement relating to the offering can be obtained from Banc of America Securities LLC, Prospectus Department, 100 West 33rd Street, 3rd Floor, New York, NY 10001 or by e-mail to dg.prospectus_distribution@bofasecurities.com .

NASDAQ is the largest U.S. electronic stock market. 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 companies that are leaders across all areas of business including technology, retail, communications, financial services, transportation, media and biotechnology. NASDAQ is the primary market for trading NASDAQ-listed stocks. For more information about NASDAQ, visit the NASDAQ Web site at http://www.nasdaq.com or the NASDAQ Newsroom at http://www.nasdaq.com/newsroom/.