NASDAQ To Acquire BRUT ECN

The NASDAQ Stock Market, Inc. (“NASDAQ® ”; OTCBB: NDAQ) today announced it has entered into a definitive agreement to acquire Brut LLC, the owner and operator of the BRUT ECN, for a total consideration of $190 million in cash, from SunGard Data Systems Inc. (NYSE: SDS). The board of directors of each company has approved the transaction, which is expected to close during the third quarter of 2004, subject to customary closing conditions and regulatory approval. It is anticipated the transaction will be accretive to NASDAQ shareholders within 12 months from closing.

The Brut acquisition is intended to enhance NASDAQ's systems by providing NASDAQ with the ability to route orders via an internal broker-dealer to multiple liquidity pools in keeping with changes proposed by Reg NMS, and to improve FIX connectivity.

Bob Greifeld, president and chief executive officer of NASDAQ, stated, “The addition of the Brut ECN to NASDAQ's market center is designed to augment NASDAQ's existing position by deepening NASDAQ's liquidity pool. In addition to generating incremental revenue, the transaction complements our strategy to provide a lower-cost and more efficient trading environment, which ultimately better serves our customers.” He continued, “This is just one more step in NASDAQ's multi-pronged strategy to increase our share of trading, raise the number of NASDAQ-listed companies, reinforce NASDAQ's status as the premier U.S. equity market and serve investors better.”

In addition to, and conditioned upon completion of the acquisition, NASDAQ and SunGard will enter into hosting and multi-year processing agreements for SunGard to provide a real-time order-to-settlement securities processing system for NASDAQ trades. Brut will continue to operate seamlessly on behalf of its customers, providing superior service and product functionality.

NASDAQ was advised in this transaction by Merrill Lynch & Co.