NYSE Euronext To Acquire The American Stock Exchange - Strategic Transaction Creates Value For Customers And Shareholders - Accretive In 2009 - Underscores NYSE Euronext’s Continued Leadership In Global Consolidation - Strengthens Company’s U.S. Options,

NYSE Euronext (NYSE Euronext: NYX), the world’s largest and most liquid exchange group, has entered into a definitive agreement to acquire the American Stock Exchange^® (Amex^®).  The proposed business combination, which has been approved by both companies’ boards of directors, will significantly enhance NYSE Euronext’s scale in U.S. options, exchange traded funds (ETFs), closed-end funds, structured products and cash equities.  Subject to approval by Amex members and customary regulatory approvals, including from the U.S. Securities and Exchange Commission and Department of Justice, this transaction is expected to close in the third quarter of this year and to be accretive to NYSE Euronext’s 2009 earnings.

Under terms of the agreement, NYSE Euronext will pay $260 million in NYSE Euronext common stock for the Amex.  In addition, Amex members will be entitled to receive additional shares of NYSE Euronext common stock based on the net proceeds from the expected sale of Amex’s lower Manhattan headquarters.  

The acquisition of the Amex provides for a number of additional benefits and opportunities for NYSE Euronext:

• Obtain a second U.S. option exchange license, which will enable NYSE Euronext to operate a compelling dual market structure making available to all customers the choice of price-time priority on NYSE Arca and the Amex’s traditional market-maker model;
  
  
• Provide additional volume to NYSE Euronext’s robust U.S. options business, making it the third largest U.S. options marketplace;
  
  
• Operate a third, complementary U.S. cash equities exchange, in addition to the NYSE and NYSE Arca;
  
  
• Strengthen NYSE Arca’s leadership position in ETF listing and trading, joining 381 current Amex ETF listings with 240 NYSE Arca ETF listings;
  
  
• Offer a leading venue for listing and trading closed-end funds and structured products, including 545 listings on Amex and over 1,000 listings on NYSE;
  
  
• Realize annualized run rate cost synergies of over $100 million within two years from closing, including technology, data center and staff integration, consolidation of professional and contract services and vendors; and
  
  
• Relocate Amex’s trading floor operations to the NYSE trading floor.

“The addition of the American Stock Exchange to the NYSE Euronext family is highly beneficial for our customers and shareholders, and demonstrates our ongoing commitment to growing our business and product lines,” said Duncan L. Niederauer, NYSE Euronext CEO.  “NYSE Euronext is the established leader in global financial-market consolidation, offering the most attractive and diverse array of products of any global exchange.  This transaction is consistent with our strategic objectives and will strengthen our competitive position in the U.S. , produce significant operational efficiencies, and create new business opportunities.”

Neal Wolkoff, Chairman and CEO of the American Stock Exchange, said, “The Amex is pleased to join NYSE Euronext and be part of the world’s leading multi-asset global exchange. With the Amex’s diverse business lines and specialization in launching innovative new products, I am excited to be at the helm of the Amex as we complete this compelling and strategic business combination.”

Amex operating revenues for the year-ended December 31, 2007 were approximately $178 million, and the company generated a pre-tax net loss of approximately $36 million. On Dec. 31, 2007 , the Amex employed 471 people.  Upon the expected completion of Amex’s acquisition by NYSE Euronext in the third quarter of 2008, Amex is expected to operate at a breakeven level for fiscal year 2008, and in 2009 the transaction is expected to be accretive to NYSE Euronext’s earnings.

Lehman Brothers is acting as financial advisor and Wachtell, Lipton, Rosen & Katz is acting as legal advisors to NYSE Euronext on this transaction.  Amex is represented by Morgan Stanley as financial advisor and Milbank, Tweed, Hadley & McCloy LLP, and Paul, Weiss, Rifkind, Wharton & Garrison LLP as legal advisors.

Analyst/Investor and Media Briefing:  Jan. 17, 2008 , 5:15pm (NY/ET)
NYSE Euronext and Amex senior management representatives will host a joint analyst/investor and media call via teleconference today regarding this announcement.   A live audio webcast of the conference call will be available on the Investor Relations section of NYSE Euronext’s website, http://www.nyseeuronext.com/ir.  Those wishing to listen to the live conference via telephone should dial-in at least 10 minutes before the call begins. 

Live Dial-in Information:
United States  : 866.543.6408
International: 617.213.8899
Passcode: 19548146
 
Audio replays of the conference call will be available on the Investor Relations section of NYSE Euronext’s website, http://www.nyseeuronext.com/ir and by dial-in beginning approximately two hours following the conclusion of the live call.

Replay Dial-in Information:
United States  : 888-286-8010
International: 617-801-6888
Passcode: 25435287
available 1/17/08 – 1/24/08