1. 1 February 2003 Shareholders’ Meeting

2. 2 This presentation contains forward-looking statements within the meaning of the Federal securities laws. We intend these forward-looking statements to be covered by the safe harbor provisions of the Federal securities laws. In particular, any statements or projections regarding our future synergies, earnings, costs, operating margins or advertising expenses are forward-looking statements. These statements reflect only our current expectations and are not guarantees of future performance or results. These statements involve risks, uncertainties and assumptions that could cause actual results or performance to differ materially from those contained in the forward-looking statements. These risks, uncertainties and assumptions include the successful integration of the operations of Ameritrade and Datek, operational cost savings resulting from the merger of Ameritrade and Datek, market fluctuations and changes in client trading activity, general economic conditions, increased competition, regulatory and legal matters and uncertainties and other risk factors described in our latest Annual Report on Form 10-K. These forward-looking statements speak only as of the date on which the statements were made. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Safe Harbor Statement

3. 3 Joe Moglia, CEO joem@ameritrade.com

4. 4 Executive Management Team >Phylis Esposito – Chief Strategy Officer >John Grifonetti – Senior Advisor >Kurt Halvorson – Chief Administrative Officer >Ellen Koplow – General Counsel >Randy MacDonald – Chief Financial Officer >John Mullin – Interim Chief of Technology >Anne Nelson – Chief Marketing Officer >Vince Passione – President, ICD >Pete Ricketts – President, PCD

5. 5 Ownership as of Datek Merger Closing (9/9/02) % Ownership 28% 12% 10% 8% 6% 5% 4% 3% 2% 77% Ricketts Family (Board) Bain Capital (Board) TA Associates (Board) Silver Lake Partners (Board) Datek Founders Deutsche Bank Groupe Arnault Advent Executive Officers

6. 6 Industry Outlook: Secular Growth 2002 2007 24.7 M Accounts 51.7 M Accounts Source: Jupiter, September 2002. SIA “Equity Ownership in America”, 2002 Investors using the Internet to execute: 15% - ’98 31% - ‘02 What’s our share? 3M to over 6M... Or more? Human Behavior Demographics

7. 7 When Does the Internet Transform an Industry? When it simultaneously improves both the Client’s experience and the service provider’s business model.

8. 8 Our Mission To lead by empowering Clients to pursue their financial goals, accomplished through integrity, teamwork and Client-driven innovation.

9. 9 Priorities – Resources – Focus Clients Shareholders Associates

10. 10 #1 Online Broker Ameritrade + Datek =

11. 11 #1: Online Equity Trades 4Q CY2002 Average Daily Equity Trades AMTD SCHTDET 141K 132K 92K 88K Source: Company reports.

12. 12 AMTD ETTDSCH 495K 15% 100K 3% (100K) –2% #1: Net Account Growth (24 Mo.) 1.5 Million 112% Source: Derived from company reports. Net account growth for the 24 months ended 12/31/02. Approaching 3 Million Clients 876K Datek 215K NDB 425K 31% Organic

13. 13 #1: Account Quality Average online equity trades per account per year AMTD SCHTDET 12 8 7 6 Source: Derived from company reports. Quarter ended 12/31/02 annualized.

14. 14 AMTD + Datek (w/synergies) AMTD + Datek ETSCH 25% 13% #1: Operating Margin 44% 38% Operating Expense excludes advertising. Quarter ended 12/31/02. Source: Derived from company reports.

15. 15 In millions of dollars, except EPS. Expected Synergies FY 03Run Rate Pre-tax$127$174 After-tax$73$100 EPS$0.17$0.23

16. 16 Trades Revenue R&D Innovation & Operational Efficiency Services & Products at Low Cost Better Client Experience Clients Scalability

17. 17 (EPS from Ongoing Operations) Record Year ‘97‘98‘99‘00‘01‘02‘03 E $0.08 $0.00 $0.07 ($0.08) ($0.22) $0.12 $0.32 $0.24

18. 18 Record First Quarter >Net Inc.: $22M – 5¢ EPS >Net Rev.: $181M >Operating Margin: $69M – 38% >Pre-tax Margin: $37M – 20% >EBITDA: $47M – 26% of Net Rev. >141,000 TPD

19. 19 Clean Balance Sheet As of Dec. 31, 2000 As of Dec. 31, 2002 Accounts(M)1.42.9 Bank Debt ($M)17---- Convertible Notes ($M)20046 Total Debt21746 Stockholders’ Equity ($M)1391,123 Debt-to-Equity Ratio156%4% Non Broker/Dealer Cash ($M) 1103 NITE, net of tax ($M)6823 Excess Net Capital ($M)39121 Liquid Assets ($M)108247

20. 20 Current Sell-Side Coverage AnalystCurrent RatingFirm Bank of America Goldman Sachs Putnam Lovell Raymond James Salomon Smith Barney UBS Warburg Jeffries Sobhani/Manna Strauss/Tukman Repetto/Halky Vinciquerra Moszkowski/Clark Glossman/Shteyman Justin Hughes Market Performer (3) Underperform (4) Outperform (2) Outperform (2) Outperform/Speculative (3) Neutral (3) Buy (1)

21. 21 Share Buy-Back Program >40 million shares authorized >5 million shares purchased Executive & Director Purchases > 1.9 million shares

22. 22 = Great Levered Play on a Market Turn around

23. 23 www.amtd.com