1. 1 Shareholder Meeting February 10, 2004 1

2. 2 Safe Harbor Statement 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 expectations regarding the effect of our acquisitions of Mydiscountbroker.com and Bidwell & Company and the prospective acquisition of BrokerageAmerica.com accounts, and any projections regarding our future revenues, expenses, synergies, earnings or activity rates 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 market fluctuations and changes in client trading activity, general economic and political conditions, increased competition, systems failures and capacity constraints, regulatory and legal matters and uncertainties and other risk factors described in our latest Annual Report on Form 10-K and Quarterly Report on Form 10-Q. 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.

3. 3 Management Team >> 2003 Highlights >> YTD Highlights >> Strategy – Future – Outlook >>

4. 4 Management Team Phylis Esposito Executive Vice President Chief Strategy Officer Mike Feigeles Executive Vice President Special Projects Pete Ricketts President, Private Client Division Randy MacDonald Executive Vice President Chief Financial Officer Kurt Halvorson Executive Vice President Chief Administrative Officer Asiff Hirji Executive Vice President Chief Information Officer Ellen Koplow Executive Vice President General Counsel Anne Nelson Executive Vice President Chief Marketing Officer Almost 190 years combined financial services experience Joe Moglia Chief Executive Officer

5. 5 Record 2003 Highlights >> $0.32 EPS $264M EBITDA $188M Synergies = $245M Run-Rate $55B Client Assets (1) See attached reconciliation of financial measures. (1)

6. 6 Record Dec 03 QTR Highlights >> (1) See attached reconciliation of financial measures. Net income $72M, $0.17 EPS EBITDA $127M, 56% of net revenues Pre-tax income $120M, 53% Operating margin $143M, 63% Net revenues of $226M (1)

7. 7 (1) For the quarter ended 12/01 and 12/03 based on Company reports. (2) See attached reconciliation of financial measures 12/03 Change 12/01 Qtr (1) $226.4M175K 109% 101% $108.2M87K Revenues Trades Per Day 175K 109% 101% $108.2M87K Revenues Trades Per Day $71.9M 700% $9.0M Net Income $83.4M 10% $75.8M Expenses (2) Excluding Advertising $226.4M175K 109% 101% $108.2M87K Revenues Trades Per Day $6B 600 % $1B Market Cap $83.4M 10% $75.8M Expenses (2) Excluding Advertising $226.4M175K 109% 101% $108.2M87K Revenues Trades Per Day $71.9M 700% $9.0M Net Income POWER OF OPERATING LEVERAGE AND SCALABILITY $83.4M 10% $75.8M Expenses (2) Excluding Advertising 175K 109% 101% $108.2M87K Revenues Trades Per Day $226.4M

8. 8 Note: For the quarter ended 12/31/03 based on Company reports. E*Trade pre-tax income from ongoing operations. (1) ET includes US and International retail trades. SCH includes revenue trades only and excludes mutual fund OneSource trades. #1 PRE-TAX MARGIN 162K 92K 175K 53% 28% 21% SchwabE*TradeAmeritrade Avg. Daily Trades (1)

9. 9 STRONG ROE GROWTH (1) Annualized earnings for the period October-January FY 04. -38.2% FY 01 11.9% 33.8% FY 02FY 03FY 04E (1) -5.5%

10. 10 (1) E*Trade includes US and International retail trades and excludes professional trades. (2) Schwab includes revenue trades only and excludes mutual fund OneSource trades. Source: Ameritrade, E*Trade, Schwab and Waterhouse from Company reports for the quarter ended 12/31/03. Fidelity Online from Merrill Lynch Online Brokers Report dated 11/7/03. #1: RETAIL EQUITY TRADES AMTD JAN 04 PER DAY (OOOs) 92 95 119 162 175 254 ET (1) FIDELITYTDSCH (2) AMTD

11. 11 STRONG CLIENT ASSET GROWTH 95% GROWTH $28.5 $59.5 $8.6 $12.9 As of Jan. 30, 2004 Client Cash & Money Market Funds ($ IN BILLIONS) $37.1 $72.4 As of Dec. 31, 2002

12. 12 LEADER IN M&A (1) M&A transactions in Online Brokerage Industry since 07/31/01. AnnouncedCompany NOV. O3 OCT. 03 JUNE 03 APR. 02 JULY 01 Bidwell BrokerageAmerica MDB.com Datek NDB.com 5 OF 13 IN INDUSTRY (1)

13. 13 OVER-DELIVERED SYNERGIES $164M Original Estimate DATEK PRE-TAX SYNERGIES $245M Achieved - Run-Rate 4Q 03

14. 14 (1) See attached reconciliation of financial measures. SIGNIFICANT OPERATING LEVERAGE Revenues Commissions Net Interest Spread Other Revenue Net Revenue Variable Expense Fixed Expense Operating Expense Adjusted (1) Operating Margin (1) Advertising Pre-tax Income $ 13.50 4.75 1.83 67% 24% 9% $ 20.07 3.01 4.40 7.41 15% 22% 37% $ 12.66 2.04 $ 10.62 63% 10% 53% PER TRADE ANALYSIS DEC. 03 QTR. % OF REVENUE

15. 15 Growth Opportunities >> Expand Leading Active Trader Position Attract Long-Term Investors >>

16. 16 SHARE REPURCHASE (1) Weighted average share price since inception of program on 09/19/02. (2) Share price as of close 1/30/04. 27.3M Shares $8.29 (1) $15.8 (2) $226M $433M $207M PriceValue Repurchased Market Price Shareholder Return 91%

17. 17 37 - JUNE 02 124 - JAN. 04 Daily Avg. Share Volume JUN Q 02: 0.9M shares DEC Q 04: 4.8M shares >> Institutional Investor Note: Excludes the PEIs and Intrust 401(k) provider. Data from 6/30/02 and 1/20/04.

18. 18 Analyst Firm Recommendation Credit Suisse First Boston Outperform Friedman, Billings, Ramsey Outperform Keefe, Bruyette & Woods Outperform Raymond James Outperform Sandler O’Neill Buy Smith Barney Buy Merrill Lynch Neutral ANALYST COVERAGE Note: data from First Call Report 2/09/04.

19. 19 STRONG EPS GROWTH $0.53 ($0.22) (1) $0.12 (1) $0.32 FY 01FY 02FY 03FY 04E (1) Earnings per share is operating EPS, excluding restructuring and asset impairment charges for FY 01 and FY 02. See attached reconciliation of financial measures. Orange dotted lines indicate Company’s earnings guidance. $0.79

20. 20 SHAREHOLDER RETURN: SIGNIFICANT OUTPERFORMANCE LEH MWD MER JEF LM ET 173% AMTD GS RJF BSC SCH AGE 50% 100% 150% Calculation shows the increase in total shareholder value based upon three month average stock prices (to normalize data) at the beginning and end of the calendar year 2003 plus dividends.

21. 21 Reconciliation of Financial Measures

22. 22 In thousands, except percentages, per trade measures and EPS Qtr Ended Dec. 31, 2001 $Per Trade % of Rev. $ Operating Expenses, Adjusted (2) Operating Expenses, Adjusted 83,418$ 7.41$ 36.8%75,845$ Plus: Advertising23,0662.04 10.2%17,105 Total expenses106,484$ 9.45$ 47.0%92,950$ Qtr Ended Dec. 31, 2003 $ % of Rev. $ Operating Expenses, Adjusted (2) Operating Expenses, Adjusted389,512$ 54.6%362,489$ 79.7% Less: Gain on sale of investment- - (9,692) -2.1% Plus: Restructuring and asset impairment charges5,991 0.8%38,268 8.4% Plus: Debt conversion expense- - 62,082 13.7% Plus: Advertising90,39412.7%147,97532.5% Total expenses485,897$ 68.1%601,122$ 132.2% Fiscal Year Ended Sept. 26, 2003Sept. 28, 2001 RECONCILIATION OF FINANCIAL MEASURES Sept. 27,Sept. 28, 20022001 0.12$ (0.22)$ (0.25) (0.10) (0.20) - 0.03 EPS from Ongoing Operations (1) Earnings (loss) per share from ongoing operations Less: Restructuring and asset impairment charges Less: Debt conversion expense Plus: Gain on sale of investment Basic and diluted earnings (loss) per share (0.13)$ (0.49)$ Fiscal Year Ending

23. 23 In thousands, except percentages and per trade measures Fiscal Year Ended Sept. 26, 2003 $ EBITDA126,750$ 264,141$ Less: Depreciation and amortization(5,957)(31,708) Interest on borrowings(837)(5,076) Pre-tax income119,956$ 227,357$ EBITDA (3) Qtr Ended Dec. 31, 2001 $ $% of Rev. Operating margin142,842$ 63.1% Less: Advertising(23,066)-10.2% Gain/(loss) on disposal of property1800.1% Pre-tax income119,956$ 53.0% Qtr Ended Dec. 31, 2003 Operating Margin (4) RECONCILIATION OF FINANCIAL MEASURES

24. 24 RECONCILIATION OF FINANCIAL MEASURES Note: The term "GAAP" in the following explanations refers to generally accepted accounting principles in the United States. (1)EPS from ongoing operations is considered a Non-GAAP financial measure as defined by SEC Regulation G. We define EPS from ongoing operations as earnings (loss) per share, adjusted to remove any significant unusual gains or charges. We believe EPS from ongoing operations provides an important measure of the financial performance of our ongoing business. Unusual gains and charges are excluded because we believe they are not likely to be indicative of the ongoing operations of our business. EPS from ongoing operations should be considered in addition to, rather than as a substitute for, basic and diluted earnings per share. (2)Operating expenses, adjusted is considered a Non-GAAP financial measure as defined by SEC Regulation G. Operating expenses, adjusted consists of total expenses, adjusted to remove advertising expense and one time charges and revenues. We believe operating expenses, adjusted provides an important measure of the financial performance of our ongoing business. Advertising spending is excluded because it is largely at the discretion of the Company, varies significantly from period to period based on market conditions and relates to the acquisition of future revenues through new accounts rather than current revenues from existing accounts. Operating expenses, adjusted should be considered in addition to, rather than as a substitute for, total expenses. (3)EBITDA (earnings before interest, taxes, depreciation and amortization) is considered a Non-GAAP financial measure as defined by SEC Regulation G. We consider EBITDA an important measure of our financial performance and of our ability to generate cash flows to service debt, fund capital expenditures and fund other corporate investing and financing activities. EBITDA eliminates the non-cash effect of tangible asset depreciation and intangible asset amortization, as well as any non-cash gains or charges. EBITDA should be considered in addition to, rather than as a substitute for, pre-tax income, net income and cash flows from operating activities.

25. 25 (4)Operating margin is considered a Non-GAAP financial measure as defined by SEC Regulation G. We define operating margin as pre-tax income, adjusted to remove advertising expense and any unusual gains or charges. We believe operating margin provides an important measure of the financial performance of our ongoing business. Advertising spending is excluded because it is largely at the discretion of the Company, varies significantly from period to period based on market conditions and relates to the acquisition of future revenues through new accounts rather than current revenues from existing accounts. Unusual gains and charges are excluded because we believe they are not likely to be indicative of the ongoing operations of our business. Operating margin should be considered in addition to, rather than as a substitute for, pre-tax income and net income. RECONCILIATION OF FINANCIAL MEASURES

26. 26 www.amtd.com