BACKGROUND E*Trade Group, Inc.

, through its subsidiary E*Trade Securities, is leading the investment services revolution of the digital age. E*Trade, one of the pioneers of electronic investment services, is also one of the top online and Internet-based brokerage firms. Unlike traditional "brick and mortar" houses, such as Merrill Lynch and Smith Barney Shearson, and discount brokers such as Charles Schwab Corp., E*Trade operates only online, without the overhead of the extended sales offices networks and large employee base of full-service brokerages. E*Trade offers its customers 24-hours-per-day, seven-days-per-week stock and options trading and access to real-time market information, company research, market analysis, and other investment information services. E*Trade's services are available through online services such as America Online, Compuserve, and the Microsoft Financial Network, through the World Wide Web at the company's web site, through Internet-based "push" services such as the PointCast Network, and through direct-modem access and the touchtone telephone Telemaster system. E*Trade has broken the paradigm of traditional investing by giving its customers--typically computer-savvy, individual investors&mdashcess to the information previously available only to brokerage professionals. E*Trade does not act as an adviser, but rather gives its customers the tools to make their own investment decisions. As such, E*Trade has slashed the cost of trading, charging as low as $14.95 per 100-share transaction, compared to $150 or more at a fullservice broker, or even the $70 or more per transaction charged by discount brokerage houses. The company, which operates a second "hot" facility in Sacramento, California, which duplicates the company's Palo Alto facility's equipment and customer service staff as backup protection, employs only around 350 people, compared to the many thousands at full-service brokers. E*Trade customers subscribe to the service by establishing a minimum $1,000 account with the company. To discourage hackers, cash accounts are maintained offline--leaving the customer vulnerable only to the threat of unauthorized trading, which itself is discouraged by the

company's secure online site. Customers are issued a password with which they can access their portfolio through the company's full web site. There they can choose among a variety of information, research, and portfolio management features, including personalizing the site for their own interests, and buy and sell stock and perform other investment transactions on the AMEX, NYSE, and NASDAQ exchanges. Based in Palo Alto, California, E*Trade's services are not limited to U.S. customers; indeed, the company's electronic services are accessed by private investors from more than 60 countries. At the same time, E*Trade, through its E*Trade Ventures subsidiary, has been establishing a presence on international exchanges, operating in Canada under the E*Trade brand name through a joint venture with Versus Brokerage Services, Inc. In June 1997, the company announced that it had reached a similar agreement to bring its services to Australia, through an alliance with that country's Nova Pacific Capital Limited. Founder William Porter, E*Trade's chairman, owns a 20 percent stake in the company and serves on the board of directors. Leading the company's growth, however, is Christos Cotsakos, also a director with a 5 percent stake in the company, as president and CEO. E*Trade's growth has been dramatic: its nearly $52 million in revenues for 1996 is more than double its sales for the previous year, and estimates for 1997 expect revenues to double again. Meanwhile, the company adds 500 new customers and as much as $10 million in new assets daily. E*Trade's more than 150,000 customers have also been steadily increasing the company's trading volume. In April 1997, the company reported a daily transaction volume of more than 14,000. When William Porter formed TradePlus with $15,000 in startup capital in 1982, the online investment revolution was already underway. The first online service, called Tickerscreen, was initiated in May 1982 by Max Ule, as a division of Rosenkrantz, Ehrenkrants, Lyon & Ross, Inc. A bulletin-board system, Tickerscreen enabled customers to place orders after the markets were closed, which would then be transacted by the brokerage house when the markets opened again the next day. Porter, who had held management positions with General Electric and

Textron, after earning an M.A. in physics at Kansas State College and an M.B.A. in management from the Massachusetts Institute of Technology, saw an opportunity to take online investment services further--by automating the full transaction process. Porter's TradePlus "vision" combined two emerging trends. Already trading under his own account, Porter also looked at cutting the cost of trading. By then, a new breed of discount brokers, such as Charles Schwab, had arisen to challenge the full-service brokerage houses. By the mid-1980s, discount brokers amounted to nine percent--up from two percent at the start of the decade and rising--of all stock transaction commissions. Porter, however, believed that he could cut the cost of trading even deeper than the discount brokers, who still charged as high as $100 per transaction. The second trend was the appearance of the first personal computers in the early 1980s. Porter immediately recognized the potential of this new electronic market, foreseeing that personal computers&mdashuipped with their own modems--would soon become commonplace office and home equipment. In 1982, TradePlus contracted with C.D. Andersen & Co. to create a computerized order entry system. That system went online in July 1983. TradePlus enabled its customers to access market information, and conduct trades during market hours, while offering 24-hour-per-day portfolio management capability. By paying a premium on the basic service charge, customers could also receive real-time stock pricing and portfolio updates; otherwise, they received information after a 20-minute delay. Customers paid a signup fee, ranging up to $195, and monthly subscription fees of $15, which gave them one-hour of connect time per month. Use of the service beyond that cost $24 per hour during market hours, and $6 per hour when the markets closed. For the premium, real-time service, nonprofessional customers paid $75 per month and professional investors paid $135 per month, fees established by the National Association of Securities Dealers.

By 1984, C.D. Anderson counted some 500 TradePlus customers, who contributed as much as 12 percent of the firm's commissions. In that year, the Anderson's exclusive agreement with TradePlus ended, and Porter began marketing the company to other discount brokers, signing on Fidelity Brokerage Services, of Boston, and Texas Securities, Inc., of Fort Worth, by the middle of the year. By then, TradePlus was not alone: several other discount brokers had begun to offer their own online services. But TradePlus continued to build, in 1985 signing Quick & Reilly, then the nation's third-largest discount broker, to offer TradePlus through the Compuserve Information Network. The following year, TradePlus services were also added to another large database service of the time, Dialog Information Retrieval Service. The concept of online investment transactions was catching on, although individual investors were still burdened by monthly subscription charges. Toward the late 1980s, that changed when Donaldson, Lufkin & Jenrette introduced its PC Financial Network, which was incorporated into the standard services of such online businesses as America Online and Prodigy. TradePlus's primary customers, meanwhile, included a growing number of discount brokerage houses, conducting their activities via the TradePlus system. Online trading continued to build momentum. By the summer of 1987, TradePlus reported that its servers were in use nearly every minute, often by several people at once, 24-hours per day, including a large number of international customers as well as domestic customers. By then, in addition to Quick & Reilly and C.D. Anderson, two banks began offering TradePlus as a brokerage gateway. Bank of America's Home Banking service gave customers access to Charles Schwab & Co. using TradePlus's computers, while Chemical Bank's Pronto customers could place orders through TradePlus to Quick & Reilly. Electronic trading seemed on its way to becoming a competitive force in the investment community. But then, in October 1987, the market crashed. Trade volume contracted, and the online trading services, TradePlus included, withered.

Trading picked up only slowly as the 1990s began, crippled by a national recession, and then by the U.S. entry into the Gulf War. But in 1991, Porter, still active with TradePlus, again showed his visionary side. With several hundred thousand dollars of startup capital from TradePlus, Porter established a new company, E*Trade Securities, Inc., providing deep-discount brokerage services. Instead of the monthly fees charged by TradePlus, E*Trade offered flat-rate trading and free information services via the online services, including America Online and Compuserve. By the following year, Wall Street had recovered from its slump, entering the bull market of the 1990s. At the same time, interest in the online services began to build, while advances in modem technology and falling prices among computer equipment in general, were providing faster access to a widening range of people. E*Trade quickly dominated this new investors market. As trade volumes continued to build, interest in investing--particularly among the Baby Boom generation--was also rising. By the mid1990s, more than 20 percent of the nation's population was investing in stock, compared with less than 5 percent the decade before. By 1992, combined revenues at TradePlus and E*Trade neared $850,000. The following year, revenues--based on E*Trade's $40 per transaction charge&mdashpped $2 million. The company also turned profitable, posting $100,000 in net earnings. The new availability of investment information, accessible by the online services' customers 24 hours per day, added to the popularity of investing, and particularly self-directed investing by the growing numbers of computer-literate customers. Both America Online and Compuserve were undergoing their own growth boom during this period. By 1994, the two companies counted some two million customers between them. In less than three years, America Online alone would count more than eight million customers.

Nineteen ninety-four proved significant for E*Trade as well: revenues exploded, nearing $11 million, making TradePlus and its E*Trade subsidiary the fastest-growing private company in the country. E*Trade quickly outpaced its parent, and the company would eventually be reorganized as the E*Trade Group, with E*Trade Securities remaining its principal subsidiary. The company, which counted 44 employees in 1994, scrambled to keep up with its own growth, adding more than 200 employees in one year, and expanding its office space from 4,800 square feet to more than 20,000 square feet in 1994. By the end of 1995, however, E*Trade was forced to move again, to new quarters with some 48,000 square feet. By 1995, the new American information revolution was firmly underway. The appearance of socalled multimedia PCs, which bundled sound, video, and--particularly important for E*Trade-modems into relatively inexpensive and easy to install packages, brought a whole new wave of people to computers and online services. E*Trade soon found itself joined by competing online investment services, forcing it to drop its transaction rate to $19.95. But the company had already taken the lead among the growing home investors community--which was also served by such popular online services as America Online's Motley Fool investment information area. E*Trade found its system overloaded with customer calls, and in the summer of 1995 was forced to quadruple its systems. By the end of that year the company's revenues had doubled again, reaching $22.3 million and generating a net income of $2.6 million. The online services proved merely a taste of things to come. By the end of 1995, the Internet-and more specifically its graphical World Wide Web interface--had become the buzzword of the country. A new range of service providers sprang up, countering the hourly charges of the online services with unlimited access at flat-rate monthly fees. E*Trade quickly set up shop on the World Wide Web as well. Within weeks after the company's entry on the Web, the Internet accounted for more than 13 percent of the company's sales.

In early 1996, E*Trade began preparing its own initial public offering. Porter stepped aside, bringing in Christos Costakos to lead the company. Costakos, a son of Greek immigrants from Paterson, New Jersey, had been a decorated Vietnam veteran--a volunteer awarded the Congressional Medal of Honor for his actions during the Tet Offensive--before joining the early 1970s startup Federal Express. Beginning at an hourly wage of $3.50, Costakos worked his way up the Federal Express ranks over nearly 19 years, before becoming president and CEO of Nielsen. With Porter as chairman, Costakos was named president and CEO in April 1996 and led E*Trade into its IPO that summer. E*Trade was adding some 500 customers and as much as $10 million in assets per day; by May 1996, the huge increase in trading volume--in the first half of that year alone volume had tripled, from 50 million shares traded to more than 170 million&mdashoved too much for the company's system, crashing the company's computers and leaving its customers stranded for some two hours. For that two-hour period, the company paid out $1.7 million to cover its customers' losses. A second, more limited glitch occurred in July. But the company had already begun to prepare for such an event, having leased a 53,000-square-foot space in Sacramento, California, to install a redundant hardware and customer service facility. The growth of its competitors, including the arrival of Schwabs' e.schwab service, forced E*Trade to cut its transaction rate again, to as low as $14.95. E*Trade's growth pace continued, seeing revenues more than doubling again to near $52 million for 1996. The company also began expanding its services, offering investors the opportunity to buy shares in IPOs and purchase equity in private offerings. Trade volume continued to grow, reaching 8,000 transactions per day--with the Internet accounting for more than a quarter of all transactions. The company also formed a subsidiary, E*Trade Online Ventures, to search for other directions in which the company could expand. One such expansion was the company's agreement with Versus Brokerage to extend the E*Trade brand

name to Canada's financial market. A similar agreement would bring the company to Australia in May 1997. In June 1997, E*Trade and leading World Wide Web search engine Yahoo!, which recorded some 10 million "hits" per day, announced an agreement which added a direct link to E*Trade's web site from the Yahoo! site. With an estimated 40 million Americans online by mid-1997, and a total online community of some 60 million worldwide, E*Trade's future appeared electric. Analysts expected the online investment market to grow from 1.5 million in 1997 to 10 million or more by the turn of the century. E*Trade looked forward to becoming the top brand name of this new investment era.

BOARD OF DIRECTORS

Frank J. Petrilli Chairman and Interim CEO E*TRADE Financial Corporation Interim CEO Frank J. Petrilli has been the Chairman of E*TRADE's Board of Directors since January 2012. He became Interim CEO in August 2012, and will remain in place while the Board conducts its search for a permanent CEO. As Interim CEO, Mr. Petrilli is charged with overseeing E*TRADE's executive management team and executing on the Company's business strategy.

FINANCIAL ANALYSIS

Organization E*TRADE Clearing LLC, is a wholly owned direct subsidiary of E*TRADE Bank, which is an indirect wholly owned subsidiary of E*TRADE Financial Corporation (the Parent). The Company, a single member limited liability company, is a broker-dealer registered with the Securities and Exchange Commission, and a member of the Financial Industry Regulatory Authority. Nature of Operations The Company clears and settles securities transactions for customers of other broker-dealers, including E*TRADE Securities LLC, and E*TRADE Securities Ltd, both affiliated broker-dealers. Accordingly, the Company carries security accounts for customers and is subject to the requirements of Rule 15c3-3 under the Securities Exchange Act of 1934. Use of Estimates The statement of financial condition was prepared in accordance with accounting principles generally accepted in the United States of America (GAAP), which require management to make estimates and assumptions that affect the amounts reported in the statement of financial condition and related notes. Actual results could differ from managements estimates. Certain significant accounting policies are noteworthy because they are based on estimates and assumptions that require complex and subjective judgments by management. Changes in these estimates or assumptions could materially impact our financial condition. Material estimates in which management believes near-term changes could reasonably occur include: allowance for doubtful accounts; estimates of effective tax rates, deferred taxes and valuation allowances; and fair value measurements. Cash and Equivalents The Company considers all highly liquid investments with original or remaining maturities of three months or less at the time of purchase, that are not required to be segregated under federal or other regulations to be cash equivalents. Cash Required to be Segregated under Federal or Other Regulations Cash required to be segregated under federal or other regulations consists of interest-bearing and non-interest-bearing cash accounts, and

money market deposit accounts. At June 30, 2012, the Company had interest-bearing cash deposits of $250.0 million, non-interesting bearing cash deposits of $369.0 million, and money market deposit accounts of $52.0 million maintained in special reserve bank accounts for the exclusive benefit of customers pursuant to Rule 15c3-3 under the Securities Exchange Act of 1934. At June 30, 2012, the Company also had interest-bearing cash deposits of $12.0 million maintained in a special reserve bank account for the exclusive benefit of proprietary accounts of introducing broker-dealers (PAIB) customers pursuant to Rule 15c3-3 under the Securities Exchange Act of 1934.

Receivables from and Payables to Customers Receivables from and payables to customers include amounts due on cash and margin transactions. Securities owned by customers, including those that collateralize margin or other similar transactions, are not reflected in the statement of financial condition. Receivables from customers include unsecured loans of $7.0 million, for which the Company recorded a $6.9 million reserve as of June 30, 2012. See Note 4 Receivables from and Payables to Customers and Non-customers. Customer securities transactions are recorded on a settlement date basis.

Receivables from and Payables to Brokers, Dealers and Clearing Organizations Receivables from brokers, dealers and clearing organizations include amounts receivable for securities not delivered by the Company to a purchaser by the settlement date (fail to deliver), margin deposits and net receivables arising from unsettled trades. Payables to brokers, dealers and clearing organizations include amounts payable for securities not received by the Company from a seller by the settlement date (fail to receive) and net payables arising from unsettled trades. Deposits paid for securities borrowed and deposits received for securities loaned are recorded at the amount of cash collateral advanced or received. Deposits paid for securities borrowed transactions require the Company to deposit cash with the lender. With respect to deposits received for securities loaned, the Company receives collateral in the form of cash in an amount generally in excess of the market value of the securities loaned. Interest income and interest expense are recorded on an accrual basis. The Company monitors the market value of the securities borrowed and loaned on a daily basis, with additional collateral obtained or refunded, as necessary. See Note 3 Receivables from and Payables to Brokers, Dealers and Clearing Organizations. Internally Developed Software, Net The costs of internally developed software that qualify for capitalization are included in the internally developed software, net line item. For qualifying internal-use software costs, capitalization begins when the conceptual formulation, design and testing of possible software project alternatives are complete and management authorizes and commits to funding the project. The Company does not capitalize pilot projects and projects where it believes that future economic benefits are less than probable. Technology development costs incurred in the development and enhancement of software used in connection with services provided by the Company that do not otherwise qualify for capitalization treatment are expensed as incurred.

Share-Based Payments The Company participates in the Parents share-based employee compensation plans. The Parent and the Company record share-based payments expense in accordance with the stock compensation accounting guidance. The Company records compensation cost at the grant date fair value of a share-based payment award over the vesting period less estimated forfeitures.

Fair Value Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company determines the fair value for its financial instruments that are recognized or disclosed at fair value in the financial statements on a recurring basis. See Note 2 Fair Value Disclosures. Estimated Fair Value of Financial Instruments The Company believes that the amounts presented for financial instruments on the statement of financial condition consisting of cash and equivalents, cash required to be segregated under federal or other regulations, receivables from and payables to brokers, dealers, clearing organizations, customers, non-customers, and affiliated companies and other liabilities approximate fair value. Income Taxes Deferred income taxes are recorded when revenues and expenses are recognized in different periods for financial statement purposes than for tax return purposes. Deferred tax asset or liability account balances are calculated at the balance sheet date using current tax laws and rates in effect. Valuation allowances are established, when necessary, to reduce deferred tax assets when it is more likely than not that a portion or all of a given deferred tax asset will not be realized. Income tax expense includes (i) deferred tax expense, which generally represents the net change in the deferred tax asset or liability balance during the six

months ended June 30, 2012 plus any change in valuation allowances and (ii) current tax expense, which represents the amount of tax currently payable to or receivable from a taxing authority. In 2012, the Internal Revenue Service sent an examination notification to the Parent related to its 2009 and 2010 federal tax returns. While the Parent cannot predict the outcome of the examination, it believes that adequate provision has been made for any of the Companys uncertain tax positions. Uncertain tax positions are only recognized to the extent they satisfy the accounting for uncertain tax positions criteria included in the income taxes accounting guidance, which states that in order to recognize an uncertain tax position it must be more likely than not that it will be sustained upon examination. For uncertain tax positions, tax benefit is recognized for cases in which it is more than fifty percent likely of being sustained on ultimate settlement.

E*TRADE PRODUCTS & SERVICES E*Trade uses technology to offer a wide range of innovative financial products and services. The companys products include trading, investing, cash management, lending, and managing

employee stock plans. Available through E*Trade Financial family of companies, these services are offered mostly through electronic delivery channels and include the following: Trading & Investing: Investment choices are: Stocks Options Mutual Funds Bonds IPOs Futures Services Move money with Quick Transfer Transfer an Account Wireless account access

Retirement & Planning - Accounts types: Traditional IRA Roth IRA Rollover IRA IRA for Minors

Small Business Retirement Plans Education Savings Beneficiary IRA Services Tax Tools & Tips IRA Tips & Strategies Rollover IRA Checklist Automatic Investing in Mutual Funds Banking & Credit Cards Accounts Checking Money Market Certificates of Deposit (CDs) Credit Cards Savings Services Online Bill Pay Quick Transfer

View Internet Banking Demo Wireless account access

Mortgages & Home Equity Loans Home Purchase Refinance Home Equity Services Loan Calculators Loan Status Quick Transfer In addition, E*Trade provides services in person through E*TRADE FINANCIAL Centers. The Company currently has 16 centers which are available to assist retail customers with product selection. COMPETITOR ANALYSIS Competition within the securities brokerage industry has been fierce and fueled by an evolution in social welfare policy from the private sector, a transforming regulatory front, and technological adaptation. The idea of bringing securities trading online was a disruptive notion harnessed by evolving technology initially aimed at making investment opportunities more accessible to

affluent investors and a growing middle class America. E*Trade was a pioneer in bringing the brokerage service online. Along with others who subsequently entered the playing field providing similar services, E*Trade contributed to the rapid changes in consumer stock trading since the idea was conceived by Bill Porter in the early 1980s. Before the online trading revolution, a private investor had two choices; obtain the services of either a full-service or discount brokerage firm. The difference between the two were based on associated transaction costs/fees, level of service, and resource availability to aid the investor in formulating an appropriate strategy for his/her financial goals. A full service firm offered more at higher costs, while discount firms offered services tailored to meet the needs of those who were a bit savvier. E*Trade was initially modeled after a discount brokerage firm based online and later became a financial portal offering much of the services of a traditional brick and mortar institution. This transformation would eventually allow a larger target demographic within the industry and foster a highly competitive business environment. Several factors resulted in E*Trade becoming a viable competitor in the brokerage industry. First and foremost, is that online trading was a disruptive technology, as described by Clayton Christensen. The effect online trading had on the industry shortly after its inception has been described as analogous to what discount trading firms had done to the full service firms in the past. The significance of this trend would essentially dictate how competition shaped up over the long run, but for E*Trade, being the pioneer of the concept, this alone made them competitive. According to research done by Adam Elegant and Ramiro Monteagleare, In 1992, E*Trade was processing barely 100 trades per day. By the end of 1996, that number had grown to almost 10,000 per day. This rapid growth in transactions reiterates how influential this business platform had been as well as the surge in consumer acceptance and demand that would eventually provide business opportunities for existing and new startup firms.

Additionally from a business perspective, this innovation pioneered by E*trade meant that profit margins had the potential to be competitive while simultaneous streamlined operational efforts were exercised internally. In effect, the costs typically incurred by traditional brick and mortar firms could be avoided in operating a business model such as that of E*Trade. Consequently, these cost savings were then able to be passed on to the consumer by providing competitive Deep-Discount rates, which helped E*Trade in customer acquisition. Incrementally influencing the consumer mindset to online trading was the empowerment and convenience it facilitated with investors; these were key factors for those who were self-directed in their financial objectives.

Although Bill Porter conceived the thought and rolled out the first prototype, it would eventually be a competing firm gaining the upper hand after the dot-com burst and in recent history. Based on Clayton Christensens ideology of disruptive technology, E*Trade should have triumphed given first movers advantage, but that was not the case. It was essentially leading discount brokerage firm Schwab who eventually gaining a competitive edge in online trading. According to an article by Peter Cohen, inferior financial resources and weaker management are some of the reasons why E*Trade was unable to sustain the lead position. Cohen continues to state that Schwab had no intention of letting E-Trade do what it had done to Merrill [Lynch]. So Schwab reinvented itself. In essence, instead of creating a separate unit to address the new market, Schwab integrated online trading into their core competency in order to adapt to the evolving brokerage market. This decision has had, and still holds, significant relevance as it pertains to E*Trade.

With hopes of overcoming the dot-com burst and regaining momentum, E*Trade set its sight on becoming a full-fledged financial entity offering various financial solutions in addition to the investment medium. It would have to in order to compete with well-established firms like Schwab and TD Ameritrade, the two main publicly traded competitors for E*Trade at present. Although there has been progress, E*Trade still struggles competitively amidst controversies and operational deficiencies. The merger of TD Waterhouse with Ameritrade also re-shaped the competitive landscape. E*Trade could have been in a very different position had they been the other way around. The analysis below demonstrates where some of the weaknesses are inherent to E*Trade. Since addressing these issues is proponent to strategic initiatives, possible solutions will be addressed later in the operational strategy section.

As seen on the figure above, market share is a weakness for E*Trade and that has subsequently affected its growth and optimal revenue generation within their niche. As part of

the core competency addressing target demographic, there are indicators as to what the short and long-term potentials are for any organization in any particular industry. In the case of the online trading sector, there are three types of self-directed consumers: Straddlers, Active Investors, and Retail Investors. As it pertains to E*Trade, internet trading and investment services they offered appealed most to Active Investors, who are described to be those comfortable using the internet to conduct transactions after self-directed research. Retail Investors, otherwise known as day traders and Straddlers, who are described as those uncomfortable with internet transactions and prefer firms of established reputations, have different needs; needs that E*Trade currently does not have. More specifically, Straddlers are the type of consumers who prefer the human touch when it comes to money. Retail Investors have the need for cost effective speedy transactions, since the volume of trades is much more important for them than an Active Investor. According to a Forrester research finding, utilized by Elegant and Monteagleare, the Active Investor places 47% more trades than Straddlers (traditional investors) in any given year. Moreover, Retail Investors can place as many as 12 trades per day versus approximately 8 trades per year for an Active Investor. Addressing all 3 demographics while very possible, would require E*Trade to rethink their strategic focus. Incrementally playing a part in possible future market share deterioration along with the threat to customer loyalty, E*Trades further financial woes are the privately held firms in the industry such as Fidelity, Scottrade, and Zecco. Fidelity has had a long history of success, consumer trust, and overall good reputation. As such, withering away investors from Fidelity is going to be a tough act given E*trades current capabilities. Likewise, capturing any defectors from other organizations is likely to be a formidable challenge given the low cost pricing structure associated with Scottrade and no-commission for certain transactions belonging to Zecco. The current challenges domestically in the U.S. market from the privately held firms are real and

potentially catastrophic to E*Trades long term sustainability. Competitively speaking, E*Trade is at the crossroads of innovative necessity and in need of a sound investment strategy.

OPERATIONAL STRATEGY PERSPECTIVES Being competitive in todays economy is such a broad notion that one really needs to dive deeper into the strategic focus of the company in order to evaluate the said companys competitive intensity. Strategy occurs at various operational levels and the cohesiveness of the various pieces contributing to grand (overall) strategy is critically dependent on corporate governance. Although there is room for improvement, E*Trade is conformed in a sense that top-tier directors of the board are primarily independent of the organization; at present about 2/3rd of the board. There is also a separation and distinction between the Chairman and Chief Executive Officer. Furthermore, the nominating, compensation, and audit committees consist solely of independent directors. The performance of the board is reviewed regularly, and outside

directors meet periodically without the CEO. The structural integrity of this foundation to drive optimal courses of action is beneficial to all stakeholders of E*Trades community, both internally and externally. Having said that, and considering some of the weaknesses identified in the competitive analysis, E*Trade stands to benefit over the long run through acquisitions and joint ventures so that they can grow market share and have the flexibility to be competitive with other factors such as pricing. Although E*Trade missed out on the opportunity to merge with TD Waterhouse, there have been acquisitions in recent history such as that of BrownCo in 2005 that have helped internal efforts. E*Trade needs to continue on this path so that they can diversify themselves enough to target a bigger audience and sustain long term success. Shooting for long term success requires a customer acquisition and retention plan that fills the role of a sound marketing strategy. The brokerage and investment industry in general is well known for aggressive advertising campaigns that are backed by substantial budgets. Ever since the growth experienced in the mid-1990s, E*Trade has spent many millions on advertising in the hopes of attracting and retaining individual investors. The multi-channel marketing plan at one point aimed to target the 10 to 15 million people who track investment information online but still trade offline. Some of the high-end traditional methods included Super Bowl ads and other more innovative efforts included campaigns like Celebrity Challenge where two celebrities competed head to head in a fantasy stock portfolio competition. More recently, E*Trade has also been a competitive force in banking, lending, and credit granting and they are actively marketing these products as well although maybe not as aggressively as they had in the past. In todays economy the competitive nature of marketing campaigns are intensifying and having an aggressively solid multi-channel marketing strategy is essential to sustaining long term success. This is particularly more relevant to segments E*Trade is a key player in, as depicted by the chart below from McKinsey Marketing Solutions.

While multi-channel efforts address the acquisition aspect of marketing, retaining customers is a function of being competitive and customer-centric in every detail -- including the medium in which business is conducted. Although the competitive section isolated the three types of investors based on behavior, there are other qualitative and quantitative factors that can be part of the target demographic contributing to marketing campaigns. Qualitatively for instance, the Forrester research utilized by Elegant and Monteagleare stated that more than 75% of on-line investors are male between the ages of 25 and 44. This niche is very limited and suggests a world of opportunity for marketing campaigns targeted to women as well as baby boomers and those above fifty years of age. By introducing and converting this unique demographic to utilize E*Trades services will result in a value-added marketplace. Quantitatively, E*Trade is currently focused on attracting Mass Affluent investors. According to their 2006 Annual Report, this is a segment that

contributes 75% of the total revenues for the company and that there has been a 32% increase in this segment. By combining various marketing methods aimed at customers with different objectives, E*Trade can optimize their potential for long term growth. Driving the marketing focus of an organization in any economy are the various products being promoted to consumers. E*Trades product strategy has evolved significantly since the company was founded in order to be competitive and sustainable. Essentially, the transition has been from being focused on a single product activity to becoming a diverse product offering organization. At present, E*Trade offers products targeted at both Retail and Institutional segments. Within Retail, in addition to the online trading platform of which this company was conceived, other financial products such as banking (checking and savings), lending (auto, home, RV), and credit cards are offered in order to be a comprehensive financial solution to the consumer. Institutionally, E*trade has catered to other organizations with financial services such as employee benefit plans. While this diversity by concept is optimal, recent segment performances and competition in general has weighed heavily on an imperfect balance sheet. More specifically, the lending sector has struggled as a result of non-performing consumers. Moreover, pricing of retail segment products while within reasonable ranges, are not competitive with Schwab, TD Ameritrade and other deep discount online brokers. In addition to material products and services that are offered by E*trade, the technological platform in which most of its business is conducted can be considered a product as well. The website, its contents, speed, and user-friendliness are all key factors to winning the consumer. Historically, there have been instances where E*Trade has struggled with capacity issues in handling rising customer trading transactions. Although upgrades have been implemented as a result, it is important to note that its critically imperative for E*Trade to be state of the art. Being that wireless technology has recently taken off, it would serve E*Trade well to be at the forefront and cater to consumers by providing this convenience.

Having looked at the competitive nature of the online trading sector, operational perspectives inherent to E*Trade and observation of recent trends, leaves much to ponder on as far as E*Trades investment strategy is concerned. Clearly, there is a strong need for strategic alliances such as partnerships with organizations within and out of the online brokerage industry. Technology has significantly changed the competitive landscape in the brokerage industry, and unfortunately for E*Trade, market share has always been skewed towards organizations with established reputations. All efforts consequently should be focused on gaining market share by any legal means necessary and mitigating risk such as bad debt exposure, particularly in a low revenue generating environment. For one, international

expansion is a very attractive segment for E*trade to continue pursuing aggressively. Moreover, consumer relationships through brand awareness and marketing effectiveness will yield better conversion. Some of this effort should also have focus on targeting different demographics. Further, investments directed at building and sustaining the technological product both online, as with actionable items (advice, individual investment strategies, etc.) and offline, such as ATMs, will be fruitful long term also. While the aforementioned address strategic initiatives within particular operational units, the overall grand strategy would benefit by leaning more towards a merger with a competing firm. The notion of this becoming a realistic necessity is very significant and might have to happen sooner given the recent stock price performance; deterioration of overall financial condition of the company; likelihood of individual deposits pulling out of E*Trades banking solutions; and one particular analysts (Prashant Bhatia of Citi Investment Research) assessment that there is a 15% chance E*Trade will have to declare bankruptcy.