8-K

================================================================================
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K
                                 CURRENT REPORT
                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

       Date of report (Date of earliest event reported): October 17, 2007

                          E*TRADE Financial Corporation

             (Exact name of Registrant as Specified in its Charter)


            Delaware                      1-11921                94-2844166
  (State or other jurisdiction    (Commission File Number)    (I.R.S. Employer
of incorporation or organization)                         Identification Number)

                 135 East 57th Street, New York, New York 10022
              (Address of Principal Executive Offices and Zip Code)

                                 (646) 521-4300
              (Registrant's Telephone Number, including Area Code)

                                 Not Applicable
          (Former Name or Former Address, if Changed Since Last Report)



Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

|_| Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
    (17 CFR 240.14a-12)

|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))

================================================================================

ITEM 2.02.    RESULTS OF OPERATIONS AND FINANCIAL CONDITION

The following information is furnished pursuant to Item 2.02, "Results of
Operations and Financial Condition".

On October 17, 2007, the Company announced its third quarter earnings for
fiscal year 2007. A copy of the Company's press release is attached hereto as
Exhibit 99.1 and incorporated by reference herein.

The information furnished shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, or incorporated by reference
into any filing thereunder or under the Securities Act of 1933 unless expressly
set forth by specific reference in such filing.

ITEM 7.01.    REGULATION FD DISCLOSURE

The Company is issuing the information contained in Exhibit 99.2 furnished
herewith and incorporated by reference in this Item 7.01.

The information appearing in this Item 7.01 and in Exhibit 99.2 shall not
be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934 or otherwise subject to the liabilities of that section.


ITEM 9.01.    FINANCIAL STATEMENTS AND EXHIBITS

(d)        Exhibits

                99.1     Earnings Press Release, dated October 17, 2007

                99.2     Supplemental Portfolio Disclosure (all data as of
                         September 30, 2007)

<PAGE>

                                    SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

Dated: October 17, 2007


                           E*TRADE FINANCIAL CORPORATION

                           By:            /s/ Arlen W. Gelbard
                                ------------------------------------------
                                              Arlen W. Gelbard
                                Chief Administrative Officer and General
                                              Counsel

EX-99.1

                                                                    Exhibit 99.1

    E*TRADE FINANCIAL Corporation Announces Third Quarter Results


    --  Net loss per share of $0.14, including $0.30 of asset-backed
        securities write downs

    --  Total Net Revenue of $321 million

    --  Target Segment account growth of 16 percent annualized

    --  Record Total Retail Client Assets of $218 billion

    --  Total Customer Cash and Deposits growth of $1.7 billion to a
        record $40 billion

    --  Record third quarter Daily Average Revenue Trades of 194,000

    --  Revised 2007 earnings guidance to a range of $0.75 to $0.90
        per share

    NEW YORK--(BUSINESS WIRE)--Oct. 17, 2007--E*TRADE FINANCIAL
Corporation (NASDAQ: ETFC) today announced results for its third
quarter ended September 30, 2007, reporting a net loss of $58 million,
or $0.14 per share, compared to net income of $153 million, or $0.35
per share a year ago.

    "While we are extremely pleased with the continued growth trends
we are generating throughout the retail business, we are clearly
disappointed with the overall Company performance as a result of the
severe volatility in the credit markets," said Mitchell H. Caplan,
Chief Executive Officer, E*TRADE FINANCIAL Corporation. "We are
working diligently to execute our strategic plan to manage through the
credit challenges as quickly as possible and focus the Company on the
opportunity and strength of our retail franchise."

    The Company's Retail segment generated record revenue and income
in the quarter of $474 million and $224 million, respectively. These
results were driven by the continued growth and engagement of retail
customers. Retail client assets rose 18 percent year-over-year to a
record $218 billion, including a 25 percent increase in total customer
cash and deposits. Daily Average Revenue Trades ("DARTs") rose 44
percent over the year-ago period to a third-quarter record of 194,000.

    The net loss in the quarter was primarily due to higher provision
for loan losses and securities write downs in the Company's
Institutional segment. Provision for loan losses in the quarter
increased to $187 million principally due to higher loan delinquencies
and net charge-offs. This increase was consistent with previous
expectations. Securities write downs in the quarter totaled $197
million, pre-tax. This amount was previously forecasted to occur in
the second half of 2007 and throughout 2008, and was realized instead
in the third quarter rather than in future periods. Total net revenue
for the third quarter declined 45 percent year-over-year to $321
million as a result of the higher provision and securities write
downs.

    Based primarily on the realization of securities write downs in
the third quarter, the Company has revised its 2007 guidance. As a
baseline, the Company is now forecasting 2007 earnings of $0.85 to
$0.90 per share. This range includes an assumption of $80 million in
provision for loan losses and no additional securities write downs.
However, the Company believes that in the current environment it is
extremely difficult to accurately forecast credit-related items. As a
result, management believes it is prudent to include another $0.10 in
its forecast for the possibility of further credit deterioration - in
some combination of securities write downs and provision - for new
2007 earnings guidance of $0.75 to $0.90 per share.

    Other selected recent and third quarter highlights:


- -- Delivered strong year-over-year Retail growth trends
    -- Total accounts increased 6 percent
    -- Total client assets increased 18 percent, with cash up 25
       percent
    -- Total DARTs increased 44 percent
    -- International DARTs increased 76 percent
    -- Margin debt increased 19 percent
- -- Passed the 1,000,000 target segment account threshold - 28 percent
   of retail accounts
- -- Produced record trade levels for options at 16.7 percent of U.S.
   DART volumes
- -- Delivered record international DARTs of 33,000
- -- Launched retail operations in Singapore
- -- Repurchased $53 million of common stock

    Note that the Company has updated its Supplemental Portfolio
Disclosure to include data as of September 30, 2007. Additional
credit-related details, key performance metrics and historical monthly
metrics, including data from January 2003 to September 2007 have also
been disclosed. All of this information can be found on the E*TRADE
FINANCIAL Investor Relations site at https://investor.etrade.com.

    The Company will host a conference call to discuss its third
quarter results beginning at 5:00 p.m. (EDT) today. The conference
call will be available to domestic participants by dialing
1-800-683-1525 and 1-973-872-3197 for international participants. The
conference ID number is 9308480. A live audio webcast of this
conference call will also be accessible at
https://investor.etrade.com.

    About E*TRADE FINANCIAL

    The E*TRADE FINANCIAL family of companies provides financial
services including trading, investing, banking and lending for retail
and institutional customers. Securities products and services are
offered by E*TRADE Securities LLC (Member FINRA/SIPC). Bank and
lending products and services are offered by E*TRADE Bank, a Federal
savings bank, Member FDIC, or its subsidiaries.

    Important Notice

    E*TRADE FINANCIAL, E*TRADE and the E*TRADE logo are trademarks or
registered trademarks of E*TRADE FINANCIAL Corporation. The statements
contained in this news release that are forward-looking are based on
current expectations that are subject to a number of uncertainties and
risks, and actual results may differ materially. The uncertainties and
risks include, but are not limited to, changes in market activity,
anticipated increases in the rate of new customer acquisition, the
conversion of new visitors to the site to customers, the activity of
customers and assets held at the institution, seasonality, macro
trends of the economy in general and the residential real estate
market, instability in the consumer credit markets and credit trends,
rising mortgage interest rates, tighter mortgage lending guidelines
across the industry, increased mortgage loan delinquency and default
rates, portfolio growth, portfolio seasoning and resolution through
collections, sales or charge-offs, the development and enhancement of
products and services, competitive pressures (including price
competition), system failures, economic and political conditions,
changes in consumer behavior and the introduction of competing
products having technological and/or other advantages. Further
information about these risks and uncertainties can be found in the
information included in the annual reports previously filed by E*TRADE
FINANCIAL Corporation with the SEC on Form 10-K (including information
under the caption "Risk Factors") and quarterly reports on Form 10-Q.

    (C) 2007 E*TRADE FINANCIAL Corporation. All rights reserved.

            E*TRADE FINANCIAL CORPORATION AND SUBSIDIARIES


                   Consolidated Statement of Income
               (In thousands, except per share amounts)
                             (Unaudited)

                         Three Months Ended      Nine Months Ended
                            September 30,          September 30,
                        --------------------- ------------------------
                           2007       2006        2007        2006
                        ---------- ---------- ------------ -----------

Revenue:
 Operating interest
  income                $ 951,836  $ 731,429  $ 2,687,403  $1,986,096
 Operating interest
  expense                (533,804)  (376,293)  (1,464,621)   (961,569)
                        ---------- ---------- ------------ -----------
  Net operating
   interest income        418,032    355,136    1,222,782   1,024,527
 Provision for loan
  losses                 (186,536)   (12,547)    (237,767)    (33,014)
                        ---------- ---------- ------------ -----------
  Net operating
   interest income
   after provision for
   loan losses            231,496    342,589      985,015     991,513
                        ---------- ---------- ------------ -----------
 Commission               188,403    133,606      517,164     476,771
 Fees and service
  charges                  64,802     58,330      189,746     174,001
 Principal transactions    20,889     22,697       78,739      84,979
 Gain (loss) on sales
  of loans and
  securities, net        (197,057)    16,003     (174,354)     38,738
 Other revenue             12,699      8,541       33,469      25,471
                        ---------- ---------- ------------ -----------
  Total non-interest
   income                  89,736    239,177      644,764     799,960
                        ---------- ---------- ------------ -----------
  Total net revenue       321,232    581,766    1,629,779   1,791,473
                        ---------- ---------- ------------ -----------
Expense excluding
 interest:
 Compensation and
  benefits                117,538    110,705      360,399     352,334
 Clearing and servicing    78,784     62,500      220,213     189,926
 Advertising and market
  development              26,508     23,914      108,038      89,115
 Communications            27,525     25,576       79,502      84,818
 Professional services     21,014     20,741       71,161      71,715
 Depreciation and
  amortization             22,205     18,565       61,663      56,181
 Occupancy and
  equipment                22,848     22,150       69,247      63,082
 Amortization of other
  intangibles              10,485     12,087       30,940      35,391
 Facility restructuring
  and other exit
  activities                5,871     16,684        5,104      19,315
 Other                     47,824     45,675      150,925     101,888
                        ---------- ---------- ------------ -----------
  Total expense
   excluding interest     380,602    358,597    1,157,192   1,063,765
                        ---------- ---------- ------------ -----------
Income (loss) before
 other income
 (expense), income
 taxes and discontinued
 operations               (59,370)   223,169      472,587     727,708
Other income (expense):
 Corporate interest
  income                    1,018      1,942        3,724       6,091
 Corporate interest
  expense                 (37,365)   (37,964)    (113,022)   (114,586)
 Gain on sales and
  impairment of
  investments, net            (18)    26,991       37,005      59,897
 Loss on early
  extinguishment
  of debt                     (37)         -           (6)       (703)
 Equity in income
  (loss) of investments
  and venture funds          (741)     2,519        6,514       1,701
                        ---------- ---------- ------------ -----------
  Total other income
   (expense)              (37,143)    (6,512)     (65,785)    (47,600)
                        ---------- ---------- ------------ -----------
Income (loss) before
 income taxes and
 discontinued
 operations               (96,513)   216,657      406,802     680,108
Income tax expense
 (benefit)                (38,065)    66,429      136,711     230,204
                        ---------- ---------- ------------ -----------
Net income (loss) from
 continuing operations    (58,448)   150,228      270,091     449,904
Discontinued
 operations,
 net of tax:
 Loss from discontinued
  operations                    -          -            -        (721)
 Gain on disposal of
  discontinued
  operations                    -      3,021            -       3,021
                        ---------- ---------- ------------ -----------
Gain from discontinued
 operations, net of tax         -      3,021            -       2,300
                        ---------- ---------- ------------ -----------
Net income (loss)       $ (58,448) $ 153,249  $   270,091  $  452,204
                        ========== ========== ============ ===========

Basic earnings (loss)
 per share from
 continuing operations  $   (0.14) $    0.35  $      0.64  $     1.07
Basic earnings per
 share from
 discontinued
 operations                     -       0.01            -        0.01
                        ---------- ---------- ------------ -----------
Basic net earnings
 (loss) per share       $   (0.14) $    0.36  $      0.64  $     1.08
                        ========== ========== ============ ===========

Diluted earnings (loss)
 per share from
 continuing operations  $   (0.14) $    0.34  $      0.62  $     1.03
Diluted earnings per
 share from
 discontinued
 operations                     -       0.01            -           -
                        ---------- ---------- ------------ -----------
Diluted net earnings
 (loss) per share       $   (0.14) $    0.35  $      0.62  $     1.03
                        ========== ========== ============ ===========
Shares used in
 computation of per
 share data:
  Basic                   420,964    423,736      422,676     420,148
  Diluted (1)             420,964    438,883      433,776     436,959

            E*TRADE FINANCIAL CORPORATION AND SUBSIDIARIES


                   Consolidated Statement of Income
               (In thousands, except per share amounts)
                             (Unaudited)


                                          Three Months Ended
                                --------------------------------------
                                September 30,  June 30,  September 30,
                                    2007         2007        2006
                                ------------- ---------- -------------
Revenue:
 Operating interest income       $   951,836  $ 905,772   $   731,429
 Operating interest expense         (533,804)  (491,608)     (376,293)
                                ------------- ---------- -------------
  Net operating interest income      418,032    414,164       355,136
 Provision for loan losses          (186,536)   (30,045)      (12,547)
                                ------------- ---------- -------------
  Net operating interest income
   after provision for loan
   losses                            231,496    384,119       342,589
                                ------------- ---------- -------------
 Commission                          188,403    169,768       133,606
 Fees and service charges             64,802     65,446        58,330
 Principal transactions               20,889     27,768        22,697
 Gain (loss) on sales of loans
  and securities, net               (197,057)     5,328        16,003
 Other revenue                        12,699     11,120         8,541
                                ------------- ---------- -------------
  Total non-interest income           89,736    279,430       239,177
                                ------------- ---------- -------------
  Total net revenue                  321,232    663,549       581,766
                                ------------- ---------- -------------
Expense excluding interest:
 Compensation and benefits           117,538    119,079       110,705
 Clearing and servicing               78,784     74,177        62,500
 Advertising and market
  development                         26,508     35,938        23,914
 Communications                       27,525     25,821        25,576
 Professional services                21,014     25,162        20,741
 Depreciation and amortization        22,205     20,075        18,565
 Occupancy and equipment              22,848     22,820        22,150
 Amortization of other
  intangibles                         10,485     10,187        12,087
 Facility restructuring and
  other exit activities                5,871     (1,500)       16,684
 Other                                47,824     70,426        45,675
                                ------------- ---------- -------------
  Total expense excluding
   interest                          380,602    402,185       358,597
                                ------------- ---------- -------------
Income (loss) before other
 income (expense), income taxes
 and discontinued operations         (59,370)   261,364       223,169
Other income (expense):
 Corporate interest income             1,018      1,001         1,942
 Corporate interest expense          (37,365)   (37,866)      (37,964)
 Gain on sales and impairment
  of investments, net                    (18)    17,267        26,991
 Gain (loss) on early
  extinguishment of debt                 (37)        31             -
 Equity in income (loss) of
  investments and venture funds         (741)      (840)        2,519
                                ------------- ---------- -------------
  Total other income (expense)       (37,143)   (20,407)       (6,512)
                                ------------- ---------- -------------
Income (loss) before income
 taxes and discontinued
 operations                          (96,513)   240,957       216,657
Income tax expense (benefit)         (38,065)    81,828        66,429
                                ------------- ---------- -------------
Net income (loss) from
 continuing operations               (58,448)   159,129       150,228
Discontinued operations, net of
 tax:
 Gain on disposal of
  discontinued operations                  -          -         3,021
                                ------------- ---------- -------------
Gain from discontinued
 operations, net of tax                    -          -         3,021
                                ------------- ---------- -------------
Net income (loss)                $   (58,448) $ 159,129   $   153,249
                                ============= ========== =============

Basic earnings (loss) per share
 from continuing operations      $     (0.14) $    0.38   $      0.35
Basic earnings per share from
 discontinued operations                   -          -          0.01
                                ------------- ---------- -------------
Basic net earnings (loss)
 per share                       $     (0.14) $    0.38   $      0.36
                                ============= ========== =============

Diluted earnings (loss) per
 share from continuing
 operations                      $     (0.14) $    0.37   $      0.34
Diluted earnings per share from
 discontinued operations                   -          -          0.01
                                ------------- ---------- -------------
Diluted net earnings (loss) per
 share                           $     (0.14) $    0.37   $      0.35
                                ============= ========== =============
Shares used in computation of
 per share data:
  Basic                              420,964    423,308       423,736
  Diluted (1)                        420,964    435,775       438,883

            E*TRADE FINANCIAL CORPORATION AND SUBSIDIARIES


                      Consolidated Balance Sheet
                 (In thousands, except share amounts)
                             (Unaudited)


                                            September 30, December 31,
                                                2007          2006
                                            ------------- ------------
                  ASSETS
Cash and equivalents                        $  1,410,180  $ 1,212,234
Cash and investments required to be
 segregated under Federal or other
 regulations                                     357,847      281,622
Trading securities                               120,501      178,600
Available-for-sale mortgage-backed and
 investment securities                        16,581,257   13,921,983
Loans held-for-sale                              119,357      283,496
Margin receivables                             7,529,971    6,828,448
Loans receivable, net                         32,389,894   26,372,697
Property and equipment, net                      360,366      318,389
Goodwill                                       2,034,726    2,072,920
Other intangibles, net                           441,125      471,933
Other assets                                   2,841,541    1,796,981
                                            ------------- ------------
  Total assets                              $ 64,186,765  $53,739,303
                                            ============= ============

   LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Deposits                                    $ 29,197,344  $24,071,012
Securities sold under agreements to
 repurchase                                   10,826,523    9,792,422
Customer payables                              7,002,986    6,182,672
Other borrowings                               9,067,529    5,323,962
Senior notes                                   1,436,794    1,401,592
Mandatory convertible notes                      444,318      440,577
Accounts payable, accrued and other
 liabilities                                   2,107,288    2,330,696
                                            ------------- ------------
  Total liabilities                           60,082,782   49,542,933
                                            ------------- ------------

Shareholders' equity:
Common stock, $0.01 par value, shares
 authorized: 600,000,000; shares issued and
 outstanding: 423,650,257 at September 30,
 2007 and 426,304,136 at December 31, 2006         4,237        4,263
Additional paid-in-capital                     3,118,944    3,184,290
Retained earnings                              1,464,477    1,209,289
Accumulated other comprehensive loss            (483,675)    (201,472)
                                            ------------- ------------
  Total shareholders' equity                   4,103,983    4,196,370
                                            ------------- ------------
  Total liabilities and shareholders'
   equity                                   $ 64,186,765  $53,739,303
                                            ============= ============


SEGMENT REPORTING
                          Three Months Ended September 30, 2007
                   ---------------------------------------------------
                     Retail   Institutional Eliminations(2)   Total
                   ---------- ------------- --------------- ----------
Revenue:                             (In thousands)
  Operating
   interest income $ 540,675     $ 787,912       $(376,751) $ 951,836
  Operating
   interest expense (281,829)     (628,726)        376,751   (533,804)
                   ---------- ------------- --------------- ----------
   Net operating
    interest income  258,846       159,186               -    418,032
  Provision for
   loan losses             -      (186,536)              -   (186,536)
                   ---------- ------------- --------------- ----------
   Net operating
    interest income
    (expense) after
    provision for
    loan losses      258,846       (27,350)              -    231,496
                   ---------- ------------- --------------- ----------
  Commission         142,291        46,112               -    188,403
  Fees and service
   charges            62,019         5,370          (2,587)    64,802
  Principal
   transactions            -        20,889               -     20,889
  Gain (loss) on
   sales of loans
   and securities,
   net                 1,148      (198,205)              -   (197,057)
  Other revenue        9,824         3,019            (144)    12,699
                   ---------- ------------- --------------- ----------
   Total non-
    interest income
    (expense)        215,282      (122,815)         (2,731)    89,736
                   ---------- ------------- --------------- ----------
   Total net
    revenue          474,128      (150,165)         (2,731)   321,232
                   ---------- ------------- --------------- ----------
 Expense excluding
  interest:
  Compensation and
   benefits           81,319        36,219               -    117,538
  Clearing and
   servicing          23,950        57,565          (2,731)    78,784
  Advertising and
   market
   development        26,428            80               -     26,508
  Communications      24,142         3,383               -     27,525
  Professional
   services           14,501         6,513               -     21,014
  Depreciation and
   amortization       16,164         6,041               -     22,205
  Occupancy and
   equipment          19,796         3,052               -     22,848
  Amortization of
   other
   intangibles         9,370         1,115               -     10,485
  Facility
   restructuring
   and other exit
   activities          1,261         4,610               -      5,871
  Other               32,970        14,854               -     47,824
                   ---------- ------------- --------------- ----------
   Total expense
    excluding
    interest         249,901       133,432          (2,731)   380,602
                   ---------- ------------- --------------- ----------
Segment income
 (loss)            $ 224,227     $(283,597)      $       -  $ (59,370)
                   ========== ============= =============== ==========


                            Three Months Ended June 30, 2007
                   ---------------------------------------------------
                     Retail   Institutional Eliminations(2)   Total
                   ---------- ------------- --------------- ----------
Revenue:                             (In thousands)
  Operating
   interest income $ 502,336     $ 741,770       $(338,334) $ 905,772
  Operating
   interest expense (251,832)     (578,110)        338,334   (491,608)
                   ---------- ------------- --------------- ----------
   Net operating
    interest income  250,504       163,660               -    414,164
  Provision for
   loan losses             -       (30,045)              -    (30,045)
                   ---------- ------------- --------------- ----------
   Net operating
    interest income
    after provision
    for loan losses  250,504       133,615               -    384,119
                   ---------- ------------- --------------- ----------
  Commission         128,183        41,585               -    169,768
  Fees and service
   charges            57,979         9,923          (2,456)    65,446
  Principal
   transactions            -        27,768               -     27,768
  Gain on sales of
   loans and
   securities, net     7,351        (2,023)              -      5,328
  Other revenue       11,173            91            (144)    11,120
                   ---------- ------------- --------------- ----------
   Total non-
    interest income  204,686        77,344          (2,600)   279,430
                   ---------- ------------- --------------- ----------
   Total net
    revenue          455,190       210,959          (2,600)   663,549
                   ---------- ------------- --------------- ----------
 Expense excluding
  interest:
  Compensation and
   benefits           79,725        39,354               -    119,079
  Clearing and
   servicing          22,658        54,119          (2,600)    74,177
  Advertising and
   market
   development        34,382         1,556               -     35,938
  Communications      22,570         3,251               -     25,821
  Professional
   services           17,074         8,088               -     25,162
  Depreciation and
   amortization       15,246         4,829               -     20,075
  Occupancy and
   equipment          19,759         3,061               -     22,820
  Amortization of
   other
   intangibles         9,536           651               -     10,187
  Facility
   restructuring
   and other exit
   activities           (842)         (658)              -     (1,500)
  Other               30,919        39,507               -     70,426
                   ---------- ------------- --------------- ----------
   Total expense
    excluding
    interest         251,027       153,758          (2,600)   402,185
                   ---------- ------------- --------------- ----------
Segment income     $ 204,163     $  57,201       $       -  $ 261,364
                   ========== ============= =============== ==========


                          Three Months Ended September 30, 2006
                   ---------------------------------------------------
                     Retail   Institutional Eliminations(2)   Total
                   ---------- ------------- --------------- ----------
Revenue:                             (In thousands)
  Operating
   interest income $ 397,998     $ 576,258       $(242,827) $ 731,429
  Operating
   interest expense (176,939)     (442,181)        242,827   (376,293)
                   ---------- ------------- --------------- ----------
   Net operating
    interest income  221,059       134,077               -    355,136
  Provision for
   loan losses             -       (12,547)              -    (12,547)
                   ---------- ------------- --------------- ----------
   Net operating
    interest income
    after provision
    for loan losses  221,059       121,530               -    342,589
                   ---------- ------------- --------------- ----------
  Commission         100,902        32,704               -    133,606
  Fees and service
   charges            51,244         7,708            (622)    58,330
  Principal
   transactions            -        22,697               -     22,697
  Gain on sales of
   loans and
   securities, net    10,608         5,395               -     16,003
  Other revenue        8,488           183            (130)     8,541
                   ---------- ------------- --------------- ----------
   Total non-
    interest income  171,242        68,687            (752)   239,177
                   ---------- ------------- --------------- ----------
   Total net
    revenue          392,301       190,217            (752)   581,766
                   ---------- ------------- --------------- ----------
 Expense excluding
  interest:
  Compensation and
   benefits           77,002        33,703               -    110,705
  Clearing and
   servicing          18,307        44,945            (752)    62,500
  Advertising and
   market
   development        22,517         1,397               -     23,914
  Communications      22,248         3,328               -     25,576
  Professional
   services           12,140         8,601               -     20,741
  Depreciation and
   amortization       14,175         4,390               -     18,565
  Occupancy and
   equipment          20,434         1,716               -     22,150
  Amortization of
   other
   intangibles         9,913         2,174               -     12,087
  Facility
   restructuring
   and other exit
   activities         16,716           (32)              -     16,684
  Other               33,775        11,900               -     45,675
                   ---------- ------------- --------------- ----------
   Total expense
    excluding
    interest         247,227       112,122            (752)   358,597
                   ---------- ------------- --------------- ----------
Segment income     $ 145,074     $  78,095       $       -  $ 223,169
                   ========== ============= =============== ==========


KEY PERFORMANCE METRICS(3)

                                       Qtr ended             Qtr ended
                                        9/30/07               9/30/07
Corporate       Qtr ended   Qtr ended     vs.     Qtr ended     vs.
 Metrics          9/30/07     6/30/07   6/30/07     9/30/06   9/30/06
- --------------------------- ------------------------------------------

Operating
 margin %(4)
- ---------------
Consolidated          (18)%         39%    (57)%         38%     (56)%
Retail                 47%          45%      2%          37%      10%
Institutional          N.M.         27%     N.M.         41%      N.M.

Employees           3,880        4,027      (4)%      4,180       (7)%
Consultants and
 other                229          240      (5)%        455      (50)%
               ------------ -----------          ------------
  Total
   headcount        4,109        4,267      (4)%      4,635      (11)%

Revenue per
 headcount     $   78,178   $  155,507     (50)% $  125,516      (38)%

Revenue per
 compensation
 and benefits
 dollar        $     2.73   $     5.57     (51)% $     5.26      (48)%

Book value per
 share         $     9.69   $    10.19      (5)% $     9.44        3%
Tangible book
 value per
 share         $     3.66   $     4.17     (12)% $     3.44        6%

Free cash ($MM)$    503.5   $    431.7      17%  $    580.1      (13)%

Enterprise net
 interest
 spread (basis
 points)(5)           265          271      (2)%        286       (7)%
Enterprise
 interest-
 earning
 assets,
 average ($MM) $   60,043   $   57,683       4%  $   46,400       29%

Earnings before
 interest,
 taxes,
 depreciation &
 amortization
 ("EBITDA")
 ($MM)
- ---------------
Net income
 (loss) from
 continuing
 operations    $    (58.4)  $    159.1    (137)% $    150.2     (139)%
Tax expense
 (benefit)          (38.1)        81.8    (147)%       66.4     (157)%
Depreciation &
 amortization        32.7         30.3       8%        30.7        7%
Corporate
 interest
 expense             37.4         37.9      (1)%       38.0       (2)%
               ------------ -----------          ------------
   EBITDA      $    (26.4)  $    309.1    (109)% $    285.3     (109)%

Interest
 coverage            (0.7)         8.2    (109)%        7.5     (109)%


Retail Metrics
- ---------------

Trading days         62.5         63.0      (1)%       62.5        0%

DARTs
- ---------------
US                161,459      141,606      14%     116,459       39%
International      32,926       27,516      20%      18,671       76%
               ------------ -----------          ------------
  Total DARTs     194,385      169,122      15%     135,130       44%

Total
 trades (MM)         12.1         10.7      13%         8.4       44%

Average
 commission per
 trade         $    11.71   $    12.03      (3)% $    11.95       (2)%

End of period
 margin
 debt ($B)     $     7.63   $     7.52       1%  $     6.42       19%
Average margin
 debt ($B)     $     7.71   $     7.13       8%  $     6.66       16%

Gross new
 investing/
 trading
  accounts        172,460      198,538     (13)%    151,344       14%
Gross new
 deposit/
 lending
 accounts         114,182      125,179      (9)%    102,658       11%
Inactive
 accounts        (153,574)    (147,605)      4%    (142,415)       8%
Customer closed
 accounts         (70,893)     (75,436)     (6)%    (60,670)      17%
               ------------ -----------          ------------
   Net new
    accounts       62,175      100,676     (38)%     50,917       22%

End of period
 investing/
 trading
 accounts       3,662,583    3,653,413       0%   3,627,414        1%
End of period
 deposit/
 lending
 accounts       1,046,812      993,807       5%     799,416       31%
               ------------ -----------          ------------
  End of period
   total
   accounts     4,709,395    4,647,220       1%   4,426,830        6%

Account
 Segmentation
 Detail(6)
- ---------------
Retail accounts
 within target
 segment(7)     1,018,392      978,084       4%          N.A.     N.M.
Other retail
 accounts(8)    2,637,292    2,610,164       1%          N.A.     N.M.
Corporate
 Services
 accounts       1,053,711    1,058,972       0%          N.A.     N.M.
               ------------ -----------          ------------
  End of period
   total
   accounts     4,709,395    4,647,220       1%   4,426,830        6%

Net new
 customers         27,421       51,193      N.M.     29,209       N.M.
End of period
 total
 customers      3,555,682    3,528,261       1%   3,444,851        3%

End of period
 assets per
 customer      $   61,320   $   60,323       2%  $   53,632       14%
Consolidated
 net revenue
 per customer  $       90   $      188     (52)% $      169      (47)%
Consolidated
 segment income
 per customer  $      (17)  $       74      N.M. $       65       N.M.
Products per
 customer             2.1          2.1       0%         2.1        0%

Client
 Assets ($B)
- ---------------
Security
 holdings      $    142.4   $    140.2       2%  $    123.4       15%
Customer
 payables
 (cash)               7.0          6.5       8%         5.9       19%
Customer cash
 balances held
 by third
 parties              4.0          4.1      (2)%        3.9        3%
Unexercised
 Corporate
 Services
 client options
 (vested)            36.0         34.7       4%        29.8       21%
               ------------ -----------          ------------
 Client assets
  in investing/
  trading
  accounts          189.4        185.5       2%       163.0       16%
               ------------ -----------          ------------
Sweep deposit
 accounts            11.5         11.0       5%        10.4       11%
Transaction
 accounts            12.8         11.7       9%         6.8       88%
CDs                   4.3          4.6      (7)%        4.6       (7)%
               ------------ -----------          ------------
  Client assets
   in deposit
   accounts          28.6         27.3       5%        21.8       31%
               ------------ -----------          ------------
  Total client
   assets      $    218.0   $    212.8       2%  $    184.8       18%

Net new client
 assets ($B)(9)$      1.1   $      1.6      N.M.         N.A.     N.M.

Total customer
 cash and
 deposits ($B) $     39.6   $     37.9       4%  $     31.6       25%

Unexercised
 Corporate
 Services
 client options
 (unvested)
 ($B)          $     27.2   $     24.8      10%  $     18.7       45%



Institutional
 Metrics
- ---------------

Market Making
- ---------------
Equity shares
 traded (MM)       46,389       59,988     (23)%     54,472      (15)%
Average revenue
 capture per
 1,000 equity
 shares        $    0.415   $    0.433      (4)% $    0.382        9%
% of Bulletin
 Board equity
 shares to
 total equity
 shares              88.9%        91.3%     (2)%       92.5%      (4)%

Capital Ratios
- ---------------
Tier 1 Capital
 Ratio(10)           5.88%        6.15%  (0.27)%       5.80%    0.08%
Risk Weighted
 Capital
 Ratio(10)          10.55%       10.58%  (0.03)%      10.61%   (0.06)%

Loans
 receivable
 ($MM)
- ---------------
Average loans
 receivable    $   32,272   $   30,802       5%  $   22,780       42%
Ending loans
 receivable,
 net           $   32,390   $   31,484       3%  $   23,215       40%

One- to Four-
 Family
- ---------------

 Loan
  performance
  detail ($MM)
- ---------------
 Current       $   16,558   $   15,472       7%  $    8,837       87%
 30-89 days
  delinquent
  (special
  mention
  loans)              250          203      23%          94      166%
 90+ days
  delinquent
  (nonperform-
  ing loans)          115           66      74%          25      360%
               ------------ -----------          ------------
  Total
   delinquent
   loans              365          269      36%         119      207%
               ------------ -----------          ------------
 Gross loans
  receivable   $   16,923   $   15,741       8%  $    8,956       89%
               ------------ -----------          ------------

 Credit Quality
  and Reserve
  Metrics
- ---------------
 Special
  mention loans
  (30-89 days
  delinquent)
  as a % of
  gross loans
  receivable         1.47%        1.29%   0.18%        1.04%    0.43%
 Nonperforming
  loans (90+
  days
  delinquent)
  as a % of
  gross loans
  receivable         0.68%        0.42%   0.26%        0.28%    0.40%
 Allowance for
  loan losses
  as a % of
  gross loans
  receivable         0.06%        0.02%   0.04%        0.07%   (0.01)%
 Allowance for
  loan losses
  as a % of
  nonperform-
  ing loans          8.11%        5.43%   2.68%       23.80%  (15.69)%
 Net charge-
  offs as a %
  of average
  loans
  receivable
  (annualized)       0.01%        0.00%   0.01%       (0.00)%   0.01%
 Provision as a
  % of average
  loans
  receivable
  (annualized)       0.15%        0.01%   0.14%        0.02%    0.13%

Home Equity
- ---------------

 Loan
  performance
  detail ($MM)
- ---------------
 Current       $   12,262   $   12,391      (1)% $   10,625       15%
 30-89 days
  delinquent
  (special
  mention
  loans)              253          181      40%          48      427%
 90+ days
  delinquent
  (nonperform-
  ing loans)          151           98      54%          24      529%
               ------------ -----------          ------------
  Total
   delinquent
   loans              404          279      45%          72      461%
               ------------ -----------          ------------
  Gross loans
   receivable  $   12,666   $   12,670       0%  $   10,697       18%
               ------------ -----------          ------------

 Credit Quality
  and Reserve
  Metrics
- ---------------
 Special
  mention loans
  (30-89 days
  delinquent)
  as a % of
  gross loans
  receivable         1.99%        1.42%   0.57%        0.45%    1.54%
 Nonperforming
  loans (90+
  days
  delinquent)
  as a % of
  gross loans
  receivable         1.19%        0.77%   0.42%        0.22%    0.97%
 Allowance for
  loan losses
  as a % of
  gross loans
  receivable         1.38%        0.40%   0.98%        0.29%    1.09%
 Allowance for
  loan losses
  as a % of
  nonperform-
  ing loans        115.69%       51.11%  64.58%      131.54%  (15.85)%
 Net charge-
  offs as a %
  of average
  loans
  receivable
  (annualized)       1.46%        0.49%   0.97%        0.13%    1.33%
 Provision as a
  % of average
  loans
  receivable
  (annualized)       5.45%        0.78%   4.67%        0.21%    5.24%

Consumer and
 Other
- ---------------

 Loan
  performance
  detail ($MM)
- ---------------
 Current       $    2,985   $    3,133      (5)% $    3,601      (17)%
 30-89 days
  delinquent
  (special
  mention
  loans)               17           12      42%          25      (32)%
 90+ days
  delinquent
  (nonperform-
  ing loans)            8            3     167%           6       33%
               ------------ -----------          ------------
  Total
   delinquent
   loans               25           15      67%          31      (19)%
               ------------ -----------          ------------
 Gross loans
  receivable   $    3,010   $    3,148      (4)% $    3,632      (17)%
               ------------ -----------          ------------

 Credit Quality
  and Reserve
  Metrics
- ---------------
 Special
  mention loans
  (30-89 days
  delinquent)
  as a % of
  gross loans
  receivable         0.63%        0.39%   0.24%        0.69%   (0.06)%
 Nonperforming
  loans (90+
  days
  delinquent)
  as a % of
  gross loans
  receivable         0.25%        0.11%   0.14%        0.16%    0.09%
 Allowance for
  loan losses
  as a % of
  gross loans
  receivable         0.82%        0.70%   0.12%        0.90%   (0.08)%
 Allowance for
  loan losses
  as a % of
  nonperform-
  ing loans        332.30%      630.11%(297.81)%     567.76% (235.46)%
 Net charge-
  offs as a %
  of average
  loans
  receivable
  (annualized)       0.92%        0.83%   0.09%        0.70%    0.22%
 Provision as a
  % of average
  loans
  receivable
  (annualized)       1.25%        0.61%   0.64%        0.72%    0.53%

Total Loans
 Receivable
- ---------------

 Loan
  performance
  detail ($MM)
- ---------------
 Current       $   31,805   $   30,996       3%  $   23,063       38%
 30-89 days
  delinquent
  (special
  mention
  loans)              520          396      31%         167      211%
 90+ days
  delinquent
  (nonperform-
  ing loans)          274          167      64%          55      398%
               ------------ -----------          ------------
  Total
   delinquent
   loans              794          563      41%         222      258%
               ------------ -----------          ------------
 Total gross
  loans
  receivable   $   32,599   $   31,559       3%  $   23,285       40%
               ------------ -----------          ------------

 Credit Quality
  and Reserve
  Metrics
- ---------------
 Special
  mention loans
  (30-89 days
  delinquent)
  as a % of
  gross loans
  receivable         1.60%        1.25%   0.35%        0.72%    0.88%
 Nonperforming
  loans (90+
  days
  delinquent)
  as a % of
  gross loans
  receivable         0.84%        0.53%   0.31%        0.24%    0.60%
 Allowance for
  loan losses
  as a % of
  gross loans
  receivable         0.64%        0.24%   0.40%        0.30%    0.34%
 Allowance for
  loan losses
  as a % of
  nonperform-
  ing loans         76.24%       45.34%  30.90%      127.57%  (51.33)%
 Net charge-
  offs as a %
  of average
  loans
  receivable
  (annualized)       0.66%        0.29%   0.37%        0.17%    0.49%
 Provision as a
  % of average
  loans
  receivable
  (annualized)       2.31%        0.39%   1.92%        0.22%    2.09%


ACTIVITY IN ALLOWANCE FOR LOAN LOSSES

                                Three Months Ended September 30, 2007
                                --------------------------------------
                                 One- to    Home    Consumer   Total
                                  Four-     Equity    and
                                  Family              Other
                                ------------------- ------------------
                                            (In thousands)
Allowance for loan losses,
 ending 6/30/07                   $3,554  $ 50,090  $22,060  $ 75,704
Provision for loan losses          6,261   170,639    9,636   186,536
Charge-offs, net                    (452)  (45,641)  (7,109)  (53,202)
                                --------- --------- -------- ---------
Allowance for loan losses,
 ending 9/30/07                   $9,363  $175,088  $24,587  $209,038
                                ========= ========= ======== =========

                                   Three Months Ended June 30, 2007
                                --------------------------------------
                                 One- to    Home    Consumer   Total
                                  Four-     Equity    and
                                  Family              Other
                                ------------------- ------------------
                                            (In thousands)
Allowance for loan losses,
 ending 3/31/07                   $3,286  $ 40,840  $23,863  $ 67,989
Provision for loan losses            322    24,832    4,891    30,045
Charge-offs, net                     (54)  (15,582)  (6,694)  (22,330)
                                --------- --------- -------- ---------
Allowance for loan losses,
 ending 6/30/07                   $3,554  $ 50,090  $22,060  $ 75,704
                                ========= ========= ======== =========

                                Three Months Ended September 30, 2006
                                --------------------------------------
                                 One- to    Home    Consumer   Total
                                  Four-     Equity    and
                                  Family              Other
                                ------------------- ------------------
                                            (In thousands)
Allowance for loan losses,
 ending 6/30/06                   $5,603  $ 28,858  $32,660  $ 67,121
Provision for loan losses            401     5,491    6,655    12,547
Charge-offs, net                      50    (3,340)  (6,470)   (9,760)
                                --------- --------- -------- ---------
Allowance for loan losses,
 ending 9/30/06                   $6,054  $ 31,009  $32,845  $ 69,908
                                ========= ========= ======== =========


AVERAGE ENTERPRISE BALANCE SHEET DATA

                                             Three Months Ended
                                             September 30, 2007
                                      --------------------------------
                                                  Operating
                                        Average    Interest  Average
                                        Balance   Inc./Exp. Yield/Cost
                                      ----------- --------- ----------
Enterprise interest-earning assets:            (In thousands)
Loans, net(11)                        $32,445,828  $528,193      6.51%
Margin receivables                      7,605,184   138,290      7.21%
Mortgage-backed and related
 available-for-sale securities         12,811,113   169,603      5.30%
Available-for-sale investment
 securities                             5,097,480    83,595      6.56%
Trading securities                        118,195     3,052     10.33%
Cash and cash equivalents(12)           1,266,614    13,102      4.10%
Stock borrow and other                    698,251    14,528      8.25%
                                      ----------- ---------
    Total enterprise interest-earning
     assets                           $60,042,665   950,363      6.33%
                                      =========== ---------
Enterprise interest-bearing
 liabilities:
Retail deposits                       $27,764,658   216,426      3.09%
Brokered certificates of deposit          418,123     5,154      4.89%
Customer payables                       6,678,370    23,614      1.40%
Repurchase agreements and other
 borrowings                            12,582,907   165,925      5.16%
FHLB advances                           8,650,546   115,531      5.23%
Stock loan and other                    1,048,037     6,539      2.48%
                                      ----------- ---------
    Total enterprise interest-bearing
     liabilities                      $57,142,641   533,189      3.68%
                                      =========== ---------
Enterprise net interest
 income/spread(5)                                  $417,174      2.65%
                                                  =========

                                             Three Months Ended
                                               June 30, 2007
                                      --------------------------------
                                                  Operating
                                        Average    Interest  Average
                                        Balance   Inc./Exp. Yield/Cost
                                      ----------- --------- ----------
Enterprise interest-earning assets:            (In thousands)
Loans, net(11)                        $31,037,971  $497,517      6.41%
Margin receivables                      7,003,411   127,335      7.29%
Mortgage-backed and related
 available-for-sale securities         13,027,383   172,501      5.30%
Available-for-sale investment
 securities                             4,502,434    73,133      6.50%
Trading securities                        114,135     3,174     11.12%
Cash and cash equivalents(12)           1,244,965    15,008      4.84%
Stock borrow and other                    752,280    14,688      7.83%
                                      ----------- ---------
    Total enterprise interest-earning
     assets                           $57,682,579   903,356      6.27%
                                      =========== ---------
Enterprise interest-bearing
 liabilities:
Retail deposits                       $26,778,743   200,081      3.00%
Brokered certificates of deposit          424,645     5,220      4.93%
Customer payables                       6,836,301    22,779      1.34%
Repurchase agreements and other
 borrowings                            13,558,998   175,337      5.12%
FHLB advances                           6,151,086    78,800      5.07%
Stock loan and other                    1,194,006     8,381      2.82%
                                      ----------- ---------
    Total enterprise interest-bearing
     liabilities                      $54,943,779   490,598      3.56%
                                      =========== ---------
Enterprise net interest
 income/spread(5)                                  $412,758      2.71%
                                                  =========


                                             Three Months Ended
                                             September 30, 2006
                                      --------------------------------
                                                  Operating
                                        Average    Interest  Average
                                        Balance   Inc./Exp. Yield/Cost
                                      ----------- --------- ----------
Enterprise interest-earning assets:            (In thousands)
Loans, net(11)                        $22,955,022  $364,744      6.36%
Margin receivables                      6,645,017   123,855      7.39%
Mortgage-backed and related
 available-for-sale securities         12,068,052   159,199      5.28%
Available-for-sale investment
 securities                             3,220,054    51,885      6.44%
Trading securities                        114,806     2,600      9.06%
Cash and cash equivalents(12)             974,738    11,272      4.59%
Stock borrow and other                    422,010     8,690      8.17%
                                      ----------- ---------
    Total enterprise interest-earning
     assets                           $46,399,699   722,245      6.22%
                                      =========== ---------
Enterprise interest-bearing
 liabilities:
Retail deposits                       $20,992,962   141,035      2.67%
Brokered certificates of deposit          618,681     7,453      4.78%
Customer payables                       5,794,586    18,326      1.25%
Repurchase agreements and other
 borrowings                            11,586,260   150,837      5.09%
FHLB advances                           3,583,663    43,950      4.80%
Stock loan and other                    1,283,026    11,617      3.59%
                                      ----------- ---------
    Total enterprise interest-bearing
     liabilities                      $43,859,178   373,218      3.36%
                                      =========== ---------
Enterprise net interest
 income/spread(5)                                  $349,027      2.86%
                                                  =========


Reconciliation from Enterprise Net Interest Income to Net Operating
 Interest Income

                                          Three Months Ended
                                 -------------------------------------
                                 September 30, June 30,  September 30,
                                     2007        2007        2006
                                 ------------- --------- -------------
                                            (In thousands)
Enterprise net interest income    $  417,174   $412,758   $   349,027
Taxable equivalent interest
 adjustment(13)                       (8,523)    (7,487)       (5,246)
Customer cash held by third
 parties and other(14)                 9,381      8,893        11,355
                                 ------------- --------- -------------
   Net operating interest income  $  418,032   $414,164   $   355,136
                                 ============= ========= =============

    SUPPLEMENTAL INFORMATION

    Explanation of Non-GAAP Measures and Certain Metrics

    Management believes that free cash, EBITDA, interest coverage,
enterprise net interest income and enterprise interest-earning assets
are appropriate measures for evaluating the operating and liquidity
performance of the Company. We believe that the elimination of certain
items from the related GAAP measures is helpful to investors and
analysts who may wish to use some or all of this information to
analyze our current performance, prospects and valuation. Management
uses non-GAAP information internally to evaluate our operating
performance and in formulating our budget for future periods.

    Reporting Changes

    During the period ended March, 31, 2007, the Company re-defined
the line item "Service charges and fees" by reclassifying certain
fee-like revenue items formerly reported in "Other revenue" into the
"Service charges and fees" line item, now called "Fees and service
charges". We also re-presented our balance sheet to report margin
receivables and customer payables directly on the face of the balance
sheet. The remaining components of brokerage receivables and brokerage
payables are now reported in the "Other assets" and "Accounts payable,
accrued and other liabilities" line items, respectively. The Company
has re-presented the income statement and balance sheet for the past
two years on our Investor Relations website.

    Free Cash

    Free cash represents cash held at the Company and its non-Bank and
non-Brokerage subsidiaries, less discretionary reserves, plus excess
capital at Bank and Brokerage after application of regulatory capital
requirements and the Company's own regulatory capital guidelines. The
Company believes that free cash is a useful measure of the Company's
liquidity as it excludes cash reflected on the balance sheet that may
not be freely available to the Company.

    EBITDA

    EBITDA represents net income from continuing operations before
corporate interest expense, taxes and depreciation and amortization.
Management believes that EBITDA provides a useful additional measure
of our performance by excluding certain non-cash charges and expenses
that are not directly related to the performance of our business.

    Interest Coverage

    Interest coverage represents EBITDA divided by corporate interest
expense. Management believes that by excluding the charges and
expenses that are excluded from EBITDA, interest coverage provides a
useful additional measure of our ability to continue to meet our
interest obligations and our liquidity.

    Enterprise Net Interest Income

    Enterprise net interest income is taxable equivalent basis net
operating interest income excluding corporate interest income and
corporate interest expense, stock conduit interest income and expense
and interest earned on customer cash held by third parties. Management
believes this non-GAAP measure is useful to investors and analysts as
it is a measure of the net operating interest income generated by our
core operations.

    Enterprise Interest-Earning Assets

    Enterprise interest-earning assets consists of the primary
interest-earning assets of the Company and includes: loans receivable,
mortgage-backed and available-for-sale securities, margin receivables,
stock borrow balances, and cash required to be segregated under
regulatory guidelines that earn interest for the Company. Management
believes that this non-GAAP measure is useful to investors and
analysts as it is a measure of the primary assets from which the
Company generates net operating interest income.

    It is important to note these metrics and other non-GAAP measures
may involve judgment by management and should be considered in
addition to, not as a substitute for, or superior to, net income,
consolidated statements of cash flows, or other measures of financial
performance prepared in accordance with GAAP. For complete information
on the items excluded from these non-GAAP measures, please see our
financial statements and "Management's Discussion and Analysis of
Results of Operations and Financial Condition" that will be included
in the periodic report we expect to file with the SEC with respect to
the financial periods discussed herein.

    ENDNOTES

    (1) Because the Company reported a net loss for Q3 2007, the
calculation of diluted net loss per share does not include common
stock equivalents as they are anti-dilutive and would result in a
reduction of net loss per share.

    (2) Reflects elimination of transactions between retail and
institutional segments, which includes deposit and customer payable
transfer pricing, servicing and order flow rebates.

    (3) Amounts and percentages may not calculate due to rounding.

    (4) Operating margin is the percentage of net revenue that results
in income before other income (expense), income taxes and discontinued
operations. The percentage is calculated by dividing our income before
other income (expense), income taxes and discontinued operations by
our total net revenue.

    (5) Enterprise net interest spread is the taxable equivalent rate
earned on average enterprise interest-earning assets less the rate
paid on average enterprise interest-bearing liabilities, excluding
corporate interest-earning assets and liabilities, stock conduit and
customer cash held by third parties.

    (6) Data prior to Q4 2006 is not available.

    (7) Target segment accounts are accounts held by customers with
over $50,000 in assets and/or generating 30 or more trades per
quarter.

    (8) Other retail accounts are accounts that (a) were opened less
than 90 days prior to the end of the relevant quarter; (b) only
include a lending relationship or (c) that otherwise do not meet the
definition of a target segment account.

    (9) Net new client assets are total inflows to all new and
existing client accounts less total outflows from all closed and
existing client and closed accounts. Data prior to Q1 2007 is not
available.

    (10) Q3 2007 estimate. Includes E*TRADE Clearing, LLC, which
became an operating subsidiary of E*TRADE Bank in Q1 2007.

    (11) Excludes loans to customers on margin.

    (12) Includes segregated cash balances.

    (13) Gross-up for tax-exempt securities.

    (14) Includes interest earned on average customer assets of $4.1
billion, $4.0 billion and $3.6 billion for the quarters ended
September 30, 2007, June 30, 2007 and September 30, 2006,
respectively, held by parties outside E*TRADE FINANCIAL, including
third party money market funds and sweep deposit accounts at
unaffiliated financial institutions. Other consists of net operating
interest income earned on average stock conduit assets of $2.2 million
and $26.5 million for the quarters ended June 30, 2007 and September
30, 2006, respectively. There were no stock conduit assets for
September 30, 2007.

    CONTACT: E*TRADE FINANCIAL Media Relations Contact
             E*TRADE FINANCIAL Corporation
             Pam Erickson, 617-296-6080
             pam.erickson@etrade.com
             or
             E*TRADE FINANCIAL Investor Relations Contact
             E*TRADE FINANCIAL Corporation
             Adam Townsend, 703-236-8719
             adam.townsend@etrade.com

      

EX-99.2

Exhibit 99.2

October 17, 2007 (All data as of 9/30/07) Supplemental Portfolio Disclosure

E*TRADE FINANCIAL Corp. All rights reserved. This presentation contains certain projections or other forward-looking statements regarding future events or the future performance of the company. Various factors, including risks and uncertainties referred to in the 10Ks, 10Qs, and other reports E*TRADE FINANCIAL Corporation periodically files with the SEC, could cause our actual results to differ materially from those indicated by our projections or other forward-looking statements. No statement is a guarantee of our future performance and we disclaim any duty to update any data contained herein or any forward-looking statements.  Data contained herein are unaudited. This presentation also contains disclosure of non-GAAP financial measures. A reconciliation of these financial measures to the most directly comparable GAAP financial measure can be found on the investor relations site at www.etrade.com.

This document includes updated disclosure on the mortgage loan, investment security, and funding sources of our balance sheet as of September 30, 2007. E*TRADE FINANCIAL disclosed similar information on August 16, 2007, for the June 30, 2007 portfolio and on September 17, 2007 for the August 31, 2007 portfolio. * Certain numbers and percentages contained herein may not recalculate due to r

ounding Introduction

Executive Summary Our conservative approach to credit and funds management is demonstrated by the following key points One- to Four-Family Portfolio s of September 30, 2007, the portfolio had a total unpaid principal balance of $16.9B and delinquent loans of $365MM, or 2.16% $16.9B portfolio is supported by high FICOs, low LTVs, and private mortgage insurance All loans with an 80% or higher LTV are protected by private mortgage insurance Home Equity PortfolioAs of September 30, 2007, the portfolio had a total unpaid principal balance of $12.4B and delinquent loans of $404MM, or 3.25% $9.3B, or 75%, of portfolio is to borrowers with FICOs of 700 and higher $6.0B, or 48%, of portfolio has CLTV of 80% or lower Investment Securities $16.1B, or 92% of the Investment Securities portfolio is rated AAA or AA $2.0B, or nearly 100% of the Corporate, Municipal and Preferred Stock portfolio are rated AA or better $2.6B, or 84%, of the Asset-Backed portfolio is rated A or higher

Balance Sheet Funding Sources Consistent and growing base of retail customer cash Thrift charter provides access to FHLB - $14.4B of additional borrowing capacity $250MM of undrawn committed senior secured revolving credit facility $504MM of Free Cash(1) as of September 30, 2007 No material changes to date with respect to wholesale funding availability, pricing or margin, including repurchase agreements

Executive Summary continued Interest-Earning Assets Composition NOTE: Loan balances are shown based on UPB, and securities are shown at amortized cost basis.  Numbers may not add due to rounding.

Loans $39.5B Securities $17.4B Avg. Rating: A + (92% AA-AAA) Consumer: $2.7B (Includes marine, RV) Avg. FICO: 734 Mortgage: $29.3B Avg. FICO: 735 DTI: 35% CLTV: 73% Margin: $7.5B MBS: $12.4B Agency Avg. Rating: AAA ABS: $3.1B 84% A or better 98% BBB or better Avg. Rating BBB+ One- to Four-Family : $16.9B Avg. FICO: 738 DTI: 35% LTV: 69% Home Equity: $12.4B Avg. FICO: 731 DTI: 36% CLTV: 79% Corp/Muni/Pfd: $2.0B Avg. Rating: AA Interest-Earning Assets Composition NOTE: Loan balances are shown based on UPB, and securities are shown at amortized cost basis. Numbers may not add due to rounding.

One- to Four-Family Mortgage Loan Distribution by FICO and LTV * Averages based upon 2006 engagement  trends(Unpaid principal balances, $ in MM) $16.9B portfolio is supported by high FICOs, low LTVs, and private mortgage insurance $510MM of loans with an 80% or higher LTV are protected by private mortgage insurance FICO 16 0.1% 0 0.0% 1 0.0% 8 0.1% 7 0.0% <620 583 3.5% 31 0.2% 17 0.1% 284 1.7% 251 1.5% 659-620 1,073 6.4% 28 0.2% 31 0.2% 590 3.5% 424 2.5% 679-660 11,104 65.8% 123 0.7% 118 0.7% 5,959 35.3% 4,904 29.1%>=720 264 1.6% 40 0.2% 42 0.3%>90% 1,788 10.6% 39 0.2% 1,059 6.3% 650 3.9% 699-680 LTV 719-700 Total <70% 899 5.3% 7,135 42.3% 70% - 80% 1,312 7.8% 9,212 54.6% 80% - 90% 40 0.2% 246 1.5% Total 2,293 13.6% 16,857 100.0%

One- to Four-Family Delinquent Loan Distribution – Traditional Method * Averages based upon 2006 engagement  trends (Unpaid principal balances, $ in MM ) $34MM, or 9%, of delinquent balances have an LTV of over 80% $193MM, or 53%, of delinquent balances have a FICO of 700 or greater FICO 3 0.9% 0 0.0% 0 0.1% 1 0.4% 2 0.5% <620 44 12.0% 5 1.4% 2 0.6% 24 6.3% 13 3.7% 659-620 59 16.2% 3 0.8% 4 1.1% 37 10.3% 15 4.0% 679-660 140 38.2% 4 1.1% 5 1.2% 96 26.3% 35 9.6%>=720 16 4.4% 2 0.5% 2 0.7%>90% 66 18.1% 4 1.0% 47 13.0% 13 3.6% 699-680 LTV 719-700 Total <70% 12 3.3% 90 24.7% 70% - 80% 36 9.7% 241 66.0% 80% - 90% 3 0.9% 18 4.9% Total 53 14.6% 365 100.0%

One- to Four-Family Portfolio Attributes Vintage 0% 10% 20% 30% 40% <=2003 2004 2005 2006 2007 Occupancy Type 0% 20% 40% 60% 80% 100% Owner Occupied 2nd Home / Vacation Investor Documentation Type 0% 20% 40% 60% Full/Alt Doc SIVA SISA NINA Geographic Concentration by MSA - Top 10 0% 2% 4% 6% 8% 10% 12% LA SF NY Wash DC San Jose San Diego Chi Riverside Phoenix Denver

Home Equity Loan Distribution by FICO and LTV (Unpaid principal balances, $ in MM )$9.3B, or 75%, of portfolio to borrowers with FICOs of 700 and higher $6.0B, or 48%, of portfolio with CLTV of 80% or lower FICO 18 0.1% 0 0.0% 2 0.0% 3 0.0% 13 0.1% <620 604 4.8% 130 1.0% 233 1.9% 115 0.9% 126 1.0% 659-620 803 6.5% 212 1.7% 307 2.5% 125 1.0% 159 1.3% 679-660 7,284 58.8% 1,264 10.2% 2,048 16.5% 1,255 10.1% 2,717 22.0%>=720 2,438 19.6% 381 3.1% 451 3.6%>90% 1,738 14.0% 682 5.5% 313 2.5% 362 2.9% 699-680 CLTV 719-700 Total <70% 446 3.6% 3,823 30.9% 70% - 80% 365 2.9% 2,176 17.4% 80% - 90% 714 5.7% 3,986 32.1% Total 1,976 15.8% 12,423 100.0%

Home Equity Delinquent Loan Distribution – Traditional Method * Averages based upon 2006 engagement  trends(Unpaid principal balances, $ in MM )$331MM, or 82%, of delinquent balances have a CLTV of over 80% $193MM, or 48%, of delinquent balances have a FICO of 700 or greater FICO 1 0.2% 0 0.0% 0 0.0% 0 0.0% 1 0.2% <620 64 15.9% 18 4.5% 31 7.7% 10 2.5% 5 1.2% 659-620 61 15.0% 26 6.3% 25 6.2% 6 1.5% 4 1.0% 679-660 120 29.7% 59 14.6% 41 10.1% 12 3.0% 8 2.0%>=720 175 43.3% 37 9.2% 35 8.7%>90% 85 21.1% 33 8.2% 8 2.0% 7 1.7% 699-680 CLTV 719-700 Total <70% 4 1.0% 29 7.1% 70% - 80% 8 2.0% 44 11.0% 80% - 90% 26 6.4% 156 38.6% Total 73 18.1% 404 100.0%

Home Equity Portfolio Attributes Vintage 0% 10% 20% 30% 40% 50% <=2003 2004 2005 2006 2007 Geographic Concentration by MSA - Top 10 0% 1% 2% 3% 4% 5% 6% 7% 8% 9% 10% NYC LA SF Wash DC Phx M iami Boston San Diego Chi Riverside Occupancy Type 0% 20% 40% 60% 80% 100% Owner Occupied Investor 2nd Home / Vacation Documentation Type 0% 5% 10% 15% 20% 25% 30% 35% 40% 45% 50% Fu

ll/Alt Doc Stated Income Preferred

We look first to the credit quality of a borrower, as indicated by FICO and similar measures, for repayment of a loan.  Should a loan become delinquent, realized future losses will be dependent on a number of factors including, but not limited to, cure rates(2), local real estate dynamics and resulting loan-to-value (LTV). The traditional method, as shown on previous pages, categorizes the entire loan balance at the highest dollar LTV. The Principal at Risk (PAR) method is an internal approach that we believe more appropriately depicts the unpaid principal balance by tranching it against the supporting collateral value at time of origination. The following example demonstrates how a $45,000 home equity loan classified under the traditional method at a 95% CLTV can be tranched to several PAR LTV thresholds under the PAR method. Principal at Risk (PAR) Method vs. Traditional Method

Loan Distribution Principal at Risk (PAR) Method  Example $50K One- to  Four-Family $45K Home  Equity$100K Borrower Equity 50K 60K 70K 80K 90K 95K Value of Property at Origination

One- to Four-Family Loan Distribution – PAR Method * Averages based upon 2006 engagement  trends(Unpaid principal balances, $ in MM) $16.9B portfolio is well supported by high FICOs, low LTVs, and private mortgage insurance $62MM of exposure greater than 80% of property value is protected by private mortgage insurance. FICO 16 0.1% 0 0.0% 0 0.0% 1 0.0% 15 0.1% <620 583 3.5% 1 0.0% 5 0.0% 31 0.2% 546 3.2% 659-620 1,073 6.4% 2 0.0% 6 0.0% 63 0.4% 1,002 5.9% 679-660 11,104 65.8% 8 0.0% 21 0.1% 603 3.6% 10,472 62.1%>=720 16 0.1% 2 0.0% 3 0.0%>90% 1,788 10.6% 7 0.0% 113 0.7% 1,666 9.9% 699-680 PAR LTV 719-700 Total <70% 2,145 12.7% 15,846 94.0% 70% - 80% 138 0.8% 949 5.6% 80% - 90% 7 0.0% 46 0.3% Total 2,293 13.6% 16,857 100.0%

One- to Four-Family Delinquent Loan Distribution – PAR Method * Averages based upon 2006 engagement  trends(Unpaid principal balances, $ in MM) 99% of delinquent balances are mitigated by PAR LTV of 80% or lower FICO 3 0.8% 0 0.0% 0 0.0% 0 0.0% 3 0.8% <620 44 12.0% 0 0.1% 1 0.2% 3 0.8% 40 10.9% 659-620 59 16.3% 0 0.0% 1 0.2% 4 1.2% 54 14.8% 679-660 140 38.2% 0 0.1% 1 0.2% 11 2.9% 128 35.0%>=720 0 0.2% 0 0.0% 0 0.0%>90% 66 18.1% 1 0.1% 5 1.6% 60 16.4% 699-680 PAR LTV 719-700 Total <70% 48 13.2% 333 91.2% 70% - 80% 5 1.3% 28 7.8% 80% - 90% 0 0.1% 4 0.8% Total 53 14.6% 365 100.0%

Home Equity Loan Distribution – PAR Method * Averages based upon 2006 engagement  trends(Unpaid principal balances, $ in MM ) $8.5B, or 69%, of portfolio has a CLTV of 80% or below Of the $3.9B in loans with CLTV above 80%, $2.7B are to borrowers with FICOs of 700 or higher FICO 18 0.1% 0 0.0% 1 0.0% 1 0.0% 16 0.1% <620 604 4.8% 49 0.4% 192 1.5% 123 1.0% 240 1.9% 659-620 803 6.5% 82 0.7% 264 2.1% 154 1.2% 303 2.5% 679-660 7,284 58.8% 457 3.7% 1,529 12.4% 1,193 9.6% 4,105 33.1%>=720 891 7.2% 139 1.1% 164 1.3%>90% 1,738 14.0% 497 4.0% 384 3.1% 718 5.8% 699-680 PAR CLTV 719-700 Total <70% 868 6.9% 6,250 50.3% 70% - 80% 424 3.4% 2,279 18.3% 80% - 90% 520 4.2% 3,003 24.2% Total 1,976 15.8% 12,423 100.0%

Home Equity Delinquent Loan Distribution – PAR Method * Averages based upon 2006 engagement  trends (Unpaid principal balances, $ in MM ) $232MM, or 57%, of delinquent balances have a PAR CLTV of over 80% $193MM, or 48%, of delinquent balances have a FICO of 700 or greater FICO 1 0.2% 0 0.0% 0 0.0% 0 0.0% 1 0.2% <620 64 15.9% 7 1.7% 26 6.5% 15 3.7% 16 4.0% 659-620 61 15.0% 11 2.7% 26 6.3% 12 3.0% 12 3.0% 679-660 120 29.7% 23 5.7% 49 12.1% 20 5.0% 28 6.9%>=720 69 17.1% 14 3.5% 14 3.5%>90% 85 21.1% 34 8.4% 19 4.7% 18 4.5% 699-680 PAR CLTV 719-700 Total <70% 16 4.0% 91 22.6% 70% - 80% 15 3.7% 81 20.1% 80% - 90% 28 6.9% 163 40.2% Total 73 18.1% 404 100.0%

Loan Risk Mitigation Discipline Geographic diversification with no single MSA greater than 10% of mortgage loan portfolio Low leveraged borrowers with average debt-to-income ratio of 35% across mortgage portfolio  No option or negative amortization ARMs Top Sellers/Originators of mortgage loan portfolio: Bank of AmericaJPMorgan CountrywideMorgan Stanley E-LoanNational Cit E*TRADE(3)UBS GMA

CWells Fargo

Risk Mitigation Strategy Growth sources – Portfolio growth, if any, will be driven by prime one- to four-family mortgage loans. Mix shift - Allow home equity and consumer loan portfolios to decline with repayments/prepayments. Credit line management – Evaluate revolving credit borrowers, reducing available lines based on leading indicators. Loan modifications – Provide rate and term modifications to qualified borrowers.

Investment Securities Composition  ($ in MM, based on book value )$16.1B, or 92%, of the Investment Securities portfolio is rated AAA or AA  Over 99% of the Investment Securities portfolio is rated investment grade 3,059 17.5% 30 0.2% 16 0.1% 431 2.5% 815 4.7% 1,767 10.1% ABS 16 0.1% - - Below Inv. Grade 1,981 11.4% - - 16 0.1% 1,965 11.3% Corporate, Municipal and Preferred Stock 17,413 100.0% 30 0.2% 431 2.5% 831 4.8% 16,105 92.5% Grand Total 12,373 71.1% Grand Total - N

on- Rated 12,373 71.1% AA or Higher MBS - -

281 7.4% - - - 1,281 7.4% Private Label CMO 12,373 71.1% - - - 12,373 71.1% Total 11,092 63. 7% Total - Non- Rated 11,092 63.7% AA Agency MBS/CMO Mortgage-Backed Securities Breakdown Nearly all of the $12.3B MBS portfolio is rated AAAPercentages are measured as a percent of the $17.4 B Investment Securities Portfolio Note: Includes $30MM of securities classified as Trading Se

curities($ in MM, based on book value )

Corporate, Municipal and Preferred Stock  Nearly all of the Municipal bond, Agency stock and Corporate bond portfolio is rated “AA” or higher Percentages are measured as a percent of the $17.4B Investment Securities Portfolio ($ in MM, based on book value ) 126 0.7% - - - 16 0.1% 110 0.6% Corporate Bonds ($78mm FNMA Note) 1,981 11.4% - - - 16 0.1% 1,965 11.3% Total 409 2.4% 512 2.9% 934 5.4% Total - - - Non- Rated - - - Below Inv. Grade 409 2.4% 512 2.9% 934 5.4% AA Mun

icipal Bonds Agency Preferred Stock (FNM, FRE) FHLB Stock

Asset-Backed Securities Breakdown $2.6B, or 84%, of ABS portfolio is rated A or higher Non-rated and below investment grade securities are $46MM, or 0.3% of Investment Securities portfolio Note: Includes $36MM of securities classified as Trading Securities Percentages are measured as a percent of the $17.4B Investment Securities Portfolio ($ in millions, based on book value ) Other 97 0.6% - 9 0.1% 53 0.3% 33 0.2% 2 0.0% Sub-prime Residential First Lien Mortgage 3,059 17.5% 95 0.5% 247 1.4% 354 2.0% 2,230 12.8% Total 30 0.2% - 16 0.1% 10 0.1% - Non- Rated 16 0.1% 7 0.0% - - - Below Inv. Grade 1,767 10.1% 59 0.3% 123 0.7% 223 1.3% 1,355 7.8% AA or Higher 6 0.0% 23 0.1

% Second Liens 431 2.5% 41 0.2% 34 0.2% 285 1.6% BBB A Prime Residential First Lien Mortgage 590 3.4% ABS CDO 87 0.5% Commercial Real Estate & Trust Pfd CDO

Asset-Backed Securities Portfolio The net growth in the portfolio quarter-to-date has occurred nearly exclusively in the AAA-AA rating bucket From June 30th through September 30th, there have been four issues upgraded (5 bonds for $26M) and twelve issues downgraded (17 bonds for $116M) in the portfolio.  All of the downgrades have been in the second lien sector

Prime Residential First Lien Mortgage Securities (Includes Alt-A) Weighted Average original FICO = 725; LTV = 71% No bonds within our Alt-A portfolio have been downgraded No significant impairments are expected in this portfolio Percentages are measured as a percent of the $17.4B Investment Securities Portfolio ($ in MM, based on book value )

Sub-prime Residential First Lien Mortgage Securities Body: Weighted Average original FICO = 639; LTV = 79% Through September 30th, there have not been any downgrades in the sub-prime portfolio Percentages are measured as a percent of the $17.4B Investment Securities Portfolio ($ in MM, based on book value )

ABS, Commercial Real Estate and Trust Preferred CDOs Body: The most immediate risk of impairment for certain lower rated (<AA) CDO bonds will be diversion of cash flow as required under pre-determined performance criteria.  The effect of this criteria is to redirect cash flow from lower rated bonds to higher rated bonds.  Continued deterioration could lead to future impairments.   Percentages are measured as a percent of the $17.4B Inv

estment Securities Portfolio($ in MM, based on book value )

Second Lien Mortgage Securities Weighted Average FICO = 680; CLTV = 99% On August 16th, Moody’s downgraded 691 tranches of 2006 vintage second liens, representing 84% of all second lien deals Moody’s rated in 2006   Percentages are measured as a percent of the $17.4 B Investment Securities Portfolio ($ in MM, based on book value )

Balance Sheet Funding Sources  Retail Deposits and Customer Payables  $36B – 84% from customers who also hold an investing account Average Quarterly Growth in Total Customer Cash and Deposits = $1.6B(4) Wholesale Borrowings Thrift charter provides access to FHLB Currently $8.5B of Advances – additional $14.4B of excess borrowing capacity $11B in repurchase agreements  Primarily AAA FNMA and GNMA backed transactions Diversified maturities with a strong group of over 20 counterparties Not dependent on warehouse lines  Access to the Federal Reserve Discount Window No material changes to date with respect to wholesale funding availability, pricing or margin, including repurchase agreements  Corporate Liquidity  $250MM undrawn committed sen

ior secured revolving credit facility $504MM in Free Cash(1) as of September 30, 2007

Endnotes and Glossary of Terms Endnotes: (1) Free cash represents cash held at the Company and its non-Bank and non-Brokerage subsidiaries, less discretionary reserves, plus excess capital at Bank and Brokerage after application of regulatory capital requirements and the Company’s own regulatory capital guidelines. (2) Cure rates represent the rate of currently delinquent balances that return to performing status and/or fully pay off. (3) Includes direct and wholesale originated loans. (4) Average organic quarterly total cash and deposit growth since 12/31/2005. Terms: ARM – Adjustable Rate Mortgage CDO – Collateralized Debt Obligation CLTV – Combined Loan-to-Value  DTI – Debt-to-Income FHLB – Federal Home Loan Bank HELOC – Home Equity Line of Credit HEIL – Home Equity Installment Loan LTV – Loan-to-Value PMI – Private Mortgage Insurance MSA – Metropolitan Statistical Area NINA – No Income No Asset SISA – Stated Income Stated Assets SIVA – Stated Income Verified Assets