8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES AND EXCHANGE ACT OF 1934

Date of report: February 21, 2008

(Date of earliest event reported)

E*TRADE FINANCIAL CORPORATION

(Exact name of registrant as specified in charter)

Delaware	1-11921	94-2844166
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

135 East 57th Street

New York, New York 10022

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (646) 521-4300

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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 21, 2008, E*TRADE Financial Corporation (the “Company”) announced in a publicly available press release that Mr. Robert Druskin has been elected to the Company’s Board of Directors effective February 21, 2008. Mr. Druskin will chair the newly-formed Finance and Risk Oversight Committee, a committee the Company expects to be activated immediately following the annual meeting of the Company’s shareholders in May 2008. Mr. Druskin will be compensated under the terms of the Company’s non-employee director compensation policy as in effect from time to time, as described in the Company’s proxy statement.

Forward-Looking Statements

This filing contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements 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. We do not intend to update the forward-looking statements included in this filing, even if new information, future events or other circumstances have made them incorrect or misleading.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.	Description
99.1	Press release, dated February 21, 2008, issued by E*TRADE Financial Corporation.

SIGNATURES

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, hereunto duly authorized.

	E*TRADE FINANCIAL CORPORATION
Dated: March 14, 2008	By:	/s/ Arlen W. Gelbard
		Arlen W. Gelbard
		Chief Administrative Officer,
		General Counsel and Corporate
		Secretary

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

E*TRADE FINANCIAL Media Relations Contact

Pam Erickson

E*TRADE FINANCIAL Corporation

617-296-6080

Pam.Erickson@etrade.com

E*TRADE FINANCIAL Investor Relations Contact

Adam Townsend

E*TRADE FINANCIAL Corporation

703-236-8719

Adam.Townsend@etrade.com

ROBERT DRUSKIN JOINS E*TRADE FINANCIAL BOARD OF DIRECTORS

Former Citigroup COO to Chair Finance and Risk Oversight Committee

New York, February 21, 2008 – E*TRADE FINANCIAL Corporation (NASDAQ: ETFC) today announced that Robert Druskin, former Chief Operating Officer of Citigroup (NYSE: C), has joined the Board of Directors of E*TRADE FINANCIAL Corporation effective February 21, 2008. Mr. Druskin, 60, will also chair the newly-formed Finance and Risk Oversight Committee, a committee the Company expects to be activated immediately following the Annual Meeting of E*TRADE FINANCIAL Shareholders in June 2008.

The Board is creating the Finance and Risk Oversight Committee to concentrate Board supervision on these two important and related functions. “As Chair of our new Finance and Risk Oversight Committee, Bob’s decades of experience in banking and finance will be invaluable to the Company as it continues to reduce risk on the balance sheet and enhance our risk management capability moving forward,” said Donald H. Layton, Chairman of the Board, E*TRADE FINANCIAL Corporation. “More generally, his depth of experience will be a significant advantage to the Board as the Company works to ensure effective execution of its turnaround plan.”

“This is a great opportunity to work with a solid team of professionals and help them expedite the turnaround of a strong core franchise with proven customer loyalty,” said Mr. Druskin.

Mr. Druskin joined Smith Barney in 1991 as Chief Administrative Officer. From August 2002 through December 2003, he was the President and Chief Operating Officer of Citigroup Markets & Banking and served as CEO of that business from December 2003 through December 2006. In December 2006, he was named Chief Operating Officer of Citigroup and served as a member of the Office of the Chairman.

Mr. Druskin earned a BA from Rutgers University. He is on the Rutgers Board of Trustees and the Board of Overseers for the Rutgers University Foundation. Additionally, he is a Trustee of the NYU Downtown Hospital and is on the board of the United Negro College Fund.

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.

© 2008 E*TRADE FINANCIAL Corporation. All rights reserved.

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