TD AMERITRADE Achieves Record Quarter; Asset-Based Revenues Soar to Nearly 59 Percent

Results for the quarter ended June 30, 2006, are furtherillustrated by the following:

-- Record net income(1) of $140 million, or $0.23 per diluted share;

-- Record non-GAAP EPS(2) of $0.27;

-- Record pre-tax income(1) of $233 million, or 43 percent of net revenues;

-- Record operating margin(2) of $288 million, or 53 percent;

-- Record EBITDA(1) (2) of $287 million, or 53 percent;

-- Record net revenues of $540 million;

-- Average client trades per day of approximately 253,000;

-- Annualized return on equity of 36 percent for the quarter;

-- Client assets of approximately $255.3 billion, including $37.5 billion of client cash and money market funds;

-- Liquid assets(2) of $421 million; cash and cash equivalents of $395 million;

-- 128,000 new accounts at an average cost of $432 per account, 59,000 closed accounts, 6,139,000 Total Accounts, 3,260,000 Qualified Accounts;(3) and

-- Average client margin balances of approximately $7.9 billion. On June 30, 2006, client margin balances were approximately $7.8 billion.

"Despite a decline in investor activity in June, we realized arecord quarter, thanks in part to an increase in asset-basedrevenues," said Joe Moglia, chief executive officer.

Updating Guidance

The Company has increased its earnings projections for fiscal year2007 to $0.99 to $1.21 per share and confirms its guidance for thefourth quarter of fiscal year 2006. Guidance for fiscal 2006 has beentightened to $0.94 to $1.00, or $0.87 to $0.93 excluding a one-timegain realized on the sale of the Company's investment in KnightCapital Group, Inc.(2) Further details can be found in the "OutlookStatement" section of the Company's corporate Web site, located atwww.amtd.com.

"We continue to focus on completing the TD Waterhouse integrationand positioning TD AMERITRADE for growth in the long-term investorsegment," Moglia continued. "Over the next year, we expect theinvestments we are making in our technology, value propositions andbrand to deliver results that will enhance our growth and strengthenour market position going into 2008."

Company Hosts Conference Call

The Company will host its June Quarter conference call thismorning, July 18, 2006, at 7:30 a.m. CT. Participants may listen tothe call by dialing 800-811-7286. The Company will Webcast the call atwww.amtd.com.

As the Company will be discussing a number of financial metrics,participants are encouraged to download the slides associated with thepresentation from the Web site before the start of the call. A podcastand an archived version of the presentation, including the materialsdiscussed, will be available following the call.

AMTD-E

About TD AMERITRADE Holding Corporation

TD AMERITRADE Holding Corporation, through its brokeragesubsidiaries,(4) provides a dynamic balance of investment products andservices that furthers the Independent Spirit of individual investors.The Company's full spectrum of services include a leading activetrader program and long-term investor solutions, including a nationalbranch system, as well as relationships with one of the largestnetworks of independent registered investment advisors. The Company'scommon stock trades under the ticker symbol AMTD. For moreinformation, please visit www.amtd.com.

Forward-looking Statements

This document contains forward-looking statements within themeaning of the federal securities laws. We intend theseforward-looking statements to be covered by the safe harbor provisionsof the federal securities laws. In particular, any statementsregarding financial guidance and future operations are forward-lookingstatements. These statements reflect only our current expectations orplans and are not guarantees of future performance, results oroperations. These statements involve risks, uncertainties andassumptions that could cause actual results or performance to differmaterially from those contained in the forward-looking statements.These risks, uncertainties and assumptions include general economicand political conditions, interest rates, market fluctuations andchanges in client trading activity, increased competition, systemsfailures and capacity constraints, ability to service debtobligations, integration associated with the TD Waterhousetransaction, realization of synergies from the TD Waterhousetransaction, regulatory and legal matters and uncertainties and otherrisk factors described in our latest Quarterly Report on Form 10-Qfiled with the SEC on May 9, 2006 and our latest Annual Report on Form10-K filed with the SEC on Dec. 14, 2005. These forward-lookingstatements speak only as of the date on which the statements weremade. We undertake no obligation to update or revise publicly anyforward-looking statements, whether as a result of new information,future events or otherwise.

(1) Record quarter references $0.23 earnings per share, which wasalso achieved in the fourth fiscal quarter of 2005. All recordsreferenced exclude a one-time gain realized on the sale of theCompany's investment in Knight Capital Group, Inc. when comparing tothe second fiscal quarter of 2006.

(2) See attached reconciliation of financial measures.

(3) Total Accounts include all open client accounts (funded andunfunded), except clearing accounts, and include those accountspurchased in the TD Waterhouse acquisition and excludes those accountsincluded in the sale of Ameritrade Canada to TD Bank Financial Group.Qualified Accounts include all open client accounts with a totalliquidation value greater than or equal to $2,000, except clearingaccounts. See Glossary of Terms on the Company's web site atwww.amtd.com for additional information.

(4) TD AMERITRADE, Inc., member NASD/SIPC, receives clearing andcustodial services from Ameritrade, Inc., member NASD/SIPC, andNational Investor Services Corporation (NISC), member NYSE/SIPC. TDAMERITRADE, Ameritrade and NISC are subsidiaries of TD AMERITRADEHolding Corporation.

TD AMERITRADE HOLDING CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
In thousands, except per share data
(Unaudited)

Quarter Ended Nine Months Ended
------------------- --------------------
June 30, June 24, June 30, June 24,
2006 2005 2006 2005
--------- --------- ---------- ---------
Revenues:
Transaction-based
revenues:
Commissions and
transaction fees $213,173 $113,077 $564,366 $394,596

Asset-based revenues:
Interest revenue 297,949 137,396 729,351 366,797
Brokerage interest
expense (98,580) (38,678) (228,982) (93,526)
--------- --------- ---------- ---------
Net interest revenue 199,369 98,718 500,369 273,271

Money market deposit
account fees 69,043 - 114,350 -
Money market and other
mutual fund fees 49,492 6,347 89,656 17,840
--------- --------- ---------- ---------
Total asset-based
revenues 317,904 105,065 704,375 291,111

Other revenues 9,265 16,212 46,088 43,133
--------- --------- ---------- ---------

Net revenues 540,342 234,354 1,314,829 728,840
--------- --------- ---------- ---------

Expenses:
Employee compensation and
benefits 90,414 43,972 247,029 130,811
Fair value adjustments of
compensation-related
derivative instruments 2,234 0 1,248 0
Clearing and execution
costs 25,810 7,181 50,760 20,081
Communications 20,604 8,307 46,522 27,203
Occupancy and equipment
costs 21,261 12,424 54,456 33,018
Depreciation and
amortization 6,171 2,492 14,835 7,324
Amortization of acquired
intangible assets 13,673 3,405 28,463 10,219
Professional services 25,357 7,947 65,441 26,722
Interest on borrowings 33,915 497 60,358 1,503
Other 12,480 4,067 27,881 12,926
Advertising 55,344 21,672 129,385 72,307
Fair value adjustments of
investment-related
derivative instruments 0 (14,495) 11,703 (11,826)
--------- --------- ---------- ---------
Total expenses 307,263 97,469 738,081 330,288
--------- --------- ---------- ---------

Income before other income
and income taxes 233,079 136,885 576,748 398,552

Other income:
Gain on disposal of
investment 0 0 78,840 0
--------- --------- ---------- ---------

Pre-tax income 233,079 136,885 655,588 398,552

Provision for income taxes 93,262 53,299 256,939 153,186
--------- --------- ---------- ---------

Net income $139,817 $83,586 $398,649 $245,366
========= ========= ========== =========

Basic earnings per share $0.23 $0.21 $0.76 $0.61
Diluted earnings per share $0.23 $0.20 $0.75 $0.60

Weighted average shares
outstanding - basic 608,476 403,017 522,410 403,911
Weighted average shares
outstanding - diluted 619,707 411,074 533,997 412,250



TD AMERITRADE HOLDING CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
In thousands
(Unaudited)

June 30, 2006 Sept. 30, 2005
------------- --------------
Assets:
Cash and cash equivalents $395,306 $171,064
Short-term investments 24,775 229,819
Segregated cash and investments 7,083,572 7,595,359
Broker/dealer receivables 3,994,844 3,420,226
Client receivables 7,799,378 3,784,688
Goodwill and intangible assets 2,758,205 1,028,974
Other 262,130 186,980
------------- --------------
Total assets $22,318,210 $16,417,110
============= ==============

Liabilities and stockholders' equity:

Liabilities:
Broker/dealer payables $6,873,341 $4,449,686
Client payables 11,153,427 10,095,837
Prepaid variable forward derivative
instrument - 20,423
Prepaid variable forward contract
obligation - 39,518
Broker/dealer notes payable 110,000 -
Long-term debt 1,889,625 -
Other 642,500 292,779
------------- --------------
Total liabilities 20,668,893 14,898,243

Stockholders' equity 1,649,317 1,518,867
------------- --------------

Total liabilities and stockholders'
equity $22,318,210 $16,417,110
============= ==============



TD AMERITRADE HOLDING CORPORATION
SELECTED OPERATING DATA

Quarter Ended Nine Months Ended
--------------------- ---------------------
June 30, June 24, June 30, June 24,
2006 2005 2006 2005
---------- --------------------- ----------

Trading Activity Metrics:
-------------------------
Total trades (in millions) 15.9 8.9 41.5 30.0
Average commissions and
transaction fees per
trade $13.39 $12.72 $13.61 $13.16
Average client trades per
day 252,784 138,930 221,133 159,102
Average client trades per
account (annualized) 10.4 9.7 10.8 11.2
Activity rate 4.1% 3.8% 4.3% 4.4%
Trading days 63.0 64.0 187.5 188.5

Interest Revenue Metrics:
-------------------------
Segregated cash:
----------------
Average balance (in
billions) $7.2 $7.6 $7.4 $7.8
Average annualized yield 4.71% 2.80% 4.22% 2.33%
---------- ---------- ---------- ----------
Interest revenue (in
millions) $86.0 $53.8 $236.3 $138.4
---------- ---------- ---------- ----------

Client margin balances:
-----------------------
Average balance (in
billions) $7.9 $3.4 $6.1 $3.5
Average annualized yield 7.81% 5.79% 7.56% 5.42%
---------- ---------- ---------- ----------
Interest revenue (in
millions) $155.7 $50.4 $351.9 $143.8
---------- ---------- ---------- ----------

Securities borrowing:
---------------------
Average balance (in
billions) $3.5 $3.8 $3.3 $4.0
Average annualized yield 5.54% 3.19% 4.94% 2.63%
---------- ---------- ---------- ----------
Interest revenue (in
millions) $49.1 $30.7 $123.0 $79.7
---------- ---------- ---------- ----------

Interest revenue - other
(in millions) $7.1 $2.5 $18.2 $4.9
---------- ---------- ---------- ----------

Interest revenue - total
(in millions) $297.9 $137.4 $729.4 $366.8
========== ========== ========== ==========

Brokerage Interest Expense
Metrics:
--------------------------
Client credit balances:
-----------------------
Average balance (in
billions) $10.3 $9.3 $9.9 $9.5
Average annualized cost 1.07% 0.53% 0.96% 0.39%
---------- ---------- ---------- ----------
Interest expense (in
millions) $27.9 $12.4 $71.9 $28.2
---------- ---------- ---------- ----------

Securities lending:
-------------------
Average balance (in
billions) $6.5 $4.6 $5.4 $4.8
Average annualized cost 4.22% 2.25% 3.79% 1.81%
---------- ---------- ---------- ----------
Interest expense (in
millions) $69.8 $26.1 $155.4 $65.7
---------- ---------- ---------- ----------

Brokerage interest expense
- other (in millions) $0.9 $0.2 $1.7 ($0.4)
---------- ---------- ---------- ----------

Brokerage interest expense
- total (in millions) $98.6 $38.7 $229.0 $93.5
========== ========== ========== ==========

Other Revenue Metrics:
----------------------
Money market deposit
account fees:
--------------------
Average balance (in
billions) $8.4 N/A $4.9 N/A
Average annualized yield 3.27% N/A 3.05% N/A
Fee revenue (in
millions) $69.0 N/A $114.4 N/A

Money market mutual fund
fees:
------------------------
Average balance (in
billions) $16.5 $2.9 $10.8 $2.7
Average annualized yield 0.76% 0.73% 0.75% 0.72%
Fee revenue (in
millions) $31.7 $5.3 $61.3 $14.9

Other mutual fund fees:
-----------------------
Average balance (in
billions) $34.7 $3.3 $21.5 $3.1
Average annualized yield 0.20% 0.13% 0.17% 0.13%
Fee revenue (in
millions) $17.8 $1.0 $28.4 $2.9

Client Account and Client
Asset Metrics:
-------------------------
Qualified accounts
(beginning of period) 3,293,000 1,730,000 1,735,000 1,677,000
Qualified accounts (end of
period) 3,260,000 1,730,000 3,260,000 1,730,000
Percentage increase
(decrease) during period (1%) 0% 88% 3%

Total accounts (beginning
of period) 6,070,000 3,665,000 3,717,000 3,520,000
Total accounts (end of
period) 6,139,000 3,689,000 6,139,000 3,689,000
Percentage increase
(decrease) during period 1% 1% 65% 5%

Client assets (beginning
of period, in billions) $262.9 $75.6 $83.3 $68.8
Client assets (end of
period, in billions) $255.3 $78.8 $255.3 $78.8
Percentage increase
(decrease) during period (3%) 4% 206% 15%

NOTE: See Glossary of Terms on the Company's web site at www.amtd.com
for definitions of the above metrics.



TD AMERITRADE HOLDING CORPORATION
RECONCILIATION OF FINANCIAL MEASURES
In thousands, except percentages, per share amounts and Outlook ranges
(Unaudited)




Quarter Ended Nine Months Ended
------------------ -------------------
June 30, June 24, June 30, June 24,
2006 2005 2006 2005
--------- -------- --------- ---------
Net Income Excluding Investment
Gains/Losses (1)
-------------------------------
Net income, as reported $139,817 $83,586 $398,649 $245,366
Adjustments:
Gain on disposal of
investment - - (78,840) -
Fair value adjustments of
investment-related
derivative instruments - (14,495) 11,703 (11,826)
Income tax effect of above
adjustments - 5,581 25,848 4,553
--------- -------- --------- ---------
Net income excluding investment
gains/losses $139,817 $74,672 $357,360 $238,093
========= ======== ========= =========

EPS Excluding Investment
Gains/Losses (1)
-------------------------
Diluted earnings per share, as
reported $0.23 $0.20 $0.75 $0.60
Adjustments on a per share
basis, net of income tax
effect:
Gain on disposal of
investment - - (0.09) -
Fair value adjustments of
investment-related
derivative instruments - (0.02) 0.01 (0.02)
--------- -------- --------- ---------
EPS excluding investment
gains/losses $0.23 $0.18 $0.67 $0.58
========= ======== ========= =========

Non-GAAP Net Income (2)
-----------------------
Net income, as reported $139,817 $83,586 $398,649 $245,366
Adjustments:
Amortization of acquired
intangible assets 13,673 3,405 28,463 10,219
Interest on borrowings 33,915 497 60,358 1,503
Gain on disposal of
investment - - (78,840) -
Fair value adjustments of
investment-related
derivative instruments - (14,495) 11,703 (11,826)
Income tax effect of above
adjustments (18,494) 4,078 (8,758) 40
--------- -------- --------- ---------
Non-GAAP net income $168,911 $77,071 $411,575 $245,302
========= ======== ========= =========

Non-GAAP EPS (2)
----------------
Diluted earnings per share, as
reported $0.23 $0.20 $0.75 $0.60
Adjustments on a per share
basis, net of income tax
effect:
Amortization of acquired
intangible assets 0.01 0.01 0.03 0.02
Interest on borrowings 0.03 - 0.07 -
Gain on disposal of
investment - - (0.09) -
Fair value adjustments of
investment-related
derivative instruments - (0.02) 0.01 (0.02)
--------- -------- --------- ---------
Non-GAAP earnings per share $0.27 $0.19 $0.77 $0.60
========= ======== ========= =========




Outlook Range(a)
(in millions)
Full Year 2006
----------------
Net Income Excluding Investment Gains/Losses (1)
------------------------------------------------
Net income, as reported $524.8 - $560.2
Adjustments:
Gain on disposal of investment (78.8)
Fair value adjustments of investment-related
derivative instruments 11.7
Income tax effect of above adjustments 25.8
----------------
Net income excluding investment gains/losses $483.5 - $518.9
================

EPS Excluding Investment Gains/Losses (1)
-----------------------------------------
Diluted earnings per share, as reported $0.94 - $1.00
Adjustments on a per share basis, net of income tax
effect:
Gain on disposal of investment (0.08)
Fair value adjustments of investment-related
derivative instruments 0.01
----------------
EPS excluding investment gains/losses $0.87 - $0.93
================

Non-GAAP Net Income (2)
-----------------------
Net income, as reported $524.8 - $560.2
Adjustments:
Amortization of acquired intangible assets 41.8
Interest on borrowings 93.6
Gain on disposal of investment (78.8)
Fair value adjustments of investment-related
derivative instruments 11.7
Income tax effect of above adjustments (26.9)
----------------
Non-GAAP net income $566.2 - $601.6
================

Non-GAAP EPS (2)
----------------
Diluted earnings per share, as reported $0.94 - $1.00
Adjustments on a per share basis, net of income tax
effect:
Amortization of acquired intangible assets 0.04
Interest on borrowings 0.10
Gain on disposal of investment (0.08)
Fair value adjustments of investment-related
derivative instruments 0.01
----------------
Non-GAAP earnings per share $1.01 - $1.07
================



Quarter Ended
----------------------------------
June 30, 2006 June 24, 2005
----------------- ----------------
% of % of
$ Rev. $ Rev.
--------- ------- --------- ------
Operating Margin (3)
--------------------
Operating margin $288,423 53.3% $144,062 61.5%
Less:
Advertising (55,344) (10.2%) (21,672) (9.2%)
Fair value adjustments of
investment-related derivative
instruments 0 0.0% 14,495 6.1%
--------- ---------
Income before other income and
income taxes 233,079 43.1% 136,885 58.4%
Gain on disposal of investment 0 0.0% 0 0.0%
--------- ---------
Pre-tax income $233,079 43.1% $136,885 58.4%
========= =========

EBITDA and EBITDA Excluding
Investment Gains (4)
---------------------------
EBITDA excluding investment gains $286,838 53.1% $143,279 61.1%
Plus: Gain on disposal of
investment 0 0.0% 0 0.0%
--------- ---------
EBITDA 286,838 53.1% 143,279 61.1%
Less:
Depreciation and amortization (6,171) (1.2%) (2,492) (1.0%)
Amortization of acquired
intangible assets (13,673) (2.5%) (3,405) (1.5%)
Interest on borrowings (33,915) (6.3%) (497) (0.2%)
--------- ---------
Pre-tax income $233,079 43.1% $136,885 58.4%
========= =========



Nine Months Ended
---------------------------------
June 30, 2006 June 24, 2005
---------------- ----------------
% of % of
$ Rev. $ Rev.
--------- ------ --------- ------
Operating Margin (3)
--------------------
Operating margin $717,836 54.6% $459,033 63.0%
Less:
Advertising (129,385) (9.8%) (72,307) (9.9%)
Fair value adjustments of
investment-related derivative
instruments (11,703) (0.9%) 11,826 1.6%
--------- ---------
Income before other income and
income taxes 576,748 43.9% 398,552 54.7%
Gain on disposal of investment 78,840 6.0% 0 0.0%
--------- ---------
Pre-tax income $655,588 49.9% $398,552 54.7%
========= =========

EBITDA and EBITDA Excluding
Investment Gains (4)
---------------------------
EBITDA excluding investment gains $680,404 51.7% $417,598 57.3%
Plus: Gain on disposal of investment 78,840 6.0% 0 0.0%
--------- ---------
EBITDA 759,244 57.7% 417,598 57.3%
Less:
Depreciation and amortization (14,835) (1.1%) (7,324) (1.0%)
Amortization of acquired
intangible assets (28,463) (2.1%) (10,219) (1.4%)
Interest on borrowings (60,358) (4.6%) (1,503) (0.2%)
--------- ---------
Pre-tax income $655,588 49.9% $398,552 54.7%
========= =========



As of
-------------------------------------------------
June 30, Mar. 31, Dec. 31, Sept. 30, June 24,
2006 2006 2005 2005 2005
--------- --------- --------- --------- ---------
Liquid Assets (5)
-----------------
Liquid assets $421,055 $374,423 $489,938 $396,708 $271,117
Plus: Broker-dealer
cash and cash
equivalents 322,960 411,208 122,444 107,236 205,408
Less:
Non broker-dealer
short-term
investments (24,775) (40,000) (302,921) (229,819) (20,000)
Excess broker-
dealer regulatory
net capital (323,934) (262,221) (121,342) (103,061) (189,209)
--------- --------- --------- --------- ---------
Cash and cash
equivalents $395,306 $483,410 $188,119 $171,064 $267,316
========= ========= ========= ========= =========



Note: The term "GAAP" in the following explanations refers to
generally accepted accounting principles in the United States.

(a) Outlook Range is from the July 18, 2006 Outlook Statement.

(1) Net income excluding investment gains/losses and earnings per
share (EPS) excluding investment gains/losses are Non-GAAP
financial measures as defined by SEC Regulation G. We define net
income excluding investment gains/losses as net income, adjusted
to remove the after-tax effect of investment-related gains and
losses. We consider net income excluding investment gains/losses
and EPS excluding investment gains/losses important measures of
our financial performance. Gains/losses on investments and
investment-related derivatives are excluded because we believe
they are not likely to be indicative of the ongoing operations of
our business. Net income excluding investment gains/losses and EPS
excluding investment gains/losses should be considered in addition
to, rather than as a substitute for, GAAP net income and EPS.

(2) Non-GAAP net income and Non-GAAP earnings per share (EPS) are
Non-GAAP financial measures as defined by SEC Regulation G. We
define Non-GAAP net income as net income, adjusted to remove the
after-tax effect of amortization of acquired intangible assets,
interest on borrowings, fair value adjustments of
investment-related derivative instruments and any unusual gains or
charges. We consider Non-GAAP net income and Non-GAAP EPS
important measures of our financial performance and of our ability
to generate cash flows to service debt, fund capital expenditures
and fund other corporate investing and financing activities.
Amortization of acquired intangible assets and fair value
adjustments of investment-related derivative instruments are
excluded because they are non-cash expenses that do not require
further cash investment. Interest on borrowings is excluded
because we use these measures as an indicator of the earnings
available to service debt. Unusual gains and charges are excluded
because we believe they are not likely to be indicative of the
ongoing operations of our business. Non-GAAP net income and EPS
should be considered in addition to, rather than as a substitute
for, GAAP net income and EPS.

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

(4) EBITDA (earnings before interest, taxes, depreciation and
amortization) and EBITDA excluding investment gains are considered
Non-GAAP financial measures as defined by SEC Regulation G. We
consider EBITDA and EBITDA excluding investment gains important
measures of our financial performance and of our ability to
generate cash flows to service debt, fund capital expenditures and
fund other corporate investing and financing activities. EBITDA
eliminates the non-cash effect of tangible asset depreciation and
intangible asset amortization. EBITDA excluding investment gains
also eliminates the effect of unusual gains that are not likely to
be indicative of the ongoing operations of our business. EBITDA
and EBITDA excluding investment gains should be considered in
addition to, rather than as a substitute for, pre-tax income, net
income and cash flows from operating activities.

(5) Liquid assets is considered a Non-GAAP financial measure as
defined by SEC Regulation G. We define liquid assets as the sum of
a) non broker-dealer cash and cash equivalents, b) non broker-
dealer short-term investments and c) regulatory net capital of our
broker-dealer subsidiaries in excess of 5% of aggregate debit
items. We consider liquid assets an important measure of our
liquidity and of our ability to fund corporate investing and
financing activities. Liquid assets should be considered as a
supplemental measure of liquidity, rather than as a substitute for
cash and cash equivalents.