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Raymond

R d James
J
32nd Annual Institutional Investors Conference
Orlando Florida
Orlando,
March 7, 2011 p. 1
CBOE Holdings, Inc.
Overview

► Business Overview and Growth Initiatives


• Edward T. Tilly, Executive Vice Chairman

► Financial Review
• Alan J. Dean, Executive Vice President, CFO and Treasurer

p. 2
CBOE Holdings, Inc.
Forward Looking Statements
► This presentation contains statements which may be considered forward-looking statements within the meaning of the
Securities Exchange Act of 1934, including, without limitation, statements regarding operating strategies, future plans and
financial results. Forward-looking statements may be accompanied by words such as "anticipate", "believe", "could",
"estimate", "expect", "forecast", "intend", "may", "possible", "predict", "project" or similar words, phrases or expressions.
These statements are not guarantees of future performance and involve risks risks, uncertainties and assumptions that are
difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or implied in any
forward-looking statements made herein. Among the factors that might affect our performance are: legislative or regulatory
changes affecting the options markets, including a possible cap of transaction fees; changes in law or government policy,
including changes relating to the recently enacted or proposed legislation relating to the current economic crisis; changes
to the tax treatment for options trading, including the possible imposition of a transaction tax on options transactions;
increasing g competition
p by
y foreign
g and domestic entities, including g increased competition
p from new entrants into our
markets and consolidation of existing entities; our ability to continue introducing competitive new products and services on
a timely, cost-effective basis, including through our electronic trading capabilities, and our ability to maintain the
competitiveness of our existing products and services; our ability to adjust our fixed costs and expenses if our revenues
decline; our ability to maintain existing customers, develop strategic relationships and attract new customers; our ability to
keep pace with rapid technological developments, including our ability to complete the development and implementation of
the enhanced functionality required by our customers; our ability to accommodate increases in trading volume and order
transaction traffic without failure or degradation of performance of our systems; our ability to maintain our growth
effectively; the costs associated with protecting our intellectual property rights and our ability to operate our business
without violating the intellectual property rights of others; our ability to preserve and maintain our exclusive licenses; our
ability to generate revenue from our market data that may be reduced or eliminated by the growth of electronic trading or
declines in subscriptions; changes in our rate per contract due to shifts in the mix of the products traded, the trading venue
and the mix of customers; the ability of our compliance and risk management methods to effectively monitor and manage
our risks; changes in price levels and volatility in the derivatives markets and in the equity markets in general; economic,
political and market conditions
conditions, including the recent volatility of the capital and credit markets and the impact of current
economic conditions on the trading activity of our current and potential customers; our ability to continue to generate funds
to allow us to continue to invest in our business; industry and customer consolidation; decreases in trading activity; and
the unfavorable resolution of material legal proceedings.
► The Company does not undertake any obligation to update the information contained herein, which speaks only as of the
date of this presentation. More detailed information about factors that may affect our performance may be found in our
filings with the Securities and Exchange Commission
Commission, including our Quarterly Report on Form 10 10-Q
Q for the quarter ended
March 31, 2010 under the heading "Forward-Looking Statements" and/or "Risk Factors“ and other filings made from time
to time with the SEC. Such discussions regarding risk factors and forward-looking statements are incorporated herein by
reference.
p. 3
CBOE Holdings, Inc.
Corporate Overview

► Leading Brand, Reputation and Market Position


• Largest U
U.S.
S options exchange
• CBOE and VIX are industry’s leading brand names
• Well positioned to benefit from secular growth trends
► Leading Product Innovator
• Exclusive index franchise differentiates CBOE
• Volatility suite provides strong growth potential
► High Performance Trading Technology
• CBOEdirect - proprietary, state-of-the-art
state of the art electronic platform; built and
maintained in-house
• Powers CBOE, C2, CFE and CBSX

p. 4
CBOE Holdings, Inc.
Large and Growing U.S. Market

18,787

15 472
15,472
14,160 14,336

11,406

8,079

5,969
4,691
3,603
2,884 3,150 3,097
4,717 4,503 4,441 5,150
2,688 3,763
,
1,858
1 295
1,295 1 237
1,237 1 062
1,062 1 127
1,127 1 433
1,433

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2011 ¹
2010
(Thousands of Contracts) YTD
U S Options Average Daily Volume (ADV)
U.S. CBOE Options Average Daily Volume
Source: Options Clearing Corporation and CBOE
¹YTD through 2/28/11
p. 5
CBOE Holdings, Inc.
CBOE Consistent Market Share Leader
Total Market Share Excluding Dividend Trades 7 points ahead of next
competitor in the month of February
All Classes
35%

30% 27%
CBOE
25% AMEX
20% ARCA
20% PHLX
18%
ISE
15% 14%
BOX
10% 11% NOM
BATS
5%
C2
0%
ct
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p. 6
CBOE Holdings, Inc. Source: CBOE
CBOE 2011 YTD Market Share Data

Total Industry Volume Excl. Dividend Trades CBOE


2% C2
2%
3% 3%
PHLX
5% 5%
ISE
27% 28%
11% 11% 31% NYSE/Amex
14% NYSE/Arca
13% 1% 13% 1%
NOM
19%
22% 18% BOX
17%
BATS

E it Options¹
Equity O ti ¹ ETF Options¹ I d O
Index Options
ti

4% 2% 2% 1% 1%
2% 3%
6% 5%
24% 20%

11% 14% 1%
1% 94%
14% 14%
20% 21%

18%
95%
21%
Source: Options Clearing Corporation and CBOE

¹Excludes Dividend Trades


YTD through 2/28/11 p. 7
CBOE Holdings, Inc.
Differentiated Product Set

CBOE Trades…
Equity Options on Index CFE Futures
O ti
Options ETFs Options Exchange

’09-’10 ADV -9.7% - 0.4% 21.2% 281%


Chgg

’10-’11 ADV 19.6% 13.6% -0.5% 283%


Chg YTD¹

Percent of 51% 25% 24% < 1%


2010 trading
volume

3 month avg
3-month $0.170 $0.224 $0.592 $1.657
RPC 1/31/11

1 YTD through February 28


p. 8
CBOE Holdings, Inc.
Licensed and Proprietary Products

► CBOE proprietary indexes


and index methodologies GVZ
Proprietary
attract volume and provide CBOE GOLD
Indexes licensing revenues VOLATILITY INDEX

► Exclusive licensing
Exclusively agreements to list index
Licensed options based on S&P 500®,
Products S&P 100® and DJIA® Exclusive through 2018 Exclusive through 2012
Extends through 2022 Right to extend through 2017

Other ► Strong long-term relationships


Licensing and non-exclusive licensing
Agreements agreements with other index
providers

P
Proprietary
i t and
d Exclusive
E l i Products
P d t Account
A t For
F More
M Than
Th
One Million Contracts Per Day
p. 9
CBOE Holdings, Inc.
CBOE is the Home of Volatility Products

VIX Futures & Options Annual ADV (000's of contracts)


450 45

400 40 40

350 384 35

300 30
Options ADV
V

ures ADV
250 25
248
200 20

Futu
17
150 15

100 132 10
93 103
50 23 5 5
4 5
1 2
0 0
2005 2006 2007 2008 2009 2010 2011 YTD¹
¹YTD through 2/28/11 VIX Options VIX Futures
p. 10
CBOE Holdings, Inc.
Leveraging Expertise in Volatility Products

► Launching CBOE Gold Volatility Index (GVZ) options and futures


• CFE to begin trading GVZ futures on March 25,
25 2011
2011, pending regulatory
approval
• CBOE to introduce GVZ options shortly thereafter
► Calculating volatility values on individual equities
• Allows investors to track individual stock volatility
► C l l ti CBOE S&P 500 Skew
Calculating Sk IIndex
d
• Provides another tool to investors to track perceived risks of extreme
market moves in the S&P 500

p. 11
CBOE Holdings, Inc.
Successful Rollout of C2

► Launched in October 2010, C2 has 360 options classes listed,


representing 81% of U.S. options volume
► C2 is designed to:
• Attract volume from maker/taker exchanges
• Repatriate order flow currently routed away from CBOE through linkage
• Minimize geographical latency from primary underlying markets
• Provide platform for all electronic versions of S&P 500 index options and
other
th CBOE products
d t

p. 12
CBOE Holdings, Inc.
C2 is an Active and Growing Market

C2 YTD 2011 ADV is 152,500 Contracts


C2 ADV

250,000

200,000

150,000

100,000

50,000

0
11/02/10

11/21/10

12/10/10

12/29/10

01/17/11

02/05/11

02/24/11
0

0
p. 13
CBOE Holdings, Inc.
SPXpm to Broaden Customer Reach

► Identical in structure to traditional SPX index option, except it


will have a “p.m.”
p settlement
► Provides a settlement convention found in the OTC market
while offering benefits and safeguards of exchange trading
► Expect SPX and SPXpm to provide customers two deep pools
of liquidity
• SPXpm – those seeking “point-and-click” exposure
• SPX – institutions conducting large complex trades via open outcry
► Rule filing pending SEC approval

p. 14
CBOE Holdings, Inc.
Regulatory Update

► Continue to work with regulators on behalf of options customers


and the industry
► View the SEC proposed rules that could potentially affect options
industry as:
• Proposed
P d ffee caps
• “Step up” trading prohibition
► Dodd-Frank soundly endorsed exchange trading and central
clearing
• Enhances OTC opportunities

p. 15
CBOE Holdings, Inc.
2011 Initiatives

► With CBOE’s unique product mix, we are well-positioned to take


advantage of long-term secular growth trends in the industry
► Extend the VIX product line
• Pursue additional licensing opportunities
• Bring new products and benchmarks to market
► Build on the success of C2
• Launch
L h SPX
SPXpm on C2
• Fine tune pricing schedule and market model to maximize the competitive
offering of all products on C2
► Enhance our outreach programs to educate investors

p. 16
CBOE Holdings, Inc.
Financial Review

Alan J. Dean
Executive Vice President, CFO and Treasurer

p. 17
CBOE Holdings, Inc.
2010 Financial Overview

¹Adjusted Basis 2010 2009 $ Change % Change

(in millions,
millions except RPC and EPS)

Total Operating Revenues $432.7 $402.0 $30.7 8%

Total Operating Expenses 256.8 246.4 $10.4 4%

Operating Income $ 175.9 $155.6 $20.3 13%


Operating Margin 40.7% 38.7% N/A 2.0 pts

Other Income / (Expense) $ (1


(1.1)
1) $ (0
(0.4)
4) $(0 7)
$(0.7) 175%

Income Before Income Taxes $174.8 $155.2 $19.6 11%

Net Income $105.5 $ 93.2 $12.3 13%

Diluted EPS for All Stockholders $ 1.10 $ 1.03 $0.07 7%

Total Contracts Per Day 4.46 4.51 N/A (1)%

Rate Per Contract (RPC) $0.294 $0.277 $0.017 6%


¹Adjusted to reflect the impact of certain items. See Appendix for “Non-GAAP Information.”
p. 18
CBOE Holdings, Inc.
Volume Overview by Product

Equity Options on Index CFE Futures


Options ETFs Options Exchange
’09-’10 ADV -9.7%
% -0.4%
% 21.2%
% 281%
%
Chg
’10-’11 ADV 19.6% 13.6% -0.5% 283%
Chg YTD¹
2010 RPC: $0.176 $0.227 $0.591 $1.72

Total Contracts Traded for CBOE, C2 and CFE (ADV 000s)

5,150
4,722 4,508 4,458 23%
3,767 28% 24% 25%
22%
2,690 23% 20%
22% 24%
19% 24%
23%
50% 56% 55%
53% 51%
58%

2006 2007 2008 2009 2010 2011 YT D ¹


Equity Index ETF
1 YTD through February 28
p. 19
CBOE Holdings, Inc.
Transaction Fees Driven by Volume
and Rate Per Contract
Overall Transaction Fee per Contract (RPC)

Higher volume resulted Higher mix of index RPC up 5 % Y-O-Y


in lower RPC and options drove RPC Sequential decline due
Thousands stronger revenue growth growth
th to lower mix
RPCof index
6,000 options in 4Q vs 3Q
$0.320

5,000 $0.300

4,000 $0.280

3,000
, $0.260

2,000 $0.240

1 000
1,000 $0 220
$0.220

0 $0.200
1Q08 2Q08 3Q08 4Q08 1Q09 2Q09 3Q09 4Q09 1Q10 2Q10 3Q10 4Q10

ADV (000s) 4,636


4 636 4 306
4,306 5 346
5,346 4 594
4,594 4 479
4,479 4 715
4,715 4 488
4,488 4 350
4,350 4 555
4,555 5 310
5,310 3 725
3,725 4 262
4,262
RPC ($) 0.292 0.279 0.289 0.291 0.292 0.273 0.266 0.278 0.300 0.281 0.306 0.293

p. 20
CBOE Holdings, Inc.
Options Trading Volume Mix
2010 2009

24% 20%

51% 56%

25% 24%

Equity Index ETF


Options Options Options

p. 21
CBOE Holdings, Inc.
Financial Review – Sources of Revenue

2010 Revenue Components¹ ($ in millions) 2010 Transaction Fees ($ in millions)


Regulatory
Market Data
$15
$21 Futures
3%
Exchange 5% Other $8
Services $8 2%
$17 2%
4%

Access Fees ETFs Equities


$41 $63 $100
9% 19%
30%

Transaction
Indexes
Fees
$330 $159
77% 49%

Total Adjusted Operating Revenues = $433mm Total Transaction Fees = $330mm


¹Adjusted to reflect the impact of certain items. See Appendix for “Non-GAAP Information.”
p. 22
CBOE Holdings, Inc.
Focus on Maximizing Revenue Potential

► Following demutualization, CBOE began charging a monthly access


fee to all trading
gppermit holders
• Modified fees for 2011 to include sliding scale for market maker trading
permits (excludes appointments for proprietary options classes)
• Fee per trading permit goes down based on total permits per firm
• Firm must commit to certain number of permits for the year
► In 2011,, implemented
p a number of fee changes
g aimed at
• Driving incremental volume
• Generating additional revenue
► C2 provides source for incremental transaction fees and access fees

p. 23
CBOE Holdings, Inc.
Core Operating and
Volume-Based Expenses
($ in millions)

$270
$248
$229
$63
$208 $62
$185 $51 $13
$34 $2
$26 $30
$26 $27
$25
$28

$153 $157 $164


$138 $148

($7)
2006 2007 2008 2009 2010 ¹

Core operating D&A Non-Operating Items Volume-based

Core Operating Expenses 2006 to 2010 CAGR = 4%


¹Adjusted to reflect the impact of certain items. See Appendix for “Non-GAAP Information.”

p. 24
CBOE Holdings, Inc.
Strong Debt-Free Balance Sheet

As of As of As of
($ in thousands) Dec. 31, 2009 Sept. 30, 2010 Dec. 31, 2010
B l
Balance Sh
Sheett Data
D t
Cash $383,730 $322,936 $53,789
Total Assets 571,948 530,624 254,112
Total Liabilities 383,814 81,482 78,238
Total Stockholders’/Members’
Equity¹ 188,134 449,142 175,874
Other Data

Working Capital ² $74,328 $332,378 $61,118


Capital Expenditures ³ $ 37,997 $15,049 $ 23,556

► No existing debt

1. Reduction from Sept 30, 2010 to Dec 31, 2010 reflects tender offers. Reduction in 2009 reflects recognition of $300 million liability for payment of settlement agreement.
2. Current assets minus current liabilities.
3. Does not include new investments in affiliates or the disposition of interests in affiliates.
p. 25
CBOE Holdings, Inc.
Return of Capital to Stockholders

► Generated nearly $135 million in operating cash flow in 2010


► Used net IPO proceeds of $300 million to purchase restricted stock
• Purchased more than 12 million shares of Class A-1 and Class A-2
restricted common stock
• Reduced shares outstanding by 12 percent
► Paid $19.7 million in regular dividends in third and fourth quarters
• $0.10
$0 10 per share
h each
h quarter
t
► Board declared dividend of $0.10 per share for first quarter 2011
• Annualized payout ratio of 38 percent on 2010 earnings per share
• Above 20 to 30 percent targeted

p. 26
CBOE Holdings, Inc.
Well Positioned to Deliver Higher Margins
Quarterly Adjusted Operating Income and Margin¹
($ in millions)
$60.0 50.0%

48.0%
$50.0
46.0%

44.0%
$40.0
42.0%

$30 0
$30.0 40 0%
40.0%

38.0%
$20.0
36.0%

34.0%
$10.0
32.0%

$0.0 30.0%
1Q09 2Q09 3Q09 4Q09 1Q10 2Q10 3Q10 4Q10
¹Adjusted to reflect the impact of certain items. See Appendix for “Non-GAAP Information.”
p. 27
CBOE Holdings, Inc. Operating Income Margin
Appendix Materials

p. 28
CBOE Holdings, Inc.
Annual Financial Highlights

Options ADV (mm) RPC Transaction Fees ($mm)

Exchange-traded funds
4.7 $0.309 $344
Indexes 45
4.5 44
4.4 $330
$0.294 $315
Equities $0.282 $0.288 $0.288 $0.277
3.8 28% $273
24% 25%
23%
2.7 20% $190
22% 24%
19% 24% $145
1.9
16% 23%
25% 51% 56%
53% 51%
58%
59%

2005 2006 2007 2008 2009 2010 2005 2006 2007 2008 2009 2010 2005 2006 2007 2008 2009 2010

Adjusted Operating Revenues¹ ($mm) Adjusted Operating Expenses¹ ($mm) Adjusted Pre-Tax Earnings¹ ($mm)
$187
$433 $257 $175
$417 $246
$402 $155
$229
$344 $208 $136
$
$180 $185
$253
$201
$68

$21

2005 2006 2007 2008 2009 2010 2005 2006 2007 2008 2009 2010 2005 2006 2007 2008 2009 2010
¹Adjusted to reflect the impact of certain items. See “Non-GAAP Information.” p. 29
CBOE Holdings, Inc.
Historical Transaction Fee Drivers

For the Year Ended December 31,

2006 2007 2008 2009 2010


Average Daily Volume (in thousands)

Equities 1,556 1,996 2,387 2,519 2,273

Indexes 628 918 1,026 884 1,071

ETF’s 504 849 1,304 1,100 1,097

Total Options 2,688 3,763 4,717 4,503 4,441

Futures 2 4 5 5 17

Total 2,690 3,767 4,722 4,508 4,458

Rate Per Contract

Equities $ 0.182 $ 0.180 $ 0.177 $ 0.181 $ 0.176

Indexes 0.500 0.544 0.576 0.567 0.591

ETF’s 0.312 0.257 0.259 0.255 0.227

Total Options $ 0.280 $ 0.286 $ 0.286 $ 0.275 $ 0.288

Futures $ 1.974 $ 2.130 $ 1.860 $ 1.990 $ 1.723

Total $ 0.282 $ 0.288 $ 0.288 $ 0.277 $ 0.294

Total Transaction Fees (in thousands) $190,224 $ 272,716 $ 343,779 $ 314,506 $ 330,264
p. 30
CBOE Holdings, Inc.
Calculation of Weighted Average Shares

3 Months Ending Dec 31, 2010 12 Months Ending Dec 31, 2010
Days Total Days Total Weighted
Shares Outstanding Days Weighted Avg Outstanding Days Avg
Shares Issued to Members 74,400,000 92 92 74,400,000 365 365 74,400,000
Shares Issued to Exercise Right Settlement Class 16,333,380 92 92 16,333,380 365 365 16,333,380
IPO Shares (excluding selling shareholders shares) 9,614,226 92 92 9,614,226 196 365 5,162,708
IPO Shares (over allotment) 1,755,000 92 92 1,755,000 196 365 942,411
Tender Offer (11,967,426) 33 92 (4,292,664) 33 365 (1,081,986)
Tender Offer adjustments (50,469) 15 92 (8,229) 15 365 (2,074)

Total weighted average shares basic 97,801,713 95,754,439

Restricted Stock pursuant to LTIP (less forfeitures of 16,430) 2,201,481 92 92 2,201,481 199 365 1,200,260
Anti-dilutive grants based on treasury stock method (2,201,481) 92 92 (2,201,481) 199 365 (1,200,260)

Total weighted average shares - diluted 97,801,713 95,754,439

Total shares including participating securities 100,003,195 96,954,698


Percentage of participating securities 2.20% 1.24%

-
In the statements of income of CBOE Holdings, Inc. for the three and twelve months ended December 31, 2010 and 2009, net income per common share is calculated by dividing historical net
income for each of the periods presented by the weighted average number of common shares as if the restructuring transaction was consummated on January 1 of each respective period.

(1) The restricted stock is considered a participating security and is accounted for under the two-class method. The two-class method is an earnings allocation formula that determines earnings
per common share for each participating security according to dividends paid or declared and participation rights in undistributed earnings.

p. 31
CBOE Holdings, Inc.
CBOE Rolling 3-Month RPC
CBOE Rolling Three-Month Average Transaction Fee Per Contract (RPC)
2010 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
Equities $0.177 $0.180 $0.184 $0.172 $0.163 $0.162 $0.170 $0.180 $0.182 $0.180 $0.179 $0.177
Indexes 0.576 0.590 0.597 0.584 0.578 0.580 0.590 0.597 0.598 0.592 0.592 0.590
Exchange-traded funds 0.234 0.237 0.236 0.225 0.215 0.217 0.222 0.233 0.236 0.228 0.228 0.224
Total options average 0.282 0.290 0.297 0.282 0.274 0.277 0.288 0.296 0.300 0.296 0.292 0.284
Futures 2.092 2.004 1.952 1.879 1.832 1.717 1.694 1.600 1.661 1.669 1.674 1.679
Total average transaction fee per contract $0.286 $0.294 $0.300 $0.286 $0.279 $0.281 $0.293 $0.301 $0.306 $0.302 $0.300 $0.293

2009 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
Equities $0.179 $0.188 $0.195 $0.188 $0.183 $0.188 $0.187 $0.181 $0.171 $0.168 $0.172 $0.172
Indexes 0.583 0.573 0.569 0.563 0.565 0.565 0.570 0.567 0.574 0.578 0.574 0.563
Exchange-traded funds 0.259 0.267 0.285 0.285 0.272 0.263 0.247 0.245 0.237 0.235 0.234 0.233
Total options average 0 287 0.287
0.287 0 287 0.292
0 292 0.282
0 282 0.273
0 273 0.272
0 272 0.272
0 272 0.270
0 270 0.264
0 264 0.266
0 266 0.273
0 273 0.274
0 274
Futures 1.728 1.696 1.689 1.657 1.670 1.738 1.819 1.927 1.938 2.077 2.106 2.186
Total average transaction fee per contract $0.288 $0.288 $0.292 $0.283 $0.274 $0.273 $0.273 $0.272 $0.266 $0.268 $0.277 $0.278

2008 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
Equities $0.174
$0 174 $0
$0.183
183 $0.187
$0 187 $0
$0.187
187 $0.182
$0 182 $0
$0.176
176 $0.174
$0 174 $0
$0.179
179 $0.175
$0 175 $0
$0.178
178 $0.171
$0 171 $0.169
$0 169
Indexes 0.550 0.567 0.581 0.582 0.580 0.575 0.573 0.571 0.577 0.579 0.585 0.582
Exchange-traded funds 0.244 0.254 0.258 0.271 0.268 0.260 0.259 0.263 0.267 0.260 0.257 0.244
Total options average 0.277 0.284 0.290 0.292 0.285 0.277 0.275 0.280 0.287 0.298 0.297 0.290
Futures 1.937 2.085 1.835 1.842 1.926 1.919 1.874 1.851 1.898 1.904 1.855 1.763
T l average transaction
Total i ffee per contract $0 2 9 $0.286
$0.279 $0 286 $0
$0.292
292 $0.293
$0 293 $0
$0.287
28 $0.279
$0 2 9 $0
$0.276
2 6 $0.282
$0 282 $0
$0.289
289 $0.299
$0 299 $0
$0.298
298 $0.291
$0 291

p. 32
CBOE Holdings, Inc.
Quarterly Financial Highlights

Options ADV (mm) RPC Transaction Fees ($mm)


Equities Indexes Exchange-traded funds
$94
5.3
$0 306
$0.306 $81 $83
$
$0 300
$0.300 $80 $80
4.7 $0.292 $0.293 $76 $77
4.5 4.5 4.5 $0.278 $0.281 $73
4.3 27% 4.2 $0.273
$0.266
23% 23% 3.7
26% 24% 25% 25%
18% 24% 25%
20% 19% 24%
22% 22%
25%

59% 57% 49% 53%


54% 53% 53% 50%

1Q09 2Q09 3Q09 4Q09 1Q10 2Q10 3Q10 4Q10 1Q09 2Q09 3Q09 4Q09 1Q10 2Q10 3Q10 4Q10
1Q09 2Q09 3Q09 4Q09 1Q10 2Q10 3Q10 4Q10

Adjusted Operating Revenue¹ ($mm) Adjusted Operating Expenses¹ ($mm) Adjusted Pre-Tax Earnings¹ ($mm)

$71
$113 $65 $64 $49
$109 $113 $62 $62 $47
$106 $61 $60 $46
$98 $101 $58
$98 $97 $40 $42
$38
$35
$33

1Q09 2Q09 3Q09 4Q09 1Q10 2Q10 3Q10 4Q10 1Q09 2Q09 3Q09 4Q09 1Q10 2Q10 3Q10 4Q10 1Q09 2Q09 3Q09 4Q09 1Q10 2Q10 3Q10 4Q10
¹Adjusted to reflect the impact of certain items. See “Non-GAAP Information.” p. 33
CBOE Holdings, Inc.
Quarterly Core Operating Expenses

($ in thousands)

4Q 2010 % rev 3Q 2010 % rev 2Q 2010 % rev 1Q 2010 % rev 4Q 2009 % rev
Total Operating Expenses $65 537
$65,537 62% $71 082
$71,082 67% $70,792
$70 792 63% $62,352
$62 352 62% $64,152
$64 152 53%
Less:
Depreciation and Amortization 8,190 8% 7,099 7% $7,301 6% $7,301 7% $6,859 6%
Accelerated stock-based compensation 2,004 2% 10,965 10%
Volume-based Expense:
Royalty Fees 9,710 9% 9,226 9% $11,519 10% $10,898 11% $9,286 8%
Trading Volume Incentives 5,665 5% 4,594 4% 7,339 7% 3,696 4% 7,148 6%
Non-Operating
Non Operating Items:
Exercise Right Appeal Settlement - - - - - - - $2,086 2%
Core Operating Expenses (non-GAAP)¹: $39,968 38% $39,198 37% $44,633 40% $40,457 40% $40,859 34%
Less: Continuing stock-based compensation (3,233) -3% (3,963) -4% (636) -1%
Core Operating Expenses excluding continuing
stock-based compensation (non-GAAP)¹: $36,735 35% $35,235 33% $43,997 39% $40,457 40% $40,859 34%

Expense
p Detail:
Employee Costs $20,586 19% $19,715 19% $22,640 20% $23,137 23% $21,222 18%
Data Processing 4,960 5% 4,304 4% 5,155 5% 5,082 5% 4,497 4%
Outside Services 6,788 6% 6,293 6% 10,041 9% 8,123 8% 7,724 6%
Travel and Promotion Expenses 1,672 2% 2,702 3% 3,209 3% 1,986 2% 2,454 2%
Facilities Costs 1,662 2% 1,440 1% 1,315 1% 1,384 1% 1,459 1%
Other Expenses 1,067 1% 780 1% 2,273 2% 745 1% 1,417 1%

Number of Full Time Employees 581 591 593 597 597

¹Please see our disclaimer regarding Non-GAAP financial measures.

p. 34
CBOE Holdings, Inc.
GAAP to Non-GAAP Reconciliation

(in thousands, ex cept per share amounts) Three months ended December 31, 2010 Three months ended December 31, 2009
Items Impacting Results Items Impacting Results
After Recognition of After
Recognition of Accelerated Considering deferred Exercise right Considering
Reported prior-period
prior period stock-based
stock based Impairment I tems (non- Reported access fee appeal I tems (non-
1 2 3 4 5
(GAAP) revenue compensation charge GAAP) (GAAP) revenue settlement GAAP)

Total Operating Revenues $ 117,391 $ (4,406) $ 112,985 $ 120,832 $ (24,086) $ 96,746


Total Operating Expenses 65,537 (2,004) 63,533 64,152 (2,086) 62,066
Operating Income 51,854 (4,406) 2,004 49,452 56,680 (24,086) 2,086 34,680
Operating Margin 44.2% 43.8% 46.9% 35.8%
Total Other Income /(Expense) (1,898) 1,620 (278) (109) (109)
I
Income B
Before
f Income
I T
Taxes 49 956
49,956 (4 406)
(4,406) 2 004
2,004 1 620
1,620 49 174
49,174 56 571
56,571 (24 086)
(24,086) 2 086
2,086 34 571
34,571
Income Tax Provision 18,579 (1,638) 745 602 18,288 21,667 (9,225) 799 13,241
Net Income $ 31,377 $ (2,768) $ 1,259 $ 1,018 $ 30,886 $ 34,904 $ (14,861) $ 1,287 $ 21,330
Net income Allocated to Participating Securities $ (690) $ 61 $ (28) $ (22) $ (679) $ - $ - $ - $ -
Net Income Allocated to Common Stockholders $ 30,687 $ (2,707) $ 1,231 $ 995 $ 30,206 $ 34,904 $ (14,861) $ 1,287 $ 21,330
Diluted Net Income Per Share Allocated to Common Stockholders $ 0.31 $ (0.03) $ 0.01 $ 0.01 $ 0.31 $ 0.38 $ (0.16) $ 0.01 $ 0.23
Diluted Net Income Per Share for all Stockholders $ 0.32 $ (0.03) $ 0.01 $ 0.01 $ 0.32 $ 0.38 $ (0.16) $ 0.01 $ 0.23

(in thousands, ex cept per share amounts) Year ended December 31, 2010 Year ended December 31, 2009
Items Impacting Results Items Impacting Results
After Recognition of After
Recognition of Accelerated Considering deferred Exercise right Considering
Reported prior-period stock-based Impairment I tems (non- Reported access fee appeal I tems (non-
1 2 3 4 5
(GAAP) revenue compensation charge GAAP) (GAAP) revenue settlement GAAP)

Total Operating Revenues $ 437,104 $ (4,406) $ 432,698 $ 426,082 $ (24,086) $ 401,996


Total Operating Expenses 269,763 (12,968) 256,795 248,498 (2,086) 246,412
Operating Income 167,341 (4,406) 12,968 175,903 177,584 (24,086) 2,086 155,584
Operating Margin 38.3% 40.7% 41.7% 38.7%
Total Other Income /(Expense) (2,718) 1,620 (1,098) (355) (355)
Income Before Income Taxes 164,623 (4,406) 12,968 1,620 174,805 177,229 (24,086) 2,086 155,229
Income Tax Provision 65,227 (1,746) 5,138 642 69,261 70,778 (9,619) 833 61,992
Net Income $ 99,396
, $ ((2,660)
, ) $ 7,830
, $ 978 $ 105,544
, $ 106,451
, $ ((14,467)
, ) $ 1,253
, $ 93,237
,
Net income Allocated to Participating Securities $ (1,229) $ 33 $ (97) $ (12) $ (1,305) $ - $ - $ - $ -
Net Income Allocated to Common Stockholders $ 98,167 $ (2,627) $ 7,733 $ 966 $ 104,239 $ 106,451 $ (14,467) $ 1,253 $ 93,237
Diluted Net Income Per Share Allocated to Common Stockholders $ 1.03 $ (0.03) $ 0.08 $ 0.01 $ 1.09 $ 1.17 ($0.16) $0.01 $ 1.03
Diluted Net Income Per Share for all Stockholders $ 1.04 $ (0.03) $ 0.08 $ 0.01 $ 1.10 $ 1.17 ($0.16) $0.01 $ 1.03
p. 35
CBOE Holdings, Inc.
Reconciliation of Net Income Allocated
to Common Stockholders

Three months ended December 31, For the year ended December 31,
2010 2009 2010 2009

B i EPS N
Basic Numerator:
t
Net Income $ 31,377 $ 34,904 $ 99,396 $ 106,451
Less: Net Income allocated to participating securities (690) - (1,229) -
Net Income allocated to common stockholders $ 30,687 $ 34,904 $ 98,167 $ 106,451
Basic EPS Denominator:
Weighted average shares outstanding 97,802 90,733 95,754 90,733
Basic Net Income per share allocated to common stockholders (1) $ 0.31 $ 0.38 $ 1.03 $ 1.17

Diluted EPS Numerator:


Net Income $ 31,377 $ 34,904 $ 99,396 $ 106,451
Less: Net Income allocated to participating securities (690) - (1,229) -
Net Income allocated to common stockholders $ 30,687 $ 34,904 $ 98,167 $ 106,451
Diluted EPS Denominator:
Weighted average shares outstanding 97,802
97 802 90,733
90 733 95,754
95 754 90,733
90 733
Dilutive common shares issued under restricted stock program - - - -
Diluted Net Income per share allocated to common stockholders (2) $ 0.31 $ 0.38 $ 1.03 $ 1.17

(1) We compute basic net income per share allocated to common stockholders using the two-class method, which is an allocation formula that determines
nett income
i per common shares
h and
d participating
ti i ti securities.
iti Th
The computation
t ti off b
basic
i nett iincome allocated
ll t d tto common stockholders
t kh ld iis calculated
l l t db by
reducing net income by the amount allocated to participating securities. The allocation is based on the percentage of participating securities as
compared to the total weighted average shares outstanding.

(2) We compute diluted net income per share allocated to common stockholders using the two-class method, which is an allocation formula that determines
net income for common shares and participating securities. The computation of diluted net income allocated to common stockholders is calculated by
reducing net income by the amount allocated to participating securities. The allocation is based on the percentage of participating securities as
compared to the total weighted average shares outstanding. Diluted net income per share allocated to common stockholders reflects the potential dilution
beyond shares for basic EPS that could occur if securities were converted into common stock or resulted in the issuance of common stock that would have
shared in our earnings.

p. 36
CBOE Holdings, Inc.
Non-GAAP Information

► In addition to disclosing results determined in accordance with GAAP,


CBOE Holdings has disclosed certain non-GAAP measures of operating
performance. The non-GAAP measures provided in this press release
include core operating expenses
expenses, adjusted operating revenues
revenues, adjusted
operating expenses, adjusted operating income, adjusted operating margin,
adjusted income before income taxes, adjusted income tax provision,
adjusted net income, adjusted diluted net income per common share, and
adjusted
adjus ed ddiluted
u ed EPSS for
o aall sstockholders.
oc o de s
► Management believes that the non-GAAP financial measures presented in
this press release, including adjusted net income and core operating
expenses, provide useful and comparative information to assess trends in
our core operations and a means to evaluate period-to-period
period to period comparisons
comparisons.
Non-GAAP financial measures disclosed by management are provided as
additional information to investors in order to provide them with an
alternative method for assessing our financial condition and operating
results. These measures are not in accordance with, or a substitute for,
GAAP and
GAAP, d may be
b different
diff t ffrom or iinconsistent
i t t with
ith non-GAAP
GAAP fifinancial
i l
measures used by other companies.
► Core operating expenses is the company’s operating expenses after
g ((i)) volume-based expenses,
excluding p , (ii)
( ) depreciation
p and amortization
expense, (iii) accelerated stock-based compensation expense and (iv) other
unusual or one-time expenses.
p. 37
CBOE Holdings, Inc.
CBOE Holdings, Inc.
400 South LaSalle Street
Chicago, IL 60605

Debbie Koopman
Director, Investor Relations
koopman@cboe com
koopman@cboe.com
312-786-7136

p. 38
CBOE Holdings, Inc.

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