Jim:           Duncan Niederauer welcome to the 1000th edition of Mad Money...

Duncan:       Thanks Jim, congratulations on having 1000 shows. It was great to see you ringing the bell today, you brought an up market with you so you can come back anytime. I do pause to note that Evelyn Davis and my son Leon, both had bigger up days when they rang the bell, though.

Jim:           Controversial… the latter I will take, the former I don’t know… okay, let’s get right to work. Stock is at $19.83, it has been a tough road. But one thing is certain, it has got a bountiful dividend. We know that IPO’s are going to come right back, we know that business is in the doldrums. Can we have that dividend to latch onto until things turn around?

Duncan:       You can. I have worked with our board and I think that we have made as public a statement as we can make most recently at the share holders meeting, that the dividend is intact for 2009. We have no plans to change it. We realize that this is going to be a year of retrenchment for the industry, but we thought that it was very, very important to send the right signal by maintaining the dividend level.

Jim:           You and I and some of your terrific people were talking this morning about what we should really be looking at when we are trying to determine if this stock is going to go up or down. The perception is that what we should only care about is the cash market. The actual stock that is exchanged on your trading floor. Is that the right metric to look at for NYX?

Duncan:       I think 3 or 4 years ago maybe it was. I think that right now that maybe that is one of the many metrics that you have to look at. And we realize that part of the issue with our company is the story is a little confusing because we have got a lot more diversified. We are a 3 year old public company, we have done two major acquisitions/mergers, and a bunch of smaller acquisitions. And we realize that is hard for people to carve out, are we really achieving what we said we are trying to achieve. So I think that you have to look at the volumes here, which as you pointed out, March was terrific. You have got to look at consolidated options volume with the AMEX acquisition we are now running about 2.5, 2.6 million contracts a day. I think that is going to go further up. You have got to look at the Euronext volumes, and you have also got to look at the volumes and derivatives on our life platform. So lots of different things to look at.

Jim:           Alright, let’s cut right to what I know that most of my viewers are concerned about. They feel… I have a large what we call, you and I when we were at Goldman Sachs, retail business, but there is a lot of individual investors that watch the show. And they are discomforted, they are worried, that something is going to be done but maybe not enough to reign in short selling. We have been big proponents of if it ain’t broke don’t fix it, bring back what the people discovered in the 1930’s. Make the short seller wait for someone to pay up, in order to make so they can’t do bear raids and crush stocks. Where do you come out on the issue?

Duncan:       Well, you saw me try to lead the charge in the fall, and I think that at that time with the administration changing and the exchanges not really able to build consensus, we didn’t get too far. I am very encouraged by what Mary Shapiro and the team at the SEC has already come out with. I am sure you have studied the release that they have put out today. But I think that it is clear that they plan to do something rather than nothing. Whether we will go back to the old uptick rule, you and I can talk about if you would like to. I certainly think that some kind of a price test has to find its way into the market, and will. And then the question becomes when is that price test applied, all the time or just in periods of stress in individual stocks.

Jim:           Which would you prefer, the former or the latter?

Duncan:       I think the easiest thing for everyone to get their arms around is just to go back to the old uptick rule. I actually don’t think that that is what we are going to do. I think that the price test that we have proposed with the other exchanges to the SEC, actually is more restrictive than the old uptick rule. So it may be called a modified uptick rule, whatever anyone wants to call it. But the bottom line is, what we propose is that you couldn’t even sell short by hitting a bid anytime even if that bid is a plus thing. So it is actually more restrictive. And then I think the thing that you are going to see the industry debate the next couple of months here is, should it be in place all the time or should it be in place only some of time, ie. after a company has had a certain amount of stress. If you ask me my opinion, I think that it should be in all of the time. It is easier for the market to understand, rather than just have to say, here is a moment in time now let’s disseminate to the world that a certain rule is in effect.

Jim:           We totally agree… there is a series of products that generate a huge amount of income because there is a tremendous amount of trading involved with them. We use the hallmark product, the SKF, but there is a lot of products that give individual investors and some, what I regard as being aggressive short sellers, double and triple the amount of power they used to have in terms of margin rules. And the one that we are most concerned about is the one that we see huge volumes coming from is this SKF which allows you to pound bank stocks down. Under your plan, under either scenerio, that product doesn’t work anymore?

Duncan:       I have a feeling that you are going to see a lot of products like that have to be reevaluated, potentially repositioned, and maybe reinvented.

Jim:           How about cancelled?

Duncan:       Well, I guess the regulators will decide how far to go with that. But I think we can’t lose sight of what we are trying to do here first. This is more about re-instilling confidence. I don’t know if you will agree with me, but I think this is a market that is still very much trading on psychology more than fundamentals. And we are trying to make listeners like yours, the individual investors, feel that the market operates with, maybe it sounds trite, but that it is fair. And I think that these rules have to be put back in place. Something has to be done. You and I could do all of the imperical studies that we want, I don’t think that we are going to be able to proof that it is a big benefit or a big disbenefit. I don’t think that that is why we are doing it, I think that it is just to make the market operate more fairly.

Jim:           Alright, one last question. If I were in your shoes, I would have to say look we are going to have a lot of institutional investors that won’t be able to operate on our board, but we will have individual investors that will be happy. Are you going to lose market share if you go along with this? Are earnings in trouble if we go along with the uptick rule?

Duncan:       I don’t think so. I actually think that the long term view for our company has to be that we always have to come out in favor of better run markets. If we are the biggest, if we are the worlds largest market place operator, anything that makes the markets more fair, have more integrity, and makes them run more efficiently. We have to be in favor of that. So I will take my chances in the long run on that one.

Jim:           You are dead right, Duncan Niederauer. Thank you so much. Duncan Niederauer he is NYSE Euronext, Inc. (NYX) CEO. Great to see you buddy.

Duncan:       Nice to see you, Jim.