TD Ameritrade Holding Corporation (NYSE: AMTD). Brokerage services provided by TD Ameritrade, Inc., member FINRA/SIPC/NFA, and TD Ameritrade Clearing, Inc., member FINRA/SIPC, subsidiaries of TD Ameritrade Holding Corp. TD Ameritrade is a trademark jointly owned by TD Ameritrade IP Company, Inc. and The Toronto-Dominion Bank. © 2013 TD Ameritrade IP Company, Inc. All rights reserved. Used with permission.

SAFE HARBOR

2

This document contains forward-looking statements within the meaning of the federal securities laws. We intend these forward-looking statements to be covered by the safe harbor provisions of the federal securities laws. In particular, any projections regarding our future revenues, expenses, earnings, capital expenditures, effective tax rates, client trading activity, accounts or stock price, as well as the assumptions on which such expectations are based, are forward-looking statements. These statements reflect only our current expectations and are not guarantees of future performance or results. These statements involve risks, uncertainties and assumptions that could cause actual results or performance to differ materially from those contained in the forward-looking statements. These risks, uncertainties and assumptions include, but are not limited to: general economic and political conditions and other securities industry risks, fluctuations in interest rates, stock market fluctuations and changes in client trading activity, credit risk with clients and counterparties, increased competition, systems failures, delays and capacity constraints, network security risks, liquidity risks, new laws and regulations affecting our business, regulatory and legal matters and uncertainties and other risk factors described in our latest Annual Report, as amended, on Form 10-K/A, filed with the SEC on Feb. 4, 2013 and our latest Quarterly Report on Form 10-Q filed thereafter. These forward-looking statements speak only as of the date on which the statements were made. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by the federal securities laws.

JUNE QUARTER 2013

3

• Client assets of $524B • Record interest rate sensitive assets(1) of $94B • Record net revenues of $725M • Record market fee-based(2) revenue of $65M • Diluted earnings per share of $0.33 • Average client trades per day of 399K; activity rate(3) of 6.7% • Net new client assets(4) of $11B, 8% annualized growth rate(5) • Moody’s upgrade to “A3”

KEY HIGHLIGHTS

(1) Interest rate sensitive assets consist of spread-based assets and money market mutual funds. Ending balances as of Jun. 30, 2013. (2) Investment product fee revenue less money market mutual fund revenue. (3) Funded account activity rate (AR%). Average client trades per day during the period divided by the average number of total funded accounts during the period. (4) Net new assets (NNA) consist of total client asset inflows, less total client asset outflows, excluding activity from business combinations. Client asset inflows include interest and

dividend payments and exclude changes in client assets due to market fluctuations. Net new assets are measured based on the market value of the assets as of the date of the inflows and outflows.

(5) NNA growth rate is annualized net new assets as a % of client assets as of the beginning of the period.

TRADING

4

388 355

328 334

378 399

250

300

350

400

450

500

Mar Q '12 Jun Q '12 Sep Q '12 Dec Q '12 Mar Q '13 Jun Q '13

Avg. Client Trades Per Day (K)

6.2%(3) 5.7%(3) 5.8%(3)

(1) Derivatives include options, futures and foreign exchange (Forex) trades per day. (2) Total trades divided by the number of trading days in the period. This metric is also known as average client trades per day. (3) Funded account activity rate (AR%). Average client trades per day during the period divided by the average number of total funded accounts during the period. (4) Past performance of a security, strategy or index is no guarantee of future results or investment success. The IMX is not a tradable index.

• DARTS(2) at 399K, up 6% sequentially and 12% year-over-year

• Activity rate(3) 6.7% in Jun Q ‘13 vs. 6.5% in Mar Q ‘13 and vs. 6.2% in Jun Q ‘12

– Investor Movement Index(4)

(IMXSM) trends – Intraday volatility/VIX

increased – July month-to-date 366K

• Record mobile trades per day of 38K/10% of DARTS

• Record derivatives trades per day of 159K/40% of DARTS

IMPROVED TRADING ENVIRONMENT

6.5%(3)

% Derivatives(1) of Total Trades per Day

6.7%(3)

6%

6.8%(3)

413

370 355

399

28%

33% 37%

40%

10%15%20%25%30%35%40%45%

250

300

350

400

450

500

Jun Q '10 Jun Q '11 Jun Q '12 Jun Q '13

7.6%(3) 6.6%(3) 6.2%(3) 6.7%(3)

Sequential Six Quarters

June Quarter ‘10-‘13

5

$10.8 $9.7 $10.1

$15.6 $12.9

$10.8

$0$4$8

$12$16$20

Mar Q '12 Jun Q '12 Sep Q '12 Dec Q '12 Mar Q '13 Jun Q '13

Net New Client Assets ($B)(1)

ASSET GATHERING STRONG MOMENTUM CONTINUES

• Solid results in seasonally slow quarter

• Jun Q ‘13 up 11% year-over-year at $10.8B, annualized growth of 8%

• Jun ‘13 year-to-date NNA of $39B, annualized growth of 11%

– Approximates full year FY12

• Strong contributions from both existing RIAs and new breakaway brokers

(1) Net new assets (NNA) consists of total client asset inflows, less total client asset outflows, excluding activity from business combinations. Client asset inflows include interest and

dividend payments and exclude changes in client assets due to market fluctuations. Net new assets are measured based on the market value of the assets as of the date of the inflows and outflows.

(2) NNA growth rate is annualized net new assets as a % of client assets as of the beginning of the period.

$8.9 $7.9 $9.7 $10.8

$0

$4

$8

$12

$16

$20

Jun Q '10 Jun Q '11 Jun Q '12 Jun Q '13

11%

Sequential Six Quarters

9%(2) 9%(2) 13%(2) 11%(2) 11%(2)

10%(2) 8%(2) 9%(2) 8%(2)

8%(2)

June Quarter ‘10-‘13

$39B

$31

$43

$53

$65

$0

$10

$20

$30

$40

$50

$60

$70

Jun Q '10 Jun Q '11 Jun Q '12 Jun Q '13

MARKET FEE-BASED REVENUE(1)

6

Market Fee-Based Revenue ($M)

• Avg. balances up 36% year-over-year; and up 7% sequentially

– Amerivest and AdvisorDirect sales remain strong

• Market fee-based revenue up 23%

year-over-year; and up 5% sequentially

STRONG BALANCE GROWTH DRIVES RECORD REVENUE

(1) Investment product fee revenue less money market mutual fund revenue.

$45 $53 $51

$55 $62 $65

$0$10$20$30$40$50$60$70

Mar Q '12 Jun Q '12 Sep Q '12 Dec Q '12 Mar Q '13 Jun Q '13Avg. Bal. (B) $80 $83 $89 $95 $106 $113

5%

23%

Avg. Bal. ($B) $53 $73 $83 $113

Sequential Six Quarters

June Quarter ‘10-‘13

STRATEGY UPDATE • Business performance update

– Expecting 5th consecutive year of double-digit NNA growth rate(1)

– Improved trading environment – Growing third revenue stream – Good expense management

• Asset-Liability Management update – Reinvestment rates now essentially flat with roll-off rates(2)

• Knight Capital Group investment gain of $54M, an estimated impact of $0.06 diluted earnings per share – Will be recorded in Sep Q ‘13

• Capital deployment – $0.09 per share quarterly dividend – Paid-down $70M of revolving line of credit

• Expecting to pay-off remaining balance of $95M by Sep ‘13

7

CONTINUE TO BUILD LONG-TERM EARNINGS POWER AND DEPLOY/RETURN CAPITAL TO FURTHER ENHANCE SHAREHOLDER VALUE

(1) NNA growth rate is annualized net new assets as a % of client assets as of the beginning of the period. (2) Based on the Forwards yield curve as of 7/19/13.

Jun Q '13 Jun Q '12 Variance % Variance Jun Q '13 Mar Q '13 Variance % Variance

1 $321 $266 $55 21% Transaction-Based Revenues $321 $287 $34 12%2 $384 $378 $6 2% Asset-Based Revenues $384 $376 $8 2%3 $20 $23 ($3) -13% Other Revenues $20 $16 $4 25%4 $725 $667 $58 9% Net Revenues $725 $679 $46 7%

5 $371 $363 $8 2% Operating Expenses, excl. Advertising(1) $371 $366 $5 1%6 $56 $50 $6 12% Advertising $56 $76 ($20) -26%7 $427 $413 $14 3% Total Operating Expenses $427 $442 ($15) -3%

8 $298 $254 $44 17% Operating Income $298 $237 $61 26%9 41% 38% 3% Operating Margin 41% 35% 6%

10 $0 $7 ($7) -100% Other Expense/(Income) $0 $6 ($6) -100%

11 $298 $247 $51 21% Pre-Tax Income $298 $231 $67 29%

12 $184 $154 $30 19% Net Income $184 $144 $40 28%13 $0.33 $0.28 $0.05 18% EPS(2) $0.33 $0.26 $0.07 27%

Cash-generation statistics:14 $0.36 $0.30 $0.06 20% EPS(2) excl. Amortization of Intangibles(1) $0.36 $0.28 $0.08 29%15 $349 $295 $54 18% EBITDA(1) $349 $279 $70 25%16 48% 44% 4% EBITDA(1)/Net Revenues 48% 41% 7%

FINANCIAL OVERVIEW

8

(1) See attached reconciliation of non-GAAP financial measures. (2) Earnings per diluted share (EPS). * Certain totals may not foot due to rounding.

(Dollars in millions, except per share amounts) Year-over-Year Comparison Sequential Comparison

SPREAD-BASED REVENUE

9

$324 $323 $321 $314 $319

$150

$200

$250

$300

$350

Jun Q '12 Sep Q '12 Dec Q '12 Mar Q '13 Jun Q '13

Spread-Based Revenue ($M)

$74 $76

$79

$83 $85 1.73%

1.66%

1.58%

1.52% 1.49%

1.45%

1.55%

1.65%

1.75%

$65

$70

$75

$80

$85

Jun Q '12 Sep Q '12 Dec Q '12 Mar Q '13 Jun Q '13

NIM (2)

Avg. Spread-Based Balance(1) ($B)

(1) Client and brokerage-related asset balances, including client margin balances, segregated cash, insured deposit account balances, deposits paid on securities borrowing and other cash and interest-earning investment balances.

(2) NIM (net interest margin) is a measure of the net yield on our average spread-based assets.

• Year-over-year changes – Revenue down 2% – Balances up 15%,

partially offsetting 24bps decline in NIM

• Sequential changes – Revenue up 2% – Balances up 2%,

offsetting 3bps decline in NIM

RESILIENT

$59 $61

$64 $67

$69 1.38%

1.32%

1.25% 1.19%

1.15% 1.10%

1.20%

1.30%

1.40%

$40

$50

$60

$70

Jun Q '12 Sep Q '12 Dec Q '12 Mar Q '13 Jun Q '13

IDA(1) NET REVENUE

10

IDA Net Revenue ($M)

Avg. IDA Balance ($B) Net Yield

(1) Client cash is held in FDIC-insured deposit accounts (IDA) at TD Bank, N.A. and TD Bank USA, N.A. TD Ameritrade, TD Bank, N.A., and TD Bank USA, N.A. are affiliated through The Toronto-Dominion Bank.

(2) Based on the Forwards yield curve as of 7/19/13.

• Year-over-year changes – Revenue down 3% – Balances up 17%, partially

offsetting 23bps decline in net yield

• Sequential changes – Revenue flat – Balances up $2B – Net yield compression

slowing

• Weighted average duration decreased from 2.9 to 2.7 years

• Reinvestment rates now essentially flat with roll-off rates(2)

$206 $207 $205 $200 $199

$100

$125

$150

$175

$200

$225

Jun Q '12 Sep Q '12 Dec Q '12 Mar Q '13 Jun Q '13

INTEREST RATE SENSITIVE ASSETS(1)

$60 $63 $68 $67 $73

$14 $15 $16 $16

$16 $5

$5 $5 $5

$5

$0

$10

$20

$30

$40

$50

$60

$70

$80

$90

$100

Jun '12 Sep '12 Dec '12 Mar '13 Jun '13

Money Market Mutual FundsInterest Earning AssetsIDA

11

$83 $90

$94

$79

Ending Balances ($B)

(2)

Immediate benefit with Fed Funds increases, but capped

Immediate benefit with Fed Funds increases

Immediate benefit with additional benefit over time with re-pricing of laddered investment portfolio

(1) Interest rate sensitive assets consist of spread-based assets and money market mutual funds. Ending balances as of Jun. 30, 2013. (2) Client cash is held in FDIC-insured deposit accounts (IDA) at TD Bank, N.A. and TD Bank USA, N.A. TD Ameritrade, TD Bank, N.A., and TD Bank USA, N.A. are affiliated through

The Toronto-Dominion Bank. (3) Ending balances as of Jun. 30, 2013 consisted of $8.6B in client margin balances, $5.4B in segregated cash, and $2.2B in other balances. (4) Earnings per diluted share (EPS). (5) Impact on spread-based and money market mutual fund revenues in the first twelve months following an interest rate increase. Assumes fed funds increase results in a parallel

shift to the LIBOR/SWAP yield curve. Sensitivity relates to first 100bps increase. * Certain totals may not foot due to rounding.

• Record $94B balances, up 19% year over year

– IDA balances up 22% year-over-year

– Ending client cash as % of client assets at 17.2%

• Sensitivity – estimated annual impact to EPS(4) on +100bps:

– Yr. 1=+$0.32(5)

– Yr. 2=+$0.43(5) – Yr. 3=+$0.54(5)

(3)

$88

19%

WELL-POSITIONED FOR RISING RATES

STRATEGY UPDATE • Business performance update

– Expecting 5th consecutive year of double-digit NNA growth rate(1)

– Improved trading environment – Growing third revenue stream – Good expense management

• Asset-Liability Management update – Reinvestment rates now essentially flat with roll-off rates(2)

• Knight Capital Group investment gain of $54M, an estimated impact of $0.06 diluted earnings per share – Will be recorded in Sep Q ‘13

• Capital deployment – $0.09 per share quarterly dividend – Paid-down $70M of revolving line of credit

• Expecting to pay-off remaining balance of $95M by Sep ‘13

12

CONTINUE TO BUILD LONG-TERM EARNINGS POWER AND DEPLOY/RETURN CAPITAL TO FURTHER ENHANCE SHAREHOLDER VALUE

(1) NNA growth rate is annualized net new assets as a % of client assets as of the beginning of the period. (2) Based on the Forwards yield curve as of 7/19/13.

TD Ameritrade Holding Corporation (NYSE: AMTD). Brokerage services provided by TD Ameritrade, Inc., member FINRA/SIPC/NFA, and TD Ameritrade Clearing, Inc., member FINRA/SIPC, subsidiaries of TD Ameritrade Holding Corp. TD Ameritrade is a trademark jointly owned by TD Ameritrade IP Company, Inc. and The Toronto-Dominion Bank. © 2013 TD Ameritrade IP Company, Inc. All rights reserved. Used with permission.

FISCAL 2013 OUTLOOK RANGE(1)

14

Financial Macro Assumptions Key Metrics

High

$1.20 EPS(2) 10% Market Growth NNA(4) $52B / 11%(5)

38% Operating Margin

Activity Rate(3) of 7.0% TPD 410K

No change in Fed Funds Increasing Yield Curve

NIM(6) 1.50% / IDA(7) 1.17%

Low

$1.00 EPS 0% Market Growth NNA $33B / 7%

36% Operating Margin

Activity Rate of 6.0% TPD 355K

No change in Fed Funds or Yield Curve

NIM 1.40% / IDA 1.07%

(1) See outlook statement published 10/29/2012. (2) Earnings per diluted share (EPS). (3) Funded account activity rate. Average client trades per day during the period divided by the average number of total funded accounts during the period. (4) NNA (net new assets) consists of total client asset inflows, less total client asset outflows, excluding activity from business combinations. Client asset inflows include interest and

dividend payments and exclude changes in client assets due to market fluctuations. Net new assets are measured based on the market value of the assets as of the date of the inflows and outflows.

(5) NNA growth rate is annualized net new assets as a % of client assets as of the beginning of the period. (6) NIM (net interest margin) is a measure of the net yield on our average spread-based assets. (7) Client cash is held in FDIC-insured deposit accounts (IDA) at TD Bank, N.A. and TD Bank USA N.A. TD Ameritrade, TD Bank, N.A. and TD Bank USA, N.A. are affiliated through

The Toronto Dominion Bank.

SENSITIVITY

15

• 3K average client trades per day = $0.01

• 0.05% funded activity rate(2) = $0.01

• $4.1B fee-based assets(3) = $0.01

• $0.6B spread-based assets(4) = $0.01

• 21K new accounts = $0.01

• +25bps fed move = +$0.08(5)

(1) Earnings per diluted share (EPS). (2) Funded account activity rate. Average client trades per day during the period divided by the average number of funded accounts during the period. (3) Client assets invested in money market mutual funds, other mutual funds and Company programs such as AdvisorDirect and Amerivest, on which we earn fee revenues. (4) Client and brokerage-related asset balances, including client margin balances, segregated cash, insured deposit account balances, deposits paid on securities borrowing and other

cash and interest-earning investment balances. (5) Impact on spread-based and money market mutual fund revenues in the first twelve months following an interest rate increase. Assumes fed funds increase results in a parallel shift

to the LIBOR/SWAP yield curve. Sensitivity relates to first 100bps increase.

ESTIMATED ANNUAL IMPACT TO EPS(1)

SOUND CASH POSITION

16

LIQUID ASSETS

Regulatory Threshold

Management Target

Regulatory Net Capital $ 1,505 $ 1,505

Required Capital $ 545 $ 1,118

Excess Regulatory Net Capital $ 960 $ 387

Corporate Liquid Assets $ 341 $ 341

Liquid Assets (in excess of required capital) $ 1,301 $ 728

Jun 2013 Liquid Assets(1) (in excess of required capital) ($M)

(2)

(1) See attached reconciliation of non-GAAP financial measures. (2) Management Target for Clearing subsidiary minimum capital requirement is 10% of aggregate debits. Management Target for TD Ameritrade, Inc. minimum capital requirement is

$50M. Trust subsidiary excess is excluded from Management Target.

413

318

372

439

370

416

367

388

355

328 334

378

399

7.6%

5.8%

6.8%

8.0%

6.6%

7.4%

6.5%

6.8%

6.2%

5.7% 5.8%

6.5%

6.7%

275

300

325

350

375

400

425

450

5.0%

6.0%

7.0%

8.0%

9.0%

Jun Q'10

Sep Q'10

Dec Q'10

Mar Q'11

Jun Q'11

Sep Q'11

Dec Q'11

Mar Q'12

Jun Q'12

Sep Q'12

Dec Q'12

Mar Q'13

Jun Q'13

17

ACTIVITY RATE(1)

(1) Funded account activity rate (AR%). Average client trades per day during the period divided by the average number of total funded accounts during the period. (2) Per outlook statement published 10/29/12.

THIRTEEN QUARTER AVERAGE 6.6%

Activity Rate(1)

13 Qtr. Avg. Activity Rate(1)

6.6%

FY13 Outlook Range(2):

Activity Rate(1): 6%-7% Avg. Trades Per Day (K): 355-410

Avg. Trades Per Day (K)

$49.4 $50.5 $51.7 $52.0 $53.5 $56.4 $57.6

$58.8 $60.2 $61.3

$63.7 $66.2 $68.2 $72.5

$74.9 $75.8 $75.0 $76.8 $80.9

$83.6 $85.8

15.6%

16.9%

21.1%

23.3%

21.5%

19.8%

18.8% 18.1% 17.9% 18.2%

17.2%

16.5% 16.3%

18.1% 18.8%

17.6% 16.9% 16.8% 17.1%

16.7% 16.4%

10%

15%

20%

25%

$30

$35

$40

$45

$50

$55

$60

$65

$70

$75

$80

$85

$90

$95

$100

Jun Q'08

Sep Q'08

Dec Q'08

Mar Q'09

Jun Q'09

Sep Q'09

Dec Q'09

Mar Q'10

Jun Q'10

Sep Q'10

Dec Q'10

Mar Q'11

Jun Q'11

Sep Q'11

Dec Q'11

Mar Q'12

Jun Q'12

Sep Q'12

Dec Q'12

Mar Q'13

Jun Q'13

CASH AS % OF CLIENT ASSETS

18

CONSISTENTLY 15-20%

Avg. Client Cash ($B) Avg. Client Cash as % of Client Assets

Relatively high %’s due to depressed market post-crash Fall 2008

LIBOR/SWAP YIELD CURVE

19

Jun Q ‘12 Jun Q ‘13

18-MONTH TREND

(1) Source: Bloomberg weekly average. (2) Source: Board of Governors of the Federal Reserve website Weekly Fed Funds Effective Rate.

Low High

2 YR vs. 5 YR .49 1.07

2 YR vs. 7 YR .95 1.65

Jun Q ’13 spreads

(2) (1) (1) (1)

0.77

0.54

0.35

0.54

1.31

0.96

0.84

1.61 1.72

1.34

1.30

2.19

0.08 0.17 0.10

0.00

0.20

0.40

0.60

0.80

1.00

1.20

1.40

1.60

1.80

2.00

2.20

2.40

2YR 5 YR 7 YR Fed Funds

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

20

21

June 30, Mar. 31, June 30,2013 2013 2012

Diluted earnings per share 0.33$ 0.26$ 0.28$ Adjustments on a per share basis, net of income tax effect:

Amortization of acquired intangible assets 0.03 0.02 0.02 EPS excluding amortization of intangible assets 0.36$ 0.28$ 0.30$

$ % of Net Rev. $ % of Net Rev. $ % of Net Rev.

EBITDA 349$ 48.1% 279$ 41.1% 295$ 44.2%Less:

Depreciation and amortization (22) (3.0%) (20) (2.9%) (18) (2.7%)Amortization of acquired intangible assets (23) (3.2%) (22) (3.2%) (23) (3.4%)Interest on borrowings (6) (0.8%) (6) (0.9%) (7) (1.0%)Provision for income taxes (114) (15.7%) (87) (12.8%) (93) (13.9%)

Net income 184$ 25.4% 144$ 21.2% 154$ 23.1%

June 30, Mar. 31, June 30,2013 2013 2012

Operating expenses excluding advertising 371$ 366$ 363$ Plus: Advertising 56 76 50 Total operating expenses 427$ 442$ 413$

June 30, 2013 Mar. 31, 2013 June 30, 2012Quarter Ended

Quarter Ended

TD AMERITRADE HOLDING CORPORATIONRECONCILIATION OF NON-GAAP FINANCIAL MEASURES

Dollars in millions, except per share amounts(Unaudited)

EBITDA (2)

Operating Expenses Excluding Advertising (3)

Quarter Ended

EPS Excluding Amortization of Intangible Assets (1)

22

As of

June 30, 2013

Liquid assets - management target 728$ Plus: Broker-dealer cash and cash equivalents 555

Trust company cash and cash equivalents 39 Investment advisory cash and cash equivalents 28

Less: Excess broker-dealer regulatory net capital (387) Cash and cash equivalents 963$

As ofJune 30, 2013

Liquid assets - regulatory threshold 1,301$ Plus: Broker-dealer cash and cash equivalents 555

Trust company cash and cash equivalents 39 Investment advisory cash and cash equivalents 28

Less: Excess trust company Tier 1 capital (8)

Excess broker-dealer regulatory net capital (952) Cash and cash equivalents 963$

TD AMERITRADE HOLDING CORPORATIONRECONCILIATION OF NON-GAAP FINANCIAL MEASURES

Dollars in millions, except per share amounts(Unaudited)

Liquid Assets - Regulatory Threshold (4)

Liquid Assets - Management Target (4)

23

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

(1)

(2)

(3)

(4)

We define "liquid assets - management target" as the sum of (a) corporate cash and cash equivalents, (b) corporate short-term investments and (c) regulatory net capital of (i) our clearing broker-dealer subsidiary in excess of 10% of aggregate debit items and (ii) our introducing broker-dealer subsidiaries in excess of a minimum operational target established by management ($50 million in the case of our primary introducing broker-dealer, TD Ameritrade, Inc.). “Liquid assets – management target” is based on more conservative measures of broker-dealer net capital than “liquid assets – regulatory threshold” (defined below) because we prefer to maintain significantly more conservative levels of net capital at the broker-dealer subsidiaries than the regulatory thresholds require. We consider "liquid assets - management target" to be a measure that reflects our liquidity that would be readily available for corporate investing and financing activities under normal operating circumstances.

We define "liquid assets - regulatory threshold" as the sum of (a) corporate cash and cash equivalents, (b) corporate short-term investments, (c) regulatory net capital of (i) our clearing broker-dealer subsidiary in excess of 5% of aggregate debit items and (ii) our introducing broker-dealer subsidiaries in excess of the applicable "early warning" net capital requirement and (d) Tier 1 capital of our trust company in excess of the minimum requirement. We consider "liquid assets - regulatory threshold" to be a measure that reflects our liquidity that would be available for corporate investing and financing activities under unusual operating circumstances, such as the need to provide funding for significant strategic business transactions.

EPS (earnings per share) excluding amortization of intangible assets is considered a non-GAAP financial measure as defined by SEC Regulation G. We define EPS excluding amortization of intangible assets as earnings (loss) per share, adjusted to remove the after-tax effect of amortization of acquired intangible assets. We consider EPS excluding amortization of intangible assets an important measure of our financial performance. Amortization of acquired intangible assets is excluded because management does not believe it is indicative of underlying business performance. EPS excluding amortization of intangible assets should be considered in addition to, rather than as a substitute for, GAAP EPS.

EBITDA (earnings before interest, taxes, depreciation and amortization) is considered a non-GAAP financial measure as defined by SEC Regulation G. We consider EBITDA an important measure 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 is used as the denominator in the consolidated leverage ratio calculation for covenant purposes under our holding company's senior revolving credit facility. EBITDA eliminates the non-cash effect of tangible asset depreciation and amortization and intangible asset amortization. EBITDA should be considered in addition to, rather than as a substitute for, pre-tax income, net income and cash flows from operating activities.

Operating expenses excluding advertising is considered a non-GAAP financial measure as defined by SEC Regulation G. Operating expenses excluding advertising consists of total operating expenses, adjusted to remove advertising expense. We consider operating expenses excluding advertising 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 generally relates to the acquisition of future revenues through new accounts rather than current revenues from existing accounts. Operating expenses excluding advertising should be considered in addition to, rather than as a substitute for, total operating expenses.

Our liquid assets metrics are considered non-GAAP financial measures as defined by SEC Regulation G. We include the excess capital of our broker-dealer and trust company subsidiaries in the calculation of our liquid assets metrics, rather than simply including broker-dealer and trust company cash and cash equivalents, because capital requirements may limit the amount of cash available for dividend from the broker-dealer and trust company subsidiaries to the parent company. Excess capital, as defined below, is generally available for dividend from the broker-dealer and trust company subsidiaries to the parent company. We consider our liquid assets metrics to be important measures of our liquidity and of our ability to fund corporate investing and financing activities. The liquid assets metrics should be considered as supplemental measures of liquidity, rather than as substitutes for cash and cash equivalents.

TD Ameritrade Holding Corporation (NYSE: AMTD). Brokerage services provided by TD Ameritrade, Inc., member FINRA/SIPC/NFA, and TD Ameritrade Clearing, Inc., member FINRA/SIPC, subsidiaries of TD Ameritrade Holding Corp. TD Ameritrade is a trademark jointly owned by TD Ameritrade IP Company, Inc. and The Toronto-Dominion Bank. © 2013 TD Ameritrade IP Company, Inc. All rights reserved. Used with permission.