Commenting on the Company's performance this quarter, Thomas Kloet, Chief Executive Officer of TMX Group noted: "While we experienced reductions in revenues in certain areas of the business, due in part to the global economic slowdown, we are encouraged by the improving market conditions, which have already resulted in a substantial increase in the value of IPO and secondary financing activities as well as overall volumes on the Toronto Stock Exchange."

Mr. Kloet added: "We continue to make necessary and important investments to allow us to excel in an increasingly competitive marketplace. The launch of our new TSX Quantum gateway, the construction of a substantial number of additional co-location spaces and the expansion of our enterprise infrastructure are just some of the initiatives that will come to fruition in the months ahead."

Michael Ptasznik, Chief Financial Officer of TMX Group added: "Despite market challenges in the third quarter, we remain highly focused on our operating results and on managing our overall cost base while continuing to invest to deliver maximum shareholder value. Our diversified portfolio allowed us to maintain momentum in key areas with revenue growth in energy, fixed income and TSX Venture Exchange trading."

Summary of Financial Information

(in millions of dollars, except per share amounts)

$ %

Increase/ Increase/

Q3/09 Q3/08 (decrease) (decrease)

Revenue $ 130.2 $ 139.2 ($ 9.0) (6%)

Operating expenses $ 68.4 $ 62.2 $ 6.2 10%

Net income $ 41.7 $ 50.9 ($ 9.2) (18%)

Earnings per share:

Basic $ 0.56 $ 0.66 ($ 0.10) (15%)

Diluted $ 0.56 $ 0.66 ($ 0.10) (15%)

Cash flows from operating

activities $ 37.4 $ 54.6 ($ 17.2) (32%)

Net income was $41.7 million, or $0.56 per common share for Q3/ 09 (on both a basic and diluted basis), compared with net income of $50.9 million, or $0.66 per common share (on both a basic and diluted basis) for Q3/08, representing a decrease of 18% in net income. Net income in Q3/09 was lower than Q3/08 due to lower cash markets equity trading revenue on Toronto Stock Exchange, lower issuer services revenue, increased expenses partially related to new technology initiatives and lower investment income. The decreases were partially offset by higher revenue from energy trading, cash markets equity trading revenue on TSX Venture Exchange and fixed income trading. BOX's results were consolidated in our Q3/09 financial statements (with an adjustment made for non-controlling interests) and were consolidated in our Q3/08 financial statements from August 29, 2008. Prior to acquisition of control on August 29, 2008, 31.4% of earnings from BOX were included as Income from investments in affiliates(x).

(in millions of dollars, except per share amounts)

Nine months ended

$ %

Sept. Sept. Increase/ Increase/

30/09 30/08 (decrease) (decrease)

Revenue $ 403.3 $ 381.6 $ 21.7 6%

Operating expenses $ 205.5 $ 161.7 $ 43.8 27%

Net income $ 131.5 $ 132.9 ($ 1.4) (1%)

Earnings per share:

Basic $ 1.78 $ 1.82 ($ 0.04) (2%)

Diluted $ 1.77 $ 1.82 ($ 0.05) (3%)

Cash flows from operating

activities $ 148.4 $ 183.3 ($ 34.9) (19%)

Net income was $131.5 million, or $1.78 per common share for the first nine months of 2009 ($1.77 on a diluted basis), compared with net income of $132.9 million, or $1.82 per common share on a basic and diluted basis for the same period in 2008, representing a decrease of 1% in net income. In the first nine months of 2008, net income was reduced by $15.2 million, or 21 cents per common share (20 cents on a diluted basis) due to a payment to ISE Ventures, LLC (ISE Ventures), a wholly-owned subsidiary of International Securities Exchange Holdings, Inc. (ISE), with respect to the termination of our derivatives joint venture. EPS for the first nine months of 2009 was lower than the adjusted EPS prior to loss on termination of joint venture(xx) of $2.03 per common share ($2.02 on a diluted basis) for the first nine months of 2008, due to lower cash markets equity trading revenue, lower issuer services revenue, increased expenses, partially related to new technology initiatives and lower investment income. The decreases were partially offset by higher energy trading, fixed income trading and market data revenue. In addition, in the first nine months of 2009, our financial statements reflected nine months of MX's results compared with five months of results in the first nine months of 2008. BOX's results were consolidated in our first nine months of 2009 financial statements (with an adjustment made for non-controlling interests) and were only consolidated in our 2008 financial statements from August 29, 2008. From May 1, 2008, to August 28, 2008, 31.4% of earnings from BOX were included as Income from investments in affiliates.(x)

The following is a reconciliation of earnings per share to adjusted earnings per share prior to a loss on termination of joint venture(xx) in the first nine months of 2008:

Reconciliation for nine months ended September 30, 2009 and September 30,

2008

Nine months ended

Sept. 30/09 Sept. 30/08

Basic Diluted Basic Diluted

Earnings per share $ 1.78 $ 1.77 $ 1.82 $ 1.82

Adjustment related to loss

on termination of joint

venture - - $ 0.21 $ 0.20

--------- ---------

Adjusted earnings per share

prior to loss on termination

of joint venture(xx) $ 1.78 $ 1.77 $ 2.03 $ 2.02

--------- --------- --------- ---------

Select Segmented Financial Information

(in millions of dollars)

Cash Markets Derivatives

- Equities and Markets

Q3/09 Fixed Income - MX and BOX Energy Markets Total

Revenue $ 95.3 $ 24.8 $ 10.2 $ 130.2

Net Income $ 33.6 $ 5.3 $ 2.9 $ 41.7

Q3/08

Revenue $ 108.2 $ 23.3 $ 7.7 $ 139.2

Net Income $ 41.9 $ 6.9 $ 2.2 $ 50.9

(in millions of dollars)

Nine months Cash Markets Derivatives

ended - Equities and Markets

Sept. 30/09 Fixed Income - MX and BOX Energy Markets Total

Revenue $ 296.0 $ 78.1 $ 29.2 $ 403.3

Net Income $ 107.9 $ 14.8 $ 8.9 $ 131.5

Nine months

ended

Sept. 30/08

Revenue $ 322.7 $ 37.2 $ 21.7 $ 381.6

Net Income $ 116.9 $ 10.7 $ 5.3 $ 132.9

On May 1, 2008, we completed our business combination with Montreal Exchange Inc. (MX or Montreal Exchange) to create TMX Group, a leading, integrated, multi-asset class exchange group. The results of MX and Boston Options Exchange Group, LLC (BOX) are included in TMX Group's Q3/09 and first nine months 2009 results and in our Q3/08 and first nine months 2008 results from May 1, 2008.

On August 29, 2008, MX acquired an additional 21.9% interest in BOX from the Boston Stock Exchange, giving MX a majority ownership interest of 53.3% in, and control of, BOX. Prior to the completion of this transaction, MX's 31.4% investment in BOX was accounted for under the equity method under which MX's 31.4% of the earnings from BOX was reported as income from investment in an affiliate and included in our first nine months 2008 results from May 1, 2008. From August 29, 2008, the results of BOX have been fully consolidated into TMX Group's consolidated results, with an adjustment made for the non-controlling interests. In October 2008, as a result of a buy back of units by BOX, MX's ownership increased to 53.8%.

On May 1, 2009, we completed the acquisition of NetThruPut Inc. (NTP) and therefore their results have been included in TMX Group's consolidated financial statements from that date.

Certain comparative figures have been reclassified in order to conform with the financial presentation adopted in the current year.

Quarter Ended September 30, 2009 Compared with Quarter Ended

September 30, 2008

Revenue

Revenue was $130.2 million for Q3/09, down $9.0 million, or 6% compared with $139.2 million for Q3/08, largely due to lower revenue from cash markets equity trading on Toronto Stock Exchange and issuer services primarily related to lower sustaining listing fees and other issuer services. The decrease was partially offset by increased revenue from energy trading, cash markets equity trading revenue on TSX Venture Exchange and fixed income trading. Revenue included $24.8 million of revenue from MX and BOX in Q3/09, compared with $23.3 million in revenue from MX in Q3/08 and BOX revenue from August 29, 2008 in Q3/08.

Issuer Services Revenue

The following is a summary of issuer services revenue reported based on initial and additional listing fee revenue reported, and issuer services revenue based on initial and additional listing fees billed(xx) (reconciled below in this section) in Q3/09 and Q3/08.

(in millions of dollars)

Reported

$ %

increase/ increase/

Q3/09 Q3/08 (decrease) (decrease)

Initial listing fees $ 4.2 $ 4.1 $ 0.1 2%

Additional listing fees $ 14.6 $ 13.1 $ 1.5 11%

Sustaining listing fees(xxx) $ 13.6 $ 17.5 ($ 3.9) (22%)

Other issuer services $ 2.7 $ 3.3 ($ 0.6) (18%)

--------- --------- ---------

Total $ 35.1 $ 38.0 ($ 2.9) (8%)

--------- --------- ---------

(in millions of dollars)

Billed(xx)

$ %

increase/ increase/

Q3/09 Q3/08 (decrease) (decrease)

Initial listing fees $ 3.0 $ 4.3 ($ 1.3) (30%)

Additional listing fees $ 22.4 $ 17.2 $ 5.2 30%

Sustaining listing fees(xxx) $ 13.6 $ 17.5 ($ 3.9) (22%)

Other issuer services $ 2.7 $ 3.3 ($ 0.6) (18%)

--------- --------- ---------

Total $ 41.7 $ 42.3 ($ 0.6) (1%)

--------- --------- ---------

Initial and additional listing fees are non-refundable fees paid by listed issuers for the listing or reserving of securities. These fees are recorded as "deferred revenue - initial and additional listing fees" and recognized on a straight-line basis over an estimated service period of ten years.

In the case of Toronto Stock Exchange, listed issuers are billed for initial and additional listing fees, and there is a lag between the time when securities are issued or reserved and the time when these listing fees are paid by Toronto Stock Exchange listed issuers. For TSX Venture Exchange issuers, fees are paid either prior to, or at the time of, listing or reserving securities. The following is a reconciliation of initial and additional listing fees billed(xx) to initial and additional listing fees reported:

Initial Listing Fees (in millions of dollars) Q3/09 Q3/08

Initial listing fees billed(xx) $ 3.0 $ 4.3

Initial listing fees billed(xx) and deferred to

future periods ($ 2.9) ($ 4.2)

Recognition of initial listing fees billed(xx) and

previously included in deferred revenue $ 4.1 $ 4.0

--------- ---------

Initial listing fee revenue reported $ 4.2 $ 4.1

--------- ---------

Additional Listing Fees (in millions of dollars) Q3/09 Q3/08

Additional listing fees billed(xx) $ 22.4 $ 17.2

Additional listing fees billed(xx) and deferred to

future periods ($ 22.0) ($ 16.9)

Recognition of additional listing fees billed(xx)

and previously included in deferred revenue $ 14.2 $ 12.8

--------- ---------

Additional listing fee revenue reported $ 14.6 $ 13.1

--------- ---------

- Initial and additional listing fees reported increased in Q3/ 09

compared with Q3/08, reflecting an increase in capital market

activity during the period from October 1, 1999 to September 30, 2009

compared with the period from October 1, 1998 to September 30, 2008.

Initial and additional listing fees billed(xx) increased in Q3/ 09, as

compared with Q3/08, due to an increase in initial and additional

financings on Toronto Stock Exchange, somewhat offset by a decrease

in initial and additional financings on TSX Venture Exchange. While

there was significant increase in the value of initial and additional

financings on Toronto Stock Exchange in Q3/09 compared with Q3/ 08,

this was driven by a number of high value transactions where issuers

paid the maximum listing fee.

- Issuers listed on Toronto Stock Exchange and TSX Venture Exchange pay

annual sustaining listing fees primarily based on their market

capitalization at the end of the prior calendar year, subject to

minimum and maximum fees. The decrease in sustaining listing fees was

due to the overall lower market capitalization of listed issuers at

the end of 2008 compared with the end of 2007, somewhat offset by

price changes on Toronto Stock Exchange that were effective

January 1, 2009.

- Other issuer services revenue of $2.7 million decreased from

$3.3 million in Q3/08, reflecting lower demand for investor relations

services compared with Q3/08.

-----------------------------

(x) Based on MX's ownership interest in BOX, prior to acquisition of

control.

(xx) See discussion under the heading "Non-GAAP Financial Measures".

(xxx) Sustaining listing fees billed, as shown in this table, represents

the amount recognized for accounting purposes during the quarter.

Sustaining listing fees are billed during the first quarter of the

year, recorded as deferred revenue and amortized over the year on a

straight-line basis.

Trading, Clearing and Related Revenue(1)

(in millions of dollars)

$ %

increase/ increase/

Q3/09 Q3/08 (decrease) (decrease)

Cash markets:

- Toronto Stock Exchange $ 15.2 $ 26.0 ($ 10.8) (42%)

- TSX Venture Exchange $ 7.5 $ 5.6 $ 1.9 34%

--------- --------- ---------

$ 22.7 $ 31.6 ($ 8.9) (28%)

- Shorcan $ 4.0 $ 2.8 $ 1.2 43%

--------- --------- ---------

Cash markets revenue $ 26.7 $ 34.4 ($ 7.7) (22%)

Derivatives markets revenue $ 19.4 $ 16.9 $ 2.5 15%

Energy markets revenue $ 10.3 $ 7.6 $ 2.7 36%

--------- --------- ---------

Total $ 56.4 $ 58.9 ($ 2.5) (4%)

--------- --------- ---------

(1) The "Trading, Clearing and Related Revenue" section above contains

certain forward-looking statements. Please refer to "Forward- Looking

Information" for a discussion of risks and uncertainties related to

such statements.

Cash Markets

- Cash markets equity trading revenue from Toronto Stock Exchange

decreased due to the impact of changes to our equity trading fee

schedule which were effective January 1, 2009 and a change in trading

mix. The fee changes included increased credits to electronic

liquidity providers (ELP), a reduction in the spread between active

fees and passive credits, and the elimination of a premium fee on ETF

transactions. This decrease was partially offset by a 10% increase in

the volume of securities traded on Toronto Stock Exchange in Q3/ 09

over Q3/08 (28.3 billion securities in Q3/09 versus 25.7 billion

securities in Q3/08).

- Cash markets equity trading revenue from TSX Venture Exchange

increased due to a 56% increase in the volume of securities traded in

Q3/09 over Q3/08 (12.5 billion securities in Q3/09 versus 8.0 billion

securities in Q3/08). The increase was partially offset by fee

reductions that were effective in 2009.

- In October 2008, we indicated that based on historical trading

activity, patterns and product mix, changes to the equity trading fee

structure put into place effective January 1, 2009 could reduce

trading revenue by approximately $11.0 to $14.0 million on an annual

basis if offsetting benefits, including increased volumes, were not

realized. During Q3/09, there were changes in customer and product

mix including a higher proportion of volumes coming from new ELP

market participants. These changes, together with the change in fee

structure, led to a larger than anticipated reduction in cash markets

equity trading revenue.

- On August 14, 2009, we announced changes to the equity trading fee

schedule that took effect October 1, 2009. Fees under the ELP Program

have been replaced with a single tier model which reduces the passive

credit paid to ELP Program participants. The active fee paid by ELP

Program participants has also been reduced in some cases. In

addition, the revised fee schedule is expected to provide all

participants with an average reduction of 24% in active trading fees

on stocks trading at less than $1 in the post-open continuous market.

It is expected that these fee changes will have a neutral impact on

our revenues based on historical volumes and product and customer

mix. The ongoing impact of these fee changes on actual cash markets

equity trading revenue will depend on future trading activity and

product and customer mix.

- The increase in revenue from Shorcan Brokers Limited (Shorcan),

primarily reflects an increase in trading of Government of Canada

bonds and swaps in Q3/09 versus Q3/08.

Derivatives Markets

- Derivatives markets revenue includes $19.4 million in trading and

clearing revenue from MX and trading revenue from BOX, versus

$16.9 million in trading and clearing revenue from MX in Q3/08 and

trading revenue from BOX from August 29, 2008 when BOX's results were

consolidated into our financial statements, with an adjustment for

non-controlling interests.

- MX volumes decreased by 16% (8.3 million contracts traded in Q3/09

versus 9.9 million contracts traded in Q3/08) reflecting reduced

trading in both the BAX and CGB contracts, partially offset by an

increase in ETFs derivatives trading. We believe the reduction in

fixed income futures trading is a reflection of the current interest

rate environment of historically low rates with little volatility.

- BOX volumes decreased by 30% (34.1 million contracts in Q3/ 09 versus

48.9 million contracts traded in Q3/08).

Energy Markets

- Energy markets revenue increased due to a 6% increase in the volumes

of natural gas and electricity contracts traded or cleared on NGX

over Q3/08 (3.8 million terajoules in Q3/09 versus 3.6 million

terajoules in Q3/08). This excludes the Alberta Watt Exchange Limited

(Watt-Ex) volumes.

- The increase was also due to pricing changes on natural gas contracts

that were effective January 1, 2009 and the inclusion of revenue from

crude oil trading following the acquisition of NTP on May 1, 2009. We

traded 10.5 million barrels of crude oil in Q3/09.

Market Data Revenue

(in millions of dollars)

$ %

Q3/09 Q3/08 (decrease) (decrease)

$ 34.5 $ 35.3 ($ 0.8) (2%)

- This decrease reflects a 12% decrease in the number of professional

and equivalent real-time market data subscriptions to Toronto Stock

Exchange and TSX Venture Exchange products (over 145,000 professional

and equivalent real-time market data subscriptions at September 30,

2009 versus over 165,000 at September 30, 2008).

- The decrease was also due to lower revenue recoveries related to

under-reported usage of real-time quotes in Q3/09 compared with

Q3/08.

- The decrease was largely offset by higher revenues from data feeds

and co-location services as well as pricing changes that were

effective January 1, 2009.