Instinet Group Declares Cash Dividend

Instinet Group Incorporated (Nasdaq-INGP) ("Instinet
Group") announced today that its Board of Directors has approved the
payment of a special cash dividend of $0.32 per common share to
Instinet Group stockholders, based upon the net after-tax proceeds of
the recent sale of Lynch, Jones & Ryan, Inc. to The Bank of New York.
The record date for the dividend will be July 29, 2005 and the payment
will be made on or about August 15, 2005. Instinet Group stock will
trade ex-dividend for two days prior to the record date, starting on
July 27, 2005.
   In addition, employees who hold Performance Share Awards will
receive the dividend payment at the time their PSA award vests, and
provision has been made to give holders of in-the-money options the
benefit of the dividend at the time the Nasdaq merger closes.
   Pursuant to the terms of the company's merger agreement with The
Nasdaq Stock Market, Inc., the cash dividend will reduce the per share
merger consideration to be received by stockholders in the pending
Nasdaq merger.

   About Instinet Group

   Instinet Group, through affiliates, is the largest global
electronic agency securities broker and has been providing investors
with electronic trading solutions and execution services for more than
30 years. We operate our two major businesses through Instinet, LLC,
The Institutional Broker, and Inet ATS, Inc., The electronic
marketplace.

   --  Instinet, The Institutional Broker, gives its customers the
        opportunity to use its sales-trading expertise and advanced
        technology tools to interact with global securities markets,
        improve trading performance and lower overall transaction
        costs. Through Instinet's electronic platforms, customers can
        access other U.S. trading venues, including NASDAQ and the
        NYSE, and almost 30 securities markets throughout the world.
        Instinet acts solely as an agent for its customers, including
        institutional investors, such as mutual funds, pension funds,
        insurance companies and hedge funds

   --  INET, The electronic marketplace, represents the consolidation
        of the order flow of the former Instinet ECN and former Island
        ECN, providing its U.S. broker-dealer customers one of the
        largest liquidity pools in NASDAQ-listed securities.

   Where to Find Additional Information about Instinet, NASDAQ and
the Merger

   Instinet Group has filed a proxy statement of Instinet Group in
connection with the proposed merger. Instinet Group stockholders
should read the proxy statement and other relevant materials when they
become available, because they will contain important information
about Instinet Group, NASDAQ and the proposed merger. In addition to
the documents described above, Instinet Group and NASDAQ file annual,
quarterly and current reports, proxy statements and other information
with the SEC. The proxy statement and other relevant materials (when
they become available), and any other documents filed with the SEC by
Instinet Group or NASDAQ are available without charge at the SEC's
website, at www.sec.gov, or from the companies' websites at
http://www.instinetgroup.com and http://www.nasdaq.com, respectively.
   Instinet Group, NASDAQ and their respective officers and directors
may be deemed to be participants in the solicitation of proxies from
Instinet Group stockholders in connection with the proposed merger. A
description of certain interests of the directors and executive
officers of Instinet Group is set forth in the Instinet Group proxy
statement for its 2005 annual meeting which was filed with the SEC on
April 15, 2005. A description of certain interests of the directors
and officers of NASDAQ is set forth in NASDAQ's proxy statement for
its 2005 annual meeting, which was filed with the SEC on April 11,
2005. Additional information regarding the interests of such potential
participants will be included in the definitive proxy statement and
other relevant documents to be filed with the SEC in connection with
the proposed merger.
   This news release may be deemed to include forward-looking
statements relating to Instinet Group. Certain important factors that
could cause actual results to differ materially from those disclosed
in such forward-looking statements are included in Instinet Group's
Annual Report on Form 10-K for the fiscal year ended December 31,
2004, and other documents filed with the SEC and available on the
Company's website at www.investor.instinetgroup.com.
   (C)2005 Instinet Group Incorporated and its affiliated companies.
All rights reserved. INSTINET and INET are service marks in the United
States. Instinet, LLC, member NASD/SIPC, branded as Instinet, The
Institutional Broker, Inet ATS, Inc., member NASD/NSX/SIPC, branded as
INET, The electronic marketplace and Bridge Trading Company, member
NASD/SIPC are subsidiaries of Instinet Group Incorporated which is a
member of the Reuters family of companies.