SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Eaton Jonathan (Last) (First) (Middle) C/O LPL INVESTMENT HOLDINGS INC. ONE BEACON STREET (Street) BOSTON MA 02108 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 03/09/2010	3. Issuer Name and Ticker or Trading Symbol LPL Investment Holdings Inc. [ NONE ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) MD, Custom Clearing Services	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option Award	(1)	01/15/2012	Common Stock	6,680	2.07	D
Option Award	(1)	05/02/2013	Common Stock	260,480	1.88	D
Option Award	(1)	05/31/2014	Common Stock	477,570	1.49	D
Option Award	(2)	02/05/2018	Common Stock	30,000	27.8	D
Option Award	(3)	09/14/2019	Common Stock	40,000	22.08	D
Option Award	(4)	(5)	Common Stock	94,256	0	D

Explanation of Responses:

1. These shares are vested and exercisable until the expiration date.

2. This option is currently exercisable as to 12,000 shares. The remaining award is exercisable in 6,000 increments on each of February 5, 2011, 2012 and 2013.

3. This option is not currently exercisable as to any shares. The option is exercisable in 20% increments on each of September 14, 2010, 2011, 2012, 2013 and 2014.

4. Each stock unit is a bookkeeping entry of which one stock unit is the economic equivalent of one share of Issuer's common stock.

5. Restricted Stock Units are fully vested, except that accounts are forfeited if the holder is terminated for cause. Distribution of units occurs at the earliest to occur of death, disability, change in control (as defined in the 2008 Deferred Compensation Plan) or a date in 2012 to be determined by the Issuer. Settlement is made within 90 days of the distribution event (or, with respect to the settlement in 2012, by the end of the calendar year).

	/s/Jonathan Eaton	03/23/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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