o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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▪	Net revenue for the third quarter of 2011 increased 16.2% to $882.9 million from $760.0 million in the third quarter of 2010. Key drivers of this growth include:

◦	Commission revenue increased 13.8% for the third quarter of 2011 compared to the prior year period. Approximately 80% of the increase is from increased sales activity, with the remainder due to market movement.

◦	Advisory revenue increased 26.2% for the third quarter of 2011 compared to the prior year period, reflecting growth in advisory assets over the last four quarters and that the revenue is primarily generated off of advisory asset levels as of June 30, 2011.

◦	Recurring revenue streams of the business represented 63% of net revenue for the quarter.

•	Total advisory and brokerage assets ended at $316.4 billion as of September 30, 2011, up 7.9% compared to $293.3 billion as of September 30, 2010. Key drivers of this trend include:

◦	Advisory assets in the Company's fee-based platforms were $96.3 billion at September 30, 2011, up 11.7% from $86.2 billion at September 30, 2010.

◦	Net new advisory assets, which exclude market movement, were $3.0 billion during the three months ended September 30, 2011 primarily as a result of strong new business development and mix shift toward more advisory business. On an annualized basis, this represents 12% growth.

▪

Revenues generated from the Company's cash sweep programs were $31.6 million in the third quarter of 2011 and $31.9 million in the prior-year period. The assets in the Company's cash sweep programs averaged $22.2 billion for the third quarter of 2011 and $18.7 billion in the year-ago quarter. These revenues were impacted by a decrease in the effective federal funds rate, which averaged 0.08% for the third quarter of 2011 compared to 0.19% for the same period in the prior year.

▪

During the third quarter of 2011, the Company repurchased 0.3 million shares of its common stock under its Board of Directors approved open market share repurchase program for a total of $9.0 million, or an average price of $28.11 per share. As of October 1, 2011, the Company had used 12.8% of the $70.0 million authorized under this program. This share repurchase was undertaken in accordance with the Company's intention to mitigate dilution from various equity programs over the next year.

•

In August, LPL Financial hosted more than 2,500 financial advisors in Chicago for its annual advisor conference, focus11: A Focus on the Future. For three days, these advisors attended educational meetings, workshops, and keynote presentations and participated in technology demonstrations and coaching sessions. The advisors were also able to network with each other, nearly 350 LPL Financial employees, and over 1,100 product providers and other partners representing a diverse array of investment, insurance, and technology solutions.

▪

In the third quarter, LPL Financial completed a significant conversion of institution relationships and related client accounts from the UVEST platform to LPL Financial's self-clearing platform, as previously announced.  This transition is intended to improve operational and service efficiencies by creating a single integrated operating platform for all Institution Services customers through LPL Financial's BranchNet technology platform.  The Company started this transition in the third quarter by successfully converting 52 institutions representing 141 advisors and $36.6 million in commission and advisory revenues, incurring $7.7 million in restructuring charges. The final conversion is expected to be completed in the fourth quarter 2011, composed of an additional 86 institutions incurring an additional $19.1 million in restructuring charges.

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▪	The Company added 782 net new advisors during the twelve months ending September 30, 2011, continuing to build relationships with advisors from all channels across the financial services industry. Excluding the benefit of the NRP acquisition in the fourth quarter 2010 and attrition of 22 advisors from the third quarter UVEST conversion, net new advisor growth was 598 over the prior twelve months.

▪

Assets under custody in the LPL Financial Hybrid RIA platform, which provides integrated fee- and commission-based capabilities for independent advisors, grew to $20.2 billion as of September 30, 2011, and encompassed 142 RIA firms, compared to $11.6 billion and 105 RIA firms as of September 30, 2010. The strong growth in the firm's RIA business over the last several years makes LPL Financial one of the largest RIA custodians in the industry.

•	LPL Financial debuted in Barron’s 2011 survey of the “Top 40 Wealth Managers” in the United States, ranking 26th in the report. The annual ranking, which was published in the September 19 issue of Barron’s, is based on the over $17 billion in assets under management in LPL Financial accounts of $5 million or more as of June 30, 2011.

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(1)	Adjusted EBITDA, Adjusted Earnings, and Adjusted Earnings per share have limitations as analytical tools and should not be considered in isolation or as substitutes for analysis of the Company's results as reported under GAAP. Some of these limitations are:

•	Adjusted EBITDA, Adjusted Earnings, and Adjusted Earnings per share do not reflect all cash expenditures, future requirements for capital expenditures, or contractual commitments;

•	Adjusted EBITDA, Adjusted Earnings, and Adjusted Earnings per share do not reflect changes in, or cash requirements for, working capital needs; and

•	Adjusted EBITDA does not reflect the significant interest expense, or the cash requirements necessary to service interest or principal payments, on debt.

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(a)	Represents amortization of intangible assets and software as a result of the Company's purchase accounting adjustments from its 2005 merger transaction, as well as various acquisitions.

(b)	Represents share-based compensation for stock options awarded to employees and non-executive directors based on the grant date fair value under the Black-Scholes valuation model.

(c)	Represents acquisition and integration costs resulting from certain of the Company's acquisitions.

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(d)	Represents organizational restructuring charges and conversion and other related costs incurred resulting from the 2011 consolidation of UVEST Financial Services Group, Inc. (“UVEST”) and the 2009 consolidation of Associated Securities Corp., Inc., Mutual Service Corporation and Waterstone Financial Group, Inc. (together, the “Affiliated Entities”).

(e)	Represents debt amendment costs incurred in 2010 for amending and restating the credit agreement to establish a new term loan tranche and to extend the maturity of an existing tranche on the senior credit facilities.

(f)	Represents equity issuance and offering costs related to the closing of the Company's initial public offering ("IPO") in the fourth quarter of 2010, and the closing of a secondary offering in the second quarter of 2011.

(g)	Represents excise and other taxes.

(h)

EBITDA Adjustments and amortization of purchased intangible assets and software have been tax effected using a federal rate of 35% and the applicable effective state rate, which was 3.30% for the three and nine month periods ended September 30, 2011, and 4.23% and 4.30% for the corresponding periods in 2010, net of the federal tax benefit. In April 2010, a step up in basis of $89.1 million for internally developed software that was established at the time of the 2005 merger transaction became fully amortized, resulting in lower balances of intangible assets that are amortized.

(i)

Represents the after-tax expense of non-qualified stock options in which the Company receives a tax deduction upon exercise, and the full expense impact of incentive stock options granted to employees that have vested and qualify for preferential tax treatment and conversely, the Company does not receive a tax deduction. Share-based compensation for vesting of incentive stock options was $1.5 million and $1.3 million, respectively, for the three months ending September 30, 2011 and 2010. For the nine month periods ending September 30, 2011 and 2010, share-based compensation for vesting of incentive stock options was $4.3 million and $3.8 million, respectively.

(j)	Represents Adjusted Earnings divided by weighted average number of shares outstanding on a fully diluted basis. Set forth is a reconciliation of earnings per share on a fully diluted basis as calculated in accordance with GAAP to Adjusted Earnings per share:

(k)

Weighted average shares outstanding on a fully diluted basis increased from 99.3 million shares for the nine months ended September 30, 2010, to 112.5 million shares for the nine months ended September 30, 2011, due primarily to the successful completion of the Company's IPO in the fourth quarter of 2010. The increase is attributed to the release of the restriction on approximately 7.4 million shares of common stock upon closing of the IPO, the issuance of approximately 1.5 million shares of common stock by the Company pursuant to the over-allotment option granted to the underwriters in connection with the IPO, and shares that were issued upon exercise of options by selling stockholders in connection with the IPO, net of any shares retired to satisfy the exercise price in a cashless exercise.

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(2)	Advisors are defined as those independent financial advisors and financial advisors at financial institutions who are licensed to do business with the Company's broker-dealer subsidiaries. The number of advisors at September 30, 2011 reflects attrition of 22 advisors related to the integration of the UVEST platform.

(3)	Advisory and brokerage assets are comprised of assets that are custodied, networked, and non-networked and reflect market movement in addition to new assets, inclusive of new business development and net of attrition.

(4)	Advisory assets under management, insured cash account balances and money market account balances are components of advisory and brokerage assets.

(5)	Represents net new advisory assets that are custodied in our fee-based advisory platforms during the nine months ended September 30, 2011. Net new advisory assets for the three months ended September 30, 2011 and 2010 were $3.0 billion and $1.9 billion, respectively.

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(1)

Upon closing of the Company's IPO in the fourth quarter of 2010, the restriction on approximately 7.4 million shares of common stock issued to advisors under the Fifth Amended and Restated 2000 Stock Bonus Plan (the “2000 Stock Bonus Plan”) was released. Accordingly, the Company recorded a share-based compensation charge of $222.0 million in the fourth quarter of 2010, representing the offering price of $30.00 per share multiplied by 7.4 million shares. This charge has been classified as production expense in the Company's consolidated statements of operations.

(2)	Certain reclassifications have been made to previously reported amounts to make them consistent with the current period presentation.

(3)	Represents borrowings on the Company's senior secured credit facility, senior unsecured subordinated notes, revolving line of credit and bank loans payable.

(4)

Production expense is comprised of commission and advisory fees and brokerage, clearing and exchange fees. Production payout excludes brokerage, clearing and exchange fees and is calculated as commission and advisory fees divided by commission and advisory revenues. The production payout for the three months ended December 31, 2010 excludes $222.0 million of production expense resulting from a share-based compensation charge taken at the time of the IPO.

(5)	Represents insured cash and money market account balances as of each reporting period.

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(6)	The reconciliation from net income (loss) to Adjusted EBITDA and Adjusted Earnings for the periods presented is as follows (in thousands, except per share data):

(a)	Represents amortization of intangible assets and software as a result of the Company's purchase accounting adjustments from its 2005 merger transaction, as well as various acquisitions.

(b)	Represents share-based compensation for stock options awarded to employees and non-executive directors based on the grant date fair value under the Black-Scholes valuation model.

(c)	Represents acquisition and integration costs resulting from certain of the Company's acquisitions. Included in the three months ended September 30, 2010, are expenditures for certain legal settlements that have not been resolved with the indemnifying party.

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(d)	Represents organizational restructuring charges and conversion and other related costs incurred resulting from the 2011 consolidation of UVEST and the 2009 consolidation of the Affiliated Entities.

(e)	Represents debt amendment costs incurred in 2010 for amending and restating the credit agreement to establish a new term loan tranche and to extend the maturity of an existing tranche on the senior credit facilities, and debt extinguishment costs to redeem the subordinated notes, as well as certain professional fees incurred.

(f)

Represents equity issuance and offering costs related to the closing of the Company's IPO in the fourth quarter of 2010, and the closing of a secondary offering in the second quarter of 2011. Upon closing of the IPO, the restriction on approximately 7.4 million shares of common stock issued to advisors under the 2000 Stock Bonus Plan was released. Accordingly, the Company recorded a share-based compensation charge of $222.0 million, representing the initial public offering price of $30.00 per share multiplied by 7.4 million shares.

(g)	Represents excise and other taxes.

(h)	EBITDA Adjustments and amortization of purchased intangible assets, a component of depreciation and amortization, have been tax effected using a federal rate of 35% and the applicable effective state rate, which ranged from 3.30% to 4.30%, net of the federal tax benefit.

(i)

Represents the after-tax expense of non-qualified stock options in which the Company receives a tax deduction upon exercise, and the full expense impact of incentive stock options granted to employees that have vested and qualify for preferential tax treatment and conversely, the Company does not receive a tax deduction. Share-based compensation for vesting of incentive stock options was $1.5 million, $1.5 million, $1.4 million, $1.4 million and $1.3 million for the three months ended September 30, 2011, June 30, 2011, March 31, 2011, December 31, 2010 and September 30, 2010, respectively.

(j)	Represents the after-tax expense of equity issuance and related offering costs in which the Company receives a tax deduction, as well as the full expense impact of $8.1 million of offering costs incurred in the fourth quarter of 2010 in which the Company does not receive a tax deduction.

(k)	Set forth is a reconciliation of earnings (loss) per share on a fully diluted basis as calculated in accordance with GAAP to Adjusted Earnings per share: