Common Contracts

Form of Lock-up Agreement]

Citadel L P • March 15th, 2013 • Savings institution, federally chartered • New York

• Company
  Citadel L P
• Filed
  March 15th, 2013
• Industry
  Savings institution, federally chartered
• Jurisdiction
  New York

Each of the undersigned understands that you propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with E*TRADE Financial Corporation, a Delaware corporation (the “Company”) and the Selling Stockholder, providing for the public offering (the “Public Offering”) by you of Common Stock of the Company (the “Securities”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Underwriting Agreement.

Morgan Stanley & Co. Incorporated

Citadel L P • April 27th, 2011 • Savings institution, federally chartered

• Company
  Citadel L P
• Filed
  April 27th, 2011
• Industry
  Savings institution, federally chartered

Each of the undersigned understands that you propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with E*TRADE Financial Corporation, a Delaware corporation (the “Company”) and the Selling Stockholder, providing for the public offering (the “Public Offering”) by you of Common Stock of the Company (the “Securities”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Underwriting Agreement.