SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

CITADEL L P

(Last)

(First)

(Middle)

C/O CITADEL INVESTMENT GROUP, LLC

131 S. DEARBORN STREET, 32ND FL

(Street)

CHICAGO

60603

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
E TRADE FINANCIAL CORP [ ETFC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2008

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/17/2008		P		3,100	A	$3.3632	112,213	D ^{( 2 )}
Common Stock	03/17/2008		S		2,100	D	$3.2767	702,576	D ^{( 1 )}
Common Stock	03/17/2008		S		900	D	$3.2644	701,676	D ^{( 1 )}
Common Stock	03/17/2008		S		1,281	D	$3.3184	700,395	D ^{( 1 )}
Common Stock	03/17/2008		P		900	A	$3.2678	701,295	D ^{( 1 )}
Common Stock	03/17/2008		P		4,951	A	$3.2747	706,246	D ^{( 1 )}
Common Stock	03/17/2008		P		21,716	A	$3.2473	727,962	D ^{( 1 )}
Common Stock	03/17/2008		S		13,347	D	$3.2469	714,615	D ^{( 1 )}
Common Stock	03/17/2008		S		3,600	D	$3.2203	711,015	D ^{( 1 )}
Common Stock	03/17/2008		P		10,505	A	$3.2042	721,520	D ^{( 1 )}
Common Stock	03/17/2008		P		2,200	A	$3.2459	723,720	D ^{( 1 )}
Common Stock	03/17/2008		P		4,800	A	$3.2742	728,520	D ^{( 1 )}
Common Stock	03/17/2008		S		6,783	D	$3.1594	721,737	D ^{( 1 )}
Common Stock	03/17/2008		S		6,900	D	$3.1636	714,837	D ^{( 1 )}
Common Stock	03/17/2008		S		2,500	D	$3.144	712,337	D ^{( 1 )}
Common Stock	03/17/2008		S		2,500	D	$3.1384	709,837	D ^{( 1 )}
Common Stock	03/17/2008		S		500	D	$3.13	709,337	D ^{( 1 )}
Common Stock	03/17/2008		S		600	D	$3.2717	708,737	D ^{( 1 )}
Common Stock	03/17/2008		S		3,700	D	$3.1608	705,037	D ^{( 1 )}
Common Stock	03/17/2008		S		1,000	D	$3.207	704,037	D ^{( 1 )}
Common Stock	03/17/2008		P		2,300	A	$3.2791	706,337	D ^{( 1 )}
Common Stock	03/17/2008		P		4,850	A	$3.2542	711,187	D ^{( 1 )}
Common Stock	03/17/2008		P		7,552	A	$3.2649	718,739	D ^{( 1 )}
Common Stock	03/17/2008		P		1,500	A	$3.248	720,239	D ^{( 1 )}
Common Stock	03/17/2008		P		1,100	A	$3.2591	721,339	D ^{( 1 )}
Common Stock	03/17/2008		S		1,200	D	$3.1375	720,139	D ^{( 1 )}
Common Stock	03/17/2008		S		600	D	$3.155	719,539	D ^{( 1 )}
Common Stock	03/17/2008		S		500	D	$3.258	719,039	D ^{( 1 )}
Common Stock	03/17/2008		S		600	D	$3.215	718,439	D ^{( 1 )}
Common Stock	03/17/2008		S		300	D	$3.2467	718,139	D ^{( 1 )}

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

CITADEL L P

(Last)

(First)

(Middle)

C/O CITADEL INVESTMENT GROUP, LLC

131 S. DEARBORN STREET, 32ND FL

(Street)

CHICAGO

60603

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

CITADEL INVESTMENT GROUP LLC

(Last)

(First)

(Middle)

131 S DEARBORN STREET 32ND FL

(Street)

CHICAGO

60603

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

CITADEL EQUITY FUND LTD

(Last)

(First)

(Middle)

C/O CITADEL INVESTMENT GROUP, LLC

131 S DEARBORN STREET 32ND FL

(Street)

CHICAGO

60603

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

CITADEL AC INVESTMENTS LTD

(Last)

(First)

(Middle)

C/O CITADEL INVESTMENT GROUP, LLC

131 DEARBORN STREET, 32ND FLOOR

(Street)

CHICAGO

60603

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

GRIFFIN KENNETH C

(Last)

(First)

(Middle)

C/O CITADEL INVESTMENT GROUP LLC

131 S DEARBORN STREET 32ND FL

(Street)

CHICAGO

60603

(City)

(State)

(Zip)

Explanation of Responses:

1. This security is owned by Citadel Derivatives Group LLC.

2. This security is owned by Citadel Derivatives Trading Group Ltd.

Remarks:

Each of the Reporting Persons expressly disclaims beneficial ownership of the securities described herein except to the extent of such person's pecuniary interest therein. Each of the transactions reported on this Form 4 was executed by Citadel Derivatives Group LLC or Citadel Derivatives Trading Ltd. in open market transactions. The transactions reported in this Form 4 were executed due to a systems malfunction by certain of the Reporting Persons' internal automated trading systems. A Form 4 is limited to a maximum of ten reporting persons. As a result, this Form 4 is one of two filed today reporting on the same securities by the following eleven joint filers: Citadel Investment Group, L.L.C., Citadel Limited Partnership, Citadel Equity Fund Ltd., Citadel AC Investments Ltd., Kenneth Griffin, Citadel Investment Group II, L.L.C., Citadel Holdings I LP, Citadel Holdings II LP, Citadel Advisors LLC, Citadel Derivatives Group LLC and Citadel Derivatives Trading Ltd. See attached Exhibit 99.1.

	/s/ John C. Nagel, Authorized Signatory	03/18/2008
	** 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 4 (b)(v).
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