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 ADVISORS LLC

(Last)

(First)

(Middle)

C/O CITADEL INVESTMENT GROUP II, L.L.C.

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)
04/19/2008

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	04/19/2008		X		38,400	A	$5	747,993	D ^{( 1 )}
Common Stock	04/19/2008		X		1,100	A	$6	749,093	D ^{( 1 )}
Common Stock	04/19/2008		X		1,500	A	$10	750,593	D ^{( 1 )}
Common Stock	04/19/2008		X		5,900	D	$3	744,693	D ^{( 1 )}
Common Stock	04/19/2008		X		3,500	D	$7	741,193	D ^{( 1 )}
Common Stock	04/19/2008		X		16,600	D	$8	724,593	D ^{( 1 )}
Common Stock	04/19/2008		X		26,900	D	$9	697,693	D ^{( 1 )}
Common Stock	04/19/2008		X		20,700	D	$11	676,993	D ^{( 1 )}
Common Stock	04/19/2008		X		15,100	D	$12	661,893	D ^{( 1 )}
Common Stock	04/19/2008		X		31,200	D	$13	630,693	D ^{( 1 )}
Common Stock	04/19/2008		X		24,000	D	$14	606,693	D ^{( 1 )}
Common Stock	04/19/2008		X		29,200	D	$15	577,493	D ^{( 1 )}
Common Stock	04/19/2008		X		4,000	D	$16	573,493	D ^{( 1 )}
Common Stock	04/19/2008		X		4,600	A	$11	129,413	D ^{( 2 )}
Common Stock	04/19/2008		X		300	A	$16	129,713	D ^{( 2 )}
Common Stock	04/19/2008		X		27,900	D	$6	101,813	D ^{( 2 )}
Common Stock	04/19/2008		X		17,900	D	$8	83,913	D ^{( 2 )}
Common Stock	04/19/2008		X		33,400	D	$9	50,513	D ^{( 2 )}
Common Stock	04/19/2008		X		12,100	D	$10	38,413	D ^{( 2 )}
Common Stock	04/19/2008		X		35,500	D	$12	2,913	D ^{( 2 )}
Common Stock	04/19/2008		X		900	D	$15	2,013	D ^{( 2 )}
Common Stock								79,867,087	D ^{( 3 )}
Common Stock								8,945,249	D ^{( 4 )}

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)
PUT OPTION: EUSPA [OBLIGATION TO BUY]	$5	04/19/2008		X			384	^{( 5 )}	04/19/2008	Common Stock	38,400	$0	0	D ^{( 1 )}
PUT OPTION: EUSPI [OBLIGATION TO BUY]	$6	04/19/2008		X			11	^{( 5 )}	04/19/2008	Common Stock	1,100	$0	0	D ^{( 1 )}
PUT OPTION: EUSPB [OBLIGATION TO BUY]	$10	04/19/2008		X			15	^{( 5 )}	04/19/2008	Common Stock	1,500	$0	0	D ^{( 1 )}
CALL OPTION: EUSDG [OBLIGATION TO SELL]	$3	04/19/2008		X			59	^{( 5 )}	04/19/2008	Common Stock	5,900	$0	0	D ^{( 1 )}
PUT OPTION: EUSPJ [RIGHT TO SELL]	$7	04/19/2008		X			35	^{( 5 )}	04/19/2008	Common Stock	3,500	$0	0	D ^{( 1 )}
PUT OPTION: EUSPK [RIGHT TO SELL]	$8	04/19/2008		X			166	^{( 5 )}	04/19/2008	Common Stock	16,600	$0	0	D ^{( 1 )}

1. Name and Address of Reporting Person^*

CITADEL ADVISORS LLC

(Last)

(First)

(Middle)

C/O CITADEL INVESTMENT GROUP II, L.L.C.

131 S. DEARBORN STREET, 32ND FL

(Street)

CHICAGO

60603

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

CITADEL HOLDINGS I LP

(Last)

(First)

(Middle)

C/O CITADEL INVESTMENT GROUP II, L.L.C.

131 S. DEARBORN STREET, 32ND FLOOR

(Street)

CHICAGO

60603

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

CITADEL HOLDINGS II LP

(Last)

(First)

(Middle)

C/O CITADEL INVESTMENT GROUP II, L.L.C.

131 S. DEARBORN STREET, 32ND FLOOR

(Street)

CHICAGO

60603

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Citadel Derivatives Group, LLC

(Last)

(First)

(Middle)

C/O CITADEL INVESTMENT GROUP II, L.L.C.

131 S. DEARBORN STREET, 32ND FLOOR

(Street)

CHICAGO

60603

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

CITADEL DERIVATIVES TRADING LTD

(Last)

(First)

(Middle)

C/O CITADEL INVESTMENT GROUP II, L.L.C.

131 S. DEARBORN STREET, 32ND FLOOR

(Street)

CHICAGO

60603

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

CITADEL INVESTMENT GROUP II, L.L.C.

(Last)

(First)

(Middle)

131 S. DEARBORN STREET, 32ND FLOOR

(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 Ltd.

3. This security is owned by Citadel AC Investments Ltd.

4. This security is owned by Citadel Equity Fund Ltd.

5. Each of the securities listed is an exchange-traded option contract. Exchange-traded options are immediately exercisable and remain exercisable until expiration. The transaction shown resulted from the exercise of in-the-money option contracts by Citadel Derivatives Group LLC, by Citadel Derivatives Trading Ltd. or by third parties.

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. 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.

	/s/ John C. Nagel, Authorized Signatory	04/22/2008
	** 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).
** 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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