Nymex Holdings Inc – ‘DEFA14A’ on 2/21/03

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Additional Definitive Proxy Solicitation Material   —   Schedule 14A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: DEFA14A     Soliciting Material Pursuant to Rule 240.14A-12       13     51K 

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SCHEDULE 14A INFORMATION

PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES 
EXCHANGE ACT OF 1934 (AMENDMENT NO.   ) 

Filed by the Registrant [X]                                                     

Filed by a Party other than the Registrant [ ]                                  

Check the appropriate box:                                                      

[ ]  Preliminary Proxy Statement                                                
[ ]  Confidential, for Use of the Commission Only                               
(as permitted by Rule 14a-6(e)(2))                                    
[ ]  Definitive Proxy Statement                                                 
[ ]  Definitive Additional Materials                                            
[X]  Soliciting Material Pursuant to Section 240.14a-12                         

NYMEX HOLDINGS, INC.  
--------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)

--------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than Registrant)

Payment of Filing Fee (Check the appropriate box):                              

[X]  No fee required.                                                           

[ ]  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.   

(1)  Title of each class of securities to which transaction applies:  

        ------------------------------------------------------------------------

(2)  Aggregate number of securities to which transaction applies:     

        ------------------------------------------------------------------------

(3)  Per unit price or other underlying value of transaction computed 
         pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
filing fee is calculated and state how it was determined):  

        ------------------------------------------------------------------------

(4)  Proposed maximum aggregate value of transaction:                 

        ------------------------------------------------------------------------

(5)  Total fee paid:                                                  

        ------------------------------------------------------------------------

[ ]  Fee paid previously with preliminary materials.                            

[ ]  Check box if any part of the fee is offset as provided by Exchange Act Rule
  0-11(a)(2) and identify the filing for which the offsetting fee was paid
    previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.                   

(1)  Amount Previously Paid:                                          

        ------------------------------------------------------------------------

(2)  Form, Schedule or Registration Statement No.:                    

        ------------------------------------------------------------------------

(3)  Filing Party:                                                    

        ------------------------------------------------------------------------

(4)  Date Filed:                                                      

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FLOOR BROKER (ONE THREE-YEAR TERM)                                              
----------------------------------                                              

STEPHEN ARDIZZONE (ZONE)                                                        
------------------------                                                        

     Stephen E. Ardizzone began his career as a COMEX clerk from 1981 to
1983. After seeing the potential growth of the New York Mercantile Exchange, he 
moved to crude oil where he worked for three years as a clerk for Rafferty      
Associates and Smith Barney. This led to the success of his own floor brokerage 
operation, Zone Energy Group Inc., which employs 20 people and is a viable      
company, active in crude oil, heating oil, gasoline, and natural gas. Zone      
Energy presently conducts business for banks, futures commission merchants, fund
managers, institutional trade houses, major oil producers, and independent oil  
firms. Mr. Ardizzone says that this range of customers contributes to his       
thorough knowledge of every aspect of the business.                             

      In 2002, Mr. Ardizzone and his brother, John, founded Bluefin Energy
Trading as a member firm of the Exchange. Mr. Ardizzone says he was instrumental
in supporting the e-miNYsm crude oil and natural gas contracts, and Bluefin is  
currently the only floor group making markets in the NYMEX ClearPortsm products.

      Since becoming a full member in 1986, Mr. Ardizzone says he has been
fortunate to experience first-hand the explosive growth of the Exchange. He     
served on the board for three years and has been active and instrumental on     
various committees for the last 17 years, including the marketing, floor,       
facilities, and control committees. He is currently on the floor broker         
advisory, compliance review, business conduct, by-laws, and rules committees and
countless sub-committees. Mr. Ardizzone says that, because of his continued     
dedication, it is again time to take the Exchange to the next level. He feels he
is uniquely qualified for service on the board because he is an independent     
thinker and, as such, his decisions are always fair and honest.                 

        Mr. Ardizzone and his wife, Marissa, have been married for eight years
and have three children, Samantha, Stephen, and Sofia. They reside in Staten    
Island. He believes vision, dedication, and truth will lead the way to a healthy
and profitable future.                                                          

      Mr. Ardizzone attended Xaverian High School in Brooklyn, St. John' s
University, and John Jay College of Criminal Justice. He is the owner of one    
share of common stock of NYMEX Holdings, Inc., and one Class A membership in the
New York Mercantile Exchange, Inc.                                              

       Among the many issues the Exchange is now facing, Mr. Ardizzone plans
to work on the following:                                                       

o        The challenges faced daily by the Exchange from its  
               competitors and a continued pro-active stance on making the
 Exchange a force in this technological arena.

     o        Having the floor co-exist with trading screen platforms in
  order to ensure the future of all its members.

      o        Increasing the market share for all energy-traded products.

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   o        Increased the marketing effort for NYMEX ClearPortsm and
            related over-the-counter initiatives to ensure continued
          financial success for current and future shareholders.

         o        Membership meetings, which Mr. Ardizzone states should be held
           more frequently with mandatory attendance for board and
finance committee members.                  

To summarize, Mr. Ardizzone states he is a man of action and  
accountability. He believes everything he says and will stand by it. Mr.        
Ardizzone believes that the current board must have cohesiveness in order to    
succeed. He is prepared for the job ahead and plans to make a difference.       

WILLIAM SCHAEFER (IRON)                                                         
-----------------------                                                         

      William Schaefer is the president and partner of S.C.S. Commodities,
Inc., and S.C.S. OTC Corp. S.C.S. Commodities Inc. was established in 1991 and  
has a presence in all the energy futures and options markets on the Exchange.   
S.C.S. OTC has two offices, New York City and Houston, that broker swaps,       
options, pipeline, and basis over-the-counter (OTC) deals. S.C.S. Commodities   
employs over seventy people including seventeen floor brokers.                  

    Mr. Schaefer began his career on the Exchange as a phone clerk and
then, Exchange member, for Kidder Peabody in 1988. He also held a position as   
the Exchange member in charge of floor options execution and sales for Shearson 
Lehman Brothers. As a member of the Exchange, Mr. Schaefer has been a member of 
several Exchange committees including floor, settlement, options advisory,      
facilities, floor broker advisory, and membership.                              

  Working as a floor broker and trader for more than 14 years, Mr.
Schaefer believes he provides a broad viewpoint of futures and options on the   
Exchange and in the OTC market. His day-to-day activities as president of S.C.S.
Commodities, Inc., include generating customer brokerage business and managing  
17 brokers who are responsible for executing trades for those customers. He     
says, "As a floor brokerage firm we deal and communicate with every side of a   
New York Mercantile Exchange trade -- locals, outside customers, and other floor
brokers."                                                                       

      Mr. Schaefer also has working knowledge of the OTC market, which, he
says, will prove more and more significant as the Exchange continues to grow    
through clearing OTC products. His knowledge of customer needs in various OTC   
products can help to generate further growth for the Exchange in these markets. 

        Mr. Schaefer believes the Exchange is an asset that has more potential
for growth and development. "We can improve the Exchange by further development 
of technology, new products, and management." In addition, he states, "There is 
no reason why we cannot remain the dominant trading venue for energy now and in 
the future."                                                                    

As a board member, Mr. Schaefer states "I would like to use my
experience as an Exchange member and president of S.C.S. Commodities and OTC to 
help members and member firms continue to receive considerable returns from the 
Exchange. I will strive to ensure that these                                    

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returns are met by making sound business decisions on issues that will increase 
the Exchange's revenue and growth."                                             

Mr. Schaefer earned his bachelor of science degree from Boston
University and a master in business administration from Seton Hall University.  
He resides in Rumson, New Jersey, with his wife, Marcey and their children,     
Elizabeth and William. He is the owner of one share of common stock of NYMEX    
Holdings, Inc., and one Class A membership in the New York Mercantile Exchange, 
Inc.                                                                            

WILLIAM WALLACE (WALZ)                                                          
----------------------                                                          

      William Wallace is a senior vice president of Man Financial, Inc. At
Man, Mr. Wallace has been responsible for managing its New York Mercantile      
Exchange floor business for the past eight years and has been a member of the   
Exchange since 1998. Man currently employs 60 people on the floor and owns 15   
seats. Man has been a supporter of the Exchange since its inception and will    
continue to make a significant investment of its resources in the Exchange's    
products and future initiatives.                                                

       Mr. Wallace began his career in commodities in 1988 as a margin clerk
at Kidder Peabody, Inc. At Man, prior to coming to the floor, Mr. Wallace worked
in various capacities in the front and back offices. In 1992, Mr. Wallace began 
his career on the Exchange floor. He feels his experience will bring to the     
board ideas for improvement and implementation of best practices based on his   
first-hand, in-depth knowledge of Exchange floor operations.                    

        Mr. Wallace says he understands the duty of board members to represent
the interest of all shareholders. He understands the diversity of the Exchange  
membership and is committed to working to maintain the Exchange's position as   
the first and best forum for energy trading. Commitment to the open outcry      
system, development of new trading products, and investments in technology are  
clearly the means of maintaining this pre-eminence. Mr. Wallace has had personal
experience in trading the electricity contract and looks forward to supporting  
its growth. Additionally, Man Financial recognizes the need for this contract in
the energy marketplace and has committed its significant resources to help make 
the electricity contract one of the Exchange's premier products.                

       Mr. Wallace also recognizes that the Exchange and the floor community
employ hundreds of people. Although these individuals do not have direct        
representation on the board, Mr. Wallace believes that the Exchange's future    
growth and profitability, as a closely held organization or a publicly traded   
company, are dependent on the commitment of these individuals to the Exchange's 
vision. He has close working relationships with the entire floor community, is  
regarded as a leader, and is committed to building support among the community  
for Exchange initiatives.                                                       

   Mr. Wallace regularly participates in CNN and CNBC financial news
broadcasts regarding the Exchange markets. He believes it is his responsibility 
as a member to enhance the public's awareness of the Exchange and to communicate
to the financial community the importance of the role of the Exchange in the    
marketplace.                                                                    

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      Mr. Wallace was born and raised in the Washington Heights section of
Manhattan. He graduated from Baruch College in 1993 with a bachelor of science  
degree in finance and a minor in American history. While at Baruch, Mr. Wallace 
worked full-time at Kidder and Man while completing his degree. He currently    
resides in New York City and Mattituck, New York, with his wife, Karen. He is   
the holder of one share of common stock of NYMEX Holdings, Inc., and one Class A
membership in the New York Mercantile Exchange, Inc., pursuant to an agreement  
with Man Financial.                                                             

PUBLIC (TWO THREE-YEAR TERMS)                                                   
-----------------------------                                                   

JOHN CONHEENEY                                                                  
--------------                                                                  

      John Conheeney is an incumbent public board member. He spent most of
his career at Merrill Lynch, where he began as a trainee in its futures trading 
program. As part of that program, he worked on the floors of the New York       
Mercantile Exchange and Commodity Exchange as a clerk. He retired as chief      
executive officer of Merrill Lynch Futures, Inc.                                

         He has been a member of the Commodities Exchange, Inc., and the Chicago
Board of Trade and served as a member of the boards of both, as well as the     
boards of the Chicago Mercantile Exchange and GLOBEX". He has also been a board 
member and chairman of the Futures Industry Association and the National Futures
Association.                                                                    

         As a result of his association with the New York futures community, Mr.
Conheeney has received two awards of which he is particularly proud. They are   
the Torch of Liberty Award presented by the metals and metal products division  
of the Anti-Defamation League and the Arthur Kaplan Award presented by Futures  
and Options for Kids.                                                           

       He is a graduate of Manhattan College and attended graduate school at
Tulane University. He lives with his wife, Mary Higgins Clark, in Saddle River, 
New Jersey, and New York City. Between them, they have nine children and 16     
grandchildren. He does not own any shares of common stocks of NYMEX Holdings,   
Inc., or any Class A memberships in the New York Mercantile Exchange, Inc.      

E. BULKELEY GRISWOLD                                                            
--------------------                                                            

       E. Bulkeley Griswold is the founder and managing partner of L&L Capital
Partners, a limited liability corporation managing venture-backed companies;    
screening, investing and placing private equity in early to mid sized companies;
and providing specialized corporate finance consulting services.                

    From 1983 to 1998, he was a financial executive and partial owner of
Marketing Corp. of America, an $80 million, privately owned, integrated         
marketing services firm. He was also the president and a general partner of a   
$66 million venture capital fund, MarketCorp Venture Associates, L.P.,          
specializing in consumer-packaged goods, healthcare, communications, and        
specialty retailing investments. He was responsible for marketing initiatives in
the financial and                                                               

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other corporate areas serviced by the strategic consulting, marketing agencies, 
and market research sectors of MCA and the chairman and a trustee of the MCA    
Profit Sharing 401(k) Plans.                                                    

     From 1977 to 1983, he was executive vice president and a trustee of
General Electric Investment Company (GEIC), the internal investment management  
company of all GE pensions assets and other affiliated GE portfolios. In that   
capacity, he was responsible for $12 billion in assets including corporate and  
municipal bonds, private placements, real estate, short-term investments, and   
venture capital. Immediately prior to that, he was a vice president at Phoenix  
Mutual Life Insurance Company (currently Phoenix-Home Life Insurance Company),  
responsible for $1.5 billion in public and private corporate bonds, common stock
including the publicly traded mutual funds, short-term investments, and venture 
capital.                                                                        

     In addition to the Exchange, he serves on the boards of the Concord
Industry, Inc.; Lifeflo, Inc.; New London County Mutual (NLC); OfficePower;     
Pantresse, Inc.; Pioneer Medical Systems, Inc.; Scan-Optics Inc.; TherImmune;   
and the Trust Company of Connecticut.                                           

       He holds a bachelor of science degree from the University of Maryland
and a masters in business administration from the University of Connecticut. He 
is a past chairman of the Connecticut Society of Financial Analysts, the Town of
Wilton board of finance, the Wilton Family Y board of Trustees, and the         
University of Connecticut Foundation. He has also been on the boards of the     
Fairfield County Community Foundation (formerly FiveTown Foundation); the       
Norwalk-Wilton United Way (including serving as chairman of its leadership      
giving committee from 1992 to 1996); the Stanford University Executive          
Management Program; the University of Maryland Board of Regents; and the        
University of Connecticut Foundation Business School. He does not own any one   
shares of common stock of NYMEX Holdings, Inc., or Class A memberships in the   
New York Mercantile Exchange, Inc.                                              

FUTURES COMMISSION MERCHANT (ONE THREE-YEAR TERM)                               
-------------------------------------------------                               

JOHN MCNAMARA (JLMC)                                                            
--------------------                                                            

     John McNamara has been a board member for the past two years and an
active member of the New York Mercantile Exchange since 1986. During that time, 
he has served on most Exchange committees. Currently a vice president for Banc  
One, he is an experienced options broker who has worked for both large and small
clearinghouses, which include ABN Amro, ED&F Man, DE Jones, Citibank, and T&S   
Commodities.                                                                    

        Mr. McNamara says that this experience makes him uniquely qualified to
represent the interests of all Exchange constituencies. "I have always been a   
floor broker, and have traded in every ring of the Exchange," he says, "but I   
have also represented a wide range of customers, including large oil companies  
and different-sized hedge funds. My vote has always been independent -- I have  
never been told by my customers or employers how to vote. On the contrary, they 
have always sought my insight on the major Exchange issues and asked my guidance
on how to vote."                                                                

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      Mr. McNamara also believes that his experience as a businessman will
serve the Exchange well as it responds to changing market conditions and its own
change in structure. "We need to treat our clients like clients," he says. "None
of my customers are telling me that they want us to close down and become an    
electronic bulletin board, but they are telling me that they want to see change.
As someone who runs a floor operation and represents a futures commission       
merchant, I recognize the importance in such things as hand-held technology and 
order-routing as critical to offering our customers the efficiency they are     
seeking."                                                                       

      Mr. McNamara is fighting to preserve open outcry because "That's the
unique service we provide. It is not only in my interest as a floor broker to   
preserve that function, but I believe it is also in our customers' interests, as
long as we provide them with the products they are seeking."                    

    As the co-chairman of the options advisory committee, Mr. McNamara
drove to conclusion a long-time effort to introduce calendar spread options,    
resulting in some of the most successful products in the recent history of the  
futures industry. As an options trader, Mr. McNamara says, "I know how          
desperately we need new contracts...and the ideas are there. The industry and   
the floor alike have been begging for the opportunity that options on spreads   
would present. We should get creative, but we should also deliver on all the    
things we've been talking about."                                               

       Mr. McNamara, who originally started as an options broker on COMEX in
1983 and was brought over to the Exchange by T&S Commodities to start its energy
options operation when crude oil options began trading, believes there is       
glaring need for greater options expertise on the board. "These contracts       
represent a significant portion of our revenue as well as significant potential 
future growth," he says. "We need to pursue the innovative opportunities that we
face."                                                                          

  In addition to his current service on the Exchange adjudication,
arbitration, floor, settlement, clearinghouse, facilities, and technology       
committees, Mr. McNamara was instrumental in the efforts for the e-miNYsm and   
electricity contracts, as well as the development of the disaster recovery      
trading site. He is a pilot and a partner in an aerobatic flight school         
and holds a bachelor of science degree in general science from Fordham          
University with a minor in philosophy. He is the holder of one share of common  
stock in NYMEX Holdings, Inc., and one Class A membership in the New York       
Mercantile Exchange, Inc., pursuant to an agreement with Banc One.              

LOCAL (ONE THREE-YEAR TERM)                                                     
---------------------------                                                     

DAVID GREENBERG (DGRE)                                                          
----------------------                                                          

   David Greenberg (DGRE), an Exchange member of 13 years, was first
elected in the local category in 2000, after many years of active committee     
service. He says, "I knew the new century would bring many dramatic changes for 
the Exchange. I never thought so many of them would happen during my three-year 
term."                                                                          

These include many progressive moves by the Exchange such as  
demutualization, the introduction of OTC clearing and the e-miNY futures        
contractssm, and international expansion, as                                    

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well as such shocks as the collapse of Enron and the broader energy merchant    
sector, and the World Trade Center attack. Mr. Greenberg says, "Throughout      
everything, the smooth and efficient business operations of the Exchange have   
remained a reliable constant. I am very grateful for the opportunity you gave me
to be part of the management team that successfully met the greatest challenges 
in our history. I am even prouder that we managed to achieve record volumes and 
seat prices and a return to profitability as the world around us shifted."      

 Mr. Greenberg has devoted his board service to supporting those
projects that he believe hold the most potential for growth for the Exchange,   
including revitalizing the London office as a platform for international        
expansion, especially the untapped international power markets; implementing the
means for board members to communicate with each other in real time; and        
extending the Exchange brand internationally by increasing TV coverage of the   
Exchange. He has also put a great deal of time and effort into the development  
and implementation of e-miNYsm trading, the introduction of OTC clearing, the   
fine-tuning of trading-at-settlement (TAS), and, as vice chairman of the        
marketing committee, traveling to London and Houston to enhance the Exchange's  
position as the premier energy-trading forum.                                   

  Mr. Greenberg trades on the floor each day, which enables him to
understand the needs of today's traders. He is a member of both New York        
commodity exchanges. In addition to his own role as a local, he is the president
of Sterling Commodities which specializes in clearing other locals, giving Mr.  
Greenberg the opportunity to view the perspective of all locals, from smallest  
to largest. He was recently appointed to the corporate governance working group 
to ensure that the floor community has a voice at that level and is also using  
the expertise he has gained through his work at Sterling to assist the president
and chairman directly with the issues involved in running the Exchange as a     
corporation.                                                                    

    As the chairman of the working group on security, Mr. Greenberg is
working to ensure the safety of the members and staff at One North End Ave. This
team is working with other exchanges and local businesses to establish a new    
level of safety and sophistication. Mr. Greenberg was one of several board      
members who worked diligently around-the-clock both at the Exchange's uptown    
command center after September 11 and was one of the first to return to the     
building to support the Exchange chairman's efforts to reopen the Exchange in   
September 2001.                                                                 

        Mr. Greenberg is also on the board of Futures and Options for Kids and
the Commodity Floor Broker and Trader Association. He is the co-chairman of the 
Exchange's technology and international expansion committees and vice chairman  
of the NYMEX ACCESS" advisory, international advisory, locals advisory,         
government relations, and marketing committees. He also serves on the Brent     
crude oil advisory committee, the arbitration committee, stock index futures    
committee, OTC voice broker working group, and e-miNYsm working group. He says, 
"This exchange is not only in my blood, my family demonstrates its confidence in
the Exchange and its future through the multiple seats we own. Our conviction is
evident in the multi-million dollar commitment we have with the Exchange."      

      Mr. Greenberg is a graduate of Syracuse University. He and his wife,
Sharon, have two children, Samantha and Richard. He is the owner of one share of
common stock of NYMEX Holdings, Inc., and one Class A membership in the New York
Mercantile Exchange, Inc.                                                       

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       Mr. Greenberg says, "The next few years will be crucial to the future
of the Exchange. We need as many board members as possible who have already     
demonstrated their ability to perform under pressure and understand the complex 
issues facing the Exchange. Even more importantly, we need individuals with the 
energy, stamina, and leadership qualities to remain one step ahead of the       
competition and provide us with the vision that will enable us to remain the    
world's foremost energy and metals marketplace."                                

MICHAEL MCCALLION (MMC)                                                         
-----------------------                                                         

         Michael McCallion has worked his way up through the Exchange, beginning
as a clerk and rising to a vice president at Dean Witter Reynolds. He attributes
his success as a floor broker for a futures commission merchant to his          
relationships with trade customers, interpersonal skills that were honed during 
his years of service in the U.S. Armed Forces. During this time, he developed   
the ear, the eyes, and the voice necessary to become a successful local. Mr.    
McCallion's voice has not only been heard on the floor and in the pit, but has  
resounded throughout the Exchange as a long-time member of eight committees that
best serve the interests of its shareholders.                                   

        The realization of his dream of purchasing a seat was the catalyst for
his active participation in Exchange committees and a logical stepping stone to 
his immediate pursuit of becoming a board member. Mr. McCallion's contributions 
to the project management, facilities, finance, membership, arbitration, food   
service, health club, and benefit committees, as well as his familiarity with   
the inner workings of the Exchange, are testaments to his problem-solving skills
and leadership abilities.                                                       

      In fact, Mr. McCallion was the only non-board member to serve on the
project management committee for the development of the Exchange headquarters,  
hand-selected to help oversee the grant process, financing, and construction of 
the new building - the largest physical and financial undertaking in Exchange   
history.                                                                        

        "Accountability and adherence to the bottom line have been my goals as
a finance committee member," says Mr. McCallion. "Our recent dividend is a      
direct result of these efforts."                                                

       Toward this end, he is currently working on creating a more efficient
distribution of profits for shareholders.                                       

       Mr. McCallion believes that the opportunity for newcomers to move and
grow within the Exchange, as he has, is a direct result of the open outcry      
system. "It is imperative that we retain the ability to walk into the trading   
rings on a daily basis," he states, "although we owe it to ourselves to continue
exploring available technological opportunities that will enable us to more     
effectively capture global market share."                                       

         "We have the opportunity to capitalize on our past successes by seeking
new avenues to grow our business, like web-based NYMEX ACCESS" and              
over-the-counter clearing. These advancements will benefit each owner," he says.
"Our goal is to seize the future while retaining the solid reputation that      
defines the Exchange."                                                          

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         Mr. McCallion has proved his allegiance to the Exchange during the past
23 years by voluntarily serving its membership. His contributions are evident in
not only the way the Exchange has evolved, but through its current positive     
climate. He feels that his personal dedication and integrity qualifies him to   
speak with a unified voice on behalf of the membership.                         

  "It's inconceivable to me to not give back to the profession and
membership that changed my life," Mr. McCallion says. "I would be honored to    
have earned the chance to increase my commitment to the Exchange by serving as  
the local board member."                                                        

  Mr. McCallion is the owner of one share of common stock of NYMEX
Holdings, Inc., and one Class A membership in the New York Mercantile Exchange, 
Inc.                                                                            

TRADE (ONE THREE-YEAR TERM)                                                     
---------------------------                                                     

MICHAEL CARDELFE (MFC)                                                          
----------------------                                                          

       Michael Cardelfe has been an active member of the New York Mercantile
Exchange since 1989. He is the founder and sole owner of Arb Oil, Inc., one of  
the largest and most well respected independent floor brokerage companies on the
Exchange today. Arb Oil currently has 25 employees, including seven active      
members. The firm owns two seats and leases five seats.                         

      Mr. Cardelfe began his career on the New York Mercantile Exchange in
1983 as a clerk for Gerald Commodities. In 1985, he joined the Merrill Lynch    
start-up floor operation where he worked until 1987, when he left to start Arb  
Oil, Inc. He is a committed and active participant on the Exchange and an active
member of both the facilities and the arbitration committees.                   

        A graduate of Monmouth University, Mr. Cardelfe has a bachelor of arts
degree in elementary education with an emphasis on U.S. history. He is a sponsor
of several children's programs including the Downtown Little League and the East
Harlem Little League programs. He has raised funds for various educational      
programs and is active in his community of Spring Lake, New Jersey.             

       Mr. Cardelfe is married and has four children. He is the owner of two
shares of common stock of NYMEX Holdings, Inc., and two Class A memberships in  
the New York Mercantile Exchange, Inc.                                          

JESSE HARTE (JESE)                                                              
------------------                                                              

    Jesse Harte is seeking re-election to his second term in the trade
category. He says, "The last few years have enabled the Exchange to grow both in
value as reflected in seat prices, but also in record volume and open interest. 
However, in this ever-changing world, resting on the past will not enable us to 
remain the true leader in energy risk management. Our board will continue to be 
tested as we continue to try to bring all facets of the energy trading business 
under the single umbrella of the New York Mercantile Exchange."                 

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       Mr. Harte says that, as a board member, he has worked to bring his 22
years of experience in all parts of the oil and gas world to help identify and  
grow the Exchange revenue models. From running Bay Area, a full-service floor   
broker, to Daiwa Securities, a clearing member, to Duke Energy where he         
presently trades in the crude oil ring, he has been part of the entire process  
that allows the Exchange to be the world leader in energy services.             

      Mr. Harte has contributed as a business leader to the formation of a
North Sea crude oil contract and the successful launch of NYMEX Clearportsm     
Services, which enables the Exchange to provide clearing services to the        
over-the-counter market. On the management side, he has served as vice chairman 
of the finance committee, and begun the process to examine the Exchange's return
on its capital investment to see if savings can continue to be brought to its   
bottom line. He says he has always supported the distribution in good economic  
times of excess funds to Exchange members and will continue to do so.           

      As the delivery committee chairman, Mr. Harte has strived to protect
the core integrity of the Exchange markets, which allows it to ensure the actual
flow of products. He says, "As an involved board member, I am not afraid to     
voice my concerns or objections to concepts that might encroach on the open     
outcry system that has been so very successful."                                

        Mr. Harte, an Exchange member since 1982, is also vice chairman of the
business conduct, crude oil advisory, and NYMEX ACCESS" advisory committees.    
Over the course of his Exchange membership, he has also served on the           
membership, finance, floor, business conduct, and delivery committees. He is the
holder of two shares of common stock of NYMEX Holdings, Inc., and two Class A   
memberships in the New York Mercantile Exchange, Inc., pursuant to an agreement 
with Duke Energy.                                                               

   Mr. Harte continues, "Going forward, in order for the Exchange to
remain the world leader in energy processing and trading, it will require board 
members who understand even more of the complex environment that we will be     
forced to deal with. As a person who has been in charge and worked in all       
aspects of the energy stream, from credit to origination, I feel that I can rise
to any challenge that confronts us."                                            

EQUITY HOLDER (ONE THREE-YEAR TERM)                                             
-----------------------------------                                             

STEVEN CRYSTAL                                                                  
--------------                                                                  

        Steven Crystal has been a member of both COMEX and NYMEX since 1980 of
both COMEX and NYMEX. After completing high school in 1973, he attended Rutgers 
University where he completed a dual degree in business and biology in three    
years, and was graduated in 1976. He then completed his masters degree at George
Washington University School of Business and Management, and was graduated in   
1978. Immediately afterward, he worked as a financial and technical consultant  
for Shared Medical Systems in Washington, D.C., and New York.                   

        In 1980, Mr. Crystal formed Crystal Ball Services, a technical trading
advisory service serving banks, institutions, and individual traders. As a local
on the floor between 1980 and                                                   

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1992, he traded on both COMEX and NYMEX. After leaving the floor (due to a      
family illness), he began trading at the offices of Crystal Ball Services.      
During his tenure at the Exchange, he served on many committees, including      
arbitration, new products, and finance and continues today to serve on these    
committees.                                                                     

       In addition to his involvement at the Exchange, Mr. Crystal has found
the time to get involved in other worthwhile endeavors. In 1995, he was elected 
to serve a three-year term as a trustee of the regional high school board of    
education, where he headed the finance committee (overseeing a budget in excess 
of $28 million). It was there that he negotiated contracts involving salaries   
and benefit packages with five different unions.                                

         In 1998, he became a trustee of Village Super Market (commonly known as
Shoprite), and currently serves as a public director and on the audit and       
compensation committees. He also serves as a trustee of many philanthropic      
institutions including the "Bitsy" Madigan Scholarship Fund and The Crystal     
Family Foundation.                                                              

      After 1996, when his father moved to Reno, Nevada, Mr. Crystal began
commuting from New York to Reno and participates and manages numerous           
family-owned businesses. These include real estate ventures, and active retail  
businesses in Honda motorcycles, ACE Hardware, and Car Quest auto parts. He is  
the owner of three shares of common stock of NYMEX Holdings, Inc., and three    
Class A memberships in the New York Mercantile Exchange, Inc.                   

       Recently, Mr. Crystal published his first book, THE LONG AND SHORT OF
IT . . ., an illustrated collection of Wall Street sayings and a trader's guide 
to the markets.                                                                 

JOEL FABER                                                                      
----------                                                                      

       Joel Faber is presently serving on the Exchange board of directors in
the equity holder category. Since joining the Exchange 25 years ago, he has     
completed nine years on the board, including three on the executive committee.  
He has headed and served on numerous Exchange committees over the years,        
including marketing, heating oil, crude oil, propane, arbitration, membership,  
management audit, and equity shareholder.                                       

       As one of the first traders in the heating oil pit, Mr. Faber founded
Faber's Futures, Inc., to trade on behalf of major heating oil and gasoline     
companies. During the 1980s, Faber's Futures grew to become one of the leading  
firms on the Exchange.                                                          

         In addition to serving as an equity holder representative on the board,
Mr. Faber has been involved in various activities including as an arbitrator    
with the National Association of Securities Dealers (NASD). He also has been a  
mediator for the U.S. Equal Employment Opportunity Commission in New York City  
and practiced mediation for the Superior Court of New Jersey. He is especially  
proud to have been on the board of directors of the New York chapter of the     
Juvenile Diabetes Foundation (JDF). He presently serves on the JDF board of     
chancellors.                                                                    

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      Mr. Faber and his wife, Marcia, reside in Park Ridge, New Jersey. He
received a bachelor of arts degree from Rutgers University and a masters of arts
degree from Teachers College at Columbia University. He also served in the New  
Jersey Air National Guard.                                                      

Mr. Faber is the owner of four shares of common stock of NYMEX
Holdings, Inc., and four Class A memberships in the New York Mercantile         
Exchange, Inc.                                                                  

AT-LARGE (ONE THREE-YEAR TERM)                                                  
------------------------------                                                  

SCOTT HESS (HESS)                                                               
-----------------                                                               

    Scott Hess, a partner in G&H Commodities, has been a member of the
Exchange since 1982, a member of the board of directors since 1997, and a member
of the executive committee for the past year. He holds a business degree from   
Montclair State University and a masters of Business Administration in marketing
from Pace University.                                                           

   Mr. Hess has been involved in many decisions that have shaped the
future of the Exchange. Through his participation in key committees, he has     
continually voiced his concerns on behalf of the Exchange membership as a whole.
He states that the most rewarding aspects of the past six years of board service
have been the opportunities to interact with a wide range of segments of the    
Exchange community, including equity holders, floor traders, and customers.     

   Mr. Hess has chosen to act as chairman of or participate on those
committees that are most involved with the day-to-day business of the Exchange, 
despite the high level of work, commitment, and cooperative effort that these   
committees require. Through his work on the marketing and training and education
committees, he has brought the perspective of floor traders to the business     
community and created a better understanding of the value provided by the       
Exchange.                                                                       

         Mr. Hess repeatedly says, "As someone who trades in the ring every day,
who handles brokerage business and trades for my own account, and who travels to
represent the Exchange, I have a unique appreciation of the needs and problems  
faced by the full-spectrum of Exchange members. Mr. Hess is running for         
re-election to the board of directors in the at-large category because he feels 
he has been successful at balancing the spectrum of interests of the entire     
floor, equity, and off-the-floor members, while ensuring that all constituents  
have a strong voice and are heard at the board level."                          

       Mr. Hess is the owner of one share of common stock of NYMEX Holdings,
Inc., and one Class A membership in the New York Mercantile Exchange, Inc. He   
feels that the Exchange continues to face challenges and competition and the    
Exchange community needs to preserve its voice concerning far-reaching board    
decisions. He says, "The Exchange must continually be vigilant and anticipate   
and fulfill the needs of its members, equity holders, and customers."           

   "As we move forward with exciting new ventures that will expand
horizons for all Exchange members, it is essential that we not lose sight of the
importance of our core business," he says.                                      

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