Van der Moolen Reports a Profit of EUR 5.7 Million for the Fourth Quarter of 2005 and EUR 11.3 Million for the Full Year

-- Earnings per share EUR 0.14 versus EUR 0.06 in the third quarter of 2005.

-- Full year EPS EUR 0.29 versus EUR 0.32 in 2004.

-- Proposed dividend EUR 0.13 per share (in cash or common shares).

-- Further disclosures on strategy.

Van der Moolen announces that it earned profit attributable to itscommon shareholders of EUR 5.7 million in the fourth quarter 2005compared with EUR 2.3 million in the third quarter of 2005 and EUR 4.9million in the fourth quarter of 2004. Excluding the non-recurringitems specified below, fourth quarter 2005 profit attributable tocommon shareholders amounts to EUR 1.5 million. Profit attributable tocommon shareholders for the full year 2005 was EUR 11.3 million, whichcompares to EUR 12.3 million in 2004.

The financial information presented is prepared in accordance withIFRS. Previously published quarterly and year-to-date December, 2004financial information under Dutch GAAP for the year 2004 has beenrestated to comply with IFRS(1).

Fourth quarter 2005 net income has been strongly influenced by thefollowing non-recurring items:

-- Recognition of a (non-cash) impairment charge on specialist assignments of EUR 13.6 million with a negative impact on net income of EUR 5.4 million (after income tax expense and minority interest);

-- At the end of the quarter we sold four NYSE seats out of ten. The book profit on the sale of the seats amounted to EUR 7.4 million, impacting our profit attributable to common shareholders by EUR 3.4 million (after income tax expense and minority interest). The proceeds of the sales that were received in January 2006 will be used to redeploy the capital for expanding our business;

-- Recognition of a provision of EUR 3.1 million in respect of estimated legal expenses relating to several litigation issues of the Group and the estimated settlement thereof, impacting our profit attributable to common shareholders by EUR 1.5 million (after income tax expense and minority interest); and

-- The recognition of a net tax benefit (non-cash) in the amount of EUR 7.7 million.

Revenues increased by 16% compared to the third quarter 2005 and6% in comparison with the fourth quarter last year. These growthpercentages are affected by a 2% and 7% Dollar appreciation, ifcompared to third quarter 2005 and last year, respectively.

In the fourth quarter 2005, Van der Moolen was able to close 63 ofits 64 trading days (98%) with a trading profit on transactions. OurNYSE participation rate was 19.1%, compared to 19.9% in the thirdquarter of 2005 and 21.2% in the fourth quarter last year. Ourrealization rates were 2.5, 2.2 and 2.6 basis points for therespective quarters.
Key Figures
-------------------------- ----------------------- ------------------
4th quarter 4th quarter 3rd quarter 12 months
Euros millions 2004 2004 2005 2005 2004
-------------------------- ----------------------- ------------------
Revenues 31.0 29.2 6% 26.7 16% 112.3 122.9 -9%
-------------------------- ----------------------- ------------------
Operating
profit 0.2 4.6 -96% 8.8 -98% 22.0 30.6 -28%
-------------------------- ----------------------- ------------------
Profit from
continuing
operations a) 3.8 6.7 -43% 3.4 12% 13.0 24.3 -47%
-------------------------- ----------------------- ------------------
Profit (loss)
from
discontinued
operations (0.1) (0.5) 80% - (0.1) (2.4) 96%
-------------------------- ----------------------- ------------------
Profit
attributable
to common
shareholders 5.7 4.9 16% 2.3 148% 11.3 12.3 -8%
-------------------------- ----------------------- ------------------
Guarantee
capital 411.4 378.0 9% 400.7 3% 411.4 378.0 9%
-------------------------- ----------------------- ------------------
Per common share data
(Euros x 1)
-------------------------- ----------------------- ------------------
(Diluted)
profit from
continuing
operations 0.14 0.14 -1% 0.06 139% 0.29 0.38 -23%
-------------------------- ----------------------- ------------------
(Diluted)
profit (loss)
from
discontinued
operations (0.00) (0.01) -81% - (0.00) (0.06) -96%
-------------------------- ----------------------- ------------------
(Diluted)
profit 0.14 0.13 7% 0.06 135% 0.29 0.32 -10%
-------------------------- ----------------------- ------------------

-------------------------- ----------------------- ------------------
Average US
dollar/Euro
rate 0.84 0.77 0.82 0.80 0.80
-------------------------- ----------------------- ------------------
a) As a result of the adoption of IAS 32 on January 1, 2005, the
dividend on preferred financing shares and the interest on minority
members' capital are presented as finance cost and hence are
included in 2005 profit from continuing operations. In the 2004
comparitive information, these items are presented as a component of
profit allocation and minority interest, respectively.

Turnover on the exchanges where we are active was generally quitestrong in the fourth quarter:
Change in Turnover: Q4 2005 vs. Q3 2005
----------------------------------------------------------------------
Borsa Italiana +10.7% London Stock Exchange +2.3%
Deutsche Borse -3.0% New York Stock Exchange +6.4%
Euronext -3.5% SWX Swiss Exchange +9.0%
----------------------------------------------------------------------
source: Exchanges
----------------------------------------------------------------------

Fourth quarter volatility presented a more mixed picture, withstrong gains in several markets during October, but not all:
Change in Volatility: Q4 2005 vs. Q3 2005
----------------------------------------------------------------------
AEX Index (Netherlands) -0.7% MIB Index (Italy) +11.4%
CAC 40 Index (France) -2.8% NYSE Composite +14.6%
DAX Index (Germany) -8.6% Swiss Market Index +17.1%
FTSE 100 Index (U.K.) +16.0%
----------------------------------------------------------------------
average of daily highs less daily lows; source: Bloomberg
----------------------------------------------------------------------

Fred Bottcher, Van der Moolen's CEO, commented,

"Although the growth in trading volumes took a rest in the thirdquarter, the fourth quarter recovery in most markets was impressive.Our traders put in stronger performance in the fourth quarter. We arewell prepared for the NYSE's introduction of the hybrid trading modellater this year and with the acquisition of Curvalue, Van der Moolenpositioned itself for significant growth in derivatives and directaccess brokerage over the next few years."

Results for the full year 2005

Revenues

At EUR 112.3 million, our reported revenues in 2005 were 9% belowthe EUR 122.9 million earned in 2004. The decrease in revenues wasfully organic in nature.

Revenues generated by VDM Specialist decreased EUR 9.7 million, or10%, compared to 2004. Revenues generated by our European tradingactivities decreased by EUR 0.7 million compared to the precedingyear.

For the full year 2005, Van der Moolen was able to close 251 ofits 258 trading days (97%) with a trading profit on transactions. OurNYSE participation rate was 20.1%, compared to 23.0% in 2004. Ourrealization rates were 2.4 and 2.8 basis points for the respectiveyears.

Other gains and losses - net

The EUR 8.3 million net gain includes a EUR 7.4 million gainrealized on the sale of four NYSE memberships in December 2005. Thefour seats were sold at an average price of $3,537,500. Further, itincludes the distribution of reserves of the Vereniging Voor deEffectenhandel ('VVE') and the Vereniging Voor de Optiehandelamounting to EUR 1.1 million, offset by a EUR 0.2 million loss inrelation to the fair value changes of terminated interest rate swaps.

Operating expenses

Total operating expenses in 2005 were 7% higher than thoserecognized in 2004. On an individual line basis the following factorsmainly affected the comparison:

-- The 2005 fixed employee compensation and benefits were 6% below 2004 levels. The decrease is mainly explained by a decrease in the number of full time equivalents employed by the Group.

-- The 2005 variable employee compensation and benefit expense increased by 5% compared to 2004. This increase is mainly attributable to changes in the relative contribution of the different bonus arrangements in place throughout the Group.

-- Seat lease expenses 2005 declined by 59% compared with 2004. This decline was mainly due to annual lease renewals at lower rates at the end of 2004 and during the first half year of 2005, together with a slight decrease in the number of seat rentals.

-- In 2005, an impairment charge on the specialist assignments of our NYSE franchise VDM Specialists USA was recognized in the amount of EUR 13.6 million compared to an impairment charge of EUR 3.1 million recognized in 2004. Further, in 2004 an impairment charge of EUR 2.2 million was recognized on NYSE memberships.

-- General and administrative expenses amounted to EUR 21.1 million in 2005, compared to EUR 14.3 million in the preceding year; an increase of 48%. This increase was mainly due to increased professional fees compared to 2004 (including estimated legal expenses of EUR 1.8 million in relation to legal proceedings and further increases amongst others due to the implementation of Sarbanes Oxley Act and the IFRS conversion process) and the recognition of a EUR 1.3 million provision in respect of the estimated outcome of several litigation issues of the Group. Further, 2004 expenses included a benefit of EUR 2.4 million which related to a release of a provision for a loan.

Operating profit

Full year 2005 operating profit was EUR 22.0 million, comparedwith EUR 30.6 million in the preceding year; a decrease of 28%.Excluding the other gains and losses (net), the amortization expense,impairments of fixed assets and the exceptional expense relating tothe NYSE/SEC settlement recognized in 2004, operating profit amountedto EUR 29.0 million in 2005 compared with EUR 38.7 million in 2004, adecrease of 25%. This decrease is mainly caused by the decrease inrevenues and the increase in general and administrative expenses, onlypartly offset by lower other operating expenses. The operating margincalculated on this basis was 26% in 2005, compared to 31% in 2004.

Finance cost

As a result of the adoption of IAS 32 on January 1, 2005, thedividend on preferred financing shares and the interest on minoritymembers' capital are presented as finance costs. In the comparativeinformation for 2004, these items are presented as a component ofprofit allocation and minority interest, respectively. We arecurrently renegotiating the terms of the financing preferred B sharesof which the dividend reset date was December 31, 2005. The new termsof agreement in respect of the dividend will be retrospectivelyapplied from January 1, 2006.

Currency exchange gains and losses reflect a benefit of EUR 2.6million in 2005 compared to EUR 0.7 million in 2004. The underlyingexchange exposure was mitigated by an FX transaction in April 2005.

Other finance cost, net, amounted to a EUR 8.3 million charge in2005 compared to EUR 6.3 million in the preceding year. The increasecompared to 2004 mainly relates to an increase in US dollar floatingrates and the termination of the interest rate swaps in June 2005. AEUR 0.5 million increase compared to 2004 is attributable to theinterest spread paid on the FX transaction executed in April 2005.

Income tax

Income tax expense from continuing operations in 2005 was abenefit of EUR 0.9 million, representing a consolidated effective taxrate of 9% (benefit) against 4% (charge) in 2004. Both years werestrongly influenced by exceptional net tax benefits. The weightedaverage tax rate applicable to our pretax income in 2005 is 48%. Thefollowing factors mainly affected the comparison between the effectivetax rate and the weighted average applicable tax rate in 2005:

a) Recognition of a tax benefit in connection with unwinding theGroup's financing entity

In 2004, the activities of the Group's financing entity, Van derMoolen International BV, were partially reduced through the conversionin July and November 2004 of a substantial portion of its inter grouploans (advanced to operating subsidiaries) into equity. The intergroup loans of this financing entity were, amongst other reasons,reduced to decrease the interest cost of the operating subsidiariesand in anticipation of the end of the special fiscal regime applicableto Van der Moolen International BV.

The Dutch corporate income tax law and the rules applicable underthe special fiscal regime do not provide explicit guidance on thetreatment of such conversions for corporate tax purposes. As aconsequence of this uncertainty, the Group did not recognize a taxbenefit in 2004 related to these loan conversions because of the riskthat the tax authorities would not agree to such a benefit.

On December 17, 2005, the 2003 corporate income tax return of Vander Moolen International BV was agreed by the tax authorities. In this2003 return, Van der Moolen International BV reported similar loanconversions. Because of the agreement of the tax authorities to thecompany's treatment of the 2003 loan conversions, we determined thatit is likely that the tax benefit arising on the 2004 loan conversionscan be sustained. Consequently, a non-recurring (non-cash) tax benefitof EUR 9 million has been recognized in the income statement for theyear ended 31 December 2005. The effective tax rate for the year 2005is positively influenced by this item by approximately 86%.

b) Adjustment of the tax rate used to tax effect carry forwardlosses existing for local taxation in the USA

In 2005, a change in New York State tax law was enacted. As aresult of this enacted change, the tax rate used to tax effect ourcarry forward losses, which originated in 2003 and 2004, decreased,resulting in a tax charge of EUR 1.3 million recognized in the incomestatement for the year 2005. The effective tax rate for the year 2005is negatively influenced by this item by approximately 12%.

c) Derecognition of deferred tax assets

After applying a recoverability test to deferred tax assetsarising from tax losses incurred in 2005, it has been assessed that adeferred tax asset of EUR 0.6 million does not qualify for recognitionunder the applicable accounting standards. Consequently, the effectivetax rate for the year 2005 is negatively influenced by approximately6%.

d) Non-taxable gains and losses

The effective tax rate in 2005 was strongly influenced by thenon-taxable gain arising from the liquidation of the VVE and therecognition of the non-tax deductible preferred financing dividend asan expense as required under IFRS as from January 1, 2005. Thenegative impact of non-taxable gains and non-tax deductible losses onour consolidated effective tax rate approximates 8%.

Minority interest

The decrease in minority interest compared to 2004 reflects thedecline in income generated by our NYSE franchise VDM Specialists,together with a EUR 3.4 million allocation of the impairment ofspecialist assignments to these minority members as recognized in thefourth quarter of 2005

(2004: EUR 0.8 million). As a result of a special provision in theoperating agreement of our partnership VDM Specialists, the bookprofit of the NYSE memberships sold in December 2005 is mainlyattributable to Van der Moolen.

Earnings per share

Profit per common share was EUR 0.29 in 2005, compared to EUR 0.32in 2004. Profit per share from continuing operations was EUR 0.29 in2005 compared to EUR 0.38 in 2004, a decrease of 23%.

Balance sheet

General

Our balance sheet has been strongly affected by the adoption ofIAS 32 and IAS 39 on January 1, 2005. These standards address thepresentation, disclosure and the recognition and measurement offinancial instruments. The accounting for financial instrumentsincluded in the December 31, 2004 comparative balance sheet is basedon Dutch GAAP, in accordance with the transition exemption provided byIFRS.

Balance sheet total

On December 31, 2005 our Balance Sheet total was EUR 721.1million, a 46% increase from December 31, 2004. This increase ismainly due to the increase of current assets and current liabilitiesas a result of the application of the offsetting rules of IAS 32 andthe rules for recognition and derecognition of financial instrumentsof IAS 39. The appreciation of the US dollar during the period underreview reinforced this effect.

Total equity

Total equity divided by the Balance Sheet total, decreased from53% at the end of 2004 to 32% on December 31, 2005, mainly as a resultof the reclassification of financing preferred capital and capitalminority members to non-current liabilities.

Guarantee capital

Guarantee capital, which consists of total equity plus thenon-current portion of our subordinated indebtedness (includingfinancing preferred capital and capital contributions from minoritymembers), increased from EUR 378.0 million to EUR 411.4 million duringthe year under review.

This increase is mainly due to the strong appreciation of the USdollar during the period, affecting shareholder's equity, minorityinterest and subordinated debt (the US dollar appreciated against theeuro: at December 31, 2004 the euro/dollar rate was 1.3648 compared to1.1829 on December 31, 2005). These translation effects, the incomecontribution and the increase in fair value of the NYSE seats ownedwere partially offset by a EUR 16.3 million repayment of subordinatedborrowings, a EUR 18.0 million reclassification of subordinatedborrowings to short-term liabilities, and the payment of a EUR 3.2million cash dividend on our common shares in April 2005. As apercentage of our Balance Sheet total, guarantee capital declined from77% at the end of 2004 to 57% at December 31, 2005.

Cash and cash equivalents

Due to the application of the offsetting rules established by IAS32, cash and cash equivalents substantially increased. An offsettingincrease is shown in bank overdrafts, a component of currentliabilities. The increase of these balance sheet items reflects thegross presentation of the bank accounts within the cash poolarrangement we have with a commercial bank. This cash pool arrangementdoes not meet the requirements for offsetting under IFRS.

The Group has approximately EUR 39 million of free-available cash(including disposition on security positions and other assets)(December 31, 2004: EUR 31 million). Further, it has EUR 15 millionavailable in short-term committed credit lines.

Non-current cash and cash equivalents

The non-current cash and cash equivalents reflect that part ofcash and cash equivalents that is held by VDM Specialists for purposesof compliance with the Net Liquid Asset (NLA) requirement set by theNew York Stock Exchange. The total NLA requirement amounts to $243million at December 31, 2005. It is our current assessment that theNLA requirement will be reduced by approximately $90 million in 2006.

NYSE seats

As mentioned above, the Group sold four of its ten New York StockExchange memberships in December 2005. The remaining six seats ownedare each carried at a fair value at December 31, 2005 of $3,550,000(EUR 3.0 million) and are shown under Available-for-sale financialassets. The fair value increase compared to year-end 2004 isrecognized (net of tax) through equity and capital minority members.

Subsequent events

On January 2, 2006, we acquired all shares of Curvalue Beheer B.V.as was announced in our press release of that date.

Strategy: Serving the public securities markets

Van der Moolen today also presents its strategy and long-termobjectives following the acquisition of Curvalue. Van der Moolen ispositioned for significant growth in serving the public securitiesmarkets. Our success will be driven by scalable electronic tradingplatforms that provide low cost, high speed execution and the abilityto expand across markets in a highly cost-effective way.

Our goals for the next three to five years are ambitious:

-- VDM Specialists: to build on VDM Specialists' number four position on the NYSE, continuing to add to its book of specialist relationships and exploiting opportunities for new types of trading opened up by the introduction of the NYSE's Hybrid model.

-- Global derivatives liquidity provision and principal trading: to become a leading liquidity provider on all major European derivatives exchanges, and to build significant presence as liquidity provider on US futures and options exchanges while expanding our principal activities globally;

-- Direct access brokerage: to build on Online Trader's successful launch, providing high quality, low cost electronic execution for an increasing number of professional customers while adding access to securities exchanges around the world.

For the coming year our major priorities are to integrateCurvalue's derivatives and brokerage activities and build on itssuccessful electronic business model and to ensure VDM Specialists'successful transition to the NYSE's new Hybrid trading model.

VDM Specialists is well prepared for the substantial changes weexpect as the NYSE adopts its Hybrid trading model. Withstate-of-the-art technology in place, we are optimistic that our NYSEfranchise will thrive in the new environment. Expansion of automatedexecution will level the playing field with ECNs and other executionvenues, giving investors the choice of instantaneous direct ordermatching or price improvement through the specialist. We expect thatthe Hybrid model will create opportunities for new trading strategiesas well as cost savings.

We will build on our significant presence in European futures andoptions specialist and market making service, providing additionalcapital to this activity and seeking additional specialistassignments. Opportunities for this will increase with the adoption ofthe Amsterdam trading model by other markets later this year. We willalso expand our trading activities into new equity and derivativesmarkets with the launch of U.S. electronic market making in optionsand futures on regulated exchanges.

Online Trader, our brokerage service launched in 2005, combinesthe efficiency and immediacy of electronic direct access to exchangeswith execution support through voice brokerage. We will move toincrease Online Trader's customer base and its connectivity toadditional exchanges in stages over the next two years. Subject toresolution of EU regulatory issues, our long-term aim is to exploitpotential opportunities for internalization of Online Trader's orderbook for customer orders and principal trading to realize savings intransaction fees.

For more information about Van der Moolen, please visitwww.vandermoolen.com or contact Investor Relations/CorporateCommunications, telephone +31 (0)20 535 6789.

N.B.:

Today, at 16:00 CET, Van der Moolen will host a conference callfor analysts. This will be webcast over www.vandermoolen.com.Invitations to participants have been distributed. For moreinformation, please contact Dana Johnston at Taylor Rafferty,telephone: +1 (212) 889 4350.
Van der Moolen trades on the leading US and European equity, option
and fixed income exchanges. The group trades in open outcry and
electronic markets in several time zones. On the NYSE, Van der Moolen
currently has a market share of nearly 11% of transaction volume for
which it acts as specialist. Van der Moolen's traders worldwide
execute an average of 100,000 trades a day. Turnover and price
volatility are the most important factors influencing its results.
Van der Moolen's shares are listed on Euronext Amsterdam (VDMN.AS).
American Depositary Receipts (ADRs) representing Van der Moolen shares
are listed on the NYSE (VDM).

Disclaimer:

This press release contains forward-looking statements within themeaning of, and which have been made pursuant to, the PrivateSecurities Litigation Reform Act of 1995. All statements regarding ourfuture financial condition, results of operations and businessstrategy, plans and objectives are forward-looking. Statementscontaining the words "anticipate," "believe," "intend," "estimate,""expect," "hope," and words of similar meaning are forward-looking. Inparticular, the following are forward-looking in nature: statementswith regard to strategy and management objectives; pending orpotential acquisitions; pending or potential litigation and governmentinvestigations, including litigation and investigations concerningspecialist trading in the U.S.; future revenue sources; the effects ofchanges or prospective changes in the regulation or structure of thesecurities exchanges on which our subsidiaries operate; and trends inresults, performance, achievements or conditions in the markets inwhich we operate. These forward-looking statements involve risks,uncertainties and other factors, some of which are beyond our control,which may cause our results, performance, achievements or conditionsin the markets in which we operate to differ, possibly materially,from those expressed or implied in these forward-looking statements.We describe certain important factors to consider in connection withthese forward-looking statements under "Key Information - RiskFactors" and elsewhere in our annual filing with the U.S. Securitiesand Exchange Commission on Form 20-F. We caution you not to placeundue reliance on these forward-looking statements, which reflect ourmanagement's view only as of the date of this Report. We have noobligation to update these forward-looking statements.

(1) For further information in relation to the transition to IFRSand the restatement of 2004 annual and quarterly information we referto our press release for the first quarter 2005 dated April 28, 2005.As a result of the finalization of the conversion process, thecomparative fourth quarter 2004 and full year 2004 results have beenadjusted by a positive EUR 0.2 million compared to the April 28, 2005information.
Van der Moolen Holding N.V.
Consolidated Profit and Loss Account
(IFRS, Unaudited)

---------------------- ----------------------------- -----------------
(amounts in millions of Euros, except per share data)

Q4 Q4 Q3
2005 2004 % 2005 %
---------------------- ----------------------------- -----------------

Revenues 31.0 29.2 6% 26.7 16%

Other gains and losses
- net 7.6 - 100% 0.9 744%

Exchange, clearing and
brokerage fees (5.4) (4.9) 10% (5.5) -2%
Employee compensation
and benefits, fixed (6.8) (6.7) 1% (6.2) 10%
Employee compensation
and benefits,
variable (2.2) (1.2) 83% (1.4) 57%
Lease of exchange
memberships (0.7) (2.1) -67% (0.8) -13%
Information and
communication
expenses (0.7) (0.7) 0% (0.7) 0%
Depreciation expense (0.4) (0.3) 33% (0.4) 0%
Amortization expense (0.5) (0.5) 0% (0.4) 25%
Impairment of
intangible fixed
assets (13.6) (3.1) 339% -
Impairment of
financial fixed
assets - (2.2) -100% -
Exceptional expense
relating to provision
NYSE/SEC - - -
General and
administrative
expenses (8.1) (2.9) 179% (3.4) 138%

Total operating
expenses (38.4) (24.6) 56% (18.8) 104%

Operating profit 0.2 4.6 -96% 8.8 -98%

Preferred financing
dividend (0.7) - (0.7)
Interest on minority
members' capital (0.4) - (0.3)
Currency exchange
gains and losses (0.1) 0.7 (0.1)
Other finance costs -
net (2.1) (1.5) (2.3)

Profit from continuing
operations before
income tax (3.1) 3.8 -182% 5.4 -157%
Income tax 6.9 2.9 (2.0)
Profit from continuing
operations 3.8 6.7 -43% 3.4 12%

Profit (loss) from
discontinued
operations before
income tax (0.5) (0.7) 29% -
Income tax 0.4 0.2 -
Profit (loss) from
discontinued
operations (0.1) (0.5) 80% -

Profit for the period 3.7 6.2 -40% 3.4 9%
Profit attributable to
minority members (2.0) 0.6 1.1
Profit attributable to
equity holders of the
parent 5.7 5.6 2% 2.3 148%
Preferred financing
dividend - (0.7) -
Profit attributable to
common shareholders 5.7 4.9 16% 2.3 148%
---------------------- ----------------------------- -----------------

---------------------- ----------------------------- -----------------
Average number of
common shares
outstanding 39,343,295 38,317,100 3% 39,343,295 0%
Diluted average number
of common shares
outstanding 39,343,295 38,317,100 3% 39,343,295 0%
Per common share data:
(Diluted) profit from
continuing operations
per common share 0.14 0.14 -1% 0.06 139%
(Diluted) profit
(loss) from
discontinued
operations per common
share (0.00) (0.01) -81% -
(Diluted) profit per
common share 0.14 0.13 7% 0.06 135%
---------------------- ----------------------------- -----------------


--------------------------------------- -----------------------------
(amounts in millions of Euros, except per share data)

12 months 12 months
2005 2004 %
--------------------------------------- -----------------------------

Revenues 112.3 122.9 -9%

Other gains and losses - net 8.3 - 100%

Exchange, clearing and brokerage fees (20.8) (21.4) -3%
Employee compensation and benefits,
fixed (27.1) (28.8) -6%
Employee compensation and benefits,
variable (6.1) (5.8) 5%
Lease of exchange memberships (3.9) (9.4) -59%
Information and communication expenses (2.8) (3.0) -7%
Depreciation expense (1.5) (1.5) 0%
Amortization expense (1.7) (1.7) 0%
Impairment of intangible fixed assets (13.6) (3.1) 339%
Impairment of financial fixed assets - (2.2) -100%
Exceptional expense relating to
provision NYSE/SEC - (1.1) -100%
General and administrative expenses (21.1) (14.3) 48%

Total operating expenses (98.6) (92.3) 7%

Operating profit 22.0 30.6 -28%

Preferred financing dividend (2.9) -
Interest on minority members' capital (1.3) -
Currency exchange gains and losses 2.6 0.7
Other finance costs - net (8.3) (6.3)

Profit from continuing operations
before income tax 12.1 25.0 -52%
Income tax 0.9 (0.7)
Profit from continuing operations 13.0 24.3 -47%

Profit (loss) from discontinued
operations before income tax (0.5) (4.0) 88%
Income tax 0.4 1.6
Profit (loss) from discontinued
operations (0.1) (2.4) 96%

Profit for the period 12.9 21.9 -41%
Profit attributable to minority members 1.6 6.7
Profit attributable to equity holders
of the parent 11.3 15.2 -26%
Preferred financing dividend - (2.9)
Profit attributable to common
shareholders 11.3 12.3 -8%
--------------------------------------- -----------------------------

--------------------------------------- -----------------------------
Average number of common shares
outstanding 39,031,219 38,078,411 3%
Diluted average number of common shares
outstanding 39,031,219 38,078,411 3%
Per common share data:
(Diluted) profit from continuing
operations per common share 0.29 0.38 -23%
(Diluted) profit (loss) from
discontinued operations per common
share (0.00) (0.06) -96%
(Diluted) profit per common share 0.29 0.32 -10%
--------------------------------------- -----------------------------



Van der Moolen Holding N.V.
Revenue breakdown in millions of Euros
----------------- ------------------ ------------------- -------------
12 12
Q4 Q4 Q3 months months
2005 2004 % 2005 % 2005 2004 %
----------------- ------------------ ------------------- -------------
VDM Specialists 24.2 23.8 2% 20.9 16% 89.9 99.6 -10%
Net gain on
principal
transactions 16.7 15.4 8% 13.5 24% 62.0 68.7 -10%
Commissions 5.5 5.9 -7% 5.3 4% 21.5 23.9 -10%
Other 2.0 2.5 -20% 2.1 -5% 6.4 7.0 -9%
European Trading 6.8 5.3 28% 5.8 17% 22.4 23.1 -3%
Unallocated and
Holding - 0.1 - - 0.2 -100%
----------------- ------------------ ------------------- -------------
Total revenues 31.0 29.2 6% 26.7 16% 112.3 122.9 -9%
----------------- ------------------ ------------------- -------------

----------------- ------------------ ------------------- -------------
Van der Moolen Q4 Q4 Q3 12 12
Holding N.V. 2005 2004 2005 months months
% % 2004 2004 %
Operating profit
before other
gains and losses
(net), before
amortization of
intangible fixed
assets, before
impairment and
before
exceptional
expense relating
to provision
NYSE/SEC,
breakdown in
millions of
Euros
----------------- ------------------ ------------------- -------------
VDM Specialists 8.2 9.5 -14% 9.2 -11% 36.2 42.5 -15%
European Trading - (0.6) 100% 0.6 100% 1.2 1.0 20%
Unallocated and
Holding (1.5) 1.5 200% (1.5) 0% (8.4) (4.8) -75%
----------------- ------------------ ------------------- -------------
Total operating
profit before
other gains and
losses (net),
before
amortization of
intangible fixed
assets, before
impairment and
before
exceptional
expense relating
to provision
NYSE/SEC 6.7 10.4 -36% 8.3 -19% 29.0 38.7 -25%
----------------- ------------------ ------------------- -------------

----------------- ------------------ ------------------- -------------
VDM Specialists
(VDMS)
Key figures 12 12
(IFRS) Q4 Q4 Q3 months months
2005 2004 2005 2005 2004
----------------- ------------------ ------------------- -------------
VDM Specialists
revenues ($
million) 28.7 30.8 25.5 111.8 123.8
Net gain on
principal
transactions 19.8 20.0 16.5 77.2 85.3
Commissions 6.6 7.7 6.4 26.8 29.8
Other 2.3 3.1 2.6 7.8 8.7
Total value of
trading on NYSE
($ billion) 3,739 3,133 3,513 14,125 11,618
Value of trading
in VDMS
assignments ($
billion) 416 360 384 1,571 1,312
VDMS market share
in dollar value
NYSE 11.1% 11.5% 10.9% 11.1% 11.3%
VDMS value of
principal shares
traded ($
billion) 80 76 76 316 302
Participation
rate 19.1% 21.2% 19.9% 20.1% 23.0%
VDMS net gain on
principal
transactions ($
million) 19.8 20.0 16.5 77.2 85.3
Realization rate
(basis points) 2.5 2.6 2.2 2.4 2.8
----------------- ------------------ ------------------- -------------
Source: NYSE, Van der Moolen



Van der Moolen Holding N.V.
Consolidated Balance Sheet
(IFRS, unaudited)

----------------------------------------------------------------------
(amounts in millions of Euros) December 31, 2005 December 31, 2004
----------------------------------------------------------------------
Assets
Non-current assets
Goodwill 24.8 21.5
Other intangible assets 45.3 51.2
Property, plant and equipment 4.0 4.0
Deferred income tax assets 80.8 83.5
Retirement benefit plans 3.4 3.7
Available-for-sale financial
assets 18.0 9.8
Cash and cash-equivalents 188.5 178.0

--------- ---------
364.8 351.7
Current assets
Securities owned 81.6 43.9
Due from clearing organizations
and professional parties 127.6 39.9
Loans and receivables 5.0 -
Current income tax receivables 8.9 11.4
Other current assets 17.4 5.4
Cash and cash-equivalents 115.8 40.8

--------- ---------
356.3 141.4
----------------------------------------------------------------------
Total assets 721.1 493.1
----------------------------------------------------------------------

Equity and liabilities
Shareholders' equity 221.2 234.4
Minority interest 10.9 26.4

--------- ---------
Total equity 232.1 260.8
Non-current liabilities
Financing preferred capital 51.4 -
Capital minority members 16.3 -
Subordinated borrowings 111.6 117.2
Long-term borrowings 1.4 1.7
Deferred income tax liabilities 1.1 1.4

--------- ---------
181.8 120.3
Current liabilities
Securities sold, not yet
purchased 67.5 34.6
Due to clearing organizations
and professional parties 65.9 16.8
Short-term borrowings 33.8 15.7
Bank overdrafts 114.2 0.7
Current income tax liabilities 4.3 12.3
Provisions 3.1 -
Other current liabilities and
accrued expenses 18.4 31.9

--------- ---------
307.2 112.0
----------------------------------------------------------------------
Total equity and liabilities 721.1 493.1
----------------------------------------------------------------------


----------------------------------------------------------------------
Guarantee capital 411.4 378.0
----------------------------------------------------------------------