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DTCC to Speed the Handling of Restricted Securities

Restricted Stock Systems, Inc. to Team with DTCC

New York, November 22, 2004 - The Depository Trust & Clearing Corporation (DTCC) today announced the launch of a new family of services aimed at automating and streamlining the processing of restricted securities, which are estimated to have a value of more than $1.2 trillion.

Restricted securities are securities whose transfer is subject to certain transfer and ownership restrictions. They are issued in many different circumstances, such as private placements, employee compensation packages, corporate reorganization plans and certain other securities issuances not registered with the SEC. A restricted security can usually be identified by a legend on the certificate, which contains the terms and conditions of the restrictions on transfer and ownership.

Today's process for lifting restrictions is labor-intensive, costly and inefficient. It involves handling physical securities certificates and completing an array of unique and complex documents and forms.

DTCC's family of Restricted Securities Services offers three levels of service to help brokers, banks and other financial institutions simplify operations and expedite the processing of restricted securities for their clients:

Level 1 - Basic Deposits: DTCC's depository subsidiary handles the transfer of restricted securities certificates into unrestricted securities;

Level 2 - Web Guide for Restricted Securities: A Web-based information guide that offers a comprehensive tutorial on lifting restrictions, along with databases of contact information and forms;

Level 3 - Total Processing Solution: An automated processing solution, which will be available mid-2005, that provides an integrated way to track and process restricted securities, as well as handle the removal of restrictions.

"With a steady expansion in the use of restricted stock instead of stock options in employee compensation packages, there is a critical need to automate and streamline processing for these complicated securities," said Joe Trezza, DTCC senior product manager for Restricted Securities Services. "In the past few years, concerns about the abuse of stock option awards, and new accounting standards for expensing the value of stock options, have been significant drivers in the trend toward restricted stock."

DTCC also announced the signing of an agreement with Restricted Stock Systems, Inc. (RSS) to partner in the delivery of these services. RSS is a technology innovator in the specialized area of restricted and control stock.

"Combining DTCC's experience providing securities processing solutions with RSS's proven software makes a powerful combination," said Trezza. "It helps us speed to market a solution that will support the industry's growth of restricted securities. Both DTCC and RSS share a commitment to bring greater efficiencies to help the industry deal with these manual, cumbersome and error-prone transactions."

"We are excited about the opportunity to team up with DTCC given its track record, expertise and long history in the securities processing business," said Greg Besner, CEO of RSS. "Our work together will provide a straight-through processing solution for restricted securities and enable us to reach a broad audience quickly."

The Basic Deposit Service is an offering of The Depository Trust Company, a subsidiary of DTCC. The Web Guide and Total Processing Solution are provided by Global Asset Solutions LLC, also a subsidiary of DTCC.

About RSS
Restricted Stock Systems, Inc. (RSS) is a leading provider of restricted and control stock management solutions, and for reporting corporate insider transactions. RSS solutions automate what until now has been a complex manual process so as to significantly reduce the time and resources involved in processing restricted stock transactions, managing (Rule 10b5-1) trading plans and venture capital distributions, and automating Section 16 reporting and compliance for insider trades. For more information on RSS, visit www.rssgroup.com

About DTCC
The Depository Trust & Clearing Corporation (DTCC), through its subsidiaries, provides clearance, settlement and information services for equities, corporate and municipal bonds, government and mortgage-backed securities and over-the-counter credit derivatives. DTCC's depository also provides custody and asset servicing for more than two million securities issues from the United States and 100 other countries and territories. In addition, DTCC is a leading processor of mutual funds and insurance transactions, linking funds and carriers with their distribution networks. DTCC has operating facilities in multiple locations in the United States and overseas. For more information on DTCC, visit www.dtcc.com.