X0202 4 2006-05-22 0 0001174746 INTERCONTINENTALEXCHANGE INC ICE 0001343884 Vice Charles A 2100 RIVEREDGE PARKWAY SUITE 500 ATLANTA GA 30328 0 1 0 0 President & Chief Op. Officer Common Stock 2006-05-22 4 C 0 33750 A 45250 D Class A Common Stock, Series 2 2006-05-22 4 C 0 33750 D Common Stock 33750 0 D On May 22, 2006, Mr. Vice converted 25,000 shares of Class A Common Stock, Series 2 ("A2 Shares") of the Issuer into 25,000 shares of the Issuer's common stock, par value $0.01 per share ("Common Stock"), pursuant to an optional conversion right granted under the Issuer's amended and restated certificate of incorporation as part of its plan of recapitalization adopted in connection with the Issuer's intitial public offering on November 21, 2005. One-for-one. These A2 Shares became convertible into Common Stock on May 20, 2006. /s/ Andrew J. Surdykowski, Attorney-in-fact 2006-05-24