Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Putnam Gerald D
  2. Issuer Name and Ticker or Trading Symbol
ARCHIPELAGO HOLDINGS INC [AX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman & CEO
(Last)
(First)
(Middle)
100 SOUTH WACKER DRIVE, SUITE 1800, C/O ARCHIPELAGO HOLDINGS, INC.
3. Date of Earliest Transaction (Month/Day/Year)
08/24/2005
(Street)

CHICAGO, IL 60606
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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)
Code V Amount (A) or (D) Price
Common Stock 08/24/2005   S   51,244 (1) D $ 39.0183 44,990 (2) I See Footnote (2)
Common Stock 08/25/2005   S   22,264 (3) D $ 38.8504 22,726 (2) I See Footnote (2)
Common Stock 08/26/2005   S   22,726 (4) D $ 38.5725 0 I See Footnote (2)
Common Stock               1,204,848 I See Footnote (5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Putnam Gerald D
100 SOUTH WACKER DRIVE, SUITE 1800
C/O ARCHIPELAGO HOLDINGS, INC.
CHICAGO, IL 60606
  X     Chairman & CEO  

Signatures

 Cynthia A. Lance under power of attorney of Gerald D. Putnam   10/24/2005
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) 51,244 shares consist of the following trades: 12,273 @ $38.90; 40 @ $38.91; 200 @ $38.96; 1,080 @ $38.97; 4,760 @ $38.99; 12,600 @ $39.00; 40 @ $39.01; 2,720 @ $39.02; 666 @ $39.04; 5,240 @ $39.05; 3,560 @ $39.15; 3,650 @ $39.16; 1,004 @ $39.17; 2,531 @ $39.18; and 880 @ $39.19.
(2) Mr. Putnam and his wife indirectly own a 40% interest in TAL Financial Services LLC ("TFS"). TFS wholly owns Terra Nova Trading, LLC ("TNT"). Prior to August 2005, TNT held 240,586 shares of Archipelago common stock (the "Shares"). Mr. Putnam disclaimed beneficial ownership of the Shares. Mr. Putnam serves on a five-person committee that functions as the board of directors of TFS (the "Committee"). Investment decisions with respect to the Shares were made by majority vote of the Committee. On March 22, 2005, the Committee approved the sale of the Shares and delegated to an officer of TNT the authority to sell the Shares. Mr. Putnam did not vote on, or take any part in the discussion to approve, the sale of the Shares. The Shares were subsequently sold in August 2005. Mr. Putnam intends to use the net proceeds he receives from the sale of the Shares based on his interest in TFS to purchase shares of Archipelago common stock or NYSE Group, Inc. common stock.
(3) 22,264 shares consist of the following trades: 3,560 @ $38.82; 5,000 @ $38.83; 6,120 @ $38.85; 2,732 @ $38.86; 2,680 @ $38.88; and 2,172 @ $38.90.
(4) 22,726 shares consist of the following trades: 2,548 @ $38.50; 4,000 @ $38.51; 40 @ $38.52; 680 @ $38.53; 1,200 @ $38.54; 7,800 @ $38.55; 200 @ $38.59; 2,000 @ $38.60; 160 @ $38.61; 80 @ $38.65; 12 @ $38.68; 2,276 @ $38.69; 320 @ $38.73; 960 @ $38.75; 360 @ $38.83; 40 @ $38.85; and 50 @ $38.89.
(5) Held by GSP, LLC, an entity in which Mr. Putnam and his wife own a controlling interest.

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