UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): 1112/0619/2007

International Securities Exchange Holdings, Inc.

(Exact name of registrant as specified in its charter)

Commission File Number: 001-32435

Delaware		20-5219710
(State or other jurisdiction of		(IRS Employer
incorporation)		Identification No.)

60 Broad Street, New York, NY 10004

(Address of principal executive offices, including zip code)

212-943-2400

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.0201. ~~Results~~Completion of ~~Operations~~Acquisition ~~and~~or ~~Financial~~Disposition ~~Condition~~of Assets

On ~~November~~December 619, 2007, ~~the~~ International Securities Exchange Holdings, Inc., a Delaware corporation ("ISE" or the "Company"), ~~announced~~consummated ~~its~~the ~~results~~merger (the "Merger") of ~~operations~~Ivan ~~for~~Acquisition ~~the~~Co. ~~third~~("Merger ~~quarter~~Sub"), ~~ended~~a ~~September~~Delaware 30corporation and a wholly owned indirect subsidiary of Eurex Frankfurt AG, ~~2007. A~~an ~~copy~~Aktiengesellschaft organized under the laws of the ~~related~~Federal ~~press~~Republic ~~release~~of isGermany ~~furnished~~(the "Parent"), with and into ISE, in accordance with the Agreement and Plan of Merger, dated as ~~Exhibit~~of 99April 30, 2007, by and among ISE, the Parent and Merger Sub (the "Merger Agreement").1 Pursuant to ~~this~~the ~~Current~~terms ~~Report~~of onthe ~~Form~~Merger ~~8-K.~~Agreement, ~~The~~each ~~information~~share ~~furnished~~of inISE ~~this~~common ~~Item~~stock, 2$.0201 par value per share (the "Common Stock"), issued and ~~Exhibit~~outstanding ~~99.1~~immediately prior to ~~this~~the ~~Current~~effective ~~Report~~time onof ~~Form~~the ~~8-K~~Merger, ~~shall~~was ~~not~~converted beinto ~~deemed~~the right to receive $67.50 in cash, without interest (the "~~filed~~Merger Consideration"). Upon ~~for~~the ~~purposes~~closing of ~~Section~~the 18Merger, ISE became a wholly-owned indirect subsidiary of the ~~Securities~~Parent. ~~Exchange~~The ~~Act~~description of ~~1934~~the orMerger ~~otherwise~~Agreement ~~subject~~and tothe transactions contemplated thereby, including the ~~liabilities~~Merger, ofcontained ~~that~~in ~~Section~~this ~~unless~~Item ~~the~~2.01 ~~Registrant~~do ~~specifically~~not ~~incorporates~~purport itto bybe ~~reference~~complete and are qualified in atheir ~~document~~entirety ~~filed~~by ~~under~~reference to the ~~Securities~~Merger ~~Act~~Agreement, ofwhich ~~1933~~is orattached ~~the~~hereto ~~Securities~~as ~~Exchange~~Exhibit ~~Act~~10.1 ofto ~~1934~~this Current Report on Form 8-K and is incorporated herein by reference.

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

On December 13, 2007, in connection with the closing of the Merger, ISE notified the New York Stock Exchange ("NYSE") of the closing date of the Merger and requested that the NYSE file an application on Form 25 (the "Form 25") with the Securities and Exchange Commission to remove the Common Stock from listing on the NYSE and registration under Section 12(b) of the Securities Exchange Act of 1934, as amended. The delisting will become effective 10 days from the filing of the Form 25.

Item 5.01. Changes in Control of Registrant

Upon the effective time of the Merger on December 19, 2007, a change in control of ISE occurred pursuant to which: (1) each issued and outstanding share of Common Stock was converted into the right to receive the Merger Consideration and (ii) Merger Sub merged with and into ISE with ISE being the surviving corporation and a wholly owned indirect subsidiary of the Parent. The source of the Merger Consideration was funded by the Parent.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

OnPursuant ~~November~~to ~~6, 2007,~~ the ~~Board~~terms of ~~Directors of ISE (~~the ~~"Board")~~Merger ~~formally~~Agreement, ~~elected~~on athe ~~new~~closing ~~Chairman~~date ~~and~~of ~~Chief~~the ~~Executive Officer~~Merger, inthe ~~accordance~~Company ~~with~~delivered ~~ISE's~~to ~~executive~~the ~~succession~~Parent ~~plan~~duly ~~announced~~signed ~~earlier this year. David Krell~~resignations, aeffective ~~co-founder of ISE, will retire from his position~~ as ~~President and Chief Executive Officer and will become Chairman~~ of the ~~Board~~ effective ~~January~~time ~~1, 2008. Frank J. Jones, Ph.D. will step down as Chairman~~ of ~~ISE, but will remain on~~ the ~~Board. The Board elected Gary Katz~~Merger, ~~also~~for aeach ~~co-founder~~member of ISE ~~and currently ISE~~'s ~~Chief~~board Operating Officer, to serve as President and Chief Executive Officer effective January 1, 2008. Mr. Katz will also join the Board commensurate with his new position as Chief Executive Officer. Mr. Katz has been Chief Operating Officer of ~~ISE since 2001. There are no family relationships between Mr. Katz and any officers or~~ directors, ofexcept ~~ISE.~~David ~~A copy of the related press release is attached as Exhibit 99~~Krell.~~2 to this Current Report on Form 8-K.~~

Item 8.01. Other Events

On December 20, 2007, the Company and the Parent issued a joint press release announcing the consummation of the Merger pursuant to the terms and conditions of the Merger Agreement. A copy of such press release is filed as Exhibit 99.1 hereto and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(a) Not applicable.

(b) Not applicable.

(cd) ~~Not applicable~~Exhibits.

9910.1 ~~Press~~Form ~~release~~of Agreement and Plan of Merger, dated ~~November~~as 6of April 30, 2007, ~~announcing~~by ~~financial~~and ~~results~~among ~~for~~International Securities Exchange Holdings, Inc., Ivan Acquisition Co. and Eurex Frankfurt AG (incorporated by reference to Exhibit 10.1 of the ~~third~~Current ~~quarter~~Report ~~ended~~on ~~September~~Form 8-K, filed with the Securities and Exchange Commission on April 30, 2007).

99.21 ~~Press~~Joint press release ~~dated~~issued ~~November~~jointly 7,by ~~2007,~~International ~~announcing~~Securities ~~that~~Exchange ~~the Board of Directors of ISE has elected David Krell~~Holdings, ~~ISE's~~Inc. ~~President~~ and ~~CEO,~~Eurex asFrankfurt ~~Chairman,~~AG ~~and~~dated ~~Gary~~December ~~Katz~~20, ~~currently ISE's COO, as CEO, effective January 1, 2008~~2007.

Signature(s)

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		International Securities Exchange Holdings, Inc.
Date: November 07, 2007	By:	/s/ Michael J. Simon
Date: December 20, 2007	By:	/s/ Michael J. Simon
		Michael J. Simon
		Secretary

Exhibit Index

Exhibit No.		Description
EX-99.1		~~Press~~Joint press release ~~dated~~issued ~~November~~jointly 6,by ~~2007,~~International ~~announcing~~Securities ~~financial~~Exchange ~~results~~Holdings, ~~for~~Inc. ~~the~~and ~~third~~Eurex ~~quarter~~Frankfurt ~~ended~~AG ~~September~~dated 30December 20, 2007.
EX-99.2		Press release dated November 7, 2007, announcing that the Board of Directors of ISE has elected David Krell, ISE's President and CEO, as Chairman, and Gary Katz, currently ISE's COO, as CEO, effective January 1, 2008.

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