(RULE 14A-101)


                           SCHEDULE 14A INFORMATION
                     EXCHANGE ACT OF 1934 (AMENDMENT NO. )

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[ ]  Preliminary Proxy Statement             [  ]  Confidential, For Use of
                                                   the Commission Only
[ ]  Definitive Proxy Statement                    (as permitted by
[ ]  Definitive Additional Materials               Rule 14a-6(e)(2))
[X]  Soliciting Material Under Rule 14a-12

                   Chicago Mercantile Exchange Holdings Inc.
               (Name of Registrant as Specified in Its Charter)

   (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

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         The following communication was distributed to owners of shares of
Class B-2 common stock of Chicago Mercantile Exchange Holdings Inc. on or
about March 19, 2003:

                            RICHARD (ROCKET) APPEL


                          A REQUEST FOR YOUR SUPPORT

Dear Class B-2 Shareholder:

My name is Richard "Rocket" Appel and I am a candidate for the CLASS B-2 BOARD
OF DIRECTORS SEAT at the Chicago Mercantile Exchange this April 2003.

I wish to take this opportunity to introduce myself by giving you a brief
insight of my work history, an agenda of what my position on the CME matters
are and why I need the support of the FCM Community.

I have been a member of the IMM division since 1983. Prior to coming the CME,
I spent seven years working in the cash markets for the Investment Firm of
Salomon Bros. and First Pennco Securities (a New York primary government
securities dealer) involved in both institutional sales and proprietary

We have now transformed into a publically traded corporation and again will be
called upon to provide the necessary liquidity through various trading
platforms. The use of electronic based trading is her to stay. However, that
does not mean we should abandon our proven pit based trading. We all know that
the personal relationships developed over the past years will not be replaced
by cheaper transaction cost alone.


I believe that during the next two years, the FCM Community and CME itself
will face serious competitive challenges to our market share and client base.
We have seen other exchanges become victims of exclusive electronic based
organizations. The CME and its FCM clients have thus far keep even with any
outside intrusion. However, if we are to advance, we must look for new
upgrades in our systems of trading, communications, and reporting to maintain
the level of liquidity and integrity that the CME has shown thus far.

I believe there is a need and a place for electronic based trading. With world
wide communications available on a twenty four hour basis, CME and its FCM
Community can use electronic trading to compliment their respective
competitive positions by offering their clients a choice of trading methods
where-ever they may be domiciled.

I believe the CME should not engage in an "either one or the other" type of
marketing service to prospective clients, but should assist the FCM community
in providing the customer different alternative to access our markets.

FCM's have seen their profit margins reduced during the last few years while
direct costs have remained constant or risen. I believe the CME should review
on an ongoing basis, the need for new types of incentive programs along with
new product innovations to increase the FCM's ability to attract new clients
at a more profitable transaction rate.


Chicago Mercantile Exchange Holdings Inc. has filed a definitive proxy
statement with the Securities and Exchange Commission ("SEC") regarding the
Annual Meeting of Shareholders to be held on April 22, 2003. Shareholders of
Chicago Mercantile Exchange Holdings Inc. are urged to read the definitive
proxy statement and any other relevant materials filed by Chicago Mercantile
Exchange Holdings Inc. with the SEC because they contain, or will contain,
important information about Chicago Mercantile Exchange Holdings Inc. and the
Annual Meeting. The definitive proxy statement and other relevant materials
(when they become available), and any other documents filed by Chicago
Mercantile Exchange Holdings Inc. with the SEC, may be obtained free of charge
at the SEC's web site at In addition, shareholders may obtain
free copies of these documents by contacting Chicago Mercantile Exchange
Holdings Inc., Shareholder Relations and Membership Services, 30 South Wacker
Drive, Chicago, Illinois 60606. Shareholders are urged to read the definitive
proxy statement and the other relevant materials (when they become available)
before making any voting decision with respect to matters to be acted on at
the Annual Meeting.

The preceding letter was prepared and distributed solely by the candidate. The
views and opinions expressed therein are solely those of the candidate and do
not necessarily reflect the views or opinions of Chicago Mercantile Exchange
Holdings Inc. or its directors, officers or employees, nor have these views or
opinions been approved or sanctioned by any of them.