Exhibit 10.1

LPL Investment Holdings Inc.

2008 STOCK OPTION PLAN

1.              DEFINED TERMS

Exhibit A, which is incorporated by reference, defines the terms used in the Plan and sets forth certain operational rules related to those terms.

2.              PURPOSE

The Plan has been established to advance the interests of the Company by providing for the grant to Participants of Stock Options.

3.              ADMINISTRATION

The Administrator has discretionary authority, subject only to the express provisions of the Plan, to interpret the Plan; determine eligibility for and grant Stock Options; determine, modify or waive the terms and conditions of any Stock Option; prescribe forms, rules and procedures; and otherwise do all things necessary to carry out the purposes of the Plan.  Determinations of the Administrator made under the Plan will be conclusive and will bind all parties.

4.              LIMITS ON STOCK OPTIONS UNDER THE PLAN

(a)            Number of Shares .  At the Effective Date, the maximum number of shares of Stock that may be delivered in satisfaction of Stock Options under the Plan shall be two (2%) of the Stock (determined at such date on a fully diluted basis).  On the first anniversary of the Effective Date, such maximum number of shares of Stock available to be delivered in satisfaction of Stock Options under the Plan shall be increased by an additional two (2%) percent of the Stock (determined at such date on a fully diluted basis).  On each of the second and third anniversaries of the Effective Date, the maximum number of Shares available to be delivered in satisfaction of Stock Options under the Plan shall be increased by an additional two and one-half (2-1/2%) percent of the Stock, (determined on each such date on a fully diluted basis).  Notwithstanding the foregoing, unless otherwise specified by the Board, the percentage increases provided in each of the first, second and third anniversaries of the Effective Date shall be reduced by the amount of Stock Options that are made available under any equity incentive plan established by the Company for the benefit of non-employee advisers to the Company.  No Stock Options shall be granted under the Plan following an IPO.

(b)            ISO Shares; Adjustments to Maximum Available Shares .  The maximum number of shares of Stock deliverable upon the exercise of ISOs is 10,000,000.   Shares of Stock that are subject to Stock Options that have been terminated, cancelled or forfeited upon termination of Employment under Section 6(a)(4) without becoming exercisable shall be available again for future grant under the Plan.  The number of shares of Stock delivered in

satisfaction of Stock Options shall be determined net of shares of Stock withheld by the Company in payment of the exercise price of the Stock Option or in satisfaction of tax withholding requirements with respect to the Stock Option.  The limit set forth in this Section 4(b) shall be construed to comply with Section 422.  To the extent consistent with the requirements of Section 422, Stock issued under awards of an acquired company that are converted, replaced or adjusted in connection with the acquisition shall not reduce the number of shares available for delivery upon the exercise of Stock Options under the Plan.

(c)            Type of Shares .  Stock delivered by the Company under the Plan may be authorized but unissued Stock or previously issued Stock acquired by the Company.  No fractional shares of Stock will be delivered under the Plan.

5.              ELIGIBILITY AND PARTICIPATION

The Administrator will select Participants from among those key Employees and directors of, and consultants and advisors to, the Company or its Affiliates who, in the opinion of the Administrator, are in a position to make a significant contribution to the success of the Company and its Affiliates.  Eligibility for ISOs is limited to employees of the Company or of a “parent corporation” or “subsidiary corporation” of the Company as those terms are defined in Section 424 of the Code.

6.              RULES APPLICABLE TO STOCK OPTION AWARDS

(a)            All Stock Option Awards

(1)  Provisions .  The Administrator will determine the terms of all Stock Options, subject to the limitations provided herein.  By accepting (or, under such rules as the Administrator may prescribe, being deemed to have accepted) an award of a Stock Option, the Participant agrees to the terms of the Stock Option and the Plan.  Notwithstanding any provision of this Plan to the contrary, awards of an acquired company that are converted, replaced or adjusted in connection with the acquisition may contain terms and conditions that are inconsistent with the terms and conditions specified herein, as determined by the Administrator.

(2)  Term of Plan .  No awards of Stock Options may be made after January 1, 2018, but previously granted Stock Options may continue beyond that date in accordance with their terms.

(3)  Transferability .  Neither ISOs nor, except as the Administrator otherwise expressly provides in accordance with the second sentence of this Section 6(a)(3), Stock Options that are not ISOs may be transferred other than by will or by the laws of descent and distribution, and during a Participant’s lifetime ISOs (and, except as the Administrator otherwise expressly provides in accordance with the second sentence of this Section 6(a)(3), Stock Options that are not ISOs) may be exercised only by the Participant.  The Administrator may permit Stock Options that are not ISOs, but not ISOs, to be transferred by gift, subject to such limitations as the Administrator may impose.

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(4)  Vesting, Etc.    The Administrator may determine the time or times at which a Stock Option will vest or become exercisable and the terms on which a Stock Option will remain exercisable.  Without limiting the foregoing, the Administrator may at any time accelerate the vesting or exercisability of a Stock Option, regardless of any adverse or potentially adverse tax consequences resulting from such acceleration.  Unless the Administrator expressly provides otherwise, however, the following rules will apply: immediately upon the cessation of the Participant’s Employment, each Stock Option that is then held by the Participant or by the Participant’s permitted transferees, if any, will cease to be exercisable and will terminate, except that:

(A)  subject to (B), (C) and (D) below, all Stock Options held by the Participant or the Participant’s permitted transferees, if any, immediately prior to the cessation of the Participant’s Employment, to the extent then exercisable, will remain exercisable for the lesser of (i) a period of 90 days or (ii) the period ending on the latest date on which such Stock Option could have been exercised without regard to this Section 6(a)(4), and will thereupon terminate;

(B)  all Stock Options held by a Participant or the Participant’s permitted transferees, if any, immediately prior to the Participant’s death or total and permanent disability (as determined by the Administrator in its sole discretion), to the extent then exercisable, will remain exercisable for the lesser of (i) the one year period ending with the first anniversary of the Participant’s death or the date on which the Participant becomes so disabled or (ii) the period ending on the latest date on which such Stock Option could have been exercised without regard to this Section 6(a)(4), and will thereupon terminate;

(C)  all Stock Options held by a Participant or the Participant’s permitted transferees, if any, immediately prior to the Participant’s Retirement, to the extent then exercisable will remain exercisable for the lesser of (i) a period of two years or (ii) the period ending on the latest date on which such Stock Option could have been exercised without regard to this Section 6(a)(4), and will thereupon terminate; provided that all Stock Options will terminate immediately in the event the Board determines that the Participant is not in compliance with any non-competition or non-solicitation or non-disclosure agreement with the Company, or if no such agreement exists, engages in Competitive Activity, within twelve (12) months following the Participant’s Retirement; and

(D)  all Stock Options held by a Participant or the Participant’s permitted transferees, if any, immediately prior to the cessation of the Participant’s Employment will immediately terminate upon such cessation if the Administrator in its sole discretion determines that such cessation of Employment is for Cause.

(5)  Taxes .  The Administrator will make such provision for the withholding and payment of taxes as it deems necessary.  Such taxes shall be remitted to the Company by cash or check acceptable to the Administrator or by other means acceptable to the Administrator.  In particular, but not in limitation of the foregoing, the Administrator may, but need not, hold back

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shares of Stock from a Stock Option or permit a Participant to tender previously owned shares of Stock in satisfaction of tax withholding requirements (but not in excess of the minimum withholding required by law).

(6)  Dividend Equivalents, Etc.   The Administrator may in its sole discretion provide for the payment of amounts in lieu of cash dividends or other cash distributions with respect to Stock subject to a Stock Option.  Any payment of dividend equivalents or similar payments shall be established and administered consistent either with exemption from, or compliance with, the requirements of Section 409A.

(7)  Rights Limited .  Nothing in the Plan will be construed as giving any person the right to continued employment or service with the Company or its Affiliates, or any rights as a stockholder except as to shares of Stock actually issued under the Plan.  The loss of existing or potential profit in Stock Options will not constitute an element of damages in the event of termination of Employment for any reason, even if the termination is in violation of an obligation of the Company or any Affiliate to the Participant.

(8)  Coordination with Other Plans .  Stock Option awards under the Plan may be granted in tandem with, or in satisfaction of or substitution for, other awards made under other compensatory plans or programs of the Company or its Affiliates.  For example, but without limiting the generality of the foregoing, awards under other compensatory plans or programs of the Company or its Affiliates may be settled in Stock if the Administrator so determines, in which case the shares delivered shall be treated as awarded under the Plan (and shall reduce the number of shares thereafter available under the Plan in accordance with the rules set forth in Section 4).

(9)  Section 409A .  Each Stock Option award shall contain such terms as the Administrator determines, and shall be construed and administered, such that the Stock Option either (i) qualifies for an exemption from the requirements of Section 409A to the extent applicable, or (ii) satisfies such requirements.

(10)  Certain Requirements of Corporate Law .  Stock Options shall be granted and administered consistent with the requirements of applicable Delaware law relating to the issuance of stock and the consideration to be received therefor, and with the applicable requirements of the stock exchanges or other trading systems on which the Stock is listed or entered for trading, in each case as determined by the Administrator.

(11)  Stockholders Agreement . Unless otherwise specifically provided, all Stock Options issued under the Plan and all Stock issued thereunder will be subject to the Stockholders Agreement.

(b)            Stock Option Exercise .

(1)  Time And Manner Of Exercise .  Unless the Administrator expressly provides otherwise, a Stock Option will not be deemed to have been exercised until the Administrator receives a notice of exercise (in form acceptable to the Administrator) signed by the appropriate person and accompanied by any payment required under the Stock Option.  If the

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Stock Option is exercised by any person other than the Participant, the Administrator may require satisfactory evidence that the person exercising the Stock Option has the right to do so.

(2)  Exercise Price .  The exercise price of each Stock Option requiring exercise shall be 100% (in the case of an ISO granted to a ten-percent shareholder within the meaning of subsection (b)(6) of Section 422, 110%) of the Fair Market Value of the Stock subject to the Stock Option, determined as of the date of grant, or such other amount as the Administrator may determine in connection with the grant.

(3)  Payment Of Exercise Price .  Where the exercise of a Stock Option is to be accompanied by payment, payment of the exercise price shall be by cash or check acceptable to the Administrator, or, if so permitted by the Administrator and if legally permissible, (i) through the delivery of shares of Stock that have been outstanding for at least six months (unless the Administrator approves a shorter period) and that have a Fair Market Value equal to the exe