def14a0211.htm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
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[The following is a February 11, 2009 email from Tom James, Chairman and CEO of Raymond James Financial, Inc. to Company employees]

I want to encourage all of you who have not completed and returned your proxy card for the February 19th annual meeting of Raymond James shareholders to do so as soon as possible.

In addition to the normal election of directors and approval of auditors, this year’s proxy proposes amendments to two of our employee equity benefit plans, the 2005 Restricted Stock Plan and the 2003 Employee Stock Purchase Plan. Both are running out of shares and the proposed amendments would replenish shares available for issuance to current associates and new hires. These plans benefit employees and are valuable tools for retention and recruiting; thus, they are important for our continued growth.

Please exercise your shareholder rights by voting on all matters as soon as possible, but no later than February 18th. Your proxy card explains how you can vote online or by telephone in addition to returning the card by mail.

If you own shares of RJF in a Raymond James brokerage account and no longer have your proxy materials, email Corporate Actions at reorganization@raymondjames.com with your account number(s) and the number of RJF shares in each. Corporate Actions will reply with your voting code, which is required when voting by telephone (800-454-8683) or online. Corporate Actions is ready for your questions at 727-567-3724 or home office extension 73724.

The full proxy statement is available at raymondjames.com under “About Our Company – Investor Relations – Shareholders’ Meeting.” Proposals for your consideration are:

Proposal 1. To elect ten nominees to the Board of Directors of the Company.
Proposal 2. To ratify the appointment by the Audit Committee of the Board of Directors of KPMG LLP as the Company’s independent registered public accounting firm.
Proposal 3. To approve an amendment to the 2005 Restricted Stock Plan.
Proposal 4. To approve an amendment to the 2003 Employee Stock Purchase Plan.

Your vote is important, no matter the size of your holdings.

Tom James
Chairman and CEO