58.  Plaintiff brings this action as a class action pursuant to Rule 23 of the  Federal Rules of Civil Procedure on behalf of all persons who purchased LPL  common stock during the Class Period (the “Class”).  Excluded from the Class are  defendants and their families, the officers and directors of the Company, at all relevant  times, members of their immediate families and their legal representatives, heirs,  successors or assigns, and any entity in which defendants have or had a controlling  interest.   59.  The members of the Class are so numerous that joinder of all members is  impracticable.  LPL stock is actively traded on the NASDAQ and there are nearly 89  million shares of LPL common stock outstanding.  While the exact number of Class  members is unknown to plaintiff at this time and can only be ascertained through  appropriate discovery, plaintiff believes that there are hundreds of members in the  proposed Class.  Record owners and other members of the Class may be identified  from records maintained by LPL or its transfer agent and may be notified of the  pendency of this action by mail, using the form of notice similar to that customarily  used in securities class actions.   60.  Common questions of law and fact predominate and include: (i) whether  defendants violated the 1934 Act; (ii) whether defendants omitted and/or  misrepresented material facts; (iii) whether defendants knew or recklessly disregarded  that their statements were false; and (iv) whether defendants’ statements and/or  omissions artificially inflated the price of LPL common stock and the extent and  appropriate measure of damages.   62.  Plaintiff will fairly and adequately protect the interests of the members of  the Class and has retained counsel competent and experienced in class and securities  litigation.   63.  A class action is superior to all other available methods for the fair and  efficient adjudication of this controversy since joinder of all members is  impracticable.  Furthermore, as the damages suffered by individual Class members  may be relatively small, the expense and burden of individual litigation make it  impossible for members of the Class to individually redress the wrongs done to them.   There will be no difficulty in the management of this action as a class action.  64.  Plaintiff incorporates all allegations in ¶¶1-63 above by reference.   65.  During the Class Period, defendants disseminated or approved the false  statements specified above, which they knew or recklessly disregarded were  misleading in that they contained misrepresentations and failed to disclose material  facts necessary in order to make the statements made, in light of the circumstances  under which they were made, not misleading.   66.  Defendants violated §10(b) of the 1934 Act and Rule 10b-5 in that they:  (a)  Employed devices, schemes and artifices to defraud;  (b)  Made untrue statements of material facts or omitted to state  material facts necessary in order to make the statements made, in light of the  circumstances under which they were made, not misleading; or  (c)  Engaged in acts, practices, and a course of business that operated  as a fraud or deceit upon plaintiff and others similarly situated in connection with their  purchases of LPL common stock during the Class Period.   68.  As a direct and proximate result of defendants’ wrongful conduct,  plaintiff and the other members of the Class suffered damages in connection with their  purchases of LPL common stock during the Class Period.  69.  Plaintiff incorporates all allegations in ¶¶1-68 above by reference.   70.  The Individual Defendants acted as controlling persons of LPL within the  meaning of §20(a) of the 1934 Act.  By virtue of their positions with the Company,  and ownership of LPL common stock, the Individual Defendants had the power and  authority to cause LPL to engage in the wrongful conduct complained of herein.  LPL  controlled the Individual Defendants and all of its employees.  By reason of such  conduct, defendants are liable pursuant to §20(a) of the 1934 Act.  For Violation of §20(a) of the 1934 Act  Against All Defendants   For Violation of §10(b) of the 1934 Act and Rule 10b-5  Against All Defendants  