CME Group Inc. and Nymex Holdings, Inc. announced that they have received clearance from the U.S. Department of Justice to complete their proposed combination without conditions.

The transaction is still subject to approvals of regulators, shareholders of both companies and NYMEX members, as well as the satisfaction of customary closing conditions. Subject to the necessary approvals, the companies expect to close the merger in the fourth quarter of 2008.

“Throughout the review process we were confident that the Department of Justice would approve our combination, and today’s announcement represents important progress in completing this transaction and delivering value to shareholders, customers and members,” said CME Group executive chairman Terry Duffy. “We believe that our combination with Nynex will generate $60 million in cost synergies for shareholders as well as generate compelling growth opportunities. We look forward to working together to integrate our exchanges and create long-term value for our shareholders.”

“We continue to believe that CME Group is the best strategic partner for Nymex,” said Nymex chairman Richard Schaeffer. “With regulatory clearance behind us, this combination promises substantial advantages for all market participants — the best option for us and the next phase in the evolution of Nymex.”

CME chief executive officer Craig Donohue, added, “In addition to facilitating the combination of our two companies, DOJ’s unconditional consent, together with Congress’ recent reauthorization of the Commodity Futures Trading Commission for an additional five-year period, in our view provides even further validation of the effectiveness and competitiveness of the exchange-owned clearing model. With these regulatory issues now behind us, our merger will allow us to aggressively execute on our growth strategy, which includes the provision of clearing services to customers in the over-the-counter interest rate, foreign exchange, commodity, energy and credit markets.”