Federal Register / Vol. 69, No. 189 / Thursday, September 30, 2004 / Notices 58561

1 15 U.S.C. 78s(b)(1).

2 17 CFR 240.19b–4.

3See letter from John Boese, Vice President and 

Chief Regulatory Officer, BSE to Nancy Sanow, 

Assistant Director, Division of Market Regulation 

(‘‘Division’’), Commission, dated September 15, 

2004 (‘‘Amendment No. 1’’), in which the BSE 

made a minor revision of the proposed rule change.

4See Securities Exchange Act Release No. 34–

48596 (October 7, 2003), 68 FR 59435 (October 15, 

2003) (SR–BSE–2003–08).

5The BSE requested that the staff of the Division 

make minor modifications to language in the 

purpose and statutory basis sections. Telephone 

discussion between Kathy Marshall, Vice President 

of Finance, BSE, and Mia Zur, Attorney, and 

Natasha Cowen, Attorney, Division, Commission 

(September 14, 2004).

6Order trading away from the market and 

submitted through ILA without being designated as 

ILA orders are placed on the BSE limit order book 

and receive the credit. Telephone discussion 

between Kathy Marshall, Vice President of Finance, 

BSE, and Ira Brandriss, Assistant Director, and 

Natasha Cowen, Attorney, Division, Commission 

(September 23, 2004).

7 15 U.S.C. 78f(b).

8 15 U.S.C. 78f(b)(4).

9 15 U.S.C. 78f(b)(3)(a)(ii).

10 17 CFR 240.19b–4(f)(2).

11For purposes of calculating the 60-day 

abrogation period, the Commission considers the 

proposal to have been filed on September 22, 2004, 

the date the BSE filed Amendment No. 1.

paid by AIG SunAmerica Life Assurance 

Company, First SunAmerica Life 

Insurance Company, and JPMorgan 

Chase & Company. 

Filing Dates: The application was 

filed on December 29, 2003, and 

amended on September 16, 2004. 

Applicant’s Address: 522 Fifth 

Avenue, New York, New York 10036. 

Merrill Lynch Variable Annuity 

Account 

[File No. 811–3079] 

Summary: Applicant seeks an order 

declaring that it has ceased to be an 

investment company. All contract 

owners that owned variable annuity 

contracts issued through the Applicant 

have either elected to surrender their 

contracts at their own initiative or are 

no longer living. All amounts owed 

under such contracts were previously 

distributed. The Applicant incurred no 

expenses in connection with the 

liquidation. 

Filing Date: The application was filed 

on August 2, 2004. 

Applicant’s Address: Merrill Lynch 

Insurance Group, 1300 Merrill Lynch 

Drive, 2nd Floor, Pennington, New 

Jersey, 08534.

For the Commission, by the Division of 

Investment Management, pursuant to 

delegated authority. 

Margaret H. McFarland, 

Deputy Secretary.

[FR Doc. 04–21881 Filed 9–29–04; 8:45 am] 

BILLING CODE 8010–01–P

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–50436; File No. SR–BSE–

2004–39] 

Self-Regulatory Organizations; Boston 

Stock Exchange, Inc.; Notice of Filing 

and Immediate Effectiveness of 

Proposed Rule Change and 

Amendment No. 1 Thereto Relating to 

the Exchange’s Transaction Fees 

Schedule 

September 23, 2004.

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on August 

31, 2004, the Boston Stock Exchange 

(‘‘BSE’’ or ‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I and II 

below, which Items have been prepared 

by the Exchange. On September 22, 

2004, the Exchange filed Amendment 

No. 1 to the proposed rule change.3 The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change, as amended, from interested 

persons.

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The BSE proposes to amend its 

Transaction Fees schedule with respect 

to its new Instant Liquidity Access 

(‘‘ILA’’) service.4 The text of the 

proposed rule change is available at the 

BSE and at the Commission.

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

BSE included statements concerning the 

purpose of, and basis for, the proposed 

rule change and discussed any 

comments it received on the proposed 

rule change. The text of these statements 

may be examined at the places specified 

in Item IV below. The BSE has prepared 

summaries, set forth in Sections A, B, 

and C below, of the most significant 

aspects of such statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 5

1. Purpose 

The BSE proposes to amend its 

Transaction Fees schedule to establish a 

transaction charge for its new ILA 

product. The Exchange would apply 

these fees effective September 1, 2004, 

as this is when the product was fully 

implemented. 

Under the proposed fees, firms that 

access liquidity on the BSE through ILA 

will be charged $.002 per share when an 

order removes liquidity (order 

immediately executes against displayed 

liquidity on the BSE) and will be 

credited $.001 per share when an order 

provides liquidity (order is trading away 

from the market, is placed on the BSE 

limit order book and is ultimately 

executed).6 A firm can receive total 

credits up to the amount of total fees 

charged to the firm for ILA activity on 

a monthly basis. Therefore, no firm will 

be credited in an amount greater than 

the amount of fees it was charged for a 

given month.

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,7 in general, and 

furthers the objectives of Section 6(b)(4) 

of the Act,8 in particular, in that it 

provides for the equitable allocation of 

reasonable dues, fees, and other charges 

among its members.

B. Self-Regulatory Organization’s 

Statement on Burden on Competition

The Exchange does not believe that 

the proposed rule change will impose 

any burden on competition. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others

The Exchange has neither solicited 

nor received comments on the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The proposed rule change has become 

effective upon filing pursuant to Section 

19(b)(3)(A)(ii) of the Act 9 and 

subparagraph (f)(2) of Rule 19b–4 

thereunder,10 because it establishes or 

changes a due, fee, or other charge 

imposed by the BSE. At any time within 

60 days of the filing of the proposed rule 

change, the Commission may summarily 

abrogate such rule change if it appears 

to the Commission that such action is 

necessary or appropriate in the public 

interest, for the protection of investors, 

or otherwise in furtherance of the 

pruposes of the Act.11

58562 Federal Register / Vol. 69, No. 189 / Thursday, September 30, 2004 / Notices 

12 17 CFR 200.30–3(a)(12).

1 15 U.S.C. 78s(b)(1).

2 17 CFR 240.19b–4.

3 15 U.S.C. 78s(b)(3)(A).

4 17 CFR 240.19b–4(f)(6).

5See Letter from Annah F. Kim, Chief Regulatory 

Officer, BSE, to Nancy Sanow, Assistant Director, 

Division of Market Regulation (‘‘Division’’), 

Commission, dated September 8, 2004 

(‘‘Amendment No. 1’’). Amendment No. 1 made 

clarifying revisions to the text of the proposed rule 

change. 6See CBOE Rule 43.12A (Crossing Trades).

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views and 

arguments concerning the foregoing, 

including whether the proposed rule 

change, as amended, is consistent with 

the Act. Comments may be submitted by 

any of the following methods: 

Electronic Comments

• Use the Commission’s Internet 

comment form (http://www.sec.gov/

rules/sro.shtml); or 

• Send an e-mail to rulecomments@sec.gov. Please include File 

Number SR–BSE–2004–39 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Jonathan G. Katz, Secretary, 

Securities and Exchange Commission, 

450 Fifth Street, NW., Washington, DC 

20549–0609. 

All submissions should refer to File 

Number SR–BSE–2004–39. This file 

number should be included on the 

subject line if e-mail is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

Internet Web site (http://www.sec.gov/

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for inspection and copying in 

the Commission’s Public Reference 

Room. Copies of the filing also will be 

available for inspection and copying at 

the principal offices of the BSE. All 

comments received will be posted 

without change; the Commission does 

not edit personal identifying 

information from submissions. You 

should submit only information that 

you wish to make available publicly. All 

submissions should refer to File 

Number SR–BSE–2004–39 and should 

be submitted on or before October 21, 

2004.

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.12

Margaret H. McFarland, 

Deputy Secretary.

[FR Doc. 04–21884 Filed 9–29–04; 8:45 am] 

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–50431; File No. SR–BSE–

2004–36] 

Self-Regulatory Organizations; Notice 

of Filing and Immediate Effectiveness 

of Proposed Rule Change by the 

Boston Stock Exchange, Inc. 

Modifying the Allocation of Certain 

Orders Under the Rules of the Boston 

Options Exchange Facility 

September 23, 2004. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Act’’)1 and Rule 19b–4 thereunder,2

notice is hereby given that on August 

16, 2004, the Boston Stock Exchange, 

Inc. (‘‘BSE’’ or ‘‘Exchange’’) filed with 

the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change as described in 

Items I, II, and III below, which Items 

have been prepared by the Exchange. 

The proposed rule change has been filed 

by BSE as a ‘‘non-controversial’’ rule 

change pursuant to 19(b)(3)(A) of the 

Act 3 and Rule 19b–4(f)(6) thereunder,4

which renders the proposal effective on 

filing with the Commission. On 

September 10, 2004, BSE filed 

Amendment No. 1 to the proposed rule 

change.5 The Commission is publishing 

this notice to solicit comments on the 

proposed rule change, as amended, from 

interested persons.

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

BSE proposes to adopt a rule change 

to modify the allocation of certain 

customer orders under the rules of the 

Boston Options Exchange Facility 

(‘‘BOX’’). Pursuant to the current rule, 

when a customer order is submitted to 

BOX’s Price Improvement Period (the 

‘‘PIP’’), the PIP participant who 

submitted the customer order to the PIP 

retains priority for 40% of the 

unexecuted portion of the customer 

order available at that price level. The 

Exchange proposes to modify this 

priority to 40% of the original size of 

the customer order. The Exchange 

believes that this modification is 

consistent with the allocation of 

comparable orders executed on 

CBOEdirect, the screen-based trading 

system of the Chicago Board Options 

Exchange, Inc. (‘‘CBOE’’).6

The text of the proposed rule change 

is set forth below. Proposed new 

language is italicized; deletions are 

bracketed.

* * * * *

Rules of the Boston Stock Exchange 

Rules of the Boston Options Exchange 

Facility 

Trading of options contracts on BOX 

Chapter VI Doing Business on BOX. 

Sec. 18 The Price Improvement Period 

(‘‘PIP’’)

* * * * *

(f) The PIP Participant who submitted 

the Customer Order to the PIP process 

for price improvement retains certain 

priority and trade allocation privileges 

upon conclusion of the PIP, as follows: 

i. In instances in which the Primary 

Improvement Order as modified (if at 

all) is matched by or matches any 

competing Improvement Order(s) and/or 

non-Public Customers unrelated order(s) 

at any price level, the PIP Participant 

retains priority at that price level for 

only forty percent (40%) of [any 

unexecuted portion] the original size of 

the Customer Order [available at that 

price level], notwithstanding the time 

priority of the Primary Improvement 

Order, competing Improvement Order(s) 

or non-Public Customer unrelated 

order(s). The PIP Participant who 

submitted the Customer Order to the PIP 

process will receive additional 

allocation only after all other orders 

have been filled at that price level.

* * * * *

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The