1676 Federal Register / Vol. 75, No. 7 / Tuesday, January 12, 2010 / Notices 

8 15 U.S.C. 78f. 

9 15 U.S.C. 78f(b)(4). 

10 15 U.S.C. 78s(b)(3)(A). 

11 17 CFR 19b–4(f)(2). 

12 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

The changes discussed in this filing 

will become operative on January 1, 

2010. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

the objectives of Section 6 of the Act,8

in general, and furthers the objectives of 

Section 6(b)(4),9 in particular, as it is 

designed to provide for the equitable 

allocation of reasonable dues, fees and 

other charges among its members and 

other persons using its facilities. In 

particular, simplifying the rate structure 

for Members provides pricing incentives 

to market participants that route orders 

to DECN, allowing DECN to remain 

competitive. ISE notes that DECN 

operates in a highly competitive market 

in which market participants can 

readily direct order flow to competing 

venues if they deem fee levels at a 

particular venue to be excessive. The 

proposed rule change reflects a 

competitive pricing structure designed 

to incent market participants to direct 

their order flow to DECN. ISE believes 

the fees and credits remain competitive 

with those charged by other venues and 

therefore continue to be reasonable and 

equitably allocated to those members 

that opt to direct orders to DECN rather 

than competing venues. The ISE also 

believes that the proposed rates are 

equitable in that they apply uniformly 

to all Members. Finally, to adjust 

DECN’s pricing model to be more 

consistent with other exchanges (even 

though DECN is not an exchange), the 

Exchange desires to (i) de-link the 

pricing structures of DECN (EDGA/ 

EDGX) to eliminate pricing offers that 

are contingent on activity across both 

platforms; and (ii) simplify its fee 

schedule in order to provide Members 

with greater consistency and 

transparency during the period that the 

EDGA and EDGX Exchanges are 

preparing to launch, when volume will 

be transitioning from DECN to EDGA/ 

EDGX Exchanges (assuming their 

respective Form 1 applications are 

approved by the Commission). 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The proposed rule change does not 

impose any burden on competition that 

is not necessary or appropriate in 

furtherance of the purposes of the Act. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants or Others 

The Exchange has not solicited, and 

does not intend to solicit, comments on 

this proposed rule change. The 

Exchange has not received any 

unsolicited written comments from 

members or other interested parties. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective pursuant to Section 19(b)(3) of 

the Act 10 and Rule 19b–4(f)(2) 11

thereunder. At any time within 60 days 

of the filing of such 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 

purposes of the Act. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change 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–ISE–2009–108 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Elizabeth M. Murphy, Secretary, 

Securities and Exchange Commission, 

100 F Street, NE., Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–ISE–2009–108. 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, 100 F Street, NE., Washington, 

DC 20549, on official business days 

between the hours of 10 a.m. and 3 p.m. 

Copies of the filing also will be available 

for inspection and copying at the 

principal office of the ISE. 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–ISE–2009–108 and should 

be submitted on or before February 2, 

2010. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.12

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. 2010–296 Filed 1–11–10; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–61291; File No. SR– 

NYSEAmex–2009–95] 

Self-Regulatory Organizations; Notice 

of Filing and Immediate Effectiveness 

of Proposed Rule Change by NYSE 

Amex LLC To Establish Registered 

Representative Fees 

January 5, 2010. 

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

Securities Exchange Act of 1934 (the 

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

notice is hereby given that, on December 

28, 2009, NYSE Amex LLC (‘‘NYSE 

Amex’’ or the ‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(the ‘‘Commission’’) the proposed rule 

change as described in Items I, II, and 

III below, which Items have been 

prepared by the Exchange. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to end its 

waiver of registered representative fees 

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Federal Register / Vol. 75, No. 7 / Tuesday, January 12, 2010 / Notices 1677 

3See Exchange Act Release 59045 (December 3, 

2008), 73 FR 75151 (December 10, 2008) (SR– 

NYSEALTR–2008–09). 

4See Exchange Act Release 59170 (December 29, 

2008), 74 FR 486 (January 6, 2009) (SR– 

NYSEALTR–2008–19). 

5See Exchange Act Release 60176 (June 26, 2009), 

74 FR 32021 (July 6, 2009) (SR–NYSAmex–2009– 

30). 

6See e-mail from John Carey, Chief Counsel US 

Equities, NYSE Euronext, Inc. to Leah Mesfin, 

Special Counsel, Division of Trading and Markets, 

Commission, on January 4, 2010, clarifying that the 

waiver ended on December 31, 2009. 

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

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

9 15 U.S.C. 78s(b)(3)(A). 

10 17 CFR 240.19b–4(f)(2). 

for member organizations that acquired 

their memberships solely by operation 

of NYSE Amex Equities Rule 2 in 

connection with the acquisition of the 

American Stock Exchange by the New 

York Stock Exchange (‘‘NYSE’’). The 

waiver will end on December 31, 2009 

and all member organizations will be 

subject to registered representative fees 

commencing January 1, 2010. The text 

of the proposed rule change is available 

at the Exchange, the Commission’s 

Public Reference Room, and 

www.nyse.com. 

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 

self-regulatory organization 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 those statements may be examined at 

the places specified in Item IV below. 

The Exchange has prepared summaries, 

set forth in sections A, B, and C below, 

of the most significant parts of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

In connection with the acquisition of 

the American Stock Exchange (renamed 

NYSE Amex after the acquisition) by 

NYSE Euronext, all equities trading 

conducted on or through the American 

Stock Exchange legacy trading systems 

and facilities located at 86 Trinity Place, 

New York, New York, was moved on 

December 1, 2008, to the NYSE trading 

facilities and systems located at 11 Wall 

Street, New York, New York (the ‘‘NYSE 

Amex Trading Systems’’), which are 

operated by the NYSE on behalf of 

NYSE Amex (the ‘‘Equities Relocation’’). 

At the time of the Equities Relocation, 

by operation of NYSE Amex Equities 

Rule 2, all NYSE member organizations 

automatically became NYSE Amex 

member organizations. By acquiring 

NYSE Amex membership, the NYSE 

member organizations that were not 

previously NYSE Amex members would 

become subject to the NYSE Amex 

registration fees for all of their 

employees who serve as registered 

representatives. As these NYSE member 

organizations that had no NYSE Amex 

business prior to the Equities Relocation 

became NYSE Amex members without 

any action on their own part, NYSE 

Amex waived the application of its 

registered representative fees to those 

firms for the month of December. 

At the time of its original adoption of 

the waiver, NYSE Amex stated that it 

expected to submit a filing to adopt a 

revised registered representative fee 

commencing January 1, 2009.3 The 

waiver was extended through June 30, 

2009,4 and was subsequently extended 

again through September 30, 2009,5 at 

which time it expired. The expiration of 

the waiver on September 30, 2009, 

resulted from an oversight on the part of 

Exchange staff as the Exchange had not 

yet reached a conclusion as to a more 

permanent approach to registered 

representative fees at that time. 

Consequently, the Exchange intends to 

submit a filing in which it seeks to reestablish the waiver with retroactive 

effect from October 1, 2009, ending on 

December 31, 2009. 

NYSE Amex proposes to end the 

waiver on December 31, 2009, and will 

require all NYSE Amex member 

organizations to pay registered 

representative fees as of January 1, 2010, 

regardless of whether they were 

members of NYSE Amex prior to the 

Equities Relocation.6 It has been NYSE 

Amex’s experience that member 

organizations that have benefitted from 

the waiver have traded comparable 

volumes of NYSE Amex equities since 

the Equities Relocation to those traded 

by member organizations that are 

currently subject to the registered 

representative fees. Consequently, NYSE 

Amex believes it is equitable to charge 

the same registered representative fees 

to all member organizations regardless 

of how they acquired their membership. 

The Exchange also notes that, while 

NYSE Amex benefits to a large degree 

from the NYSE’s regulatory program and 

all NYSE Amex members pay regulatory 

fees to the NYSE, the revenues 

generated from NYSE regulatory fees are 

significantly less than is needed to fund 

the NYSE and NYSE Amex equities 

regulatory program. As such, the 

Exchange believes it is appropriate to 

charge registered representative fees to 

those member organizations that have 

benefitted from the waiver, as a 

contribution to the costs of regulating 

their NYSE Amex equities trading 

activities. 

The rule change will become 

operative as of January 1, 2010. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

the provisions of Section 6 of the Act,7

in general, and Section 6(b)(4) of the 

Act,8 in particular, in that it is designed 

to provide for the equitable allocation of 

reasonable dues, fees, and other charges 

among its members and other persons 

using its facilities. The Exchange 

believes that the proposal does not 

constitute an inequitable allocation of 

dues, fees and other charges as all 

member organizations will pay the same 

fees and the fees charged to member 

organizations that previously benefitted 

from the waiver will be sufficient to 

fund only a portion of the costs of NYSE 

Amex’s regulation of those member 

organizations’ NYSE Amex equities 

trading activities. 

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 that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were solicited 

or received with respect to the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change is effective 

upon filing pursuant to Section 

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

subparagraph (f)(2) of Rule 19b–4 10

thereunder, because it establishes a due, 

fee, or other charge imposed by NYSE 

Amex. 

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 

purposes of the Act. 

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1678 Federal Register / Vol. 75, No. 7 / Tuesday, January 12, 2010 / Notices 

11 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3References to ISE Members in this filing refer to 

DECN Subscribers who are ISE Members. 

4On July 1, 2009, the Exchange adopted a new 

Ultra Tier Rebate whereby ISE Members were 

provided a $0.0032 rebate per share for securities 

priced at or above $1.00 when ISE Members add 

liquidity on EDGX if the attributed MPID satisfies 

one of the following criteria on a daily basis, 

measured monthly: (i) Adding 100,000,000 shares 

or more on EDGX; or (ii) adding 50,000,000 shares 

or more of liquidity on EDGX, so long as added 

liquidity on EDGX is at least 20,000,000 shares 

greater than the previous calendar month. The 

rebate described above is referred to as an ‘‘Ultra 

Tier Rebate’’ on the DECN fee schedule. See 

Securities and Exchange Act Release No. 60232 

(July 2, 2009), 74 FR 33309 (July 10, 2009)(SR–ISE– 

2009–43). 

On October 1, 2009, the Exchange amended the 

criteria for meeting this tier by allowing ISE 

Members to receive a $0.0032 rebate per share for 

securities priced at or above $1.00 when ISE 

Members add liquidity on EDGX if the attributed 

MPID posts 1% of the total consolidated volume 

(‘‘TCV’’) in average daily volume (‘‘ADV’’). TCV is 

defined as volume reported by all exchanges and 

trade reporting facilities to the consolidated 

transaction reporting plans for Tape A, B, and C 

securities. See Securities Exchange Act Release No. 

60769 (October 2, 2009) 74 FR 51903 (October 8, 

2009)(SR–ISE–2009–68). 

On May 1, 2009, the Exchange amended the 

Super Tier rebate, which provides a $0.0030 rebate 

per share for liquidity added on EDGX if the 

attributed MPID satisfies any of the following three 

criteria on a daily basis, measured monthly: (i) 

Adding 40,000,000 shares or more on either EDGX, 

EDGA, or EDGX and EDGA combined; (ii) adding 

20,000,000 shares or more on either EDGX, EDGA, 

or EDGX and EDGA combined and routing 

20,000,000 shares or more through EDGA; or (iii) 

adding 10,000,000 shares or more of liquidity to 

EDGX, so long as added liquidity on EDGX is at 

least 5,000,000 shares greater than the previous 

calendar month. See Securities Exchange Act 

Release No. 59887 (May 7, 2009), 74 FR 22792 (May 

14, 2009)(SR–ISE–2009–24). 

To adjust DECN’s pricing model to be more 

consistent with other exchanges (even though 

DECN is not an exchange), in SR–ISE–2009–108, 

the Exchange proposed to de-link the pricing 

structures of DECN to eliminate pricing offers that 

are contingent on activity across both platforms. 

Secondly, in that filing, the Exchange proposed to 

simplify its fee schedule, which will provide 

Members with greater consistency and transparency 

during the period that the EDGA and EDGX 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change 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–NYSEAmex–2009–95 on 

the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Elizabeth M. Murphy, Secretary, 

Securities and Exchange Commission, 

100 F Street, NE., Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–NYSEAmex–2009–95. 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, 100 F Street, NE., Washington, 

DC 20549, on official business days 

between the hours of 10 a.m. and 3 p.m. 

Copies of such filing also will be 

available for inspection and copying at 

the principal office of the Exchange. 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 publicly available. All 

submissions should refer to File 

Number SR–NYSEAmex–2009–95 and 

should be submitted on or before 

February 2, 2010. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. 2010–298 Filed 1–11–10; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–61290; File No. SR–ISE– 

2009–109] 

Self-Regulatory Organizations; 

International Securities Exchange, 

LLC; Notice of Filing and Order 

Granting Accelerated Approval to a 

Proposed Rule Change Relating to the 

Amounts That Direct Edge ECN, in Its 

Capacity as an Introducing Broker for 

Non-ISE Members, Passes Through to 

Such Non-ISE Members 

January 5, 2010. 

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

Securities Exchange Act of 1934 (the 

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

notice is hereby given that on December 

31, 2009, the International Securities 

Exchange, LLC (the ‘‘Exchange’’ or the 

‘‘ISE’’) 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 selfregulatory organization. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons, and is 

approving the proposal on an 

accelerated basis. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to modify the 

amounts that Direct Edge ECN 

(‘‘DECN’’), in its capacity as an 

introducing broker for non-ISE 

Members, passes through to such nonISE Members. 

The text of the proposed rule change 

is available on the Exchange’s Internet 

Web site at http://www.ise.com. 

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 

self-regulatory organization 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 III below. 

The self-regulatory organization 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 

1. Purpose 

DECN, a facility of ISE, operates two 

trading platforms, EDGX and EDGA. On 

December 30, 2009, the ISE filed for 

immediate effectiveness a proposed rule 

change to amend Direct Edge ECN’s 

(‘‘DECN’’) fee schedule for ISE 

Members 3 to simplify its fee schedule 

by (i) eliminating the Super Tier and 

Ultra Tier rebates; 4 and (ii) amending 

WReier-Aviles on DSKGBLS3C1PROD with NOTICES