Federal Register / Vol. 75, No. 249 / Wednesday, December 29, 2010 / Notices 82117 

5 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 62479 

(July 9, 2010), 75 FR 41264 (July 15, 2010) (SR– 

NYSEAmex–2010–31) (Notice of Filing of 

Amendment Nos. 2 and 3, and Order Granting 

Accelerated Approval to a Proposed Rule Change, 

as Modified by Amendment Nos. 1, 2, and 3 

Thereto, To Adopt as a Pilot Program a New Rule 

Series for the Trading of Securities Listed on the 

Nasdaq Stock Market Pursuant to Unlisted Trading 

Privileges). See also Securities Exchange Act 

Release No. 62857 (September 7, 2010), 75 FR 

55837 (September 14, 2010) (SR–NYSEAmex–2010– 

89) (Notice of Filing and Immediate Effectiveness of 

Proposed Rule Change To Extend the Pilot Program 

That Allows Nasdaq Stock Market Securities To Be 

Traded on the Exchange Pursuant to UTP). 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

NSCC has not solicited and does not 

intend to solicit comments regarding 

this proposed rule change. NSCC has 

not received any unsolicited written 

comments from members or other 

interested parties. However, NSCC has 

worked with NSCC Members and 

Limited Members in designing this 

service. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Within 45 days of the date of 

publication of this notice in the Federal 

Register or within such longer period (i) 

as the Commission may designate up to 

90 days of such date if it finds such 

longer period to be appropriate and 

publishes its reasons for so finding or 

(ii) as to which the self-regulatory 

organization consents, the Commission 

will: 

(A) By order approve or disapprove 

such proposed rule change or 

(B) Institute proceedings to determine 

whether the proposed rule change 

should be disapproved. 

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 may be 

submitted by using the Commission’s 

Internet comment form (http:// 

www.sec.gov/rules/sro.shtml), or send 

an e-mail to rule-comment@sec.gov. 

Please include File No. SR–NSCC– 

2010–18 on the subject line. 

• Paper comments should be sent 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 No. 

SR–NSCC–2010–18. 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 Web site viewing and 

printing 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 NSCC’s principal office and 

NSCC’s Web site (http://www.dtcc.com/ 

legal/rule_filings/nscc/2010.php). 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 No. 

SR–NSCC–2010–18 and should be 

submitted by January 19, 2011. 

For the Commission by the Division of 

Trading and Markets, pursuant to delegated 

authority.5

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. 2010–32787 Filed 12–28–10; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–63601; File No. 

SR–NYSEAmex–2010–124] 

Self-Regulatory Organizations; Notice 

of Filing and Immediate Effectiveness 

of Proposed Rule Change by NYSE 

Amex LLC Extending the Operation of 

the Pilot Program That Allows Nasdaq 

Stock Market Securities to be Traded 

on the Exchange Pursuant to a Grant 

of Unlisted Trading Privileges 

December 22, 2010. 

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 December 

20, 2010, NYSE Amex LLC (the 

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

the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I and II 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 amend 

NYSE Amex Equities Rule 500 to extend 

the operation of the pilot program that 

allows Nasdaq Stock Market (‘‘Nasdaq’’) 

securities to be traded on the Exchange 

pursuant to a grant of unlisted trading 

privileges. The pilot is currently 

scheduled to expire on January 31, 

2011; the Exchange proposes to extend 

it until the earlier of Securities and 

Exchange Commission (‘‘SEC’’ or 

‘‘Commission’’) approval to make such 

pilot permanent or August 1, 2011. The 

text of the proposed rule change is 

available at the principal office of the 

Exchange, on the Commission’s Web 

site at http://www.sec.gov, at the 

Commission’s Public Reference Room, 

and http://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 

NYSE Amex Equities Rules 500–525, 

as a pilot program, govern the trading of 

any Nasdaq-listed security on the 

Exchange pursuant to unlisted trading 

privileges (‘‘UTP Pilot Program’’).3 The 

Exchange hereby seeks to extend the 

operation of the UTP Pilot Program, 

currently scheduled to expire on 

January 31, 2011, until the earlier of 


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82118 Federal Register / Vol. 75, No. 249 / Wednesday, December 29, 2010 / Notices 

4See Securities Exchange Act Release No. 58863 

(October 27, 2008), 73 FR 65417 (November 3, 2008) 

(Notice of filing and immediate effectiveness of 

Amendment No. 20 to the UTP Plan). The 

Exchange’s predecessor, the American Stock 

Exchange LLC, joined the UTP Plan in 2001. See 

Securities Exchange Act Release No. 55647 (April 

19, 2007), 72 FR 2091 (April 27, 2007) (S7–24–89). 

In March 2009, the Exchange changed its name to 

NYSE Amex LLC. See Securities Exchange Act 

Release No. 59575 (March 13, 2009), 74 FR 11803 

(March 19, 2009) (SR–NYSEALTR–2009–24). 

5 15 U.S.C. 78l. 

6 ‘‘Nasdaq Securities’’ is included within the 

definition of ‘‘security’’ as that term is used in the 

NYSE Amex Equities Rules. See NYSE Amex 

Equities Rule 3. In accordance with this definition, 

Nasdaq Securities are admitted to dealings on the 

Exchange on an ‘‘issued,’’ ‘‘when issued,’’ or ‘‘when 

distributed’’ basis. See NYSE Amex Equities Rule 

501. 

7See NYSE Amex Equities Rule 103. 

8See Securities Exchange Act Release No. 60758 

(October 1, 2009), 74 FR 51639 (October 7, 2009) 

(SR–NYSEAmex–2009–65). See also Securities 

Exchange Act Release Nos. 61030 (November 19, 

2009), 74 FR 62365 (November 27, 2009) (SR– 

NYSEAmex–2009–83); 61725 (March 17, 2010), 75 

FR 14223 (March 24, 2010) (SR–NYSEAmex–2010– 

28); and 62820 (September 1, 2010), 75 FR 54935 

(September 9, 2010) (SR–NYSEAmex–2010–86). 

9 15 U.S.C. 78. 

10See supra note 1, at 41271. 

11 Id. 

12See SR–NYSEAmex–2010–122. 

13 15 U.S.C. 78f(b). 

14 15 U.S.C. 78f(b)(5). 

15 15 U.S.C. 78k–1(a)(1). 

16 15 U.S.C. 78l(f). 

17 15 U.S.C. 78s(b)(3)(A)(iii). 

18 17 CFR 240.19b–4(f)(6). 

19 15 U.S.C. 78s(b)(3)(A). 

20 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6)(iii) requires the Exchange to give the 

Commission written notice of the Exchange’s intent 

to file the proposed rule change, along with a brief 

description and text of the proposed rule change, 

at least five business days prior to the date of filing 

of the proposed rule change, or such shorter time 

as designated by the Commission. The Exchange 

has satisfied this requirement. 

Commission approval to make such 

pilot permanent or August 1, 2011. 

The UTP Pilot Program includes any 

security listed on Nasdaq that (i) is 

designated as an ‘‘eligible security’’ 

under the Joint Self-Regulatory 

Organization Plan Governing the 

Collection, Consolidation and 

Dissemination of Quotation and 

Transaction Information for NasdaqListed Securities Traded on Exchanges 

on an Unlisted Trading Privilege Basis, 

as amended (‘‘UTP Plan’’),4 and (ii) has 

been admitted to dealings on the 

Exchange pursuant to a grant of unlisted 

trading privileges in accordance with 

Section 12(f) of the Securities Exchange 

Act of 1934, as amended (the ‘‘Act’’),5

(collectively, ‘‘Nasdaq Securities’’).6

The Exchange notes that its New 

Market Model Pilot (‘‘NMM Pilot’’), 

which, among other things, eliminated 

the function of specialists on the 

Exchange and created a new category of 

market participant, the Designated 

Market Maker (‘‘DMM’’),7 is also 

scheduled to end on January 31, 2011.8

The timing of the operation of the UTP 

Pilot Program was designed to 

correspond to that of the NMM Pilot. In 

approving the UTP Pilot Program, the 

Commission acknowledged that the 

rules relating to DMM benefits and 

duties in trading Nasdaq Securities on 

the Exchange pursuant to the UTP Pilot 

Program are consistent with the Act 9

and noted the similarity to the NMM 

Pilot, particularly with respect to DMM 

obligations and benefits.10 Furthermore, 

the UTP Pilot Program rules pertaining 

to the assignment of securities to DMMs 

are substantially similar to the rules 

implemented through the NMM Pilot.11

The Exchange has similarly filed to 

extend the operation of the NMM Pilot 

until the earlier of Commission approval 

to make the NMM Pilot permanent or 

August 1, 2011.12

Extension of the UTP Pilot Program in 

tandem with the NMM Pilot, both from 

January 31, 2011 until the earlier of 

Commission approval to make such 

pilots permanent or August 1, 2011, will 

provide for the uninterrupted trading of 

Nasdaq Securities on the Exchange on a 

UTP basis and thus continue to 

encourage the additional utilization of, 

and interaction with, the NYSE Amex 

Equities market, and provide market 

participants with improved price 

discovery, increased liquidity, more 

competitive quotes and greater price 

improvement for Nasdaq Securities. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

the requirements of the Act and the 

rules and regulations thereunder 

applicable to a national securities 

exchange. In particular, the Exchange 

believes that its proposal is consistent 

with (i) Section 6(b) of the Act,13 in 

general, and furthers the objectives of 

Section 6(b)(5) of the Act,14 in 

particular, in that it is designed to 

prevent fraudulent and manipulative 

acts and practices, to promote just and 

equitable principles of trade, to remove 

impediments to and perfect the 

mechanism of a free and open market 

and a national market system, and, in 

general, to protect investors and the 

public interest; (ii) Section 11A(a)(1) of 

the Act,15 in that it seeks to ensure the 

economically efficient execution of 

securities transactions and fair 

competition among brokers and dealers 

and among exchange markets; and (iii) 

Section 12(f) of the Act,16 which 

governs the trading of securities 

pursuant to UTP consistent with the 

maintenance of fair and orderly markets, 

the protection of investors and the 

public interest, and the impact of 

extending the existing markets for such 

securities. Under the UTP Pilot Program 

Nasdaq Securities trade on the Exchange 

pursuant to rules governing the trading 

of Exchange-Listed securities that 

previously have been approved by the 

Commission. NYSE Amex made certain 

minor modifications to the operation of 

these rules, and added certain new 

rules, to accommodate the trading of 

Nasdaq Securities on a UTP basis; the 

Commission also approved all of these 

modifications and additions. 

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 Exchange has filed the proposed 

rule change pursuant to Section 

19(b)(3)(A)(iii) of the Act 17 and Rule 

19b–4(f)(6) thereunder.18 Because the 

proposed rule change does not: (i) 

significantly affect the protection of 

investors or the public interest; (ii) 

impose any significant burden on 

competition; and (iii) become operative 

prior to 30 days from the date on which 

it was filed, or such shorter time as the 

Commission may designate, if 

consistent with the protection of 

investors and the public interest, the 

proposed rule change has become 

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

of the Act 19 and Rule 19b–4(f)(6) 

thereunder.20

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend 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 


srobinson on DSKHWCL6B1PROD with NOTICES
Federal Register / Vol. 75, No. 249 / Wednesday, December 29, 2010 / Notices 82119 

21 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 63309 

(November 12, 2010), 75 FR 70756 (the 

‘‘Commission’s Notice’’). 

4See letter from the National Association of 

Independent Public Finance Advisors, dated 

December 9, 2010. 

5 In 2007, the NASD merged with the New York 

Stock Exchange’s regulation committee to form the 

Financial Industry Regulatory Authority, or FINRA. 

See Securities Exchange Act Release No. 56145 

(July 26, 2007), 72 FR 42169 (August 1, 2007). 

6 In approving this proposed rule change, the 

Commission notes that it has considered the 

proposed rule’s impact on efficiency, competition 

and capital formation. 15 U.S.C. 78c(f). 

7 15 U.S.C. 78o–4(b)(2). 

8 15 U.S.C. 78o–4(b)(2)(C). 

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–2010–124 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–2010–124. 

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 Web site viewing and 

printing 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 

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 

available publicly. All submissions 

should refer to File Number SR– 

NYSEAmex–2010–124 and should be 

submitted on or before January 19, 2011. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.21

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. 2010–32734 Filed 12–28–10; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–63599; File No. SR–MSRB– 

2010–16] 

Self-Regulatory Organizations; 

Municipal Securities Rulemaking 

Board; Order Granting Approval of 

Amendments to Rule G–5, on 

Disciplinary Actions by Appropriate 

Regulatory Agencies, Remedial 

Notices by Registered Securities 

Associations; and Rule G–17, on 

Conduct of Municipal Securities 

Activities 

December 22, 2010. 

I. Introduction 

On November 1, 2010, the Municipal 

Securities Rulemaking Board (‘‘MSRB’’), 

filed with the Securities and Exchange 

Commission (‘‘Commission’’), pursuant 

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

Exchange Act of 1934 (‘‘Exchange Act’’),1

and Rule 19b–4 thereunder,2 a proposed 

rule change which consists of 

amendments to Rule G–5, on 

disciplinary actions by appropriate 

regulatory agencies, and Rule G–17, the 

Board’s basic fair practice rule, to apply 

the rules to municipal advisors. The 

proposed rule change was published for 

comment in the Federal Register on 

November 18, 2010.3 The Commission 

received one comment letter about the 

proposed rule change which supported 

the proposed rule change.4

This order approves the proposed rule 

change. 

II. Description of the Proposed Rule 

Change 

Rule G–5 currently provides that 

brokers, dealers, and municipal 

securities dealers (‘‘dealers’’) may not 

engage in municipal securities activities 

in contravention of restrictions imposed 

on them by the Commission, a 

registered securities association, or 

another appropriate regulatory agency. 

The purpose of the portion of the 

proposed rule change consisting of 

amendments to Rule G–5 are a) to 

remove a reference to an outdated 

National Association of Securities 

Dealers (‘‘NASD’’) 5 rule and b) to 

provide that municipal advisors and 

their associated persons may not engage 

in the municipal advisory activities 

described in Section 15B(e)(4)(A)(i) and 

(ii) of the Act in contravention of 

restrictions imposed upon them by the 

Commission. 

Rule G–17 currently provides that, in 

the conduct of its municipal securities 

activities, each dealer shall deal fairly 

with all persons and shall not engage in 

any deceptive, dishonest, or unfair 

practice. The purpose of the portion of 

the proposed rule change consisting of 

amendments to Rule G–17 is to apply 

the MSRB’s core fair dealing rule to 

municipal advisors in the same manner 

that it currently applies to dealers. 

A more complete description of the 

proposal is contained in the 

Commission’s Notice. 

The proposed rule change shall be 

effective upon Commission approval. 

III. Discussion and Commission 

Findings 

The Commission has carefully 

considered the proposed rule change 

and finds that the proposed rule change 

is consistent with the requirements of 

the Exchange Act and the rules and 

regulations thereunder applicable to the 

MSRB6 and, in particular, the 

requirements of Section 15B(b)(2) of the 

Exchange Act 7 and the rules and 

regulations thereunder. Section 

15B(b)(2)(C) of the Exchange Act 

requires, among other things, that the 

MSRB’s rules be designed to prevent 

fraudulent and manipulative acts and 

practices, to promote just and equitable 

principles of trade, to foster cooperation 

and coordination with persons engaged 

in regulating, clearing, settling, 

processing information with respect to, 

and facilitating transactions in 

municipal securities and municipal 

financial products, to remove 

impediments to and perfect the 

mechanism of a free and open market in 

municipal securities and municipal 

financial products, and, in general, to 

protect investors, municipal entities, 

obligated persons and the public 

interest.8 Section 15B(b)(2)(L) of the 

Exchange Act requires, among other 

things, that the rules of the MSRB not 

impose a regulatory burden on small 

municipal advisors that is not necessary 

or appropriate in the public interest and 

for the protection of investors, 

municipal entities, and obligated 


srobinson on DSKHWCL6B1PROD with NOTICES