39128 Federal Register / Vol. 74, No. 149 / Wednesday, August 5, 2009 / Notices 

18 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4 15 U.S.C. 78s(b)(3)(A). 

5 17 CFR 240.19b–4(f)(6). 

6See SR–NYSE–2009–73, formally submitted on 

July 24, 2009. 

7See Securities Exchange Act Release No. 58673 

(Sept. 29, 2008), 73 FR 57707 (Oct. 3, 2008) (SR– 

NYSE–2008–60 and SR–Amex 2008–62) (approving 

the Merger). 

8 15 U.S.C. 78f. 

9See Securities Exchange Act Release No. 58705 

(Oct. 1, 2008), 73 FR 58995 (Oct. 8, 2008) (SR– 

Amex-2008–63) (approving the Equities 

Relocation). 

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–NYSE–2009–73 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–NYSE–2009–73. 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 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 

available publicly. All submissions 

should refer to File Number SR–NYSE– 

2009–73 and should be submitted on or 

before August 26, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.18

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–18666 Filed 8–4–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60397; File No. SR– 

NYSEAmex–2009–48] 

Self-Regulatory Organizations; Notice 

of Filing and Immediate Effectiveness 

of Proposed Rule Change by NYSE 

Amex LLC Extending the Operative 

Date of NYSE Amex Equities Rule 

92(c)(3) from July 31, 2009 to 

December 31, 2009 

July 30, 2009. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that on July 24, 

2009, 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 self-regulatory organization. The 

Exchange filed the proposed rule change 

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

Act 4 and Rule 19b–4(f)(6) thereunder,5

which renders it effective upon filing 

with the Commission. 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 extend the 

operative date of NYSE Amex Equities 

Rule 92(c)(3) from July 31, 2009 to 

December 31, 2009. The text of the 

proposed rule change is available at the 

Exchange, 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 

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 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 

The Exchange is proposing to extend 

the delayed operative date of NYSE 

Amex Equities Rule 92(c)(3) from July 

31, 2009 to December 31, 2009. The 

Exchange believes that this extension 

will provide the time necessary for the 

Exchange, the New York Stock 

Exchange LLC (‘‘NYSE’’), and the 

Financial Industry Regulatory 

Authority, Inc. (‘‘FINRA’’) to harmonize 

their respective rules concerning 

customer order protection to achieve a 

standardized industry practice.6

Merger Background 

As described more fully in a related 

rule filing,7 NYSE Euronext acquired 

The Amex Membership Corporation 

(‘‘AMC’’) pursuant to an Agreement and 

Plan of Merger, dated January 17, 2008 

(the ‘‘Merger’’). In connection with the 

Merger, the Exchange’s predecessor, the 

American Stock Exchange LLC 

(‘‘Amex’’), a subsidiary of AMC, became 

a subsidiary of NYSE Euronext and was 

renamed NYSE Amex LLC (‘‘NYSE 

Amex’’ or the ‘‘Exchange’’), and 

continues to operate as a national 

securities exchange registered under 

Section 6 of the Securities Exchange Act 

of 1934, as amended (the ‘‘Act’’).8 The 

effective date of the Merger was October 

1, 2008. 

In connection with the Merger, on 

December 1, 2008, the Exchange 

relocated all equities trading conducted 

on the Exchange legacy trading systems 

and facilities located at 86 Trinity Place, 

New York, New York, to trading systems 

and facilities located at 11 Wall Street, 

New York, New York (the ‘‘Equities 

Relocation’’). The Exchange’s equity 

trading systems and facilities at 11 Wall 

Street (the ‘‘NYSE Amex Trading 

Systems’’) are operated by the NYSE on 

behalf of the Exchange.9

As part of the Equities Relocation, 

NYSE Amex adopted NYSE Rules 1– 

1004, subject to such changes as 

necessary to apply the Rules to the 

Exchange, as the NYSE Amex Equities 

Rules to govern trading on the NYSE 


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Federal Register / Vol. 74, No. 149 / Wednesday, August 5, 2009 / Notices 39129 

10See Securities Exchange Act Release Nos. 

58705 (Oct. 1, 2008), 73 FR 58995 (Oct. 8, 2008) 

(SR–Amex-2008–63); No. 58833 (Oct. 22, 2008), 73 

FR 64642 (Oct. 30, 2008) (SR–NYSE–2008–106); No. 

58839 (Oct. 23, 2008), 73 FR 64645 (October 30, 

2008) (SR–NYSEALTR–2008–03); No. 59022 (Nov. 

26, 2008), 73 FR 73683 (Dec. 3, 2008) (SR– 

NYSEALTR–2008–10); and No. 59027 (Nov. 28, 

2008), 73 FR 73681 (Dec. 3, 2008) (SR–NYSEALTR– 

2008–11). 

11See Securities Exchange Act Release No. 56017 

(Jul. 5, 2007), 72 FR 38110 (Jul. 12, 2007) (SR– 

NYSE–2007–21). 

12See NASD Rule 2111 and IM–2110–2. 

13See Securities Exchange Act Release No. 56968 

(Dec. 14, 2007), 72 FR 72432 (Dec. 20, 2007) (SR– 

NYSE–2007–114). 

14See Securities Exchange Act Release Nos. 

57682 (Apr. 17, 2008), 73 FR 22193 (Apr. 24, 2008) 

(SR–NYSE–2008–29) and 59621 (Mar. 23, 2009), 74 

FR 14179 (Mar. 30, 2009) (SR–NYSE–2009–30). 

15See Securities Exchange Act Release No. 59620 

(Mar. 23, 2009), 74 FR 14176 (Mar. 30, 2009) (SR– 

NYSEALTR–2009–29). 

16See NYSE Regulation Information Memo 09–13 

(March 12, 2009); FINRA Regulatory Notice 09–15 

(March 12, 2009). 

17The Exchange notes that it would also need to 

make technological changes to implement the 

proposed FESC reporting solution for Rule 92(c)(3). 

Amex Trading Systems.10 The NYSE 

Amex Equities Rules, which became 

operative on December 1, 2008, are 

substantially identical to the current 

NYSE Rules 1–1004 and the Exchange 

continues to update the NYSE Amex 

Equities Rules as necessary to conform 

with rule changes to corresponding 

NYSE Rules filed by the NYSE. 

Rule 92 Background 

On July 5, 2007, the Commission 

approved amendments to NYSE Rule 92 

to permit riskless principal trading at 

the NYSE.11 These amendments were 

filed in part to begin the harmonization 

process between NYSE Rule 92 and 

FINRA’s Manning Rule.12 In connection 

with those amendments, the NYSE 

implemented for an operative date of 

January 16, 2008, NYSE Rule 92(c)(3), 

which permits NYSE member 

organizations to submit riskless 

principal orders to the NYSE, but 

requires them to submit to a designated 

NYSE database a report of the execution 

of the facilitated order. That rule also 

requires members to submit to that same 

database sufficient information to 

provide an electronic link of the 

execution of the facilitated order to all 

of the underlying orders. 

For purposes of NYSE Rule 92(c)(3), 

the NYSE informed member 

organizations that when executing 

riskless principal transactions, firms 

must submit order execution reports to 

the NYSE’s Front End Systemic Capture 

(‘‘FESC’’) database linking the execution 

of the riskless principal order on the 

NYSE to the specific underlying orders. 

The information provided must be 

sufficient for both member firms and the 

NYSE to reconstruct in a timesequenced manner all orders, including 

allocations to the underlying orders, 

with respect to which a member 

organization is claiming the riskless 

principal exception. 

Because the rule change required both 

the NYSE and member organizations to 

make certain changes to their trading 

and order management systems, the 

NYSE filed for immediate effectiveness 

to delay to May 14, 2008 the operative 

date of the NYSE Rule 92(c)(3) 

requirements, including submitting endof-day allocation reports for riskless 

principal transactions and using the 

riskless principal account type 

indicator.13 The NYSE filed for 

additional extensions of the operative 

date of NYSE Rule 92(c)(3) to March 31, 

2009 and July 31, 2009.14 Because NYSE 

Amex adopted NYSE Rule 92 in its then 

current form, the delayed operative date 

of March 31, 2009 for the NYSE Rule 

92(c)(3) reporting requirements also 

applied for NYSE Amex Equities Rule 

92(c)(3) reporting requirements and 

NYSE Amex filed for an extension of the 

operative date of Rule 92(c)(3) from 

March 31, 2009 to July 31, 2009.15

Request for Extension 

FINRA, NYSE, and the Exchange have 

been working diligently on fully 

harmonizing their respective rules, 

including reviewing the possibilities for 

a uniform reporting standard for riskless 

principal transactions. However, 

because of the complexity of the 

existing customer order protection rules, 

including the need for input from 

industry participants as well as 

Commission approval, the Exchange, 

NYSE, and FINRA will not have 

harmonized their respective customer 

order protection rules by the current 

July 31, 2009 date for the 

implementation of the FESC riskless 

principal reporting. 

The Exchange notes that it has agreed 

with NYSE and FINRA to pursue efforts 

to harmonize customer order protection 

rules. As authorized by their respective 

Boards, FINRA and NYSE Regulation, 

Inc. (‘‘NYSE Regulation’’) have each 

published a Regulatory Notice/ 

Information Memo that solicit 

comments from their respective member 

participants on the proposed 

harmonized approach to customer order 

protection.16 Because industry 

participants need to code their trading 

systems to comply with customer order 

protection rules, the Exchange believes 

that industry input is vital to ensuring 

that the approach to customer order 

protection both meets regulatory needs 

of protecting customer orders, but is 

also feasible technologically. 

Both FINRA and NYSE Regulation 

have received comments from the 

public on the Regulatory Notice and 

Information Memo, including comments 

from industry forums such as SIFMA 

and FIF. The comments have generally 

supported efforts to harmonize the 

FINRA and NYSE rules. Among issues 

raised in the comment letters, however, 

is the concern that FINRA and NYSE 

have a harmonized approach for 

reporting riskless principal transactions. 

In addition, commenters note the need 

for an implementation period to develop 

any technology that would be needed to 

comply with the proposed reporting 

standard. FINRA and NYSE Regulation 

continue to work together to develop 

such a harmonized approach to 

reporting riskless principal trades. 

The Exchange continues to believe 

that pending full harmonization of the 

respective customer order protection 

rules, it would be premature to require 

firms to meet the current NYSE Amex 

Equities Rule 92(c)(3) FESC reporting 

requirements.17 Indeed, having differing 

reporting standards for riskless 

principal orders would be inconsistent 

with the overall goal of the 

harmonization process. 

Accordingly, to provide the Exchange, 

NYSE, and FINRA the time necessary to 

review their respective rules and 

develop a harmonized rule set that 

would apply across their respective 

marketplaces, including a harmonized 

approach to riskless principal trade 

reporting, the Exchange is proposing to 

delay the operative date for NYSE Amex 

Equities Rule 92(c)(3) from July 31, 2009 

to December 31, 2009. 

Pending the harmonization of the 

three rules, the Exchange will continue 

to require that, as of the date each 

member organization implements 

riskless principal routing, the member 

organization have in place systems and 

controls that allow them to easily match 

and tie riskless principal execution on 

the Exchange to the underlying orders 

and that they be able to provide this 

information to the Exchange upon 

request. To make clear that this 

requirement continues, the Exchange 

proposes to amend supplementary 

material .95 to Rule 92 to specifically 

provide that the NYSE Amex Equities 

Rule 92(c)(3) reporting requirements are 

suspended until December 31, 2009 and 

that member organizations are required 

to have in place such systems and 

controls relating to their riskless 

principal executions on the Exchange. 

Moreover, the Exchange will coordinate 


srobinson on DSKHWCL6B1PROD with NOTICES
39130 Federal Register / Vol. 74, No. 149 / Wednesday, August 5, 2009 / Notices 

18 15 U.S.C. 78f(b). 

19 15 U.S.C. 78f(b)(5). 

20 15 U.S.C. 78s(b)(3)(A). 

21 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6)(iii) requires the self-regulatory organization 

to submit to the Commission written notice of its 

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. 

22For purposes only of waiving the 30-day 

operative delay of this proposal, the Commission 

has considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

15 U.S.C. 78c(f). 

23 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

with NYSE and FINRA to examine for 

compliance with the rule requirements 

for those firms that engage in riskless 

principal trading under Rule 92(c). 

2. Statutory Basis 

The Exchange believes that its 

proposal is consistent with Section 6(b) 

of the Securities Exchange Act of 1934 

(the ‘‘Act’’),18 in general, and furthers 

the objectives of Section 6(b)(5) of the 

Act,19 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. The Exchange believes 

the proposed extension provides the 

Exchange, NYSE, and FINRA the time 

necessary to develop a harmonized rule 

concerning customer order protection 

that will enable member organizations 

to participate in the national market 

system without unnecessary 

impediments. 

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 

Because the foregoing 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 for 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, it has become effective 

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

Act 20 and Rule 19b–4(f)(6) 

thereunder.21

The Exchange has requested the 

Commission to waive the 30-day 

operative delay so that the Exchange can 

extend the operative date of NYSE 

Equities Rule 92(c)(3) without 

interruption. The Commission hereby 

grants the Exchange’s request and 

believes such waiver is consistent with 

the protection of investors and the 

public interest.22 Accordingly, the 

Commission designates the proposed 

rule change operative upon filing with 

the Commission. 

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. 

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–2009–48 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–2009–48. 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 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 

available publicly. All submissions 

should refer to File Number SR– 

NYSEAmex–2009–48 and should be 

submitted on or before August 26, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.23

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–18667 Filed 8–4–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60398; File No. 

NYSEAmex–2009–47] 

Self-Regulatory Organizations; NYSE 

Amex LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Amending NYSE Amex 

Disciplinary Rule 476A To Add Rule 

104(a)(1)(A)—NYSE Amex Equities To 

Its ‘‘List of Exchange Rule Violations 

and Fines Applicable Thereto’’ 

July 30, 2009. 

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 July 22, 

2009, 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, II, and 

III below, which Items have been 

substantially prepared by the selfregulatory organization. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 


srobinson on DSKHWCL6B1PROD with NOTICES