Federal Register / Vol. 74, No. 4 / Wednesday, January 7, 2009 / Notices 751 

15NYSE is an exclusive processor of its last sale 

data under Section 3(a)(22)(B) of the Act, 15 U.S.C. 

78c(a)(22)(B), which defines an exclusive processor 

as, among other things, an exchange that distributes 

data on an exclusive basis on its own behalf. 

16See supra notes 3 and 7. NYSE reduced the flat 

monthly fee for NYSE Realtime Reference Prices 

from $100,000 per month to $70,000 per month. See 

Securities Exchange Act Release No. 58443 (August 

29, 2008), 73 FR 52436 (September 9, 2008) (SR– 

NYSE–2008–79). 

17See Securities Exchange Act Release No. 59039 

(December 2, 2008), 73 FR 74770 (December 9, 

2008) (Order Setting Aside Action by Delegated 

Authority and Approving Proposed Rule Change 

Relating to NYSE Arca Data). 

18See supra notes 3 and 7. 

19The Exchange represents that it intends to file 

a proposal seeking permanent approval of NYSE 

Realtime Reference Prices. Telephone conversation 

between Ronald Jordan, Executive Vice President, 

Market Data Services, NYSE Euronext, and John 

Roeser, Assistant Director, Division of Trading and 

Markets, Commission, on December 30, 2008. 

20 15 U.S.C. 78s(b)(2). 

21 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. 

4See Securities Exchange Act Release No. 56804 

(November 16, 2007), 72 FR 66002 (November 26, 

2007) (SR–Amex–2006–107) (‘‘ABC Proposal’’). 

5See Securities Exchange Act Release No. 57770 

(May 2, 2008), 73 FR 26452 (May 9, 2008) (SR– 

Amex–2008–37). 

which requires an exclusive processor 

that distributes information with respect 

to quotations for or transactions in an 

NMS stock to do so on terms that are 

fair and reasonable and that are not 

unreasonably discriminatory.15

The Commission approved the fee for 

NYSE Realtime Reference Prices for a 

pilot period which runs until December 

31, 2008.16 The Commission notes that 

the Exchange proposes to extend the 

pilot program for three months. The 

Exchange proposes no other changes to 

the existing pilot program. 

On December 2, 2008, the 

Commission issued an approval order 

(‘‘Order’’) that sets forth a market-based 

approach for analyzing proposals by 

self-regulatory organizations to impose 

fees for ‘‘non-core’’ market data 

products, such as NYSE Realtime 

Reference Prices.17 The Commission 

believes that NYSE’s proposal to 

temporarily extend the pilot program is 

consistent with the Act for the reasons 

noted in the Order.18 The Commission 

believes that approving NYSE’s 

proposal to temporarily extend the pilot 

program that imposes a fee for NYSE 

Realtime Reference Prices for an 

additional three months will be 

beneficial to investors and in the public 

interest, in that it is intended to allow 

continued broad public dissemination 

of increased real-time pricing 

information. In addition, extending the 

pilot program for an additional three 

months will allow NYSE, consistent 

with its representation,19 to file, the 

public to comment on, and the 

Commission to analyze consistent with 

the Order and in light of Section 19(b) 

of the Act, a proposal to permanently 

approve the fee for NYSE Realtime 

Reference Prices. 

The Commission finds good cause for 

approving the proposed rule change 

before the thirtieth day after the date of 

publication of notice of filing thereof in 

the Federal Register. Accelerating 

approval of this proposal is expected to 

benefit investors by continuing to 

facilitate their access to widespread, 

free, real-time pricing information 

contained in NYSE Realtime Reference 

Prices. Therefore, the Commission finds 

good cause, consistent with Section 

19(b)(2) of the Act,20 to approve the 

proposed rule change on an accelerated 

basis to extend the operation of the pilot 

until March 31, 2009. 

V. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act, that the 

proposed rule change (SR–NYSE–2008– 

141) is hereby approved on an 

accelerated basis until March 31, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.21

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E9–9 Filed 1–6–09; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–59176; File No. SR– 

NYSEALTR–2008–20] 

Self-Regulatory Organizations; Notice 

of Filing and Immediate Effectiveness 

of Proposed Rule Change by NYSE 

Alternext U.S. LLC Extending the 

Implementation of the NYSE Alternext 

Book Clerk Program From January 1, 

2009 Through March 31, 2009 

December 30, 2008. 

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 December 

29, 2008, NYSE Alternext U.S. LLC (the 

‘‘Exchange’’ or ‘‘NYSE Alternext’’) 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 NYSE Alternext. 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 

implementation of the NYSE Alternext 

Book Clerk program from January 1, 

2009 through March 31, 2009. 

The text of the proposed rule change 

is available at http://www.nyse.com, 

NYSE Alternext, and the Commission’s 

Public Reference Room. 

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 

The Commission previously approved 

a proposed rule change by the American 

Stock Exchange (‘‘Amex’’), the 

predecessor of the Exchange before 

Amex’s acquisition by NYSE Euronext, 

Inc. on October 1, 2008 (the 

‘‘Acquisition’’), to (1) Eliminate the 

obligation and ability of an Amex 

options specialist to act as an agent in 

connection with orders in his or her 

assigned options classes, (2) establish an 

Amex Book Clerk (now NYSE Alternext 

Book Clerk) program (‘‘ABC program’’) 

to designate unaffiliated persons 

responsible for operating and 

maintaining the customer limit order 

book and effecting proper executions, 

and (3) amending certain Amex rules 

relating to the operation of the ABC 

program.4

Exchange Rule 995–ANTE originally 

provided that the roll-out of the ABC 

program would occur over a six-month 

period ending on May 1, 2008. On May 

1, 2008, Amex filed a proposal to extend 

the roll-out of the ABC program from 

May 2, 2008 through December 31, 

2008, and that proposal was designated 

by the Commission as operative upon 

filing.5 Due to integration activities 

subsequent to the Acquisition, the 

Exchange seeks an additional extension 

of the roll-out period from January 1, 

752 Federal Register / Vol. 74, No. 4 / Wednesday, January 7, 2009 / Notices 

6 15 U.S.C. 78f(b). 

7 15 U.S.C. 78f(b)(5). 

8The Exchange notes that the new options 

trading platform will have functionality that is 

similar to the ABC program. 

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

10 17 CFR 240.19b–4(f)(6). 

11 17 CFR 240.19b–4(f)(6)(iii). In addition, Rule 

19b–4(f)(6)(iii) requires the self-regulatory 

organization to give the Commission 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. 

12 17 CFR 240.19b–4(f)(6)(iii). 

13For purposes only of waiving the 30-day 

operative delay, the Commission has considered the 

proposed rule’s impact on efficiency, competition, 

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

14 15 U.S.C. 78s(b)(3)(C). 

2009 through March 31, 2009. The 

Exchange submits that complexities 

associated with the aforementioned 

integration activities, including plans to 

replace the Exchange’s current 

technology with NYSE Arca electronic 

trading technology and to move the 

Exchange’s trading floor operations to a 

new options trading floor located at 11 

Wall Street in February 2009, have 

caused a delay in the revised ABC 

program roll-out schedule. The 

Exchange believes that an extension of 

the roll-out period of the ABC program 

through March 31, 2009 will allow the 

Exchange sufficient time to resolve the 

integration activity that has delayed 

completion of the roll-out. 

As set forth in the ABC Proposal and 

Amex Regulatory Circular 2008–03 

(January 23, 2008), during the roll-out 

period, options specialists who continue 

to operate the customer limit order book 

will continue to be subject to the same 

agency obligations as are currently 

provided under Exchange Rules 950– 

ANTE(l) and 958–ANTE(e). 

2. Statutory Basis 

The proposed rule change is 

consistent with Section 6(b) 6 of the 

Securities Exchange Act of 1934 (the 

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

objectives of Section 6(b)(5) 7 in 

particular in that it is 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 facilitating 

transactions in securities, 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. Additionally, the 

proposed rule change is not designed to 

permit unfair discrimination between 

customers, issuers, brokers and dealers. 

More specifically, the Exchange 

believes that extending the completion 

date for the roll-out of the ABC program 

will allow the Exchange to keep its 

primary focus on transitioning options 

trading to the NYSE Arca electronic 

trading technology. This technology 

update will provide the Exchange’s 

options traders with a faster, more 

transparent marketplace with greater 

capacity, thereby contributing to 

perfecting the mechanism of a free and 

open market and a national market 

system, and which is also consistent 

with the protection of investors and the 

public interest.8

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: (1) Does not significantly affect 

the protection of investors or the public 

interest; (2) does not impose any 

significant burden on competition; and 

(3) by its terms, does not become 

operative for 30 days after the date of 

filing, 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 9 and Rule 

19b–4(f)(6) thereunder.10

A proposed rule change filed under 

Rule 19b–4(f)(6) normally does not 

become operative for 30 days after the 

date of filing.11 However, Rule 19b– 

4(f)(6)(iii) permits the Commission to 

designate a shorter time if such action 

is consistent with the protection of 

investors and the public interest. NYSE 

Alternext requested that the 

Commission waive the 30-day operative 

delay, as specified in Rule 19b– 

4(f)(6)(iii),12 which would make the rule 

change effective and operative upon 

filing. The Exchange noted that this 

proposal merely extends the 

implementation date of the ABC 

program due to circumstances (i.e., the 

Acquisition) that it did not foresee at the 

time the previous extension was 

granted. 

The Commission believes that 

waiving the 30-day operative delay is 

consistent with the protection of 

investors and the public interest 

because it will allow the Exchange to 

extend the roll-out of the ABC program 

without interruption.13 In particular, 

prompt effectiveness of this extension 

will allow the Exchange to focus its 

resources on the integration activities 

resulting from the Acquisition and the 

upgrading of its options trading 

platforms. Therefore, the Commission 

designates the proposal operative upon 

filing. 

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.14

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–NYSEALTR–2008–20 on 

the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street, NE., 

Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–NYSEALTR–2008–20. 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 

Federal Register / Vol. 74, No. 4 / Wednesday, January 7, 2009 / Notices 753 

15 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)(ii). 

4 17 CFR 240.19b–4(f)(2). 

5See Securities Exchange Release No. 59045 

(December 3, 2008), 73 FR 75151 (December 10, 

2008) (SR–NYSEALTR–2008–09). 

6See Securities Exchange Act Release No. 57823 

(May 15, 2008), 73 FR 29804 (May 22, 2008) (SR– 

NYSE–2008–38). 

7 15 U.S.C. 78f. 

8 15 U.S.C. 78a et seq. 

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

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 available publicly. All 

submissions should refer to File 

Number SR–NYSEALTR–2008–20 and 

should be submitted on or before 

January 28, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.15

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E9–2 Filed 1–6–09; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–59179; File No. SR– 

NYSEALTR–2008–16] 

Self-Regulatory Organizations; NYSE 

Alternext U.S. LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Make Permanent the 

NYSE Alternext Bonds System Fee 

Schedule Which Is Currently Set To 

Expire on December 31, 2008 as Well 

as Make Technical Amendments to the 

Fee Schedule 

December 30, 2008. 

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 

24, 2008, NYSE Alternext U.S. LLC 

(‘‘NYSEALTR’’ or the ‘‘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 NYSEALTR. The 

Exchange has designated this proposal 

as one establishing or changing a due, 

fee, or other charge imposed by the 

Exchange under Section 19(b)(3)(A)(ii) 

of the Act 3 and Rule 19b-4(f)(2) 

thereunder,4 which renders the proposal 

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 make 

permanent the NYSE Alternext Bonds 

System fee schedule which is currently 

set to expire on December 31, 2008 as 

well as make technical amendments to 

the fee schedule. 

The text of the proposed rule change 

is available at NYSE Alternext, 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, 

NYSEALTR 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. 

NYSEALTR 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 

NYSE Alternext proposes to make 

permanent the NYSE Alternext Bonds 

System fee schedule which is currently 

set to expire on December 31, 2008 as 

well as make technical amendments to 

the fee schedule. 

The Exchange recently filed a rule 

change that established, inter alia, the 

NYSE Alternext Bonds System fee 

schedule (‘‘fee schedule’’).5 The fee 

schedule established execution fees per 

bond for orders that took liquidity from 

the NYSE Alternext Bonds Book. The 

fee schedule was structured to be 

similar to the NYSE Bonds Price List. 

The Exchange’s reasoning for 

structuring the fee schedule in this 

fashion was because member 

organizations of NYSE Alternext that 

trade bonds and NYSE member 

organizations are member organizations 

of both exchanges. This dual 

membership structure allows all 

member organizations to trade on both 

exchanges and harmonizes the pricing 

structures of the two exchanges. 

The Exchange is proposing a rule 

change to make the fee schedule 

permanent. At the time the fee schedule 

was first implemented as part of a larger 

NYSE Alternext filing (SR–NYSEALTR– 

2008–09), the Exchange inadvertently 

applied an expiration date of December 

31, 2008 to the fee schedule which 

corresponded with the expiration of the 

NYSE Bonds pilot program for liquidity 

takers.6 The Exchange intended to 

implement a permanent fee schedule for 

the NYSE Alternext Bonds System. 

Accordingly, the Exchange requests that 

the expiration date of December 31, 

2008 be removed from the fee schedule. 

Additionally, the Exchange seeks to 

clarify the language in the fee schedule 

by replacing the word ‘‘order’’ with 

‘‘execution.’’ The Exchange is not 

billing liquidity takers on the orders but 

rather the executions of those orders. 

Accordingly, the Exchange has 

proposed to amend the fee schedule to 

clarify the current language in the fee 

schedule. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

the provisions of Section 6 7 of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’) 8 in general and Section 6(b)(4) of 

the Act 9 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 the same fees will be charged 

to all member organizations. 

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 purposes of the Act.