Federal Register / Vol. 74, No. 193 / Wednesday, October 7, 2009 / Notices 51639 

8 15 U.S.C. 78s(b)(3)(A). 

9 17 CFR 240.19b–4(f)(6). In addition, Rule 19–b– 

4(f)(6) requires a self-regulatory organization to give 

the Commission written notice of its intent to file 

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. 

10 17 CFR 240.19b–4(f)(6). 

11 Id. 

12For 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). 

13 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. 

that an exchange have rules that are 

designed to foster cooperation and 

coordination with persons engaged in 

regulating, clearing, settling, processing 

information with respect to, and 

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. The Exchange believes 

that the proposed amendments are 

consistent with these objectives because 

the changes will alleviate impediments 

in the administrative process of 

assigning Related Securities to DMM 

units which ultimately facilitates the 

fair and orderly trading in those 

securities. 

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 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) 8 of the Act and Rule 19b– 

4(f)(6) thereunder.9

A proposed rule change filed under 

Rule 19b–4(f)(6) under the Act 10

normally does not become operative 

prior to 30 days after the date of the 

filing. However, pursuant to Rule 

19b4(f)(6),11 the Commission may 

designate a shorter time if such action 

is consistent with the protection of 

investors and the public interest. The 

Exchange has asked the Commission to 

waive the 30-day operative delay so that 

the proposal may become operative 

immediately upon filing. The 

Commission believes that waiving the 

30-day operative delay 12 is consistent 

with the protection of investors and the 

public interest because such waiver will 

permit the Exchange to avoid any 

continuing confusion regarding the 

application of NYSE Rule 103B, as well 

as immediately allow a Related Security 

to be assigned to the DMM unit that is 

assigned the related equity security, 

unless the issuer affirmatively requests 

the Related Security to be allocated 

pursuant to NYSE Rule 103B. 

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–NYSE–2009–99 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–2009–99. 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 

Section, 100 F Street, NE., Washington, 

DC 20549–1090 on official business 

days between the hours of 10 a.m. and 

3 p.m. Copies of such filing will also be 

available for inspection and copying at 

the NYSE’s principal office and on its 

Internet Web site at http:// 

www.nyse.com. 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– 

2009–99 and should be submitted on or 

before October 28, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.13

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–24085 Filed 10–6–09; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60758; File No. SR– 

NYSEAmex–2009–65] 

Self-Regulatory Organizations; Notice 

of Filing and Immediate Effectiveness 

of Proposed Rule Change by NYSE 

Amex LLC Extending the Operation of 

Its New Market Model Pilot Until the 

Earlier of Securities and Exchange 

Commission Approval To Make Such 

Pilot Permanent or November 30, 2009 

October 1, 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 

September 30, 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 


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51640 Federal Register / Vol. 74, No. 193 / Wednesday, October 7, 2009 / Notices 

4NYSE 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 called NYSE 

Alternext US LLC. Securities Exchange Act Release 

No. 58673 (September 29, 2008), 73 FR 57707 

(October 3, 2008) (SR–NYSE–2008–60 and SR– 

Amex–2008–62) (approving the Merger). 

Subsequently NYSE Alternext US LLC was renamed 

NYSE Amex LLC and continues to operate as a 

national securities exchange registered under 

Section 6 of the Securities Exchange Act of 1934, 

as amended (the ‘‘Act’’). NYSE Alternext US LLC 

was subsequently renamed NYSE Amex LLC. See 

Securities Exchange Act Release No. 59575 (March 

13, 2009), 74 FR 11803 (March 19, 2009) (SR– 

NYSEALTR–2009–24). 

5See SR–NYSE–2009–100. 

6The information contained herein is a summary 

of the NMM Pilot. For a fuller description of the 

pilot see Securities Exchange Act Release No. 58845 

(October 24, 2008), 73 FR 64379 (October 29, 2008) 

(SR–NYSE–2008–46). 

7See NYSE Amex Equities Rule 103. 

8See NYSE Amex Equities Rule 104. 

9See NYSE Amex Equities Rule 60; See also 104 

and 1000. 

10See NYSE Amex Equities Rule 1000. 

11The Display Book ® system is an order 

management and execution facility. The Display 

Book system receives and displays orders to the 

DMMs, contains the order information, and 

provides a mechanism to execute and report 

transactions and publish the results to the 

Consolidated Tape. The Display Book system is 

connected to a number of other Exchange systems 

for the purposes of comparison, surveillance, and 

reporting information to customers and other 

market data and national market systems. 12See NYSE Amex Equities Rule 72(a)(ii). 

been prepared by the self-regulatory 

organization. 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 

operation of its New Market Model Pilot 

until the earlier of Securities and 

Exchange Commission approval to make 

such pilots [sic] permanent or 

November 30, 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 

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 Exchange proposes to extend the 

operation of its New Market Model Pilot 

(‘‘NMM Pilot’’) that was adopted 

pursuant to its merger with the New 

York Stock Exchange LLC.4 The NMM 

Pilot was approved by the Securities 

and Exchange Commission (‘‘SEC’’ or 

‘‘Commission’’) to operate until October 

1, 2009. The Exchange seeks to extend 

the operation of the NMM Pilot from 

October 1, 2009, until the earlier of 

Securities and Exchange Commission 

approval to make such pilot permanent 

or November 30, 2009. 

The Exchange notes that parallel 

changes are proposed to be made to the 

rules of New York Stock Exchange 

LLC.5

Background 6

In December 2008, NYSE Amex 

implemented significant changes to its 

market rules, execution technology and 

the rights and obligations of its market 

participants all of which were designed 

to improve execution quality on the 

Exchange. These changes are all 

elements of the Exchange’s enhanced 

market model that it implemented 

through the NMM Pilot. 

As part of the NMM Pilot, NYSE 

Amex eliminated the function of 

specialists on the Exchange creating a 

new category of market participant, the 

Designated Market Maker or DMM.7 The 

DMMs, like specialists, have affirmative 

obligations to make an orderly market, 

including continuous quoting 

requirements and obligations to re-enter 

the market when reaching across to 

execute against trading interest. Unlike 

specialists, DMMs have a minimum 

quoting requirement 8 in their assigned 

securities and no longer have a negative 

obligation. DMMs are also no longer 

agents for public customer orders.9

In addition, the Exchange 

implemented a system change that 

allowed DMMs to create a schedule of 

additional non-displayed liquidity at 

various price points where the DMM is 

willing to interact with interest and 

provide price improvement to orders in 

the Exchange’s system. This schedule is 

known as the DMM Capital 

Commitment Schedule (‘‘CCS’’).10 CCS 

provides the Display Book® 11 with the 

amount of shares that the DMM is 

willing to trade at price points outside, 

at and inside the Exchange BBO. CCS 

interest is separate and distinct from 

other DMM interest in that it serves as 

the interest of last resort. 

The NMM Pilot further modified the 

logic for allocating executed shares 

among market participants having 

trading interest at a price point upon 

execution of incoming orders. The 

modified logic rewards displayed orders 

that establish the Exchange’s best bid or 

Exchange’s best offer. During the 

operation of the NMM Pilot orders or 

portions thereof that establish priority 12

retain that priority until the portion of 

the order that established priority is 

exhausted. Where no one order has 

established priority, shares are 

distributed among all market 

participants on parity. 

The NMM Pilot is scheduled to end 

operation on October 1, 2009, or such 

earlier time as the Commission may 

determine to make the rules permanent. 

The Exchange is currently preparing a 

rule filing seeking permission to make 

the above described changes permanent 

but does not expect that filing to be 

completed and approved by the 

Commission before October 1, 2009. 

Proposal To Extend the Operation of the 

NMM Pilot 

NYSE Amex established the NMM 

Pilot to provide incentives for quoting, 

to enhance competition among the 

existing group of liquidity providers and 

add a new competitive market 

participant. The Exchange believes that 

the NMM Pilot allows the Exchange to 

provide its market participants with a 

trading venue that utilizes an enhanced 

market structure to encourage the 

addition of liquidity, facilitate the 

trading of larger orders more efficiently 

and operates to reward aggressive 

liquidity providers. As such, the 

Exchange believes that rules governing 

the NMM Pilot should be made 

permanent. Through this filing the 

Exchange seeks to extend the current 

operation of the NMM Pilot until 

November 30, 2009, in order to allow 

the Exchange to formally submit a filing 

to the Commission to convert the pilot 

rules to permanent rules. 

2. Statutory Basis 

The basis under the Securities 

Exchange Act of 1934 (the ‘‘Act’’) for 

this proposed rule change is the 

requirement under Section 6(b)(5) that 

an exchange have rules that are 

designed to promote just and equitable 

principles of trade, to remove 

impediments to and perfect the 


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Federal Register / Vol. 74, No. 193 / Wednesday, October 7, 2009 / Notices 51641 

13 15 U.S.C. 78s(b)(3)(A)(iii). 

14 17 CFR 240.19b–4(f)(6). 

15 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. 

16 17 CFR 240.19b–4(f)(6). 

17 17 CFR 240.19b–4(f)(6)(iii). 

18For purposes only of waiving the operative 

delay for this proposal, the Commission has 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

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

19 17 CFR 200.30–3(a)(12). 

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

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 

that the instant filing is consistent with 

these principles because the NMM Pilot 

provides its market participants with a 

trading venue that utilizes an enhanced 

market structure to encourage the 

addition of liquidity, facilitate the 

trading of larger orders more efficiently 

and operates to reward aggressive 

liquidity providers. Moreover, the 

instant filing requesting an extension of 

the NMM Pilot will permit adequate 

time for: (i) The Exchange to prepare 

and submit a filing to make the rules 

governing the NMM Pilot permanent 

rules; (ii) public notice and comment; 

and (iii) completion of the 19b–4 

approval process. 

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 Act13 and Rule 

19b–4(f)(6) thereunder.14 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 and Rule 19b–4(f)(6)(iii) 

thereunder.15

A proposed rule change filed under 

Rule 19b–4(f)(6) 16 normally does not 

become operative prior to 30 days after 

the date of the filing. However, pursuant 

to Rule 19b–4(f)(6)(iii),17 the 

Commission may designate a shorter 

time if such action is consistent with the 

protection of investors and the public 

interest. The Exchange has asked the 

Commission to waive the 30-day 

operative delay so that the proposal may 

become operative immediately upon 

filing. 

The Commission believes that 

waiving the 30-day operative delay is 

consistent with the protection of 

investors and the public interest. The 

Commission notes that because the pilot 

program will expire on October 1, 2009, 

waiver of the operative delay is 

necessary so that no interruption of the 

pilot program will occur. In addition, 

the Commission notes that the Exchange 

has requested extensions of the pilot to 

allow the Exchange time to formally 

request permanent approval for the 

pilot. Therefore, the Commission 

designates the proposal operative upon 

filing.18

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–2009–65 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–2009–65. 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–2009–65 and should be 

submitted on or before October 28, 

2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.19

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–24084 Filed 10–6–09; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60752; File No. SR–NYSE– 

2009–101] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change Extending the 

Pilot Period To Receive Inbound 

Routes of Orders From Archipelago 

Securities LLC 

September 30, 2009. 

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

Securities Exchange Act of 1934 (the 


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