Federal Register / Vol. 74, No. 191 / Monday, October 5, 2009 / Notices 51209 

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

8 15 U.S.C. 78f(b)(5). 

9The Exchange has fulfilled this requirement. 

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

11 17 CFR 240.19b–4(f)(6). 

12 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. 

in a particular option class and its 

underlying security. Accordingly, the 

Exchange believes the proposed rule 

change is consistent with the Securities 

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

the rules and regulations under the Act 

applicable to a national securities 

exchange and, in particular, the 

requirements of Section 6(b) of the Act.7

Specifically, the Exchange believes the 

proposed rule change is consistent with 

the Section 6(b)(5) Act 8 requirements 

that the rules of an exchange be 

designed to promote just and equitable 

principles of trade, to prevent 

fraudulent and manipulative acts and, 

in general, to protect investors and the 

public interest. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

CBOE does not believe that the 

proposed rule change will impose any 

burden on competition 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 forgoing rule change does 

not: (1) Significantly affect the 

protection of investors or the public 

interest; (2) impose any significant 

burden on competition; and (3) become 

operative for 30 days after the date of 

this filing, or such shorter time as the 

Commission may designate if consistent 

with the protection of investors and the 

public interest, provided that the selfregulatory organization has given 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,9 it has become effective 

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

Act10 and Rule 19b–4(f)(6) thereunder.11

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 

No. SR–CBOE–2009–067 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 No. 

SR–CBOE–2009–067. 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 changes 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 CBOE. 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–CBOE–2009–067 and should be 

submitted on or before October 26, 

2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.12

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–23852 Filed 10–2–09; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60737; File No. SR–NYSE– 

2009–96] 

Self-Regulatory Organizations; Notice 

of Filing of Proposed Rule Change by 

New York Stock Exchange LLC 

Permitting Affiliation With NYFIX 

Millennium L.L.C. and NYFIX Securities 

Corporation 

September 29, 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 22, 2009, New York Stock 

Exchange LLC (‘‘NYSE’’ 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 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 be 

affiliated with two registered brokerdealer subsidiaries of NYFIX, Inc. 

(‘‘NYFIX’’), NYFIX Millennium L.L.C. 

(‘‘NYFIX Millennium’’) and NYFIX 

Securities Corporation (‘‘NYFIX 

Securities’’), for a period not to exceed 

six months and subject to certain 

limitations and obligations relating to 

the relationship. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and the 

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 


cprice-sewell on DSK2BSOYB1PROD with NOTICES
51210 Federal Register / Vol. 74, No. 191 / Monday, October 5, 2009 / Notices 

4Outside of the U.S., the NYFIX Transaction 

Services Division also operates the desk agency 

execution business of NYFIX International in the 

U.K. and Euro Millennium, a multi-lateral trading 

facility for non-displayed liquidity in pan-European 

listed equities housed within NYFIX International. 

These services are not within the scope of the 

Exchange’s Proposed Rule Change. 

5These orders are only executed if they find a 

match at or within the national best bid and offer 

by guaranteeing customers the best available ask 

price when buying securities, and the best available 

bid price when selling securities. If there is not a 

match, these orders are immediately routed to their 

ultimate destination. 

6 15 U.S.C. 78a. 

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

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

9 15 U.S.C. 78f(b)(1). 

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 making this 

submission in connection with the 

proposed acquisition of NYFIX by NYSE 

Technologies. On August 26, 2009, 

NYSE Technologies entered into an 

Agreement and Plan of Merger (as it 

may be amended from time to time, the 

‘‘Merger Agreement’’) with NYFIX and 

CBR Acquisition Corp., a Delaware 

corporation and a wholly owned 

subsidiary of NYSE Technologies. 

Under the terms of the Merger 

Agreement, CBR Acquisition Corp. will 

merge with and into NYFIX, with 

NYFIX surviving the merger as a direct 

wholly owned subsidiary of NYSE 

Technologies (the ‘‘Merger’’). Following 

the Merger, both the Exchange and 

NYFIX will be indirect wholly owned 

subsidiaries of NYSE Euronext and 

affiliates. 

As a result of the Merger, NYSE 

Technologies will acquire, among other 

things, NYFIX’s Transaction Services 

Division. In the U.S., the Transaction 

Services Division is currently comprised 

of two U.S. registered broker-dealer 

subsidiaries, NYFIX Millennium, which 

is also an alternative trading system 

registered under SEC Regulation ATS, 

and NYFIX Securities.4 Each has the 

Financial Industry Regulatory Authority 

(‘‘FINRA’’), an unaffiliated selfregulatory organization (‘‘SRO’’), as its 

designated examining authority. Neither 

broker-dealer is a member of the 

Exchange. The Exchange notes that 

there is competition in the market to 

provide introducing broker services to 

the Exchange and the Exchange believes 

that there will continue to be effective 

competition after the Merger. 

For purposes of this proposed rule 

change, Routing Services shall mean 

any of the activities of NYFIX 

Millennium and NYFIX Securities 

which relate to routing to marketplaces 

that are not operated by NYFIX, orders 

(including NYFIX Millennium ‘‘pass 

through’’ orders) which flow through 

the matching facility on their way to an 

exchange, electronic communications 

network, or ATS,5 and NYFIX 

Securities’ direct electronic market 

access and algorithmic trading products. 

The Exchange is currently exploring 

various alternatives for the Transaction 

Services Division. Because of the 

manner in which the Transaction 

Services Division may interact with the 

Exchange and its affiliates, which gives 

rise to concerns regarding (1) the 

potential for conflicts of interest in 

instances where an exchange is 

affiliated with a broker-dealer 

conducting an order routing business 

that may interact with the exchange 

itself, and (2) the potential for 

informational advantages that could 

place such an affiliated broker-dealer at 

a competitive advantage vis-a`-vis other 

non-affiliated broker-dealers, the 

Exchange proposes to be affiliated with 

NYFIX Millennium and NYFIX 

Securities for a period not to exceed six 

months and subject to the terms and 

conditions set out below. 

a. Conditions 

Accordingly, the Exchange represents 

as follows, in each case for so long as 

the Exchange is affiliated with NYFIX 

Millennium and NYFIX Securities, with 

respect to the Routing Services: 

(1) Neither NYFIX Millennium nor 

NYFIX Securities are members of the 

Exchange nor will they become 

members of the Exchange. 

(2) NYFIX does not offer order routing 

services other than the Routing Services, 

and none of the Routing Services will be 

modified unless such modification is 

approved by the Commission. 

(3) NYFIX will not engage in 

proprietary trading. 

(4) NYFIX will not accept any new 

clients for its Routing Services after the 

Merger. 

(5) There will continue to be 

independent functionality of, and full 

public access to, NYSE facilities. 

(6) There will be a complete 

separation between NYFIX, on the one 

hand, and the Exchange and its 

affiliates, on the other (e.g., no shared 

office space, no shared employees, no 

shared systems). 

The Exchange may furnish to NYFIX 

the same information on the same terms 

that the Exchange makes available in the 

normal course of business to any other 

person. Specifically: 

(a) NYFIX must not be provided an 

information advantage concerning the 

operation of the Exchange or any of its 

facilities, particularly regarding changes 

and improvements to the trading 

systems, that are not available to the 

industry generally. 

(b) NYFIX will be prevented from 

having any advance knowledge of 

proposed changes or modifications to 

the operations of the Exchange or their 

facilities, including but not limited to 

advance knowledge of related filings by 

the Exchange pursuant to Rule 19b–4 of 

the Securities Exchange Act of 1934.6

(c) NYFIX will not share employees or 

databases with the Exchange, any 

facility of the Exchange, or any other 

affiliate of the Exchange or their 

facilities, and will be housed in a 

separate office. 

(d) NYFIX will only be notified of any 

changes or improvements to any of the 

Exchange’s operations or trading 

facilities in the same manner that other 

persons are notified of such changes or 

improvements. 

(e) NYFIX will not disclose any 

system or design specifications, or any 

other information, to any employees of 

the Exchange, any facility of the 

Exchange, or any other affiliate of the 

Exchange or their facilities that would 

give NYFIX an unfair advantage over its 

competitors. 

(f) None of the Exchange, any facility 

of the Exchange, or any other affiliate of 

the Exchange or their facilities will 

disclose any system or design 

specifications, or any other information, 

to any employees of NYFIX or any 

affiliate of NYFIX that would give the 

Exchange, any other facility of the 

Exchange, any other affiliate of the 

Exchange, or NYFIX an unfair advantage 

over its competitors. 

The Exchange believes these measures 

effectively address the concerns noted 

above regarding the potential for 

conflicts of interest and informational 

advantages favoring NYFIX Millennium 

and NYFIX Securities vis-a`-vis other 

non-affiliated market participants. 

2. Statutory Basis 

The Exchange believes that this filing 

is consistent with Section 6(b) 7 of the 

Exchange Act,8 in general, and furthers 

the objectives of Section 6(b)(1),9 in 

particular, in that it enables the 

Exchange to be so organized as to have 

the capacity to be able to carry out the 

purposes of the Exchange Act and to 

comply, and to enforce compliance by 


cprice-sewell on DSK2BSOYB1PROD with NOTICES
Federal Register / Vol. 74, No. 191 / Monday, October 5, 2009 / Notices 51211 

10 15 U.S.C. 78f(b)(5). 

11 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. 

its exchange members and persons 

associated with its exchange members, 

with the provisions of the Exchange Act, 

the rules and regulations thereunder, 

and the rules of the Exchange. The 

Exchange also believes that this filing 

furthers the objectives of Section 

6(b)(5) 10 of the Exchange Act because 

the rules summarized herein would 

create a governance and regulatory 

structure that 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. In particular, the 

Proposed Rule Change sets forth certain 

conditions under which the Routing 

Services will be provided so as to assure 

that the potential for conflicts of 

interests and informational advantages 

are adequately addressed. The 

conditions under which the Exchange is 

permitted to be affiliated with the 

entities conducting the Routing Services 

will also be limited to no more than 6 

months. 

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 

Within 35 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 the 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 

• 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 

No. SR–NYSE–2009–96 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 No. 

SR–NYSE–2009–96. 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 NYSE. 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–NYSE–2009–96 and should be 

submitted on or before October 26, 

2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–23853 Filed 10–2–09; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60738); File No. SR– 

NYSEARCA–2009–84] 

Self-Regulatory Organizations; Notice 

of Filing of Proposed Rule Change by 

NYSE Arca, Inc. Permitting Affiliation 

With NYFIX Millennium L.L.C. and 

NYFIX Securities Corporation 

September 29, 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 22, 2009, NYSE Arca, Inc. 

(‘‘NYSE Arca’’ 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 selfregulatory 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 be 

affiliated with two registered brokerdealer subsidiaries of NYFIX, Inc. 

(‘‘NYFIX’’), NYFIX Millennium L.L.C. 

(‘‘NYFIX Millennium’’) and NYFIX 

Securities Corporation (‘‘NYFIX 

Securities’’), for a period not to exceed 

six months and subject to certain 

limitations and obligations relating to 

the relationship. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and the 

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, 


cprice-sewell on DSK2BSOYB1PROD with NOTICES