Federal Register / Vol. 72, No. 36 / Friday, February 23, 2007 / Notices 8231 

33 15 U.S.C. 78k–1(a)(1)(C)(iii). 

34 15 U.S.C. 78s(b)(2). 

35 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). 

5Changes to the proposed rule text are marked to 

the rule text that appears in the electronic Nasdaq 

Manual found at nasdaq.complinet.com/nasdaq/ 

display/index.html. 

governing the trading of equity 

securities. 

The Commission further believes that 

the proposal is consistent with Section 

11A(a)(1)(C)(iii) of the Act,33 which sets 

forth Congress’s finding that it is in the 

public interest and appropriate for the 

protection of investors and the 

maintenance of fair and orderly markets 

to assure the availability to brokers, 

dealers, and investors of information 

with respect to quotations for and 

transactions in securities. Quotations for 

and last sale information regarding the 

Fund Shares are disseminated through 

CTS. Furthermore, an IOPV for each 

Fund, updated to reflect changes in the 

amount of the Portfolio Deposit, on a 

per-Share basis, is calculated and 

published by a third-party service 

provider through CTS on a 15-second 

delayed basis during Nasdaq’s regular 

trading hours. Major market data 

vendors calculate and disseminate once 

each trading day the value of each Index 

and the NAV for each Fund. Amex and 

NYSE, as applicable, disseminate 

information with respect to NAV and 

cash amounts per Creation Unit 

Aggregation, and the iShares Web site 

supplies additional trading data for the 

Shares, both current and historical. If 

the listing market halts trading in the 

Shares, or the IOPV or any Index value 

is not being calculated or disseminated, 

the Exchange would halt trading in the 

Shares. 

The Commission notes that, if the 

Shares should be delisted by the listing 

exchange, the Exchange would no 

longer have authority to trade the Shares 

pursuant to this order. 

In support of this proposal, the 

Exchange has made the following 

representations: 

(1) The Exchange’s surveillance 

procedures are adequate to address any 

concerns associated with the trading of 

the Shares on a UTP basis. 

(2) The Exchange would inform its 

members in an Information Circular of 

the special characteristics and risks 

associated with trading the Shares, 

including suitability recommendation 

requirements. 

(3) The Exchange would require its 

members to deliver a prospectus or 

product description to investors 

purchasing Shares prior to or 

concurrently with a transaction in such 

Shares and will note this prospectus 

delivery requirement in the Information 

Circular. 

This approval order is conditioned on 

the Exchange’s adherence to these 

representations. 

The Commission finds good cause for 

approving this proposal before the 

thirtieth day after the publication of 

notice thereof in the Federal Register. 

As noted above, the Commission 

previously found that the listing and 

trading of the Shares on NYSE and 

Amex, as applicable, is consistent with 

the Act. The Commission presently is 

not aware of any regulatory issue that 

should cause it to revisit that finding or 

would preclude the trading of the 

Shares on the Exchange pursuant to 

UTP. Furthermore, accelerated approval 

of this proposal will facilitate Nasdaq’s 

ability to continue trading certain nonNasdaq-listed ETFs as Nasdaq becomes 

an exchange with respect to nonNasdaq-listed securities, where there 

appears to be no regulatory concerns 

about such trading. Therefore, 

accelerating approval of this proposal 

should benefit investors by creating, 

without undue delay, additional 

competition in the market for such 

Shares. 

V. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,34 that the 

proposed rule change (SR–NASDAQ–

2007–002), as modified by Amendment 

No. 1, be, and it hereby is, approved on 

an accelerated basis. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.35

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–3076 Filed 2–22–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55284; File No. SR–

NASDAQ–2007–003] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Modify 

Pricing for Nasdaq Members Using the 

Nasdaq Market Center 

February 13, 2007. 

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 January 

29, 2007, The NASDAQ Stock Market 

LLC (‘‘Nasdaq’’) 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 substantially by Nasdaq. 

Pursuant to Section 19(b)(3)(A)(ii) of the 

Act 3 and Rule 19b–4(f)(2) 4 thereunder, 

Nasdaq has designated the proposed 

rule change as establishing or changing 

a member due, fee, or other charge, 

which renders the proposed rule change 

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 

Nasdaq proposes to modify the 

pricing for Nasdaq members using the 

Nasdaq Market Center (‘‘Center’’). 

Nasdaq will implement this proposed 

rule change on February 1, 2007. The 

text of the proposed rule change is 

available at Nasdaq, www.nasdaq.com, 

and the Commission’s Public Reference 

Room.5

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, 

Nasdaq 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. Nasdaq 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 

This proposed rule change modifies 

the pricing schedule for trading 

securities through the Center. In 

addition to modifying the level of 

certain fees, the filing also adds 

language reflecting the fees to be 

charged for trading non-Nasdaq 

securities through the Center. Nasdaq 

anticipates that such trading will begin 

on February 12, 2007. The fee schedule 

reflects the volume of a member’s use of 

the Center and also the ITS/CAES and 

Inet systems operated by Nasdaq and its 


cprice-sewell on PROD1PC61 with NOTICES
8232 Federal Register / Vol. 72, No. 36 / Friday, February 23, 2007 / Notices 

6The consideration of volumes through ITS/ 

CAES and Inet is a function of the phased transition 

of Nasdaq from an operator of NASD facilities to a 

separate national securities exchange. As such, 

NASD fees schedules will be amended to remove 

all references to Nasdaq shortly after the time when 

Nasdaq begins to trade non-Nasdaq exchange-listed 

securities as an exchange. NASD is submitting a 

comparable filing to modify fees for non-Nasdaq 

exchange-listed securities, which likewise 

considers trading volumes through the Center. 7See Nasdaq Head Trader Alert #2006–199 

(November 30, 2006) (available at http:// 

www.nasdaqtrader.com/trader/news/2006/ 

headtraderalerts/hta2006–199.stm). 

8See Securities Exchange Act Release No. 55129 

(January 18, 2007), 72 FR 3894 (January 26, 

2007)(SR–NASD–2006–137). See also Securities 

Exchange Act Release No. 55137 (January 19, 2007), 

72 FR 3452 (January 25, 2007) (SR–NASDAQ–2006–

068). 

9 15 U.S.C. 78f. 

10 15 U.S.C. 78f(b)(4). 

11NYSE Arca’s fees are structured the same as 

Nasdaq’s fees; Nasdaq’s fees are generally the same 

or slightly lower. See http://www.nyse.com/ 

productservices/nysearcaequities/ 

1157018931977.html. BATS fees are also structured 

similarly, and are generally lower. See http:// 

www.batstrading.com/subscriber_resources/ 

BATS_Fee_Schedule_20070201.pdf. NYSE uses a 

different pricing model, but recently made changes 

to its fees that are reflected in Nasdaq’s fees for 

routing to NYSE. See http://www.nyse.com/ 

Frameset.html?nyseref=&displayPage=/press/ 

PressReleases.html (November 30, 2006 press 

release). February 12, 2007 email from John Yetter, 

Nasdaq, to Joseph Morra, Commission. 

12 15 U.S.C. 78s(b)(3)(A)(ii). 

13 17 CFR 240.19b–4(f)(2). 

affiliates as facilities of NASD, in 

determining applicable fees.6 The 

changes proposed by this filing relate to 

order execution fees for the Nasdaq 

Market Center and fees for routing to 

venues other than the New York Stock 

Exchange (‘‘NYSE’’). When the Center 

begins to route orders to NYSE, the 

changes will also apply to such routing. 

Currently, members with an average 

daily volume through the Center in all 

securities during the month of (i) More 

than 30 million shares of liquidity 

provided, and (ii) more than 50 million 

shares of liquidity accessed and/or 

routed; or members with an average 

daily volume through the Center in all 

securities during the month of (i) more 

than 20 million shares of liquidity 

provided, and (ii) more than 60 million 

shares of liquidity accessed and/or 

routed, pay a fee of $0.0027 per share 

executed when their orders access 

liquidity on the Center or are routed. 

Members with lower volumes pay a fee 

of $0.0028 or $0.003, depending on their 

volumes. The proposed rule change 

raises the volume thresholds needed to 

qualify for the $0.0027 fee, such that it 

will be available to market participants 

that (i) Add more than 35 million shares 

of liquidity per day during the month 

and route or remove more than 55 

million shares of liquidity per day 

during the month, or (ii) add more than 

25 million shares of liquidity per day 

during the month and route or remove 

more than 65 million shares of liquidity 

per day during the month. 

Currently, members adding more than 

30 million shares of liquidity per day 

during the month receive a liquidity 

provider credit of $0.0025 per share 

executed; members providing less 

liquidity receive a credit of $0.002. The 

proposed rule change would raise the 

threshold needed to qualify for the 

$0.0025 rebate to 35 million shares per 

day. However, the proposed rule change 

also introduces an intermediate credit of 

$0.0022 per share executed for members 

that provide more than 20 million 

shares of liquidity during the month. 

Nasdaq announced the fees reflected 

in this proposed rule change on 

November 30, 2006,7 as part of a marketwide evolution in the pricing structure 

for non-Nasdaq listed securities and an 

effort by Nasdaq to adopt consistent 

pricing for all types of securities. 

Previously, the fees charged by Nasdaq 

and other venues for non-Nasdaq 

securities had been characterized by low 

execution and routing fees and no 

credits for liquidity providers. During 

the Fall of 2006, however, other markets 

began to adopt higher execution fees, 

coupled with liquidity provider credits, 

thereby moving towards a structure that 

had long been in effect for Nasdaq-listed 

securities. As of January 2, 2007, NASD 

filed fees for ITS/CAES and Inet that 

reflected this evolving pricing structure, 

and Nasdaq adopted comparable fees for 

Nasdaq-listed securities traded through 

the Center.8 However, the fees filed for 

January were intended as a one-month 

transition away from the previous 

structure, and therefore included lower 

thresholds to qualify for favorable 

pricing. In addition, the new higher 

thresholds reflecting the growing 

volumes of orders for NYSE-listed 

securities that are executed or routed 

through Inet and ITS/CAES, and are 

intended to encourage further usage. 

2. Statutory Basis 

Nasdaq believes that the proposed 

rule change is consistent with the 

provisions of Section 6 of the Act,9 in 

general, and with Section 6(b)(4) of the 

Act,10 in particular, in that the proposed 

rule change provides for the equitable 

allocation of reasonable dues, fees and 

other charges among members and 

issuers and other persons using any 

facility or system which Nasdaq 

operates or controls. Nasdaq believes 

that the fees are reasonably allocated 

among members based on their usage of 

the trading systems operated by Nasdaq, 

and are generally consistent with fees 

charged by other market centers for 

comparable services.11

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

Nasdaq does not believe that the 

proposed rule change will result in any 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act, as amended. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The proposed rule change has become 

effective pursuant to Section 

19(b)(3)(A)(ii) of the Act 12 and Rule 

19b–4(f)(2) thereunder,13 in that the 

proposed rule change establishes or 

changes a member due, fee, or other 

charge. 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–NASDAQ–2007–003 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Nancy M. Morris, Secretary, 

Securities and Exchange Commission, 

Station Place, 100 F Street, NE., 

Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–NASDAQ–2007–003. 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 


cprice-sewell on PROD1PC61 with NOTICES
Federal Register / Vol. 72, No. 36 / Friday, February 23, 2007 / Notices 8233 

14 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3The Commission approved Exchange listing of 

streetTRACKS Gold Shares in Securities Exchange 

Act Release No. 50603 (October 28, 2004), 69 FR 

64614 (November 5, 2004) (SR–NYSE–2004–22). 

The Exchange indicated in such filing that the 

listing fee for the streetTRACKS Gold Trust was 

$5,000. 

4 17 CFR 240.19b–4. 

5See, e.g., Securities Exchange Act Release No. 

54020 (June 20, 2006), 71 FR 36579 (June 27, 2006) 

(SR–NYSE–2006–35) (Listing of Six CurrencyShares 

Trusts). 

6 Id. 

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. Copies of such filing also will be 

available for inspection and copying at 

the principal office of NASDAQ. 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–NASDAQ–2007–003 and 

should be submitted on or before March 

16, 2007. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.14

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–3093 Filed 2–22–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55299; File No. SR–NYSE–

2007–01] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing of Proposed Rule Change to 

Amend Listing and Annual Fees 

Applicable to Investment Company 

Units, Currency Trust Shares, 

Commodity Trust Shares and 

streetTRACKS Gold Shares 

February 15, 2007. 

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 January 

24, 2007, the New York Stock Exchange 

LLC (‘‘NYSE’’ or ‘‘Exchange’’) filed with 

the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule changes as described in 

Items I, II and III below, which Items 

have been substantially prepared by the 

NYSE. The Commission is publishing 

this notice to solicit comments on the 

proposed rule changes from interested 

persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Changes 

The Exchange proposes to amend 

initial listing fees and annual fees 

applicable to Investment Company 

Units (‘‘ICUs’’), Currency Trust Shares, 

Commodity Trust Shares and 

streetTRACKS Gold Shares in Section 

902.07 of the NYSE Listed Company 

Manual (‘‘Manual’’), and to make 

conforming amendments to Sections 

902.02 and 902.03 of the Manual. The 

text of the proposed rule change is 

available at the Commission’s Public 

Reference Room, at the NYSE, and at its 

Web site: http://www.nyse.com/ 

Frameset.html?displayPage=http:// 

apps.nyse.com/commdata/pub19b4.nsf/ 

rulefilings?openview. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In filings with the Commission, the 

Exchange included statements 

concerning the purpose of, and basis for, 

the proposed rule change and discussed 

any comments received on the proposed 

rule change. The text of these statements 

may be examined at the places specified 

in Item IV below. The NYSE 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 

The Exchange proposes to amend the 

Listing Fees and Annual Fees in Section 

902.07 of the Manual applicable to 

Investment Company Units listed under 

Section 703.16, and to apply such fees 

to Currency Trust Shares as defined in 

Exchange Rule 1300A, Commodity 

Trust Shares as defined in Exchange 

Rule 1300B, and streetTRACKS Gold 

Shares as defined in Exchange Rule 

1300. The Exchange also proposes to 

make conforming amendments to 

Sections 902.02 (General Information on 

Fees) and 902.03 (Fees for Listed Equity 

Securities) of the Manual. 

Listing Fees 

The Exchange currently imposes a flat 

Original Listing Fee of $5,000 in 

connection with listing a series of 

Investment Company Units. The 

Exchange proposes to amend Section 

902.07 to specify that a $5,000 Listing 

Fee will also be imposed in connection 

with the initial listing of each issue of 

Currency Trust Shares as defined in 

NYSE Rule 1300A and Commodity 

Trust Shares as defined in NYSE Rule 

1300B. In addition, the proposed 

amendment reflects the $5,000 Listing 

Fee applicable to the currently-listed 

streetTRACKS Gold Trust.3 The 

Exchange has previously specified in its 

filings pursuant to Rule 19b–4 4 under 

the Act with respect to Currency Trust 

Shares and Commodity Trust Shares 

that a $5,000 initial listing fee applies,5

and the Exchange believes it is 

appropriate to include such fee in the 

Exchange’s Listing Fee schedule in 

Section 902.07. 

Annual Fees 

The Exchange currently imposes a flat 

Annual Fee of $2,000 for each series of 

ICUs listed on the Exchange. The 

Exchange has previously specified in its 

filings pursuant to Rule 19b–4 with 

respect to streetTRACKS Gold Shares, 

Currency Trust Shares and Commodity 

Trust Shares that a $2,000 annual fee 

applies,6 and the Exchange believes it is 

appropriate to include the Annual Fee, 

as proposed to be amended, in the 

Exchange’s Listing Fee schedule in 

Section 902.07. 

The proposed Annual Fee will be 

tiered based on the number of shares 

outstanding of each issue of ICUs, 

Currency Trust Shares or Commodity 

Trust Shares, and to streetTRACKS

Gold Shares as follows: 

Number of Shares Outstanding 

(each issue) Annual Fee 

Less than 25 million ................. $2,000 

25 million up to 50 million ........ 4,000 

50 million up to 99,999,999 ...... 8,000 

100 million up to 249,999,999 .. 15,000 

250 million up to 499,999,999 .. 20,000 

500 million and over ................. 25,000 

The Annual Fee will be billed each 

calendar quarter and will be 

apportioned based on the number of 

shares outstanding for an issue at the 

end of the preceding calendar quarter, 

as described below. 


cprice-sewell on PROD1PC61 with NOTICES