Federal Register / Vol. 72, No. 42 / Monday, March 5, 2007 / Notices 9805 

25 15 U.S.C. 78k–1(a)(1)(C)(iii). 

26 15 U.S.C. 78s(b)(2). 

27 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)(iii). 

4 17 CFR 240.19b–4(f)(6). 

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,25 which sets 

forth Congress’ 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 

Shares are disseminated through the 

facilities of the CTA and the 

Consolidated Quotation System. 

Furthermore, the IIV, updated to reflect 

changes in currency exchange rates, is 

calculated by Amex and published via 

the facilities of the Consolidated Tape 

Association on a 15-second delayed 

basis throughout the Exchange’s Core 

Trading Session. In addition, if the 

listing market halts trading when the IIV 

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 properly 

monitor Exchange trading of the Shares 

in all trading sessions and to deter and 

detect violations of Exchange rules. 

2. Prior to the commencement of 

trading, the Exchange would inform its 

members in an Information Bulletin of 

the special characteristics and risks 

associated with trading the Shares. 

3. Prior to the commencement of 

trading, the Exchange would inform its 

members in an Information Bulletin the 

requirement that members deliver a 

prospectus to investors purchasing 

newly issued Shares prior to or 

concurrently with the confirmation of a 

transaction. 

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 previously, the Commission 

previously found that the listing and 

trading of the Shares on Amex and the 

trading of the Shares on NYSE Area 

pursuant to UTP are consistent with the 

Act. The Commission presently is not 

aware of any regulatory issue that 

should cause it to revisit those findings 

or would preclude the trading of the 

Shares on the Exchange pursuant to 

UTP. Therefore, accelerating approval of 

this proposal should benefit investors 

by creating, without undue delay, 

additional competition in the market for 

the Shares. 

V. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,26 that the 

proposed rule change (SR–NASDAQ–

2007–011), be and it hereby is, approved 

on an accelerated basis. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.27

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–3749 Filed 3–2–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55355; File No. SR–

NASDAQ–2007–007] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change Regarding 

Technical and Conforming Changes to 

Nasdaq’s 7000 Series Rules 

February 26, 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 February 

9, 2007, The NASDAQ Stock Market 

LLC (‘‘Nasdaq’’) filed with the Securities 

and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I and II 

below, which Items have been 

substantially prepared by Nasdaq. 

Nasdaq has designated this proposal as 

non-controversial under Section 

19(b)(3)(A)(iii) of the Act 3 and Rule 

19b–4(f)(6) thereunder,4 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 reflect in the Rule 

7000 Series of Nasdaq’s rules certain 

changes made to the Rule 7000 Series of 

the rules of the National Association of 

Securities Dealers, Inc. (‘‘NASD’’) in 

recent months with respect to systems 

operated by Nasdaq and its affiliates 

under NASD rules, and to make other 

conforming changes to reflect Nasdaq 

commencing operations as an exchange 

for trading non-Nasdaq listed securities 

on February 12, 2007. Nasdaq proposed 

to implement the proposed rule change 

on February 12, 2007. 

The text of the proposed rule change 

is below. Proposed new language is in 

italics; proposed deletions are in 

brackets. 

7013. Consolidated Quotation Service 

and Exchange-Listed Securities 

Transaction Credit. 

(a) No change. 

(b) Nasdaq members that trade 

securities listed on the NYSE (‘‘Tape 

A’’) and Amex (‘‘Tape B’’) through 

Nasdaq may receive from Nasdaq 

transaction credits based on the number 

of transactions attributed to them. A 

transaction is attributed to a member if 

the transaction is executed through 

[CAES, ITS or Nasdaq’s Brut Facility] 

the Nasdaq Market Center, and the 

member acts as liquidity provider (i.e., 

the member sells in response to a buy 

order or buys in response to a sell 

order). A Nasdaq member may earn 

credits from one or both pools 

maintained by Nasdaq, each pool 

representing 50% of the revenue paid by 

the Consolidated Tape Association to 

Nasdaq for each of Tape A and Tape B 

transactions after deducting the amount 

that Nasdaq pays to the Consolidated 

Tape Association for capacity usage. A 

Nasdaq member may earn credits from 

the pools according to the member’s pro 

rata share of transactions attributed to 

Nasdaq members in each of Tape A and 

Tape B for each calendar quarter. 

Liquidity providers executing 

transactions in Tape B securities 

through the Nasdaq Market Center will 

receive credits with respect to such 

transactions on an estimated monthly 

basis; all other credits under this rule 

will be paid on a quarterly basis. 

7014. [Computer Assisted Execution 

Service] Nasdaq Market Center for 

Non-Nasdaq Securities. 

The charges to be paid by members 

[receiving the Computer Assisted 

Execution Service (CAES)] using the 

Nasdaq Market Center for trading nonVerDate Aug<31>2005 15:17 Mar 02, 2007 Jkt 211001 PO 00000 Frm 00081 Fmt 4703 Sfmt 4703 E:\FR\FM\05MRN1.SGM 05MRN1

erjones on PRODPC74 with NOTICES
9806 Federal Register / Vol. 72, No. 42 / Monday, March 5, 2007 / Notices 

5Securities Exchange Act Release No. 54015 

(June 19, 2006), 71 FR 36369 (June 26, 2006) (SR–

NASD–2006–067). 

6 15 U.S.C. 78f. 

7 15 U.S.C. 78f(b)(4) and (5). 

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

9 17 CFR 240.19b–4(f)(6)(iii). 

10For purposes only of waiving the operative 

delay of this proposal, the Commission notes that 

it has considered the proposed rule’s impact on 

efficiency, competition, and capital formation. 15 

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

Nasdaq exchange-listed securities 

through the Nasdaq Market Center shall 

consist of a fixed service charge of $200 

per member per month, transaction 

charges as provided in Nasdaq Rule 

7018 and equipment-related charges as 

provided elsewhere in the Rule 7000 

Series. 

7015. Access Services. 

(a)–(c) No change. 

(d) New Nasdaq Workstation. 

Nasdaq Workstation Trader ..................................................................... $475 per user per month (including data entitlement package). 

Nasdaq Workstation Post Trade .............................................................. See Rule 7015[(d)](e). 

(e)–(g) No change. 

* * * * * 

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 

Nasdaq is modifying its 7000 Series 

Rules to reflect certain changes made to 

the Rule 7000 Series of the rules of the 

NASD in recent months with respect to 

systems operated by Nasdaq and its 

affiliates under NASD rules, and to 

make other conforming changes to 

reflect Nasdaq commencing operations 

as an exchange for trading non-Nasdaq 

listed securities on February 12, 2007. 

Specifically, Nasdaq is: 

• Amending Nasdaq Rule 7013 to 

reflect changes to NASD Rule 7010(c)(2) 

by SR–NASD–2006–067 5 and to update 

system names to reflect Nasdaq’s 

operation as an exchange. 

• Amending Nasdaq Rule 7014 to 

update system names to reflect Nasdaq’s 

operation as an exchange. 

• Amending Nasdaq Rule 7015 to 

correct a cross-reference in the rule. 

2. Statutory Basis 

Nasdaq believes that the proposed 

rule change is consistent with the 

provisions of Section 6 of the Act,6 in 

general, and with Sections 6(b)(4) and 

(5) of the Act,7 in particular, in that the 

proposal 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, and 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 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. 

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. 

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 

Because the foregoing proposed rule 

change (i) Does not significantly affect 

the protection of investors or the public 

interest; (ii) does not impose any 

significant burden on competition; and 

(iii) does not 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 8 and 

subparagraph (f)(6)(iii) of Rule 19b–4 

thereunder.9

A proposed rule change filed under 

Rule 19b–4(f)(6) normally does not 

become operative for 30 days after the 

date of filing. However, Rule 19b–

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

waive the operative delay if such action 

is consistent with the protection of 

investors and the public interest. 

Nasdaq has requested that the 

Commission waive the five-day notice 

requirement and 30-day operative delay 

and designate the proposed rule change 

immediately operative. 

The Commission is exercising its 

authority to waive the five-day notice 

requirement and believes that waiver of 

the 30-day operative delay is consistent 

with the protection of investors and the 

public interest. The Commission notes 

that the rule changes proposed herein 

are intended to conform to changes 

which have either recently been made 

effective as changes to NASD rules or 

are merely technical in nature. Thus, 

Nasdaq’s proposal raises no new issues 

of regulatory concern. Moreover, 

waiving the operative delay will allow 

Nasdaq to implement the changes 

immediately in conjunction with 

Nasdaq beginning to operate as a 

national securities exchange for trading 

non-Nasdaq securities. Therefore, the 

Commission has determined to waive 

both the five-day notice requirement 

and the 30-day delay and allow the 

proposed rule change to become 

operative upon filing.10

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 


erjones on PRODPC74 with NOTICES
Federal Register / Vol. 72, No. 42 / Monday, March 5, 2007 / Notices 9807 

11 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). 

4 17 CFR 240.19b–4(f)(6). 

5See Securities Exchange Act Release No. 51808 

(June 9, 2005), 70 FR 37496 (June 29, 2005) 

(‘‘Regulation NMS Adopting Release’’). 

6 Id. 

7NMS stock is defined in Rule 600(b)(47) of 

Regulation NMS as ‘‘any NMS security other than 

an option.’’ Rule 600(b)(46) of Regulation NMS 

defines NMS security as ‘‘any security or class of 

securities for which transaction reports are 

collected, processed, and made available pursuant 

to an effective transaction reporting plan, or an 

effective national market system plan for reporting 

transactions in listed options.’’

8See 17 CFR 242.611; Securities Exchange Act 

Release Nos. 54389 (August 31, 2006), 71 FR 52829 

(September 7, 2006) (Order Granting an Exemption 

for Qualified Contingent Trades from Rule 611(a) of 

Regulation NMS) and 54678 (October 31, 2006), 71 

FR 65018 (November 6, 2006) (Order Exempting 

Certain Sub-Penny Trade-Throughs from Rule 611 

of Regulation NMS). 

No. SR–NASDAQ–2007–007 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Nancy M. Morris, Secretary, 

Securities and Exchange Commission, 

100 F Street, NE., Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–NASDAQ–2007–007. 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 Commissions 

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 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-NASDAQ–2007–007 and 

should be submitted on or before March 

26, 2007. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.11

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–3751 Filed 3–2–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55346; File No. SR–NASD–

2007–014] 

Self-Regulatory Organizations; 

National Association of Securities 

Dealers, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Make Conforming 

Changes to the Rules Relating to the 

NASD/NSX TRF, NASD/BSE TRF, and 

NASD/NYSE TRF Consistent With the 

New Requirements of Regulation NMS 

February 26, 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 February 

12, 2007, the National Association of 

Securities Dealers, Inc. (‘‘NASD’’) 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 substantially prepared by 

NASD. NASD has filed the proposal as 

a ‘‘non-controversial’’ rule change 

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

Act 3 and Rule 19b–4(f)(6) thereunder,4

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 

NASD proposes (1) amendments to 

the transaction reporting rules relating 

to the NASD/NSX Trade Reporting 

Facility (‘‘NASD/NSX TRF’’), the 

NASD/BSE Trade Reporting Facility 

(‘‘NASD/BSE TRF’’), and the NASD/ 

NYSE Trade Reporting Facility (‘‘NASD/ 

NYSE TRF’’) (collectively referred to 

herein as the ‘‘Subject TRFs’’) consistent 

with the new requirements of 

Regulation NMS under the Act;5 and (2) 

technical amendments to conform, to 

the extent practicable, the reporting 

rules of the Subject TRFs to the 

reporting rules of the NASD/Nasdaq 

Trade Reporting Facility (‘‘NASD/ 

Nasdaq TRF’’) and NASD’s Alternative 

Display Facility (‘‘ADF’’). The text of the 

proposed rule change is available at 

NASD, the Commission’s Public 

Reference Room, and http:// 

www.nasd.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, 

NASD 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. NASD 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 

Background 

On June 29, 2005, the Commission 

published its release adopting 

Regulation NMS,6 which established 

new substantive rules designed to 

modernize and strengthen the regulatory 

structure of the U.S. equities markets. 

Pursuant to Regulation NMS, the 

Commission, among other things, 

adopted Rule 611 (‘‘Order Protection 

Rule’’) to establish protection against 

trade-throughs for NMS stocks.7

In general, the Order Protection Rule 

requires a trading center (which 

includes national securities exchanges, 

self-regulatory organization (‘‘SRO’’) 

trading facilities, alternative trading 

systems, OTC market makers, and block 

positioners) to establish, maintain, and 

enforce written policies and procedures 

that are reasonably designed to prevent 

trade-throughs on that trading center of 

protected quotations and, if relying on 

an exception, that are reasonably 

designed to assure compliance with the 

terms of the exception. There currently 

are nine exceptions and two exemptions 

to the Order Protection Rule.8 In 


erjones on PRODPC74 with NOTICES