1794 Federal Register / Vol. 72, No. 9 / Tuesday, January 16, 2007 / Notices 

7 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See e-mail dated January 4, 2007 from Michael 

Cavalier, Assistant General Counsel, NYSE Group, 

Inc. to Mitra Mehr, Special Counsel, Division of 

Market Regulation, Commission, reflecting a 

technical correction to the names of the relevant 

funds. 

4See Securities Exchange Act Release No. 44700 

(August 14, 2001), 66 FR 43927 (August 21, 2001) 

(SR–Amex–2001–34). 

Number SR–DTC–2006–17 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–DTC–2006–17. 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. Copies of such filing also will 

be available for inspection and copying 

at the principal office of DTC and on 

DTC’s Web site at https:// 

login.dtcc.com/dtcorg/. 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–DTC–

2006–17 and should be submitted on or 

before February 6, 2007. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.7

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–389 Filed 1–12–07; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55053; File No. SR–

NYSEArca–2006–38] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and Order 

Granting Accelerated Approval of 

Proposed Rule Change to Trade 

iShares S&P Global Index Funds and 

iShares MSCI EAFE Index Fund 

Pursuant to Unlisted Trading 

Privileges 

January 5, 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 October 

18, 2006, NYSE Arca, Inc. (‘‘NYSE 

Arca’’ or ‘‘Exchange’’) 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 the Exchange. 

The Commission is publishing this 

notice and order to solicit comments on 

the proposal from interested persons 

and to approve the proposal on an 

accelerated basis. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange, through its wholly 

owned subsidiary NYSE Arca Equities, 

Inc. (‘‘NYSE Arca Equities’’) proposes to 

trade shares (‘‘Shares’’) of the following 

index funds (‘‘Funds’’) 3 pursuant to 

unlisted trading privileges (‘‘UTP’’) 

based on NYSE Arca Equities Rule 

5.2(j)(3): 

• iShares S&P Global Energy Sector 

Index Fund (Symbol: IXC) 

• iShares S&P Global Financials Sector 

Index Fund (IXG) 

• iShares S&P Global Health Care Sector 

Index Fund (IXJ) 

• iShares S&P Global 

Telecommunications Sector Index 

Fund (IXP) 

• iShares S&P Global Information 

Technology Sector Index Fund (IXN) 

• iShares S&P/TOPIX 150 Index Fund 

(ITF) 

• iShares S&P Latin America 40 Index 

Fund (ILF); and 

• iShares MSCI EAFE Index Fund (EFA) 

The text of the proposed rule change 

is available on the Exchange’s Web site 

(http://www.nysearca.com), at the 

principal office of the Exchange, and at 

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 

Exchange 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 III below. The 

Exchange 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 is proposing to trade 

the Shares pursuant to UTP. The index 

underlying each Fund (‘‘each, an 

Index’’) consists of both U.S. and/or 

foreign stocks. The investment objective 

of each Fund is to provide investment 

results that correspond generally to the 

price and yield performance of its 

underlying Index. In seeking to achieve 

its respective investment objective, each 

Fund utilizes a ‘‘representative 

sampling’’ strategy, which is a passive 

investment strategy, to track its 

applicable Index. Each Fund will 

attempt to hold a representative sample 

of the Index’s component securities 

utilizing quantitative analytical models. 

At least 90% of each Fund’s total assets 

will be invested in the Index’s 

component securities. Each Fund also 

may invest up to 10% of its total assets 

in stocks that are not included in its 

Index. 

The Commission previously approved 

the original listing and trading of the 

Shares on the American Stock Exchange 

LLC (‘‘Amex’’).4 The Exchange deems 

the Shares to be equity securities, thus 

rendering trading in the Shares subject 

to the Exchange’s existing rules 

governing the trading of equity 

securities. The trading hours for the 

Shares on the Exchange are the same as 

those set forth in NYSE Arca Equities 

Rule 7.34, except that the Shares, with 

the exception of iShares S&P/TOPIX 150 

Index Fund, will not trade during the 

Opening Session (4 a.m. to 9:30 a.m. 


sroberts on PROD1PC70 with NOTICES
Federal Register / Vol. 72, No. 9 / Tuesday, January 16, 2007 / Notices 1795 

5 15 U.S.C. 80a–24(d). 

6See In the Matter of iShares, Inc., et al., 

Investment Company Act Release No. 25623 (June 

25, 2002). 

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

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

9 17 CFR 240.12f–5. 

Eastern Time) unless the Indicative 

Optimized Portfolio Value (‘‘IOPV’’) is 

calculated and disseminated during that 

time. The iShares S&P/TOPIX 150 Index 

Fund will trade during the Opening 

Session since there is no overlap in 

trading hours of the Opening Session 

and the foreign markets trading the S&P/ 

TOPIX 150 Index Fund securities. Also 

the last calculated IOPV for this Fund is 

available to investors during the 

Opening Session by means of the 

consolidated tape or major market data 

vendors and remains unchanged during 

the Opening Session. 

Quotations for and last sale 

information regarding the Shares for 

each Fund are disseminated through the 

Consolidated Quotation System. The 

provider of each underlying Index 

disseminates the value of such index 

intra-day on a real-time basis as 

individual component securities of the 

underlying Index change in price. The 

intra-day value of each underlying 

Index is disseminated every 15 seconds 

throughout Amex’s trading day by 

organizations authorized by each 

respective underlying Index provider. 

Amex disseminates the net asset value 

(‘‘NAV’’) for each Fund on a daily basis 

and the final dividend amounts that 

each Fund pays. 

To provide updated information 

relating to the Shares for use by 

investors, professionals, and persons 

wishing to create or redeem them, Amex 

disseminates the IOPV for each Fund as 

calculated by a securities information 

provider. The IOPV is disseminated on 

a per-share basis every 15 seconds 

during regular Amex trading hours of 

9:30 a.m. to 4 p.m. or 4:15 p.m. Eastern 

Time, depending on the time Amex 

specifies for the trading of the Shares. 

For the iShares S&P/TOPIX 150 Index 

Fund, there is no overlap in trading 

hours between the foreign markets 

trading the underlying Index component 

securities and Amex. Therefore, for this 

Fund, the IOPV is calculated based on 

closing prices in the principal foreign 

market for securities in the Fund 

portfolio, which are then converted 

from the applicable foreign currency to 

U.S. dollars. The IOPV for this Fund is 

updated every 15 seconds during 

Amex’s regular trading hours of 9:30 

a.m. to 4 p.m. or 4:15 p.m. Eastern Time, 

as applicable, to reflect changes in 

currency exchange rates between the 

U.S. dollar and the applicable foreign 

currency. 

Each of the other Funds includes 

companies trading in markets with 

trading hours overlapping Amex’s 

regular trading hours. During the 

overlap period for these Funds, an IOPV 

calculator updates an IOPV every 15 

seconds to reflect price changes in the 

principal foreign markets, and converts 

such prices into U.S. dollars based on 

the current currency exchange rates. 

When the foreign market or markets are 

closed but Amex is open for trading, the 

IOPV is updated every 15 seconds to 

reflect changes in currency exchange 

rates. 

The IOPV may not reflect the value of 

all securities included in the applicable 

underlying Index, and the IOPV does 

not necessarily reflect the precise 

composition of the current portfolio of 

securities held by each Fund at a 

particular point in time. Therefore, the 

IOPV on a per-share basis disseminated 

during Amex’s regular trading hours 

should not be viewed as a real-time 

update of the NAV of a particular Fund, 

which is calculated only once a day. 

The IOPV is intended to closely 

approximate the value per-share of the 

portfolio of securities for a Fund and 

provide for a close proxy of the NAV at 

a greater frequency for investors. 

The Commission has granted each 

Fund an exemption from certain 

prospectus delivery requirements under 

Section 24(d) of the Investment 

Company Act of 1940 (‘‘1940 Act’’).5

Any product description used in 

reliance on the Section 24(d) exemptive 

order will comply with all 

representations made and all conditions 

contained in the application for orders 

under the 1940 Act.6

In connection with the trading of the 

Shares, the Exchange would inform ETP 

Holders in an Information Circular of 

the special characteristics and risks 

associated with trading the Shares, 

including how they are created and 

redeemed, the prospectus or product 

description delivery requirements 

applicable to the Shares, applicable 

Exchange rules, how information about 

the value of each underlying Index is 

disseminated, and trading information. 

In addition, before an ETP Holder 

recommends a transaction in the Shares, 

the ETP Holder must determine that the 

Shares are suitable for the customer, as 

required by NYSE Arca Equities Rule 

9.2(a)–(b). 

The Exchange intends to utilize its 

existing surveillance procedures 

applicable to derivative products to 

monitor trading in the Shares. The 

Exchange represents that these 

procedures are adequate to monitor 

Exchange trading of the Shares. 

2. Statutory Basis 

The Exchange believes that the 

proposal is consistent with Section 6(b) 

of the Act 7 in general and Section 

6(b)(5) of the Act 8 in particular in that 

it is designed to promote just and 

equitable principles of trade, to foster 

cooperation and coordination with 

persons engaged in facilitating 

transactions in securities, to remove 

impediments and perfect the 

mechanisms of a free and open market, 

and to protect investors and the public 

interest. In addition, the Exchange 

believes that the proposal is consistent 

with Rule 12f–5 under the Act 9 because 

it deems the Shares to be equity 

securities, thus rendering trading in the 

Shares subject to the Exchange’s 

existing rules governing the trading of 

equity 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 

Written comments on the proposed 

rule change were neither solicited nor 

received. 

III. 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–NYSEArca–2006–38 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–NYSEArca–2006–38. This 

file number should be included on the 


sroberts on PROD1PC70 with NOTICES
1796 Federal Register / Vol. 72, No. 9 / Tuesday, January 16, 2007 / Notices 

10 In approving this rule change, the Commission 

notes that it has considered the proposed rule’s 

impact on efficiency, competition, and capital 

formation. See 15 U.S.C. 78c(f). 11 15 U.S.C. 78f(b)(5). 

12 15 U.S.C. 78l(f). 

13Section 12(a) of the Act, 15 U.S.C. 78l(a), 

generally prohibits a broker-dealer from trading a 

security on a national securities exchange unless 

the security is registered on that exchange pursuant 

to Section 12 of the Act. Section 12(f) of the Act 

excludes from this restriction trading in any 

security to which an exchange ‘‘extends UTP.’’

When an exchange extends UTP to a security, it 

allows its members to trade the security as if it were 

listed and registered on the exchange even though 

it is not so listed and registered. 

14See supra note 3. 

15 17 CFR 240.12f–5. 

16 15 U.S.C. 78k–1(a)(1)(C)(iii). 

17 15 U.S.C. 78s(b)(2). 

18 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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. 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–NYSEArca–2006–38 and 

should be submitted on or before 

February 6, 2007. 

IV. Commission’s Findings and Order 

Granting Accelerated Approval of the 

Proposed Rule Change 

After careful review, the Commission 

finds that the proposed rule change is 

consistent with the requirements of the 

Act and the rules and regulations 

thereunder applicable to a national 

securities exchange.10 In particular, the 

Commission finds that the proposed 

rule change is consistent with Section 

6(b)(5) of the Act,11 which requires that 

an exchange have rules designed, among 

other things, 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. The Commission 

believes that this proposal should 

benefit investors by increasing 

competition among markets that trade 

the Shares. 

In addition, the Commission finds 

that the proposal is consistent with 

Section 12(f) of the Act,12 which permits 

an exchange to trade, pursuant to UTP, 

a security that is listed and registered on 

another exchange.13 The Commission 

notes that it previously approved the 

listing and trading of the Shares on 

Amex.14 The Commission also finds that 

the proposal is consistent with Rule 

12f–5 under the Act,15 which provides 

that an exchange shall not extend UTP 

to a security unless the exchange has in 

effect a rule or rules providing for 

transactions in the class or type of 

security to which the exchange extends 

UTP. The Exchange has represented that 

it meets this requirement because it 

deems the Shares to be equity securities, 

thus rendering trading in the Shares 

subject to the Exchange’s existing rules 

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,16 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 

Consolidated Quotation System. 

Furthermore, an IOPV calculator 

updates the applicable IOPV every 15 

seconds to reflect price changes in the 

principal foreign markets and converts 

such prices into U.S. dollars based on 

the current currency exchange rate. 

When the foreign market or markets are 

closed but Amex is open for trading, the 

IOPV is updated every 15 seconds to 

reflect changes in currency exchange 

rates. NYSE Arca Equities Rule 7.34 

describes the situations when the 

Exchange would halt trading when the 

IOPV or the value of the Index 

underlying one of the Funds is not 

calculated or widely available. 

The Commission notes that, if the 

Shares should be delisted by Amex, the 

original 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 monitor the 

trading of the Shares. 

2. In connection with the trading of 

the Shares, the Exchange would inform 

ETP Holders in an Information Circular 

of the special characteristics and risks 

associated with trading the Shares. 

3. The Information Circular would 

inform participants of the prospectus or 

product delivery requirements 

applicable to the Shares. 

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 is 

consistent with the Act. The 

Commission presently is not aware of 

any regulatory issue that should cause it 

to revisit that earlier finding or 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,17 that the 

proposed rule change (SR–NYSEArca–

2006–38) is approved on an accelerated 

basis. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.18

Nancy M. Morris, 

Secretary. 

[FR Doc. E7–390 Filed 1–12–07; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55051; File No. SR–

NYSEArca–2007–01] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing of a 

Proposed Rule Change Relating to the 

Uniform Definition of Complex Trade 

January 5, 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 3, 


sroberts on PROD1PC70 with NOTICES