Federal Register / Vol. 72, No. 49 / Wednesday, March 14, 2007 / Notices 11925 

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

11 17 CFR 240.19b–4(f)(1). 

12 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3The Exchange interprets ‘‘listing following 

emergence from bankruptcy’’ to mean that the 

company lists at the same time it emerges from 

bankruptcy. Telephone conversation between John 

Carey, Assistant General Counsel, NYSE, and 

Nathan Saunders, Special Counsel, Division of 

Market Regulation, Commission, March 6, 2007. 

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 that is not 

necessary or appropriate in furtherance 

of the purposes of the Exchange Act. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants or Others 

The Exchange neither solicited nor 

received written comments on the 

proposal. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the foregoing proposed rule 

change constitutes a stated policy, 

practice, or interpretation with respect 

to the meaning, administration, or 

enforcement of an existing rule, it has 

become effective pursuant to Section 

19(b)(3)(A) 10 and Rule 19b–4(f)(1) 

thereunder.11 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 e-mail to rulecomments@sec.gov. Please include File 

Number SR–CBOE–2007–22 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–CBOE–2007–22. 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. Copies of such filing will also be 

available for inspection and copying at 

the principal office of the 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 number 

SR–CBOE–2007–22 and should be 

submitted on or before April 4, 2007. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.12

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–4589 Filed 3–13–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55421; File No. SR–NYSE–

2007–19] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing of Proposed Rule Change To 

Waive Certain Listing Fees 

March 8, 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 

22, 2007, the New York Stock Exchange 

LLC (‘‘NYSE’’ or ‘‘Exchange’’) 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 the 

Exchange. The Commission is 

publishing this notice to solicit 

comment 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 amend 

Section 902.02 of its Listed Company 

Manual (the ‘‘Manual’’) to provide that 

there shall be no initial listing fee 

applicable to (i) any company listing 

upon emergence from bankruptcy, or (ii) 

any company listing its primary class of 

common stock that is not listed on a 

national securities exchange but is 

registered under the Act. The 

amendment will also apply a separate 

cap for a limited period on fees payable 

by companies listing upon emergence 

from bankruptcy. If approved by the 

Commission, the amendments 

contained in this proposal will be 

applied retroactively as of the date of 

this filing. 

The text of the proposed rule change 

is available on the Exchange’s Web site 

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

Exchange’s Office of the Secretary, 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, 

NYSE 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. 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 proposes to amend 

Section 902.02 of the Manual to provide 

that there shall be no initial listing fee 

applicable to: 

• Any company listing following 

emergence from bankruptcy; 3 or 

• Any company listing its primary 

class of common stock that is not listed 

on a national securities exchange but is 

registered under the Act. 

The amendment will also apply a 

separate cap for a limited period on fees 


cprice-sewell on PROD1PC66 with NOTICES
11926 Federal Register / Vol. 72, No. 49 / Wednesday, March 14, 2007 / Notices 

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

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

payable by companies listing upon 

emergence from bankruptcy. If approved 

by the Commission, the amendments 

contained in this proposal will be 

applied retroactively as of the date of 

this filing. 

Section 902.02 currently provides a 

cap of $500,000 for all fees (including 

both initial listing fees and annual fees) 

payable by any issuer during a calendar 

year. Under the proposed amendment, 

the total fees payable by an issuer that 

lists upon emergence from bankruptcy 

will be subject to a separate fee cap. 

Annual fees for any such issuer will be 

calculated quarterly for the fiscal 

quarter in which such issuer lists and in 

each of the succeeding 12 full fiscal 

quarters, at a rate of one-fourth of the 

applicable annual fee rate. The total fees 

(including initial listing fees and annual 

fees) that may be billed to such issuer 

during this period will be subject to a 

$25,000 cap in the fiscal quarter in 

which the issuer lists and in each of the 

succeeding 12 full fiscal quarters. This 

fee cap will subject to the same 

exclusions that apply in relation to the 

$500,000 per year fee cap described in 

Section 902.02 under the heading ‘‘Total 

Maximum Fee Payable in a Calendar 

Year.’’ If there are one or more fiscal 

quarters remaining in the year after the 

conclusion of the period described in 

this paragraph, the issuer will, on a 

prorated basis, be billed the regular 

annual fee subject to the $500,000 total 

fee cap for the remainder of that year. 

The proposed rule change will not 

affect the Exchange’s commitment of 

resources to its regulatory oversight of 

the listing process or its regulatory 

programs. Specifically, companies that 

benefit from the waivers will be 

reviewed for compliance with Exchange 

listing standards in the same manner as 

any other company that applies to be 

listed on the Exchange. The Exchange 

will conduct a full and independent 

review of each issuer’s compliance with 

the Exchange’s listing standards. 

In the case of companies listing upon 

emergence from bankruptcy, the 

Exchange believes that the initial listing 

fee waiver and proposed separate fee 

cap are justified by such companies’

unique circumstances. Companies 

emerging from bankruptcy are typically 

not raising any new capital at the time 

of listing, so the payment of initial 

listing fees is more burdensome than for 

companies that are listing upon an 

initial public offering. Also, because of 

the desire in bankruptcy proceedings to 

ensure that creditors are paid as much 

as possible, such companies are much 

more sensitive to both the initial and 

continued costs associated with listing. 

It is frequently difficult for such 

companies to assess what those costs are 

going to be until quite close to their 

emergence from bankruptcy, as the 

number of shares that will be issued 

(and therefore the related listing fees) 

are a significant variable in the 

negotiation of the bankruptcy 

settlement. As (a) bankrupt companies 

face unique challenges in the listing 

process, (b) the number of companies 

that will benefit from the fee waiver and 

lower fee cap applicable to bankrupt 

companies will be very limited, and (c) 

the fee cap will apply only to a threeyear transitional period, the Exchange 

does not believe that the treatment this 

proposal would afford to bankrupt 

companies constitutes an inequitable or 

unfairly discriminatory allocation of 

fees. 

The Exchange anticipates that a 

significant percentage of potential 

listings of companies that have a 

registered class of common stock but 

that are not currently listed on a 

national securities exchange will be 

formerly listed companies that were 

delisted as a result of a failure to timely 

file annual reports with the 

Commission. These are companies that 

were otherwise in good standing with 

the Exchange or with another national 

securities exchange, but fell behind on 

their reporting obligations under the Act 

because their auditors or the 

Commission required restatements of 

their financial statements. These 

companies will re-list on the Exchange 

as soon as their filings are up to date. 

The Exchange believes that waiving 

initial listing fees for these companies is 

appropriate and does not constitute an 

inequitable or unfairly discriminatory 

allocation of fees, as such companies 

had previously paid initial listing fees to 

the Exchange or to another national 

securities exchange, and to make them 

pay these fees again would further 

penalize them unnecessarily. 

The Exchange does not expect the 

financial impact of this proposed rule 

change to be material, either in terms of 

increased levels of annual fees from 

transferring issuers or in terms of 

diminished initial listing fee revenues. 

A very limited number of companies are 

qualified and seek to list on the 

Exchange that are either emerging from 

bankruptcy or have a registered class of 

common stock but are not currently 

listed on another market. Accordingly, 

the proposed rule change will not 

impact the Exchange’s resource 

commitment to its regulatory oversight 

of the listing process or its regulatory 

programs. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

the requirement under Section 6(b)(4) 4

of the Act that an exchange have rules 

that provide for the equitable allocation 

of reasonable dues, fees and other 

charges among its members and other 

persons using its facilities and the 

requirement under Section 6(b)(5) 5 of 

Act that an exchange have rules that are 

designed to remove impediments to and 

perfect the mechanism of a free and 

open market and a national market 

system and that are not designed to 

permit unfair discrimination between 

issuers. In light of the unique 

circumstances of companies emerging 

from bankruptcy and the likelihood that 

many companies listing that have a 

registered class of common stock but are 

not listed on another market will be 

previously listed companies delisted as 

late filers, the Exchange believes that 

the proposed fee waiver does not render 

the allocation of its listing fees 

inequitable or unfairly discriminatory. 

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. 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 Exchange 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, 


cprice-sewell on PROD1PC66 with NOTICES
Federal Register / Vol. 72, No. 49 / Wednesday, March 14, 2007 / Notices 11927 

6 17 CFR 200.30–3(a)(12). 

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–2007–19 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–NYSE–2007–19. 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. Copies of the 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–NYSE–2007–19 and should 

be submitted on or before April 4, 2007. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.6

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–4587 Filed 3–13–07; 8:45 am] 

BILLING CODE 8010–01–P 

DEPARTMENT OF STATE 

[Public Notice 5722] 

Culturally Significant Objects Imported 

for Exhibition; Determinations: ‘‘Ike 

Taiga and Tokuyama Gyokuran: 

Japanese Masters of the Brush’’

Summary: Notice is hereby given of 

the following determinations: Pursuant 

to the authority vested in me by the Act 

of October 19, 1965 (79 Stat. 985; 22 

U.S.C. 2459), Executive Order 12047 of 

March 27, 1978, the Foreign Affairs 

Reform and Restructuring Act of 1998 

(112 Stat. 2681, et seq.; 22 U.S.C. 6501 

note, et seq.), Delegation of Authority 

No. 234 of October 1, 1999, Delegation 

of Authority No. 236 of October 19, 

1999, as amended, and Delegation of 

Authority No. 257 of April 15, 2003 [68 

FR 19875], I hereby determine that the 

objects to be included in the exhibition 

‘‘Ike Taiga and Tokuyama Gyokuran: 

Japanese Masters of the Brush’’, 

imported from abroad for temporary 

exhibition within the United States, are 

of cultural significance. The objects are 

imported pursuant to loan agreements 

with the foreign owners or custodians. 

I also determine that the exhibition or 

display of the exhibit objects at the 

Philadelphia Museum of Art, 

Philadelphia, Pennsylvania, from on or 

about May 1, 2007, until on or about 

July 22, 2007, and at possible additional 

venues yet to be determined, is in the 

national interest. Public Notice of these 

Determinations is ordered to be 

published in the Federal Register. 

For Further Information Contact: For 

further information, including a list of 

the exhibit objects, contact Paul 

Manning, Attorney-Adviser, Office of 

the Legal Adviser, U.S. Department of 

State (telephone: (202) 453–8050). The 

address is U.S. Department of State, SA–

44, 301 4th Street, SW., Room 700, 

Washington, DC 20547–0001. 

Dated: March 5, 2007. 

C. Miller Crouch, 

Principal Deputy Assistant Secretary for 

Educational and Cultural Affairs, Department 

of State. 

[FR Doc. E7–4661 Filed 3–13–07; 8:45 am] 

BILLING CODE 4710–05–P 

DEPARTMENT OF STATE 

[Public Notice 5723] 

Culturally Significant Objects Imported 

for Exhibition; Determinations: 

‘‘Richard Serra Sculpture: Forty Years’’

Summary: Notice is hereby given of 

the following determinations: Pursuant 

to the authority vested in me by the Act 

of October 19, 1965 (79 Stat. 985; 22 

U.S.C. 2459), Executive Order 12047 of 

March 27, 1978, the Foreign Affairs 

Reform and Restructuring Act of 1998 

(112 Stat. 2681, et seq.; 22 U.S.C. 6501 

note, et seq.), Delegation of Authority 

No. 234 of October 1, 1999, Delegation 

of Authority No. 236 of October 19, 

1999, as amended, and Delegation of 

Authority No. 257 of April 15, 2003 (68 

FR 19875), I hereby determine that the 

objects to be included in the exhibition 

‘‘Richard Serra Sculpture: Forty Years’’, 

imported from abroad for temporary 

exhibition within the United States, are 

of cultural significance. The objects are 

imported pursuant to loan agreements 

with the foreign owners or custodians. 

I also determine that the exhibition or 

display of the exhibit objects at The 

Museum of Modern Art, New York, New 

York, from on or about June 3, 2007, 

until on or about September 10, 2007, 

and at possible additional venues yet to 

be determined, is in the national 

interest. Public Notice of these 

Determinations is ordered to be 

published in the Federal Register. 

For Further Information Contact: For 

further information, including a list of 

the exhibit objects, contact Julianne 

Simpson, Attorney-Adviser, Office of 

the Legal Adviser, U.S. Department of 

State (telephone: (202) 453–8050). The 

address is U.S. Department of State, SA–

44, 301 4th Street, SW., Room 700, 

Washington, DC 20547–0001. 

Dated: March 5, 2007. 

C. Miller Crouch, 

Principal Deputy Assistant Secretary for 

Educational and Cultural Affairs, Department 

of State. 

[FR Doc. E7–4658 Filed 3–13–07; 8:45 am] 

BILLING CODE 4710–05–P 

DEPARTMENT OF STATE 

[Public Notice 5721] 

Culturally Significant Objects Imported 

for Exhibition; Determinations: ‘‘Royal 

Portraits of Celebration’’

Summary: Notice is hereby given of 

the following determinations: Pursuant 

to the authority vested in me by the Act 

of October 19, 1965 (79 Stat. 985; 22 

U.S.C. 2459), Executive Order 12047 of 

March 27, 1978, the Foreign Affairs 

Reform and Restructuring Act of 1998 

(112 Stat. 2681, et seq.; 22 U.S.C. 6501 

note, et seq.), Delegation of Authority 

No. 234 of October 1, 1999, Delegation 

of Authority No. 236 of October 19, 

1999, as amended, and Delegation of 

Authority No. 257 of April 15, 2003 [68 

FR 19875], I hereby determine that the 

objects to be included in the exhibition 


cprice-sewell on PROD1PC66 with NOTICES