Federal Register / Vol. 72, No. 54 / Wednesday, March 21, 2007 / Notices 13325 

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

13 17 CFR 240.19b–4(f)(6). 

14 Id. 

15For purposes only of waiving the operative date 

of this proposal, the Commission has considered 

the proposed rule’s impact on efficiency, 

competition and capital formation. 15 U.S.C. 78c(f). 16 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3Changes are marked to the rule text that appears 

in the electronic manual of Nasdaq found at 

http://www.complinet.com/nasdaq. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective pursuant to Section 

19(b)(3)(A)(iii) of the Act 12 and 

subparagraph (f)(6) of Rule 19b–4 13

thereunder because it does not: (i) 

Significantly affect the protection of 

investors or the public interest; (ii) 

impose any significant burden on 

competition; (iii) become operative for 

30 days from the date on which it was 

filed, or such shorter time as the 

Commission may designate; and the 

Exchange has given the Commission 

written notice of its intention to file the 

proposed rule change at least five 

business days prior to filing. 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. 

Under Rule 19b–4(f)(6) of the Act,14

the proposal does not become operative 

for 30 days after the date of its filing, or 

such shorter time as the Commission 

may designate if consistent with the 

protection of investors and the public 

interest. The Exchange has requested 

that the Commission waive the 30-day 

operative date, so that proposal may 

take effect upon filing. The Commission 

believes that the proposed rule change 

does not raise any new regulatory issues 

and, consistent with the protection of 

investors and the public interest, has 

determined to waive the 30-day 

operative date, so that the pilot may 

continue without interruption.15

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–CBOE–2007–20 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–2007–20. 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 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–2007–20 and should 

be submitted on or before April 11, 

2007. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.16

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–5116 Filed 3–20–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55443; File No. SR–

NASDAQ–2006–048] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing of Proposed Rule Change To 

Establish a Data Entitlement Named 

‘‘Depth Feed’’ Consisting of Data 

Feeds Nasdaq TotalView and Nasdaq 

OpenView, and To Establish a 

Distribution Charge for Depth Feed 

March 12, 2007. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on November 

16, 2006, 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. 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 fee 

schedule for distribution of data from 

the Nasdaq Market Center. Specifically, 

Nasdaq is proposing to establish a data 

entitlement named ‘‘Depth Feed’’

consisting of two data feeds: Nasdaq 

TotalView and Nasdaq OpenView. 

Nasdaq also proposes to establish a 

distribution charge for Depth Feed. 

The text of the proposed rule change 

is available at Nasdaq, 

www.nasdaq.com, and the 

Commission’s Public Reference Room.3

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. 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. 


jlentini on PROD1PC65 with NOTICES
13326 Federal Register / Vol. 72, No. 54 / Wednesday, March 21, 2007 / Notices 

4See Securities Exchange Act Release No. 51814 

(June 9, 2005), 70 FR 35151 (June 16, 2005) (SR–

NASDAQ–2004–185). 

5 15 U.S.C. 78f. 

6 15 U.S.C. 78f(b)(4). 

7Securities Exchange Act Release No. 43863 

(January 19, 2001), 66 FR 8020 (January 26, 2001) 

(SR–NASD–99–53). 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

Nasdaq offers data products that firms 

may purchase and redistribute either 

within their own organizations or to 

outside parties. Nasdaq assesses 

‘‘distributor fees’’ that are designed to 

encourage broad distribution of the data, 

and to allow Nasdaq to recover the 

relatively high fixed costs associated 

with supporting connectivity and 

contractual relationships with 

distributors. Currently, Nasdaq has the 

following approved distributor fees in 

place for both TotalView and 

OpenView: 4

• TotalView and OpenView Direct 

Access Fee: $2,500 per month each; 

• TotalView and OpenView Internal 

Distribution Fee: $1,000 per month 

each; 

• TotalView and OpenView External 

Distribution Fee: $2,500 per month 

each. 

Thus, for example, if a firm receives 

TotalView and OpenView directly from 

Nasdaq and distributes the data 

externally, the firm currently pays 

$10,000 per month in distributor fees 

($2,500 for direct access to TotalView, 

$2,500 for direct access to OpenView, 

$2,500 to externally distribute 

TotalView, and $2,500 to externally 

distribute OpenView). 

Nasdaq proposes to combine the 

distribution of TotalView and 

OpenView data into a single entitlement 

for distribution purposes. Specifically, 

Nasdaq proposes to establish the ‘‘Depth 

Feed Distributor Fees,’’ a consolidated 

entitlement with a pricing structure 

comprised of three components: 

• Depth Feed Direct Access Fee: 

$2,500 per month for any organization 

that receives an intraday Nasdaq market 

center depth data product directly from 

Nasdaq. A distributor receiving this data 

indirectly via a re-transmission vendor 

is not liable for the Direct Access Fee. 

• Depth Feed Internal Distribution 

Fee: $500 per month for internal 

distributors with distribution of 

TotalView and/or OpenView data to 10 

or fewer subscribers, $1,000 per month 

for internal distributors with 

distribution of TotalView and/or 

OpenView data to greater than 10 

subscribers. As with the current Internal 

Distribution Fees, this fee will be 

applicable to any organization that 

receives an intraday Nasdaq market 

center depth data product (either 

directly from Nasdaq or through a 

retransmission vendor) and distributes 

the data solely within its own 

organization. 

• Depth Feed External Distribution 

Fee: $1,000 per month for external 

distributors distributing TotalView and/ 

or OpenView data to 50 or fewer 

subscribers; $2,500 per month for 

external distributors distributing 

TotalView and/or OpenView data to 

more than 50 and less than or equal to 

100 subscribers, and $4,500 per month 

for external distributors distributing 

TotalView and/or OpenView data to 

more than 100 recipients. As is the case 

today, this fee will be applicable to any 

organization that receives an intraday 

Nasdaq market center depth data 

product (either directly from Nasdaq or 

through a retransmission vendor) and 

distributes the data outside its own 

organization. 

Under the new schedule, the firm that 

receives TotalView directly from 

Nasdaq and distributes the data 

externally will pay a range of $3,500–

$7,000 per month, depending upon the 

number of end users, a significant 

reduction from the currently approved 

fees. The only firms that would be 

assessed higher fees would be firms that 

currently distribute either TotalView or 

OpenView but not both, and distribute 

that data to more than 100 subscribers; 

a resulting increase of $2,000 per 

month. For that incremental $2,000 per 

month, those firms, of which there are 

currently 17, will gain the ability to 

distribute both NYSE-/Amex-listed and 

Nasdaq-listed depth information to their 

subscribers where they had previously 

provided only one of them. 

An organization that receives the 

Nasdaq Market Center full depth data 

directly from Nasdaq will pay the Direct 

Access Fee plus the higher of either the 

Internal Distribution or External 

Distribution Fee (but not both). An 

organization that only receives the 

Nasdaq Market Center full depth data 

indirectly from a retransmission vendor 

will pay either the Internal Distribution 

or External Distribution fee (but not 

both). As with past distributor fee 

structures, the External Distribution Fee 

is higher than the Internal Distribution 

Fee to reflect the fact that external 

distributors typically have broader 

distribution of the data than internal 

distributors. 

On balance, market data distributors 

will pay less to distribute the new 

consolidated Depth Feed than they pay 

today for distributing TotalView and 

OpenView. Specifically, many 

TotalView and OpenView distributors 

will receive a fee decrease, including 

firms that distribute both entitlements to 

their external customers who pay 

$10,000 monthly today but only $5,000 

monthly under the proposed rule 

change. Other distributors will 

experience no fee change, including 

those that distribute either TotalView or 

OpenView to 10 or more internal 

recipients. 

A small number of vendors will 

experience a small fee increase of 

$2,000–specifically, those vendors that 

distribute only one of the two current 

entitlements to more than 100 external 

recipients. If current distribution 

patterns continue, this fee increase will 

apply to 11 vendors. Nasdaq notes that 

the number of affected vendors is a 

small percentage of the total vendor 

population. Currently, over 1,500 

vendors distribute Nasdaq proprietary 

data. Of those, 975 vendors distribute 

real-time data, and, of those, 160 

vendors distribute full depth-of-book 

data. Thus, in a vendor population of 

over 1,500, only 11 will experience a fee 

increase. 

2. Statutory Basis 

Nasdaq believes that the proposed 

rule change is consistent with the 

provisions of Section 6 of the Act,5 in 

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

Act,6 in particular, in that it provides for 

the equitable allocation of reasonable 

charges among the persons distributing 

Nasdaq depth of book information. 

Nasdaq further believes that this 

proposed rule change will encourage 

broader redistribution of the Nasdaq 

depth of book information, thus 

improving transparency and thereby 

benefiting the investing public. 

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. 

As a general matter, the Commission has 

long held the view that ‘‘competition 

and innovation are essential to the 

health of the securities markets. Indeed, 

competition is one of the hallmarks of 

the national market system.’’ 7 The 

Commission has also stated ‘‘that the 

notion of competition is inextricably 

tied with the notion of economic 

efficiency, and the Act seeks to 

encourage market behavior that 

promotes such efficiency, lower costs, 


jlentini on PROD1PC65 with NOTICES
Federal Register / Vol. 72, No. 54 / Wednesday, March 21, 2007 / Notices 13327 

8Securities Exchange Act Release No. 54155 (July 

14, 2006), 71 FR 41291, 41298 (July 20, 2006) (SR–

NASDAQ–2006–001). 9 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 54797 

(November 20, 2006), 71 FR 68855 (‘‘Notice’’). 

4See Nasdaq Rule 4200(a)(15)(b). 

5See Section 303A.02(b)(ii) of the NYSE Listed 

Company Manual. See also Amendment No. 1 to 

the proposed rule change. 

and better service in the interest of 

investors and the general public.’’ 8

The proposed rule change is designed 

to increase transparency and the 

efficiency of executions by enabling 

vendors to provide additional market 

data in a cost efficient manner. There is 

significant competition for the provision 

of market data to broker-dealers and 

other market data consumers, as well as 

competition for the orders that generate 

the data. Nasdaq fully expects its 

competitors to quickly respond to this 

proposal as they have responded to 

other Nasdaq data products in the past. 

Moreover, market forces have shaped 

the market data fees that Nasdaq has 

charged for this product in the past and 

will continue to shape those fees in the 

future. Over time, Nasdaq has 

continually decreased the cost of data 

distribution to promote continued 

growth in the use of depth of book data. 

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 

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 such 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–NASDAQ–2006–048 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–2006–048. 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 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–2006–048 and 

should be submitted on or before April 

11, 2007. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.9

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–5058 Filed 3–20–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55463; File No. SR–

NASDAQ–2006–041] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing of Amendment No. 1 and Order 

Granting Accelerated Approval to 

Proposed Rule Change as Modified by 

Amendment No. 1 To Modify an Aspect 

of the Definition of Independent 

Director 

March 13, 2007. 

I. Introduction 

On October 3, 2006, The NASDAQ 

Stock Market LLC (‘‘Nasdaq’’ or 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission 

(‘‘Commission’’), pursuant to Section 

19(b)(1) of the Securities Exchange Act 

of 1934 (‘‘Act’’) 1 and Rule 19b–4 

thereunder,2 a proposed rule change to 

modify an aspect of Nasdaq’s definition 

of ‘‘independent director.’’ The 

proposed rule change was published for 

comment in the Federal Register on 

November 28, 2006.3 The Commission 

received no comment letters on the 

proposal as published. On March 2, 

2007, Nasdaq filed Amendment No. 1 to 

the proposed rule change. The 

Commission is publishing notice of 

Amendment No. 1 to the proposed rule 

change and granting approval to the 

proposed rule change as modified by 

Amendment No. 1 on an accelerated 

basis. 

II. Description of the Proposed Rule 

Change 

Under current Nasdaq Rule 

4200(a)(15)(B), a director of a listed 

issuer is generally precluded from being 

considered independent if that director 

has received more than $60,000 in 

compensation from the issuer during 

any period of twelve consecutive 

months within the three years preceding 

the determination of independence.4

The proposed rule change would raise 

this amount to $100,000, the same figure 

specified by the New York Stock 

Exchange (‘‘NYSE’’) in its comparable 

independence standard.5


jlentini on PROD1PC65 with NOTICES