Federal Register / Vol. 72, No. 95 / Thursday, May 17, 2007 / Notices 27889 

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

2 17 CFR 240.19b–4. 

3The Up-MACRO Holding Shares and DownMACRO Holding Shares (collectively, the ‘‘MACRO 

Holding Shares’’) will not be listed or traded on 

Nasdaq. 

4See Securities Exchange Act Release No. 54839 

(November 29, 2006), 71 FR 70804 (December 6, 

2006) (SR–Amex–2006–82) (the ‘‘Amex Order’’). 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55740; File No. SR–

NASDAQ–2007–048] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing and Order Granting Accelerated 

Approval of Proposed Rule Change To 

Trade Claymore MACROshares Oil Up 

Tradeable Shares and Claymore 

MACROshares Oil Down Tradeable 

Shares Pursuant to Unlisted Trading 

Privileges 

May 10, 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 May 3, 

2007, The NASDAQ Stock Market LLC 

(‘‘Nasdaq’’ 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. 

This notice and order provides notice of 

the proposed rule change and approves 

the proposal on an accelerated basis. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

Nasdaq proposes to trade, pursuant to 

unlisted trading privileged (‘‘UTP’’), (1) 

Claymore MACROshares Oil Up 

Tradeable Shares (the ‘‘Up-MACRO 

Tradeable Shares’’) and (2) Claymore 

MACROshares Oil Down Tradeable 

Shares (the ‘‘Down-MACRO Tradeable 

Shares’’ and together with the UpMACRO Tradeable Shares, the ‘‘MACRO 

Tradeable Shares’’). 

The text of the proposed rule change 

is available from Nasdaq’s Web site at 

nasdaq.complinet.com, at Nasdaq’s 

principal office, 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 

Nasdaq proposes to trade the MACRO 

Tradeable Shares pursuant to UTP. The 

MACRO Tradeable Shares are issued by 

and represent an undivided beneficial 

interest in (1) the Claymore 

MACROshares Oil Up Tradeable Trust 

(the ‘‘Up-MACRO Tradeable Trust’’) and 

(2) the Claymore MACROshares Oil 

Down Tradeable Trust (the ‘‘DownMACRO Tradeable Trust’’), respectively. 

The assets of these trusts (collectively, 

the ‘‘MACRO Tradeable Trusts’’) each 

consists exclusively of a majority of the 

Claymore MACROshares Oil Up 

Holding Shares (‘‘Up-MACRO Holding 

Shares’’) issued by the Claymore 

MACROshares Oil Up Holding Trust 

(‘‘Up-MACRO Holding Trust’’) and the 

Claymore MACROshares Oil Down 

Holding Shares (‘‘Down-MACRO 

Holding Shares’’) issued by the 

Claymore MACROshares Oil Down 

Holding Trust (‘‘Down-MACRO Holding 

Trust’’).3 The Commission previously 

approved the listing and trading of the 

MACRO Tradeable Shares on the 

American Stock Exchange (‘‘Amex’’).4

As described in greater detail in the 

Amex Order, the value of the 

MACROShares Tradeable Shares is 

dependent upon the settlement price of 

the light sweet crude oil futures contract 

traded on the New York Mercantile 

Exchange (‘‘NYMEX’’). 

Nasdaq deems the MACRO Tradeable 

Shares to be equity securities, thus 

rendering trading in the MACRO 

Tradeable Shares subject to its existing 

rules governing the trading of equity 

securities, including Nasdaq Rule 4630, 

which governs trading of CommodityRelated Securities. The MACRO 

Tradeable Shares will trade on Nasdaq 

from 9:30 a.m. until 4:15 p.m. Eastern 

Time (‘‘ET’’). 

Quotations for and last sale 

information regarding the MACRO 

Tradeable Shares are disseminated 

through the Consolidated Quotation 

System. During each trading day, Amex, 

acting as the calculation agent, 

publishes to the Consolidated Quotation 

System, at least every 15 seconds during 

the entire time that the MACRO 

Tradeable Shares trade on Amex 

(normally 9:30 a.m. to 4:15 p.m. ET each 

trading day), an Indicative Intraday 

Value (‘‘IIV’’) representing the estimated 

underlying value per share of both the 

Up-MACRO Tradeable Shares and the 

Down-MACRO Tradeable Shares. Amex 

also publishes these values on its Web 

site. To enable this calculation, Amex 

receives real-time price data from the 

NYMEX for the light sweet crude oil 

futures contract that trades on the 

NYMEX from two major market data 

vendors, from the opening of trading of 

the light sweet crude oil futures contract 

on NYMEX at 10 a.m. to the close of 

trading of the MACRO Tradeable Shares 

on Amex at 4:15 p.m. ET. In addition, 

the closing price of the MACRO 

Tradeable Shares on Nasdaq will be 

available through the Exchange’s Web 

site. 

Because the NYMEX market for the 

light sweet crude oil futures contract is 

closed for portions of the period from 

9:30 a.m. to 4:15 p.m. ET, the IIV 

calculated values are fixed during these 

closures. From 9:30 a.m. to 4:15 p.m. 

ET, however, if trading in the NYMEX 

light sweet crude oil futures contract is 

occurring on the CME Globex electronic 

trading platform, those trades would be 

used to update IIV values. 

The administrative agent for the 

MACRO Tradeable Shares, Claymore 

Securities, maintains a Web site 

(http:// 

www.ClaymoreMacroShares.com) that is 

publicly accessible at no charge and 

contains the following information 

posted on each NYMEX trading day: the 

daily price level percentage change of 

the applicable reference price of crude 

oil; the daily underlying value of the 

Up-MACRO Holding Trust and the pershare underlying value of the UpMACRO Holding Shares and the UpMACRO Tradeable Shares; and the daily 

underlying value of the Down-MACRO 

Holding Trust and the per-share 

underlying value of the Down-MACRO 

Holding Shares and the Down-MACRO 

Tradeable Shares. 

Pricing and other information for 

NYMEX light sweet crude oil futures 

contracts is available through major 

market data vendors such as Reuters 

and Bloomberg. Nasdaq has issued an 

Information Circular to inform its 

members of the special characteristics 

and risks associated with trading the 

MACRO Tradeable Shares. 

Nasdaq would halt trading in the 

MACRO Tradeable Shares under the 

conditions specified in Nasdaq Rules 

4120 and 4121. The conditions for a halt 

include a regulatory halt by the listing 

market. UTP trading in the MACRO 

Tradeable Shares also would be 

governed by provisions of Nasdaq Rule 

4120 relating to temporary interruptions 


pwalker on PROD1PC71 with NOTICES
27890 Federal Register / Vol. 72, No. 95 / Thursday, May 17, 2007 / Notices 

5NASD surveils trading pursuant to a regulatory 

services agreement. Nasdaq is responsible for 

NASD’s performance under this regulatory services 

agreement. 

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

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

8 17 CFR 240.12f–5. 

9 In approving this rule change, the Commission 

notes that it has considered the proposal’s impact 

on efficiency, competition, and capital formation. 

See 15 U.S.C. 78c(f). 

10 15 U.S.C. 78f(b)(5). 11 15 U.S.C. 78l(f). 12Section 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. 

13See supra note 4. See also Securities Exchange 

Act Release No. 55033 (December 29, 2006) 72 FR 

1253 (January 11, 2007) (approving UTP trading of 

MACRO Tradeable Shares on NYSE Arca). 

14 17 CFR 240.12f–5. 

in the calculation or wide dissemination 

of the IIV or the value of the applicable 

NYMEX light sweet crude oil futures 

contract. Additionally, Nasdaq may 

cease trading the MACRO Tradeable 

Shares if other unusual conditions or 

circumstances exist which, in the 

opinion of Nasdaq, make further 

dealings on Nasdaq detrimental to the 

maintenance of a fair and orderly 

market. Nasdaq also would follow any 

procedures with respect to trading halts 

as set forth in Nasdaq Rule 4120(c). 

Finally, Nasdaq would stop trading the 

MACRO Tradeable Shares if the listing 

market delists them. 

Nasdaq believes that its surveillance 

procedures are adequate to address any 

concerns about the trading of the 

MACRO Tradeable Shares on Nasdaq. 

Trading of the MACRO Tradeable 

Shares is currently subject to NASD’s 

surveillance procedures for equity 

securities in general and ETFs in 

particular.5

Nasdaq is able to obtain information 

regarding trading in the MACRO 

Tradeable Shares and NYMEX oil 

futures contracts through its members in 

connection with the proprietary or 

customer trades that such members 

effect on any relevant market. In 

addition, Nasdaq is party to an 

Information Sharing Agreement with 

NYMEX for the purpose of providing 

information in connection with trading 

in or related to oil futures contracts 

traded on that market. 

2. Statutory Basis 

The Exchange believes that the 

proposal is consistent with Section 6(b) 

of the Act 6 in general and Section 

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

in that it is designed to prevent 

fraudulent and manipulative acts and 

practices, to promote just and equitable 

principles of trade, to remove 

impediments to a free and open market 

and a national market system, and, in 

general, to protect investors and the 

public interest. In addition, Nasdaq 

believes that the proposal is consistent 

with Rule 12f–5 under the Act 8 because 

it deems the MACRO Tradeable Shares 

to be an equity securities, thus 

rendering trading in the Macro 

Tradeable Shares subject to Nasdaq’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–NASDAQ–2007–048 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–2007–048. 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 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–2007–048 and 

should be submitted on or before June 

7, 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.9 In particular, the 

Commission finds that the proposed 

rule change is consistent with Section 

6(b)(5) of the Act,10 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 MACRO Tradeable Shares. 

In addition, the Commission finds 

that the proposal is consistent with 

Section 12(f) of the Act,11 which permits 

an exchange to trade, pursuant to UTP, 

a security that is listed and registered on 

another exchange.12 The Commission 

notes that it previously approved the 

listing and trading of the MACRO 

Tradeable Shares on Amex and the 

trading of the MACRO Tradeable Shares 

on NYSE Arca pursuant to UTP.13 The 

Commission also finds that the proposal 

is consistent with Rule 12f–5 under the 

Act,14 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 


pwalker on PROD1PC71 with NOTICES
Federal Register / Vol. 72, No. 95 / Thursday, May 17, 2007 / Notices 27891 

15 15 U.S.C. 78k–1(a)(1)(C)(iii). 

16See Securities Exchange Act Release No. 55386 

(March 2, 2007), 72 FR 10801 (March 9, 2007) (SR–

NASDAQ–2007–016) (the ‘‘Pilot Order’’). 

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. 

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

4 17 CFR 240.19b–4(f)(1). 

class or type of security to which the 

exchange extends UTP. The Exchange 

has represented that it meets this 

requirement because it deems the 

MACRO Tradeable Shares to be equity 

securities, thus rendering trading in the 

MACRO Tradeable 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,15 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 

MACRO Tradeable 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 

trading hours for the MACRO Tradeable 

Shares. In addition, if the listing market 

halts trading when the IIV is not being 

calculated or disseminated, the 

Exchange would halt trading in the 

MACRO Tradeable Shares. 

The Commission notes that, if the 

MACRO Tradeable Shares should be 

delisted by the listing exchange, the 

Exchange would no longer have 

authority to trade the MACRO Tradeable 

Shares pursuant to this order. 

In support of this proposal, the 

Exchange has represented that its 

surveillance procedures are adequate to 

properly monitor Exchange trading of 

the MACRO Tradeable Shares. This 

approval order is conditioned on the 

Exchange’s adherence to this 

representation. 

In addition, the Commission recently 

approved the trading of the MACRO 

Tradeable Shares on the Exchange 

pursuant to UTP for a pilot period of 

three months.16 In the Pilot Order, the 

Commission noted that exchanges that 

trade commodity-related securities 

generally have in place surveillance 

arrangements with markets that trade 

the underlying securities. In its proposal 

to trade the MACRO Tradeable Shares 

for a pilot period, the Exchange 

represented that it was in the process of 

completing these surveillance 

arrangements and expected to do so ‘‘in 

the near future.’’ The Exchange recently 

provided the Commission with evidence 

that it has completed these surveillance 

arrangements. 

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 MACRO Tradeable Shares 

on Amex and the trading of the MACRO 

Tradeable Shares on NYSE Arca 

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 continued 

trading of the MACRO Tradeable Shares 

on the Exchange pursuant to UTP. 

Therefore, accelerating approval of this 

proposal should benefit investors by 

continuing the additional competition 

in the market for the MACRO Tradeable 

Shares. 

V. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,17 that the 

proposed rule change (SR–NASDAQ–

2007–048), be and it hereby is, approved 

on an accelerated basis. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.18

J. Lynn Taylor, 

Assistant Secretary. 

[FR Doc. E7–9467 Filed 5–16–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55745; File No. SR–NASD–

2007–030] 

Self-Regulatory Organizations; 

National Association of Securities 

Dealers, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Relating to Trade 

Reporting Obligations for Transactions 

in Foreign Equity Securities 

May 11, 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 April 20, 

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 designated the 

proposed rule change as ‘‘constituting a 

stated policy, practice, or interpretation 

with respect to the meaning, 

administration, or enforcement of an 

existing rule’’ under Section 

19(b)(3)(A)(i) of the Act3 and Rule 19b–

4(f)(1) thereunder,4 which renders the 

proposal effective upon receipt of this 

filing by 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 is proposing to adopt a new 

paragraph (g) to Rule 6620 to codify a 

member’s trade reporting obligations 

with respect to transactions in foreign 

equity securities. Below is the text of the 

proposed rule change. Proposed new 

language is in italics; proposed 

deletions are in brackets. 

* * * * * 

6600. OVER–THE–COUNTER EQUITY 

SECURITIES 

* * * * * 

6620. Transaction Reporting 

(a) through (f) No change. 

(g) Transactions in Foreign Equity 

Securities 

(1) For purposes of this paragraph, the 

term ‘‘foreign equity security’’ means 

any OTC Equity Security that is issued 

by a corporation or other entity 

incorporated or organized under the 

laws of any foreign country. 

(2) Transactions in foreign equity 

securities shall be reported to the OTC 

Reporting Facility unless: 

(A) The transaction is executed on 

and reported to a foreign securities 

exchange; or 

(B) the transaction is executed over 

the counter in a foreign country and is 

reported to the regulator of securities 

markets for that country. 

* * * * * 

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 


pwalker on PROD1PC71 with NOTICES