28736 Federal Register / Vol. 72, No. 98 / Tuesday, May 22, 2007 / Notices 

13 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). 

14 15 U.S.C. 78f(b)(5). 

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

16Section 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. 

17See supra note 4 (approving listing and trading 

of Shares on Amex). See also Securities Exchange 

Act Release No. 53736 (April 27, 2006) 71 FR 26582 

(May 5, 2006) (approving UTP trading of Shares on 

Pacific Exchange, Inc. n/k/a NYSE Arca). 

18 17 CFR 240.12f–5. 

19 15 U.S.C. 78k–1(a)(1)(C)(iii). 

20See supra note 3. 

21 15 U.S.C. 78s(b)(2). 

22 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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–2007–051 and 

should be submitted on or before June 

12, 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.13 In particular, the 

Commission finds that the proposed 

rule change is consistent with Section 

6(b)(5) of the Act,14 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,15 which permits 

an exchange to trade, pursuant to UTP, 

a security that is listed and registered on 

another exchange.16 The Commission 

notes that it previously approved the 

listing and trading of the Shares on 

Amex and the trading of the Shares on 

NYSE Arca pursuant to UTP.17 The 

Commission also finds that the proposal 

is consistent with Rule 12f–5 under the 

Act,18 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,19 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 IFV, 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 Shares. In addition, if the listing 

market halts trading when the IFV 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 represented that its 

surveillance procedures are adequate to 

properly monitor Exchange trading of 

the Shares. This approval order is 

conditioned on the Exchange’s 

adherence to this representation. 

In addition, the Commission recently 

approved the trading of the Shares on 

the Exchange pursuant to UTP for a 

pilot period of three months.20 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 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 Shares on Amex and the 

trading of the 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 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 

Shares. 

V. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,21 that the 

proposed rule change (SR–NASDAQ–

2007–049), be and it hereby is, approved 

on an accelerated basis. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.22

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. E7–9738 Filed 5–21–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55760; File No. SR–

NASDAQ–2007–046] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing and Order Granting Accelerated 

Approval of Proposed Rule Change to 

Trade Three iPath Exchange-Traded 

Notes Pursuant to Unlisted Trading 

Privileges 

May 15, 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 1, 

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 order provides notice of the 


jlentini on PROD1PC65 with NOTICES
Federal Register / Vol. 72, No. 98 / Tuesday, May 22, 2007 / Notices 28737 

3See Securities Exchange Act Release No. 55386 

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

NASDAQ–2007–016). 

4See Securities Exchange Act Release Nos. 53849 

(May 22, 2006), 71 FR 30706 (May 30, 2006) (SR–

NYSE–2006–20); 53876 (May 25, 2006), 71 FR 

32158 (June 2, 2006) (SR–NYSE–2006–16); and 

54177 (July 19, 2006), 71 FR 42700 (July 27, 2006) 

(SR–NYSE–2006–19) (‘‘NYSE Orders’’). 

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). 

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 privileges (‘‘UTP’’), 

index-linked securities (‘‘Securities’’) of 

Barclays Bank PLC (‘‘Barclays’’) linked 

to the performance of certain 

commodities indexes. The specific 

Securities to be traded are the iPath 

Exchange-Traded Notes (‘‘GSCI 

Securities’’) Linked to the Performance 

of the GSCI Total Return Index (‘‘GSCI 

Index’’); the iPath Exchange-Traded 

Notes (‘‘AIG Securities’’) Linked to the 

Performance of the Dow Jones—AIG 

Commodity Index Total Return (‘‘AIG 

Index’’); and the iPath Exchange Traded 

Notes (‘‘Oil Securities’’) Linked to the 

Performance of the Goldman Sachs 

Crude Oil Total Return Index (‘‘Oil 

Index’’) (the GSCI Index, the AIG Index, 

and the Oil Index collectively, 

‘‘Indexes’’). The text of the proposed 

rule change is available at Nasdaq, the 

Commission’s Public Reference Room, 

and http://nasdaq.complinet.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, 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 

Pursuant to Rule 4630, Nasdaq 

proposes to trade the Securities 

pursuant to UTP. The Securities are 

currently trading on Nasdaq on a threemonth pilot basis.3 Approval of this 

filing would allow the Securities to 

continue to trade after the expiration of 

the pilot. 

The Securities are medium-term debt 

securities of Barclays that provide for a 

cash payment at maturity or upon 

earlier exchange at the holder’s option, 

based on the performance of the 

applicable Index. The AIG Index is 

designed to be a diversified benchmark 

for commodities as an asset class; the 

AIG Index is currently composed of the 

prices of 19 exchange-traded futures 

contracts on physical commodities, 

namely aluminum, coffee, copper, corn, 

cotton, crude oil, gold, heating oil, hogs, 

live cattle, natural gas, nickel, silver, 

soybeans, soybean oil, sugar, unleaded 

gasoline, wheat, and zinc. The GSCI 

Index is also designed as a diversified 

benchmark for physical commodities as 

an asset class; the composition of the 

GSCI is modified on a monthly basis by 

Goldman, Sachs & Co., its sponsor. The 

Oil Index is a sub-index of the GSCI 

Index that reflects a portion of the crude 

oil component of the GSCI Index 

(currently the WTI Crude Oil future 

contract traded on the New York 

Mercantile Exchange (‘‘NYMEX’’)). The 

Commission previously approved the 

original listing and trading of the 

Securities by the New York Stock 

Exchange LLC (‘‘NYSE’’).4

Nasdaq deems the Securities to be 

equity securities, thus rendering trading 

in the Securities subject to its existing 

rules governing the trading of equity 

securities, including Nasdaq Rule 4630, 

which governs the trading of 

Commodity-Related Securities such as 

the Securities. The primary trading 

hours for the Securities on Nasdaq will 

be 7 a.m. to 8 p.m. Eastern Time (‘‘ET’’). 

Quotations for and last-sale 

information regarding the Securities are 

disseminated through the Consolidated 

Quotation System. An ‘‘Intraday 

Indicative Value’’ (‘‘IIV’’) meant to 

approximate the intrinsic economic 

value of the Securities is calculated and 

published via the facilities of the 

Consolidated Tape Association every 15 

seconds from 9:30 a.m. to 4 p.m. ET on 

each day on which the Securities are 

traded on NYSE. Additionally, Barclays 

or an affiliate calculates and publishes 

the closing IIV of the Securities on each 

trading day at http://www.ipathetn.com. 

The providers of the Indexes 

disseminate updated Index values 

approximately every 15 seconds during 

applicable portions of the trading day 

and publish a daily Index value between 

4 p.m. and 6 p.m. ET, in each case 

through Reuters. 

Nasdaq would halt trading in the 

Securities 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 Securities will also 

be governed by provisions of Nasdaq 

Rule 4120 relating to temporary 

interruptions in the calculation or wide 

dissemination of the IIV or Indexes. 

Additionally, Nasdaq may cease trading 

the Securities 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 will also follow any 

procedures with respect to trading halts 

as set forth in Nasdaq Rule 4120(c). 

Finally, Nasdaq would stop trading the 

Securities if the listing market delists 

them. 

Nasdaq believes that its surveillance 

procedures are adequate to address any 

concerns about the trading of the 

Securities on Nasdaq. Trading of the 

Securities through Nasdaq systems is 

currently subject to NASD’s surveillance 

procedures for equity securities in 

general and index-linked securities in 

particular.5

Nasdaq is able to obtain information 

regarding trading in the Securities and 

the underlying Index components 

through its members in connection with 

the proprietary or customer trades that 

such members effect on any relevant 

market. In addition, Nasdaq may obtain 

trading information via the Intermarket 

Surveillance Group (‘‘ISG’’) from other 

exchanges who are members or affiliates 

of the ISG. Finally, Nasdaq is party to 

Information Sharing Agreements with 

NYMEX, ICE Futures, the London Metal 

Exchange, and the Kansas Board of 

Trade relating to the trading of 

commodity-based instruments on those 

markets. In connection with trading the 

Securities on a pilot basis, Nasdaq has 

informed its members in an Information 

Circular of the special characteristics 

and risks associated with trading the 

Securities. 

2. Statutory Basis 

Nasdaq 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 it is designed 

to prevent fraudulent and manipulative 

acts and practices, to promote just and 

equitable principles of trade, 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 


jlentini on PROD1PC65 with NOTICES
28738 Federal Register / Vol. 72, No. 98 / Tuesday, May 22, 2007 / Notices 

6 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. 78f(b)(5). 

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 NYSE Orders, supra note 4. 

14 17 CFR 240.12f–5. 

15 15 U.S.C. 78k–1(a)(1)(C)(iii). 

16 15 U.S.C. 78s(b)(2). 

with Rule 12f-5 under the Act 8 because 

it deems the Securities to be equity 

securities, thus rendering trading in the 

Securities subject to Nasdaq’s existing 

rules governing the trading of equity 

securities. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

Nasdaq 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–2007–046 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–2007–046. 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–2007–046 and 

should be submitted on or before June 

12, 2007. 

IV. Commission’s Findings and Order 

Granting Accelerated Approval of the 

Proposed Rule Change 

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 Securities. 

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 Securities on 

NYSE.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 class or type of 

security to which the exchange extends 

UTP. The Exchange has represented that 

it meets this requirement because it 

deems the Securities to be equity 

securities, thus rendering trading in the 

Securities 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. 

In support of this proposal, the 

Exchange represents that its 

surveillance procedures are adequate to 

properly monitor the trading of the 

Securities on the Exchange. In addition, 

the Exchange represents that it is party 

to Information Sharing Agreements with 

NYMEX, ICE Futures, the London Metal 

Exchange, and the Kansas Board of 

Trade relating to the trading of 

commodity-based instruments on those 

markets. 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 Securities by NYSE is 

consistent with the Act. In addition, the 

Commission previously found that the 

trading of the Securities by Nasdaq 

pursuant to UTP on a three-month pilot 

basis was consistent with the Act. The 

Commission presently is not aware of 

any regulatory issue that should cause it 

to revisit these earlier findings or would 

preclude the trading of the Securities on 

the Exchange pursuant to UTP. 

Therefore, accelerating approval of this 

proposed rule change should benefit 

investors by creating, without undue 

delay, additional competition in the 

market for the Securities. For these 

reasons, the Commission finds good 

cause to approve the proposal on an 

accelerated basis. 

V. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,16 that the 


jlentini on PROD1PC65 with NOTICES
Federal Register / Vol. 72, No. 98 / Tuesday, May 22, 2007 / Notices 28739 

17 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3USOF, a Delaware limited partnership, is a 

commodity pool. USOF is not an investment 

company as defined in Section 3(a) of the 

Investment Company Act of 1940. The offering of 

the Units of the Partnership is registered with the 

Commission under the Securities Act of 1933. 4See Securities Exchange Act Release No. 55386 

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

NASDAQ–2007–016). 5NAV is the total assets, less total liabilities, of 

USOF determined on the basis of generally 

accepted accounting principles. NAV per Unit is 

the NAV of USOF divided by the number of 

outstanding Units. 

6USOF will primarily purchase WTI light, sweet 

crude Oil Futures Contracts traded on the NYMEX, 

but may also purchase Oil Futures Contracts on 

other exchanges, including the Intercontinental 

Exchange, which operates its futures business 

through ICE Futures (‘‘ICE Futures’’) and the 

Singapore Oil Exchange. 

7See Securities Exchange Act Release No. 53582 

(March 31, 2006), 71 FR 17510 (April 6, 2006) (SR–

Amex–2005–127) (‘‘Amex Order’’). 

8An ‘‘Authorized Purchaser’’ is a person who, at 

the time of submitting to the general partner of 

USOF an order to create or redeem one or more 

Baskets, (i) is a registered broker-dealer or other 

market participant, such as a bank or other financial 

institution that is exempt from broker-dealer 

registration; (ii) is a Depository Trust Company 

Participant; and (iii) has in effect a valid Authorized 

Purchaser Agreement. 

9The Indicative Partnership Value is calculated 

based on the Treasuries and cash required for 

creations and redemptions (i.e., NAV per Unit x 

100,000) adjusted to reflect the price changes of the 

current Benchmark Oil Futures Contract. 

proposed rule change (SR–NASDAQ–

2007–046), be and it hereby is, approved 

on an accelerated basis. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.17

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. E7–9739 Filed 5–21–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55761; File No. SR–

NASDAQ–2007–045] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing and Order Granting Accelerated 

Approval of Proposed Rule Change 

and Amendment No. 1 Thereto To 

Trade the United States Oil Fund, LP 

Pursuant to Unlisted Trading 

Privileges 

May 15, 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 30, 

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. 

On May 1, 2007, Nasdaq submitted 

Amendment No. 1 to the proposed rule 

change. This order provides notice of 

the proposed rule change as modified by 

Amendment No. 1 and approves the 

proposed rule change as amended 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’’), 

units (‘‘Units’’) of the United States Oil 

Fund, LP (‘‘USOF’’ or ‘‘Partnership’’). 

The text of the proposed rule change is 

available at Nasdaq, the Commission’s 

Public Reference Room, and http:// 

nasdaq.complinet.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, 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 pursuant to 

UTP the Units, which represent 

ownership of a fractional undivided 

interest in the net assets of USOF.3 The 

Units are currently trading on Nasdaq 

on a three-month pilot basis.4 Approval 

of this filing will allow the Units to 

continue to trade after the expiration of 

the pilot. The investment objective of 

USOF is for its net asset value 

(‘‘NAV’’) 5 to reflect the performance of 

the spot price of West Texas 

Intermediate light, sweet crude oil 

delivered to Cushing, Oklahoma (the 

‘‘WTI light, sweet crude oil’’), as 

represented by the performance of the 

price of the ‘‘Benchmark Oil Futures 

Contract,’’ less the expense of operation 

of USOF. The ‘‘Benchmark Oil Futures 

Contract’’ is the near-month (i.e., spot 

month) futures contract for delivery of 

WTI light, sweet crude oil traded on the 

New York Mercantile Exchange 

(‘‘NYMEX’’).6 The Commission 

previously approved the original listing 

and trading of the Units by the 

American Stock Exchange LLC 

(‘‘Amex’’).7

Issuances of the Units of USOF are 

made only in baskets of 100,000 Units 

or multiples thereof (‘‘Basket’’). A basket 

would be issued in exchange for 

Treasuries and/or cash in an amount 

equal to the NAV per Unit times 

100,000 Units (‘‘Basket Amount’’). An 

Authorized Purchaser 8 that wishes to 

purchase a Basket must transfer the 

Basket Amount to the Administrator 

(‘‘Deposit Amount’’). An Authorized 

Purchaser that wishes to redeem a 

Basket would receive an amount of 

Treasuries and cash in exchange for 

each Basket surrendered in an amount 

equal to the NAV per Basket 

(‘‘Redemption Amount’’). 

On each business day, the 

administrator for USOF makes available, 

prior to 9:30 a.m. Eastern Time (‘‘ET’’), 

the estimated Basket Amount for the 

creation of a Basket based on the prior 

day’s NAV. According to the Amex 

Order, Amex disseminates at least every 

15 seconds from 9:30 a.m. to 4:15 p.m., 

via the facilities of the Consolidated 

Tape Association (‘‘CTA’’), an amount 

representing, on a per-Unit basis, the 

current indicative value of the Basket 

Amount (‘‘Indicative Partnership 

Value’’).9 Shortly after 4 p.m. ET, the 

administrator determines the NAV for 

USOF as described below. At or about 

4 p.m. ET on each business day, the 

administrator determines the Actual 

Basket Amount for orders placed by 

Authorized Purchasers received before 

12 p.m. ET that day. 

Quotations for and last-sale 

information regarding USOF is 

disseminated through the Consolidated 

Quotation System. The daily settlement 

prices for the NYMEX-traded oil futures 

contracts held by USOF are publicly 

available on the NYMEX Web site at 

http://www.nymex.com. Nasdaq’s Web 

site at http://www.nasdaq.com will 

include a hyperlink to the NYMEX Web 

site for the purpose of disclosing futures 

contract pricing. According to the Amex 

Order, last-sale information for the 

Benchmark Oil Futures Contract is 

updated and disseminated at least every 

15 seconds by one or more major market 

data vendors during the time the Units 

trade. However, from 2:30 p.m. ET to 

the opening of NYMEX ACCESS at 3:15 

p.m. ET, the pricing for the Benchmark 

Oil Futures Contract is not updated. 


jlentini on PROD1PC65 with NOTICES