Federal Register / Vol. 73, No. 89 / Wednesday, May 7, 2008 / Notices 25805 

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

2 17 CFR 240.19b–4. 3See Securities Exchange Act Release No. 57527 

(Mar. 19, 2008), 73 FR 15810 (Mar. 25, 2008). 

[FR Doc. E8–10068 Filed 5–6–08; 8:45 am] 

BILLING CODE 8010–01–C 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–57738; File No. SR–Amex–

2007–129] 

Self-Regulatory Organizations; 

American Stock Exchange LLC; Notice 

of Filing of Amendment No. 1 and 

Order Granting Accelerated Approval 

of Proposed Rule Change as Modified 

by Amendment No. 1 Relating to an 

Exchange Member’s Conduct in Doing 

Business With the Public 

April 29, 2008. 

I. Introduction 

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

Securities Exchange Act of 1934 

(‘‘Act’’)1, as amended, and Rule 19b–4 

thereunder,2 on November 29, 2007, the 

American Stock Exchange LLC (‘‘Amex’’

or ‘‘Exchange’’) filed with the Securities 

and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change relating to the Exchange’s rules 

governing doing business with the 

public. On March 19, 2008, the 

Commission issued a release noticing 

the proposed rule change, which was 

published for comment in the Federal 

Register on March 25, 2008.3 The 

comment period expired on April 15, 

2008. The Commission did not receive 

any comment letters in response to the 

proposed rule change. On April 17, 


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25806 Federal Register / Vol. 73, No. 89 / Wednesday, May 7, 2008 / Notices 

4Amendment No. 1 corrects an internal crossreference and does not contain any substantive 

modifications to the rule text. 

5On July 26, 2007, the Commission approved a 

proposed rule change filed by NASD to amend 

NASD’s Certificate of Incorporation to reflect its 

name change to Financial Industry Regulatory 

Authority, Inc., or FINRA, in connection with the 

consolidation of the member firm regulatory 

functions of NASD and NYSE Regulation, Inc. See 

Securities Exchange Act Release No. 56146 (July 26, 

2007), 72 FR 42190 (Aug. 1, 2007). The FINRA rule 

book currently consists of both NASD rules and 

certain NYSE rules that FINRA has incorporated. 

6See Securities Exchange Act Release No. 56492 

(Sept. 21, 2007), 72 FR 54952 (Sept. 27, 2007) (SR–

CBOE–2007–106). 

7Report of the Special Study of the Options 

Market, p. 316 note 11 (Dec. 22, 1978). 

8 Id. at 335. 

9See proposed Amex Rule 924(a) and 

Commentary .05 to Rule 920. 10 See proposed Amex Rule 991(b). 11 See proposed Amex Rule 921(g)(3). 12See proposed Amex Rule 924(a) and 

Commentary .04 to Rule 920. 

13See supra note 9. 

14See, e.g., NYSE Rule 408. 

2008, the Exchange filed Amendment 

No. 1 to make a technical edit to the 

proposed rule change.4 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. 

II. Description of Amex Proposal 

Amex proposes to amend certain 

Amex Rules that govern an Exchange 

member’s conduct in doing business 

with the public. Specifically, the 

proposed rule change would require 

member organizations (also referred to 

as ‘‘member firms’’ or ‘‘firms’’) to 

integrate the responsibility for 

supervision of their public customer 

options business into their overall 

supervisory and compliance programs. 

In addition, the proposal would require 

member firms to strengthen their 

supervisory procedures and internal 

controls as related to their public 

customer options business. 

A. Integration of Options Supervision 

The purpose of the proposed rule 

change is to create a supervisory 

structure for options that is similar to 

that required by New York Stock 

Exchange, LLC (‘‘NYSE) Rule 342 and 

National Association of Securities 

Dealers, Inc. (‘‘NASD’’) Rule 3010.5 The 

proposed rule change would also 

conform Amex rules to those of the 

Chicago Board of Options Exchange 

(‘‘CBOE’’) by eliminating the 

requirement that a member firm, 

qualified to do a public customer 

business in options, designate a single 

person to act as a Senior Registered 

Options Principal (‘‘SROP’’) for the 

member organization and that each such 

member organization designate a 

specific individual as a Compliance 

Registered Options Principal 

(‘‘CROP’’).6 The Exchange proposes to 

eliminate the SROP and CROP 

supervisory categories, allowing 

member firms to supervise their options 

activities through their overall 

supervisory and compliance programs 

that monitor all other securities 

products. 

The SROP concept was first 

introduced during the early years of 

development of the listed options 

market. Previously under Amex rules, 

member firms were required to 

designate one or more persons qualified 

as Registered Options Principals 

(‘‘ROPs’’) to have supervisory 

responsibilities with respect to the 

firms’ options business. As the number 

of ROPs at larger firms began to 

increase, the Amex imposed an 

additional requirement that member 

firms designate one of their ROPs as the 

SROP. This was intended to eliminate 

confusion as to where the compliance 

and supervisory responsibilities lay by 

centralizing in a single supervisory 

officer overall responsibility for the 

supervision of a firms options 

activities.7 Subsequently, following the 

recommendation of the Special Study of 

the Options Market,8 the Amex and the 

other options exchanges required firms 

to designate a CROP to be responsible 

for each firm’s overall compliance 

program with respect to its options 

activities. The CROP could be the same 

person designated as a SROP, but while 

the CROP generally was not permitted 

to have sales functions in the firm, 

whereas the SROP was not so restricted. 

Since the SROP and CROP 

requirements were first imposed, the 

supervisory function with respect to 

options activities of most securities 

firms has been integrated into their 

supervisory function for securities 

activities overall. This not only reflects 

the maturity of the options market, but 

also recognizes the ways in which the 

uses of options themselves have become 

more integrated with other securities in 

the implementation of particular 

strategies. By permitting supervision of 

a firm’s options activities to be handled 

in the same manner as the supervision 

of its securities and futures activities, 

the proposed rule change would ensure 

that supervisory responsibility over 

each segment of a firm’s business is 

assigned to the best qualified persons in 

the firm, thereby enhancing the overall 

quality of supervision and compliance. 

The proposed rule change would 

allow firms the flexibility to assign such 

supervisory and compliance 

responsibilities, which formerly resided 

with the SROP and/or CROP, to more 

than one individual. For example, the 

proposed rule change would permit a 

member firm to designate certain ROPs 

to be responsible for a variety of 

supervisory compliance functions such 

as approving acceptance of 

discretionary accounts,9 approving 

communications to customers,10 and 

allowing exceptions to a member firm’s 

suitability standards for trading 

uncovered short options.11 A firm 

would be likely to do this in instances 

where the firm believes it advantageous 

to do so to enhance its supervisory or 

compliance structure. Typically, a firm 

may also wish to divide these functions 

on the basis of geographic region or 

functional considerations. Amex Rule 

920 would be amended to clarify the 

qualification requirements of 

individuals designated as ROPs and also 

to specify the registration requirements 

of individuals who accept orders from 

non-broker-dealer customers. 

With respect to discretionary 

accounts, the proposal would require 

acceptance of such accounts to be 

assigned to individuals who are 

qualified ROPs.12 Further, the proposal 

would require that the individual who 

reviews the acceptance of a 

discretionary account (who is an 

individual other than the ROP who 

accepted the account as required by 

Amex Rule 924(a)) to be Series 4 

qualified because such a review is not 

a routine sales supervisory function and 

requires more in-depth knowledge of 

options than that covered by the Series 

9/10 examination.13 The proposed rule 

change would eliminate the requirement 

that discretionary options orders be 

approved on the day of entry by a ROP 

(with one exception as discussed below) 

because such requirement is not 

consistent with the use of supervisory 

tools in computerized format or 

exception reports generated after the 

close of trading day. No similar 

requirement exists for supervision of 

other securities accounts that are 

handled on a discretionary basis.14

Discretionary orders would be required 

to be reviewed in accordance with a 

firm’s written supervisory procedures. 

Amex believes that the proposed rule 

change would ensure that supervisory 

responsibilities are assigned to specific 

qualified individuals, thereby 

enhancing the quality of supervision. 

The proposed rule change would 

revise Amex Rule 924 by adding as 

Commentary .01, a requirement that any 

firm that does not utilize computerized 

surveillance tools for the frequent and 


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Federal Register / Vol. 73, No. 89 / Wednesday, May 7, 2008 / Notices 25807 

15See proposed Amex Rule 924(a). 

16See proposed Amex Rules 922(g) and 922(h), 

which are modeled after NYSE Rules 342.30 and 

354, respectively. 

17See proposed Amex Rule 922(a). 

18See proposed Amex Rule 922(a). 

19Securities Exchange Act Release No. 55532 

(Mar. 26, 2007), 72 FR 15729 (Apr. 2, 2007). 

20See Securities Exchange Act Release Nos. 

49882 (June 17, 2004), 69 FR 35108 (June 23, 2004) 

(SR–NYSE–2002–36) (approval order), 49883 (June 

17, 2004), 69 FR 35092 (June 23, 2004) (SR–NASD–

2002–162) (approval order). 

21Proposed Amex Rule 922(a)(3) is modeled after 

NYSE Rule 342.19. 

22An ‘‘otherwise independent’’ person is defined 

in proposed Amex Rule 922(a)(3)(i). 

appropriate review of discretionary 

account activity must establish and 

implement procedures to require ROPqualified individuals (‘‘Qualified 

Individuals’’) who have been designated 

to review discretionary accounts to 

approve and initial each discretionary 

order on the day entered. The Exchange 

believes that any firm that does not 

utilize computerized surveillance tools 

to monitor discretionary account 

activity should continue to be required 

to perform the daily manual review of 

discretionary orders. 

Under the proposed rule change, 

firms would continue to be required to 

designate Qualified Individuals to 

provide frequent appropriate 

supervisory review of options 

discretionary accounts.15 Qualified 

Individuals would review the accounts 

to determine whether the ROP accepting 

the account had a reasonable basis for 

believing that the customer was able to 

understand and bear the risks of the 

proposed strategies or transactions. This 

requirement would provide an 

additional level of supervisory audit 

over options discretionary accounts that 

does not exist for other securities 

discretionary accounts. 

In addition, the proposed change to 

Amex Rule 922 would require that each 

member organization provide for the 

preparation and submission of a written 

annual report to one or more of its 

control persons or, if the firm has no 

control person, to the audit committee 

of its board of directors or its equivalent 

group (collectively referred to as, 

‘‘Control Person’’). The firm would be 

required to submit the report to the 

Exchange and to its Control Person by 

April 1st of each year. The firm would 

be required to detail in the report its 

supervision and compliance effort, 

including its options compliance 

program, during the preceding year and 

the adequacy of its ongoing compliance 

processes and procedures.16

Proposed Amex Rule 922(g) would 

further provide that a member 

organization that specifically includes 

its options compliance program in a 

report that complies with substantially 

similar NYSE and NASD rules will be 

deemed to have satisfied the 

requirements of Amex Rules 922(g) and 

922(h). 

Where appropriate, the proposed rule 

changes would delete references to 

SROP and CROP in Amex Rules 421, 

920, 921, 922, 924 and 991. 

Although the proposed rule change 

would eliminate entirely the positions 

and titles of SROP and CROP, firms 

would still be required to designate a 

single general partner or executive 

officer to assume overall authority and 

responsibility for internal supervision, 

control of the organization and 

compliance with securities laws and 

regulations.17 A firm would also be 

required to designate specific qualified 

individuals as having supervisory or 

compliance responsibilities over each 

aspect of the firm’s options activities 

and to set forth the names and titles of 

these individuals in its written 

supervisory procedures.18

The Exchange is a party to an options 

sales practice compliance plan, 

amended on March 26, 2007, entered 

into pursuant to Section 17(d) of the Act 

and Rule 17d–2, promulgated 

thereunder.19 For Exchange members 

that are also FINRA members, the 

amended plan allocates responsibility 

for examination and enforcement of 

members’ compliance with options sales 

practice rules primarily to FINRA (the 

‘‘Options 17d–2 Plan’’). For non-FINRA 

members, the Options 17d–2 Plan 

provides that the exchange which is the 

Designated Examining Authority 

(‘‘DEA’’) pursuant to Rule 17d–1 under 

the Act, shall perform the regulatory 

responsibilities designated to it in the 

Options 17d–2 Plan. Under these 

provisions the Amex currently has 

responsibility for examination and 

enforcement of options sales practice 

rules as to three members (one of which 

is a dual member of the Philadelphia 

Stock Exchange and Amex and two 

Amex only members). FINRA will be 

primarily responsible for options sales 

practice examination and enforcement 

as to other dual members. In connection 

with the approval of these proposed 

changes, the Exchange intends to 

closely review written supervisory and 

compliance procedures of firms, for 

which it is the DEA, in the course of its 

routine examinations of member firms 

to ensure that supervisory and 

compliance responsibilities are 

adequately defined. 

The Exchange believes the proposed 

rule changes will increase 

accountability and eliminate impractical 

and unrealistic supervisory standards 

applicable solely to listed options. The 

Exchange believes that the proposed 

rule changes are appropriate and will 

not materially alter the supervisory 

operations of firms. 

B. Supervisory Procedures and Internal 

Controls 

The Exchange also proposes to amend 

certain rules to strengthen member 

firms’ supervisory procedures and 

internal controls relating to their public 

customer options business. The 

proposed rule changes discussed below 

are modeled after NYSE and NASD 

rules approved by the Commission in 

2004.20The Exchange believes this 

proposal is appropriate and consistent 

with the proposal discussed above to 

integrate the responsibility for 

supervision of a member firm’s public 

customer options business into its 

overall supervisory and compliance 

program. 

The proposed revisions to Amex Rule 

922(a)(3) would require member firms to 

develop and implement written policies 

and procedures reasonably designed to 

supervise sales managers and other 

supervisory personnel who service 

customer options accounts.21 This 

would encompass branch office 

managers, sales managers, regional/ 

district sales managers, or any person 

performing a similar supervisory 

function. Such policies and procedures 

are expected to encompass all options 

sales-related activities. Proposed Amex 

Rule 922(a)(3)(i) would require that 

supervisory reviews of producing sales 

managers be conducted by a qualified 

ROP who is either senior to, or 

otherwise ‘‘independent of’’, the 

producing manager under review.22

This provision is intended to ensure 

that all options sales activity of a 

producing manager is monitored for 

compliance with applicable regulatory 

requirements by persons who do not 

have a personal interest in such activity. 

Proposed Amex Rule 922(a)(3)(ii) 

would provide an exception for firms so 

limited in size and resources that there 

is no qualified person senior to, or 

otherwise independent of, the 

producing manager to conduct the 

review. In this situation, the review 

would be conducted by a qualified ROP 

to the extent practicable. Under 

proposed Amex Rule 922(a)(3)(iii), a 

member relying on the limited size and 

resources exception must document the 

factors used to determine that 

compliance with each of the ‘‘senior’’ or 

‘‘otherwise independent’’ standards of 

proposed Amex Rule 922(a)(3)(i) is not 


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23Proposed Amex Rule 922(a)(3)(iv) would 

provide that a member organization that complies 

with the NYSE or NASD rules that are substantially 

similar to the requirements in Rules 922(a)(3)(i), 

(a)(3)(ii) and (a)(3)(iii) will be deemed to have met 

such requirements. 

24Proposed Amex Rule 922(c)(i) is modeled after 

NYSE Rule 342.23. Paragraph (c)(ii) of proposed 

Amex Rule 922 would provide that a member 

organization that complies with NYSE or NASD 

rules that are substantially similar to the 

requirements in paragraph (c)(i) of proposed Amex 

Rule 922 will be deemed to have met such 

requirements. 

25Proposed Amex Rules 922(d)(1)(i) and (ii) 

would provide members with two exceptions from 

the annual supervisory branch office inspection 

requirement. 

26Proposed Rules 922(e) and (f) are modeled after 

NYSE Rules 342.25 and 342.26, respectively. 

27Proposed Amex Rule 922(g)(5) is modeled after 

NASD Rule 3013 and NYSE Rule 342.30(e). 

28Proposed Amex Rule 922(b)(2) is modeled after 

NASD Rule 3110(i). 

29 17 CFR 240.17a–4. 

30Proposed Amex Rule 922(b)(3) is modeled after 

NASD 3110(j). 

31Proposed Amex Rule 924(d) is modeled after 

NASD Rule 2510(d)(1). 

possible, and that the required 

supervisory systems and procedures in 

place with respect to any producing 

manager comply with the provisions of 

proposed Amex Rule 922(a)(3)(i) to the 

extent practicable.23

Proposed Amex Rule 922(c)(i) would 

require member organizations to 

develop and maintain adequate controls 

over each of their business activities. 

The proposed rule would require such 

controls to include the establishment of 

procedures to independently verify and 

test the supervisory systems and 

procedures for those business activities. 

A firm would be required to include in 

the annual report prepared pursuant to 

proposed Amex Rule 922(g), a review of 

the firm’s efforts in this regard, 

including a summary of the tests 

conducted and significant exceptions 

identified. The Exchange believes 

proposed Amex Rule 922(c)(i) would 

enhance the overall quality of each 

member organization’s supervision and 

compliance function.24

Paragraph (d) of proposed Amex Rule 

922 would establish requirements for 

branch office inspections similar to the 

requirements of NYSE Rule 342.24. 

Specifically Amex Rule 922(d) would 

require a member organization to 

inspect, at least annually, each 

supervisory branch office and inspect 

each non-supervisory branch office at 

least once every three years.25 The 

proposed rule would further require 

persons who conduct a firm’s annual 

branch office inspection to be 

independent of the direct supervision or 

control of the branch office (i.e., not the 

branch office manager, or any person 

who directly or indirectly reports to 

such manager, or any person to whom 

such manager directly reports). The 

Exchange believes that requiring branch 

office inspections to be conducted by 

someone who has no significant 

financial interest in the success of a 

branch office should lead to more 

objective and vigorous inspections. 

Under proposed Amex Rule 922(e), 

any firm seeking an exemption, 

pursuant to Rule 922(d)(1)(ii), from the 

annual branch office inspection 

requirement would be required to 

submit to the Exchange written policies 

and procedures for systematic riskbased surveillance of its branch offices, 

as defined in Rule 922(e). Proposed 

Amex Rule 922(f) would require the 

annual branch office inspection 

programs to include, at a minimum, 

testing and verification of specified 

internal controls.26 Proposed Amex 

Rule 922(d)(3) would provide that a firm 

that complies with the requirements of 

NASD or the NYSE that are 

substantially similar to the requirements 

of Rules 922(d), (e) and (f) will be 

deemed to have met such requirements. 

The Exchange also proposes to amend 

Commentary .04 of Amex Rule 922 to 

define ‘‘branch office’’ in a way that is 

substantially similar to the definition of 

branch office in NYSE Rule 342.10. 

Proposed Amex Rule 922(g)(4) would 

require a firm to designate a Chief 

Compliance Officer (CCO). Proposed 

Rule 922(g)(5) would require each firm’s 

Chief Executive Officer (CEO), or 

equivalent, to certify annually that the 

member organization has in place 

processes to (1) Establish and maintain 

policies and procedures reasonably 

designed to achieve compliance with 

applicable Exchange rules and federal 

securities laws and regulations, (2) 

modify such policies and procedures as 

business, regulatory, and legislative 

changes and events dictate, and (3) test 

the effectiveness of such policies and 

procedures on a regular basis, the timing 

of which is reasonably designed to 

ensure continuing compliance with 

Exchange rules and federal securities 

laws and regulations. 

Proposed Amex Rule 922(g)(5) would 

also require the CEO to attest (1) that he 

or she has conducted one or more 

meetings with the CCO in the preceding 

12 months to discuss the compliance 

processes in proposed Rule 922(g)(5)(i), 

(2) that he or she has consulted with the 

CCO and other officers to the extent 

necessary to attest to the statements in 

the certification, and (3) that the 

compliance processes are evidenced in 

a report, reviewed by the CEO, CCO and 

such other officers as the member firm 

deems necessary to make the 

certification, that is provided to the 

member firm’s board of directors and 

audit committee (if such committee 

exists).27

Under proposed Amex Rule 922(b)(2), 

a member, upon a customer’s written 

instructions, may hold mail for a 

customer who will not be at his or her 

usual address for no longer than two 

months if the customer is on vacation or 

traveling, or three months if the 

customer is going abroad. This 

provision would help ensure that 

members that hold mail for customers 

who are away from their usual 

addresses do so only pursuant to the 

customer’s written instructions and for 

a specified, relatively short period of 

time.28

Proposed Amex Rule 922(b)(3) would 

require that before a customer options 

order is executed, the account name or 

designation to be placed upon the 

memorandum for each transaction. Only 

a Qualified Individual would be 

permitted to approve any changes in 

account names or designations. The 

ROP would be required to document the 

essential facts relied upon in approving 

the changes and maintain the record in 

an easily accessible place. A member 

would be required to preserve any 

documentation which provides for an 

account designation change for a period 

of not less than three years, with the 

documentation preserved for the first 

two years in an easily accessible place, 

as the term ‘‘easily accessible place’’ is 

used in Rule 17a–4 of the Act.29 The 

Exchange believes the proposed rule 

would help to protect account name and 

designation information from possible 

fraudulent activity.30

Amex Rule 924(d) allows firms to 

exercise time and price discretion on 

orders for the purchase or sale of a 

definite number of options contracts in 

a specified security. The Exchange 

proposes to amend Amex Rule 924(d) to 

limit the duration of this discretionary 

authority to the day it is granted, absent 

written authorization to the contrary. 

The proposed rule would require any 

exercise of time and price discretion to 

be reflected on the customer order 

ticket. The proposed one-day limitation 

would not apply to time and price 

discretion exercised for orders effected 

with or for an institutional account (as 

defined in Rule 924(d)) pursuant to 

valid Good-Till-Cancelled instructions 

issued on a ‘‘not held’’ basis. The 

Exchange believes that investors will 

receive greater protection by clarifying 

the time such discretionary orders 

remain pending.31


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Federal Register / Vol. 73, No. 89 / Wednesday, May 7, 2008 / Notices 25809 

32 In approving this rule change, as amended, the 

Commission notes that it has considered the 

proposed rule’s impact on efficiency, competition, 

and capital formation. See 15 U.S.C. 78c(f). 

33 15 U.S.C. 78f(b)(5). 

34 15 U.S.C. 78s(b)(2). 

35 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3As that term is defined in Article I, Section 3(h), 

and Article IX of the BSE Constitution. 

III. Discussion and Commission 

Findings 

After careful review, the Commission 

finds that the proposed rule change, as 

amended, is consistent with the 

requirements of the Act and the rules 

and regulations thereunder.32 In 

particular, the Commission finds the 

proposed rule change, as amended, 

would integrate the supervision and 

compliance functions relating to 

member organizations’ public customer 

options activities into the overall 

supervisory structure of a member 

organization, thereby eliminating any 

uncertainty over where supervisory 

responsibility lies. In addition, the 

proposed rule change would foster the 

strengthening of members’ and member 

organizations’ internal controls and 

supervisory systems. As such, the 

Commission finds the proposal to be 

consistent with the objectives of Section 

6(b)(5) of the Act,33 in that it is designed 

to promote just and equitable principles 

of trade, to prevent fraudulent and 

manipulative acts and practices, and in 

general, to protect investors and the 

public interest. 

The Commission also finds good 

cause for approving Amendment No.1 to 

the proposed rule change prior to the 

30th day after its publication in the 

Federal Register. Amendment No. 1 

corrects an internal cross-reference and 

does not contain any substantive 

modifications to the rule text. The 

Commission finds that it is in the public 

interest to approve the proposed rule 

change as soon as possible to expedite 

its implementation. Accordingly, the 

Commission believes good cause exists, 

consistent with Sections 6(b)(5) and 

19(b) of the Act to approve Amendment 

No. 1 to the proposed rule change on an 

accelerated basis. 

IV. Solicitation of Comments 

Concerning Amendment No. 1 

Interested persons are invited to 

submit written data, views, and 

arguments concerning Amendment No. 

1, including whether Amendment No. 1 

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–Amex–2007–129 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–Amex–2007–129. 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, 100 F Street, NE., Washington, 

DC 20549 on official business days 

between the hours of 10 a.m. and 3 p.m. 

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–Amex–2007–129 and 

should be submitted on or before May 

28, 2008. 

V. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,34 that the 

proposed rule change (SR–Amex–2007–

129), as amended by Amendment No. 1, 

be, and hereby is, approved on an 

accelerated basis. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.35

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E8–10019 Filed 5–6–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–57760; File No. SR–BSE–

2008–02] 

Self-Regulatory Organizations; Boston 

Stock Exchange, Incorporated; Notice 

of Filing of Proposed Rule Change 

Amending the Certificate of 

Incorporation of Boston Stock 

Exchange, Incorporated 

May 1, 2008. 

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 23, 

2008, the Boston Stock Exchange, 

Incorporated (‘‘BSE’’ 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 

BSE. 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 

The BSE proposes to amend its 

Certificate of Incorporation in order to 

make distributions to Exchange 

membership 3 owners under certain 

circumstances. Specifically, the 

amended Certificate of Incorporation 

will permit the Exchange to distribute 

the net proceeds from the Exchange’s 

intended sale of its equity interests in 

the Boston Options Exchange Group 

LLC (‘‘BOX’’) to the Bourse de Montre ́al 

(‘‘MX’’) by means of a pro rata 

redemption of a portion of each 

Exchange membership. The text of the 

proposed rule change is available on the 

Exchange’s Web site (http:// 

www.bostonstock.com), at the principal 

offices of the Exchange, and at the 

Commission’s Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, BSE 

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. BSE has prepared 


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