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
28740 Federal Register / Vol. 72, No. 98 / Tuesday, May 22, 2007 / Notices 

10NASD surveils trading pursuant to a regulatory 

services agreement. Nasdaq is responsible for 

NASD’s performance under this regulatory services 

agreement. 

11 In such event, Nasdaq would file a proposed 

rule change pursuant to Rule 19b-4 of the Act, 

indicating such surveillance arrangements. 

12 15 U.S.C. 78f(b). 

13 15 U.S.C. 78f(b)(5). 

14 17 CFR 240.12f–5. 

The Web site for USOF (http:// 

www.unitedstatesoilfund.com), which is 

publicly accessible at no charge and to 

which Nasdaq will provide a hyperlink 

on its Web site (http:// 

www.nasdaq.com), will include the 

following information: (1) The prior 

business day’s NAV and the reported 

closing price; (2) the mid-point of the 

bid-ask price in relation to the NAV as 

of the time the NAV is calculated (‘‘BidAsk Price’’); (3) calculation of the 

premium or discount of such price 

against such NAV; (4) data in chart form 

displaying the frequency distribution of 

discounts and premiums of the Bid-Ask 

Price against the NAV, within 

appropriate ranges for each of the four 

previous calendar quarters; (5) the 

prospectus and the most recent periodic 

reports filed with the Commission or 

required by the Commodity Futures 

Trading Commission; (6) USOF’s daily 

portfolio holdings; and (7) other 

applicable quantitative information. In 

addition, according to the Amex Order, 

Amex disseminates for USOF on a daily 

basis by means of CTA/CQ High Speed 

Lines information with respect to the 

Indicative Partnership Value, recent 

NAV, Units outstanding, the estimated 

Basket Amount, and the Deposit 

Amount. 

Nasdaq would halt trading in the 

Units 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 Units will also be 

governed by provisions of Nasdaq Rule 

4120 relating to temporary interruptions 

in the calculation or wide dissemination 

of the Indicative Partnership Value 

(which is comparable to the IIV or IOPV 

of an ETF) or the value of the 

underlying Benchmark Oil Futures 

Contract. Additionally, Nasdaq may 

cease trading the Units 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 

Units if the listing market delists them. 

Nasdaq deems the Units to be equity 

securities, thus rendering trading in the 

Units subject to its existing rules 

governing the trading of equity 

securities, including Rule 4630, which 

governs trading of Commodity-Related 

Securities. The trading hours for the 

Units will be 9:30 a.m. to 4:15 p.m. ET. 

Nasdaq believes that its surveillance 

procedures are adequate to address any 

concerns about the trading of the Units 

on Nasdaq. Trading of the Units through 

Nasdaq facilities is currently subject to 

NASD’s surveillance procedures for 

equity securities in general and ETFs in 

particular.10

Nasdaq is able to obtain information 

regarding trading in the Units and the 

underlying 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 may obtain 

trading information via the Intermarket 

Surveillance Group (‘‘ISG’’) from other 

exchanges who are members or affiliates 

of the ISG, including the Chicago Board 

of Trade. Finally, Nasdaq is party to 

Information Sharing Agreements with 

NYMEX and ICE Futures for the 

purpose of providing information in 

connection with trading in or related to 

oil futures contracts traded on those 

markets. To the extent that USOF 

invests in oil interests traded on other 

exchanges, Nasdaq would enter into 

information sharing agreements, 

acceptable to the Commission staff, with 

those particular exchanges.11 Nasdaq 

has issued an Information Circular to 

inform its members of the special 

characteristics and risks associated with 

trading the Units. 

2. Statutory Basis 

Nasdaq believes that the proposal is 

consistent with Section 6(b) of the 

Act,12 in general, and Section 6(b)(5) of 

the Act,13 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 with Rule 12f 5 

under the Act 14 because it deems the 

Units to be equity securities, thus 

rendering trading in the Units 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–2007–045 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–2007–045. 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–2007–045 and 

should be submitted on or before June 

12, 2007. 


jlentini on PROD1PC65 with NOTICES
Federal Register / Vol. 72, No. 98 / Tuesday, May 22, 2007 / Notices 28741 

15 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). 

16 15 U.S.C. 78f(b)(5). 17 15 U.S.C. 78l(f). 

18Section 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. 

19See Amex Order, supra note 7. 

20 17 CFR 240.12f–5. 

21 15 U.S.C. 78k–1(a)(1)(C)(iii). 22 15 U.S.C. 78s(b)(2). 

23 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). 

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.15 In particular, the 

Commission finds that the proposed 

rule change is consistent with Section 

6(b)(5) of the Act,16 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 Units. 

In addition, the Commission finds 

that the proposal is consistent with 

Section 12(f) of the Act,17 which permits 

an exchange to trade, pursuant to UTP, 

a security that is listed and registered on 

another exchange.18 The Commission 

notes that it previously approved the 

listing and trading of the Units on 

Amex.19 The Commission also finds that 

the proposal is consistent with Rule 

12f–5 under the Act,20 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 Units to be equity securities, 

thus rendering trading in the Units 

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,21 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 

Units on the Exchange. In addition, the 

Exchange represents that it is party to 

Information Sharing Agreements with 

NYMEX and ICE Futures for the 

purpose of providing information in 

connection with trading in or related to 

oil futures contracts traded on those 

markets, and that, to the extent that 

USOF invests in oil interests traded on 

other exchanges, the Exchange would 

enter into information sharing 

agreements, acceptable to the 

Commission staff, with those particular 

exchanges. 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 Units by Amex is 

consistent with the Act. In addition, the 

Commission previously found that the 

trading of the Units 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 Units 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 Units. For these reasons, the 

Commission finds good cause to 

approve the amended proposal on an 

accelerated basis. 

V. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,22 that the 

proposed rule change (SR–NASDAQ–

2007–045), as modified by Amendment 

No. 1, be, and it hereby is, approved on 

an accelerated basis. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.23

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. E7–9740 Filed 5–21–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55759; File No. SR–NASD–

2007–032] 

Self-Regulatory Organizations; 

National Association of Securities 

Dealers, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Regarding NASD’s 

Exemptive Authority Relating to 

Regulation NMS Trade Reporting 

Requirements 

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 10, 

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 this 

proposal as one 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 Act 3 and 

Rule 19b–4(f)(1) thereunder,4 which 

renders it effective upon filing with 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 new 

NASD Rule 5150 to provide NASD with 

authority to exempt members from 

certain new NASD trade reporting 

requirements for the Alternative Display 

Facility (‘‘ADF’’) and the NASD Trade 

Reporting Facilities (‘‘TRFs’’) relating to 

Regulation NMS. The text of the 

proposed rule change is available at 

NASD, the Commission’s Public 

Reference Room, and http:// 

www.nasd.com. 


jlentini on PROD1PC65 with NOTICES