Federal Register / Vol. 77, No. 52 / Friday, March 16, 2012 / Notices 15819 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4An MPL order is a version of the Passive 

Liquidity order, except it is executable only at the 

midpoint of the Protected Best Bid and Offer. A 

Passive Liquidity order is an order to buy or sell 

a stated amount of a security at a specified, 

undisplayed price. See NYSE Arca Equities Rule 

7.31(h)(4)–(5). 

5A Tracking Order is an undisplayed, priced 

round lot order that is eligible for execution in the 

Tracking Order Process against orders equal to or 

less than the aggregate size of Tracking Order 

interest available at that price. See NYSE Arca 

Equities Rule 7.31(f). 

categorizing operating experience as 

related to aging, and guidelines for 

reporting operating experience on agerelated degradation to the industry. The 

NRC staff outlined these changes at the 

October 12, 2011, public meeting and a 

revised draft LR–ISG was issued for 

public comment on November 25, 2011 

(76 FR 72725). 

The NRC received comments from 

Exelon Generation Company, LLC, by 

letter dated October 18, 2011 (ADAMS 

Accession No. ML11298A171), and from 

the NEI by letters dated October 18, 

2011 (ADAMS Accession No. 

ML11293A041), and December 15, 2011 

(ADAMS Accession No. ML11354A228). 

No other comments were submitted. 

The NRC considered these comments in 

developing the final LR–ISG. Detailed 

responses to the comments can be found 

in Appendix C of the final LR–ISG. 

The final LR–ISG–2011–05 is 

approved for NRC staff and stakeholder 

use and will be incorporated into NRC’s 

next formal license renewal guidance 

document revision. 

Backfitting and Issue Finality 

Issuance of this final LR–ISG does not 

constitute backfitting as defined in 10 

CFR 50.109 (the Backfit Rule) and is not 

otherwise inconsistent with the issue 

finality provisions in Part 52, ‘‘Licenses, 

Certifications, and Approvals for 

Nuclear Power Plants,’’ of 10 CFR. As 

discussed in the ‘‘Backfitting 

Discussion’’ section of final LR–ISG– 

2011–05, the LR–ISG is directed to 

holders of operating licenses or 

combined licenses who are currently in 

the license renewal process. The LR– 

ISG is not directed to holders of 

operating licenses or combined licenses 

until they apply for license renewal. 

The LR–ISG is also not directed to 

licensees who already hold renewed 

operating or combined licenses. 

Dated at Rockville, Maryland, this 9th day 

of March 2012. 

For the Nuclear Regulatory Commission. 

Melanie A. Galloway, 

Acting Director, Division of License Renewal, 

Office of Nuclear Reactor Regulation. 

[FR Doc. 2012–6409 Filed 3–15–12; 8:45 am] 

BILLING CODE 7590–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–66568; File No. SR– 

NYSEARCA–2012–17] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Amend the NYSE Arca 

Equities Fee Schedule 

March 9, 2012. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’),2 and Rule 19b–4 thereunder,3

notice is hereby given that, on March 1, 

2012, NYSE Arca, Inc. (the ‘‘Exchange’’ 

or ‘‘NYSE Arca’’) filed with the 

Securities and Exchange Commission 

(the ‘‘Commission’’) the proposed rule 

change as described in Items I and II 

below, which Items have been prepared 

by the self-regulatory organization. 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 Exchange proposes to amend the 

NYSE Arca Equities Fee Schedule (‘‘Fee 

Schedule’’) to (i) Increase the fee for 

Mid-Point Passive Liquidity (‘‘MPL’’) 

orders removing liquidity from the 

Book, the Tape B Securities fee for 

orders routed outside the Book to any 

away market centers, and the fees for 

Tape A, Tape B, and Tape C Securities 

that take liquidity from the Book where 

the per share price is below $1.00, (ii) 

add three new Step Up Tiers and a new 

Investor Tier, (iii) revise the 

requirements and credits for the 

Tracking Order Tiers, (iv) raise the fee 

cap for Market and Auction-Only Orders 

executed in an Opening, Market Order 

or Trading Halt Auction, and (v) make 

other technical changes. The amended 

section of the Fee Schedule is attached 

as Exhibit 5. [sic] A copy of this filing 

is available on the Exchange’s Web site 

at www.nyse.com, at the Exchange’s 

principal office and at the Public 

Reference Room of the Commission. 

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 

self-regulatory organization 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. 

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 the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend the 

Fee Schedule to (i) Increase the fee for 

MPL 4 orders removing liquidity from 

the Book, the Tape B Securities fee for 

orders routed outside the Book to any 

away market centers, and the fees for 

Tape A, Tape B, and Tape C Securities 

that take liquidity from the Book where 

the per share price is below $1.00, (ii) 

add three new Step Up Tiers and a new 

Investor Tier, (iii) revise the 

requirements and credits for the 

Tracking Order 5 Tiers, (iv) raise the fee 

cap for Market and Auction-Only Orders 

executed in an Opening, Market Order 

or Trading Halt Auction, and (v) make 

other technical changes. 

MPL Orders 

Currently, MPL orders receive a rebate 

of $0.0015 for orders that provide 

liquidity and are charged a fee of 

$0.0025 for orders that take liquidity in 

Tape A, Tape B and Tape C Securities. 

The Exchange proposes to raise the fee 

to $0.0030 for orders that take liquidity 

in Tape A, Tape B, and Tape C 

Securities. The Exchange does not 

propose to change the rebate for MPL 

orders. This change will apply to the 

Tier 1, Tier 2, Tier 3, and Basic Rate 

pricing levels for securities with a per 

share price above $1.00. 

Tape B Orders 

Currently, Tape B orders are charged 

a fee of $0.0029 for orders that are 

routed outside the Book to any away 

market centers for clients at Tier 1, Tier 

2, Tier 3, Step Up Tier 1, and Step Up 

Tier 2. The Exchange proposes to raise 

the fee to $0.0030 for orders that are 

routed outside the Book to any away 

market centers. This change will apply 

mstockstill on DSK4VPTVN1PROD with NOTICES

15820 Federal Register / Vol. 77, No. 52 / Friday, March 16, 2012 / Notices 

6 15 U.S.C. 78a. 

7Under the Basic Rate, ETP Holders and Market 

Makers pay a fee of $0.0030 per share for Tape A 

orders that take liquidity from the Book. 

8For example, assume that a particular ETP 

Holder’s or Market Maker’s Tape A Baseline ADV 

was five million shares and that US Tape A CADV 

during the billing month was four billion shares. To 

qualify for the lower rate, the ETP Holder or Market 

Maker would need to have a Tape A Adding ADV 

during the billing month that is at least the greater 

of (i) eight million shares (i.e., five million Tape A 

Baseline ADV plus three million step-up (0.075% 

× four billion US Tape A CADV)) or (ii) six million 

shares (i.e., five million Tape A Baseline ADV plus 

one million step-up (120% of Tape A Baseline 

ADV)). The Exchange recognizes that a firm that 

becomes an ETP Holder or Market Maker after the 

Baseline Month would have a Tape A Baseline ADV 

of zero. In this regard, a new ETP Holder or Market 

Maker would need to have a Tape A Adding ADV 

during the billing month of at least three million 

shares (i.e., zero Tape A Baseline ADV plus three 

million step-up (0.075% × four billion US Tape A 

CADV)) for the $0.0029 rate to apply. 

9Continuing with the example above, if the ETP 

Holder or Market Maker maintains a ratio of Tape 

A Baseline ADV to its total Tape A ADV during the 

Baseline Month of less than 30%, the $0.0029 rate 

would apply to the ETP Holder’s or Market Maker’s 

first 30 million shares that are executed (i.e., 0.75% 

× four billion US Tape A CADV) and the rate of 

$0.0030 would apply to the ETP Holder’s or Market 

Maker’s remaining shares that are executed, unless 

the ETP Holder’s or Market Maker’s Tape A Adding 

ADV is greater than 15 million shares (i.e., five 

million Tape A Baseline ADV plus 10 million stepup (0.25% × four billion US Tape A CADV)), in 

which case the $0.0029 rate would apply to all of 

the ETP Holder’s or Market Maker’s shares that are 

executed. The Exchange recognizes that a firm that 

becomes an ETP Holder or Market Maker after the 

Baseline Month would have a ratio of Tape A 

Baseline ADV to its Tape A ADV during the 

Baseline Month that is zero. In this regard, the 

$0.0029 rate would apply only to the new ETP 

Holder’s or Market Maker’s first 30 million shares 

that are executed, unless the new ETP Holder’s or 

Market Maker’s Tape A Adding ADV is greater than 

10 million, in which case the $0.0029 rate would 

apply to all of the ETP Holder’s or Market Maker’s 

shares that are executed. 

10Under the Basic Rate, ETP Holders and Market 

Makers pay a fee of $0.0030 per share for Tape B 

orders that take liquidity from the Book. 

11For example, assume that a particular ETP 

Holder’s or Market Maker’s Tape B Baseline ADV 

was one million shares and that US Tape B CADV 

during the billing month was 1.2 billion shares. To 

qualify for the lower rate, the ETP Holder or Market 

Maker would need to have a Tape B Adding ADV 

during the billing month that is at least the greater 

of (i) four million shares (i.e., one million Tape B 

Baseline ADV plus three million step-up (0.25% × 

1.2 billion US Tape B CADV)) or (ii) 1.2 million 

shares (i.e., one million Tape B Baseline ADV plus 

0.2 million step-up (120% of Tape B Baseline 

ADV)). The Exchange recognizes that a firm that 

becomes an ETP Holder or Market Maker after the 

Baseline Month would have a Tape B Baseline ADV 

of zero. In this regard, a new ETP Holder or Market 

Maker would need to have a Tape B Adding ADV 

during the billing month of at least three million 

shares (i.e., zero Tape B Baseline ADV plus three 

million step-up (0.25% × 1.2 billion US Tape B 

CADV)) for the $0.0026 rate to apply. 

12Continuing with the example above, if the ETP 

Holder or Market Maker maintains a ratio of Tape 

B Baseline ADV to its total Tape B ADV during the 

Baseline Month of less than 30%, the $0.0026 rate 

would apply to the ETP Holder’s or Market Maker’s 

first 18 million shares that are executed (i.e., 1.5% 

× 1.2 billion US Tape B CADV) and the rate of 

$0.0028 or $0.0030, as applicable, would apply to 

the ETP Holder’s or Market Maker’s remaining 

shares that are executed, unless the ETP Holder’s 

or Market Maker’s Tape B Adding ADV is greater 

than 6.4 million shares (i.e., one million Tape B 

Baseline ADV plus 5.4 million step-up (0.45% × 1.2 

billion US Tape B CADV)), in which case the 

$0.0026 rate would apply to all of the ETP Holder’s 

or Market Maker’s shares that are executed. The 

Exchange recognizes that a firm that becomes an 

ETP Holder or Market Maker after the Baseline 

Month would have a ratio of Tape B Baseline ADV 

to its total Tape B ADV during the Baseline Month 

that is zero. In this regard, the $0.0026 rate would 

apply only to the new ETP Holder’s or Market 

Maker’s first 18 million shares that are executed, 

unless the new ETP Holder’s or Market Maker’s 

Tape B Adding ADV is greater than 5.4 million, in 

which case the $0.0026 rate would apply to all of 

the ETP Holder’s or Market Maker’s shares that are 

executed. 

to the Tier 1, Tier 2, Tier 3, Step Up Tier 

1 and Step Up Tier 2 pricing levels. As 

a result, the routing fee for Tape B 

orders at this pricing level will be the 

same as the Tape A and Tape C routing 

fees to any away market centers other 

than the New York Stock Exchange 

(‘‘NYSE’’). 

Below $1.00 Per Share Price 

Currently, the Exchange charges 0.1% 

(10 basis points) of the total dollar value 

of the execution for securities with a 

below $1.00 share price for ETP Holders 

accessing liquidity. The Exchange 

proposes to increase the charge to 0.2% 

(20 basis points) of the total dollar value 

of the execution for these securities for 

ETP Holders accessing liquidity. The fee 

is consistent with the limitations of 

Regulation NMS Rule 610(c) under the 

Act of 1934 (‘‘Act’’) 6 for securities with 

a price of less than $1.00. 

Step Up Tiers 

The Exchange proposes to introduce 

three new step up pricing tier levels— 

Tape A Step Up Tier, Tape B Step Up 

Tier, and Tape C Step Up Tier—for 

securities with a per share price above 

$1.00. 

The Tape A Step Up Tier will allow 

ETP Holders and Market Makers that 

take liquidity from the Book to pay a 

reduced fee of $0.0029 per share 7 if 

they directly execute providing volume 

in Tape A Securities during the billing 

month (‘‘Tape A Adding ADV’’) that is 

at least the greater of (a) the ETP 

Holder’s or Market Maker’s January 

2012 (‘‘Baseline Month’’) Tape A 

Adding ADV (‘‘Tape A Baseline ADV’’) 

plus 0.075% of US Tape A Consolidated 

Average Daily Share Volume (‘‘CADV’’) 

for the Baseline Month or (b) the ETP 

Holder’s or Market Maker’s Tape A 

Baseline ADV plus 20%, subject to the 

ETP Holders’ and Market Makers’ total 

providing liquidity in Tape A, Tape B, 

and Tape C Securities increasing in an 

amount no less than 0.03% of US CADV 

over their Baseline Month providing 

liquidity.8

Additionally, if a firm’s ratio of Tape 

A Baseline ADV to its total Tape A 

average daily volume (‘‘ADV’’) during 

the Baseline Month is less than 30%, 

the $0.0029 rate would only apply to the 

ETP Holder’s or Market Maker’s shares 

that are executed in an amount up to 

and including 0.75% of the US Tape A 

CADV during the billing month. The 

rate of $0.0030 per share would apply 

to the ETP Holder’s or Market Maker’s 

remaining shares that are executed, 

unless the ETP Holder’s or Market 

Maker’s Tape A Adding ADV is greater 

than its Tape A Baseline ADV by at least 

0.25% of the US Tape A CADV during 

the billing month. Investor Tier ETP 

Holders or Investor Tier Market Makers 

cannot qualify for the Tape A Step Up 

Tier.9

The Tape B Step Up Tier will allow 

ETP Holders and Market Makers that 

take liquidity from the Book to pay a 

reduced fee of $0.0026 per share 10 if 

they directly execute providing volume 

in Tape B Securities during the billing 

month (‘‘Tape B Adding ADV’’) that is 

at least the greater of (a) the ETP 

Holder’s or Market Maker’s Baseline 

Month Tape B Adding ADV (‘‘Tape B 

Baseline ADV’’) plus 0.25% of US Tape 

B CADV for the Baseline Month or (b) 

the ETP Holder’s or Market Maker’s 

Tape B Baseline ADV plus 20%, subject 

to the ETP Holders’ and Market Makers’ 

total providing liquidity in Tape A, 

Tape B, and Tape C Securities 

increasing in an amount no less than 

0.03% of US CADV over their Baseline 

Month providing liquidity.11

Additionally, if a firm’s ratio of Tape 

B Baseline ADV to its total Tape B ADV 

during the Baseline Month is less than 

30%, the $0.0026 rate would only apply 

to the ETP Holder’s or Market Maker’s 

shares that are executed in an amount 

up to and including 1.5% of the US 

Tape B CADV during the billing month. 

The rate of $0.0028 or $0.0030 per 

share, as applicable, would apply to the 

ETP Holder’s or Market Maker’s 

remaining shares that are executed, 

unless the ETP Holder’s or Market 

Maker’s Tape B Adding ADV is greater 

than its Tape B Baseline ADV by at least 

0.45% of the US Tape B CADV during 

the billing month. Investor Tier ETP 

Holders, Investor Tier Market Makers, 

and Lead Market Makers (‘‘LMMs’’) 

cannot qualify for the Tape B Step Up 

Tier. In addition, LMM provide volume 

cannot apply to the Tape B Step Up Tier 

volume requirements.12

The Tape C Step Up Tier will allow 

ETP Holders and Market Makers that 

take liquidity from the Book to pay a 

mstockstill on DSK4VPTVN1PROD with NOTICES

Federal Register / Vol. 77, No. 52 / Friday, March 16, 2012 / Notices 15821 

13Under the Basic Rate, ETP Holders and Market 

Makers pay a fee of $0.0030 per share for Tape C 

orders that take liquidity from the Book. 

14For example, assume that a particular ETP 

Holder’s or Market Maker’s Tape C Baseline ADV 

was three million shares and that US Tape C CADV 

during the billing month was 1.8 billion shares. To 

qualify for the lower rate, the ETP Holder or Market 

Maker would need to have a Tape C Adding ADV 

during the billing month that is at least the greater 

of (i) 4.8 million shares (i.e., three million Tape C 

Baseline ADV plus 1.8 million step-up (0.10% × 1.8 

billion US Tape C CADV)) or (ii) 3.6 million shares 

(i.e., three million Tape C Baseline ADV plus 0.6 

million step-up (120% of Tape C Baseline ADV)). 

The Exchange recognizes that a firm that becomes 

an ETP Holder or Market Maker after the Baseline 

Month would have a Tape C Baseline ADV of zero. 

In this regard, a new ETP Holder or Market Maker 

would need to have a Tape C Adding ADV during 

the billing month of at least 1.8 million shares (i.e., 

zero Tape C Baseline ADV plus 1.8 million step-up 

(0.10% × 1.8 billion US Tape C CADV)) for the 

$0.0029 rate to apply. 

15Continuing with the example above, if the ETP 

Holder or Market Maker maintains a ratio of Tape 

C Baseline ADV to its total Tape C ADV during the 

Baseline Month of less than 30%, the $0.0029 rate 

would apply to the ETP Holder’s or Market Maker’s 

first 19.8 million shares that are executed (i.e., 1.1% 

× 1.8 billion US Tape C CADV) and the rate of 

$0.0030 would apply to the ETP Holder’s or Market 

Maker’s remaining shares that are executed, unless 

the ETP Holder’s or Market Maker’s Tape C Adding 

ADV is greater than 8.94 million shares (i.e., three 

million Tape C Baseline ADV plus 5.94 million 

step-up (0.33% × 1.8 billion US Tape C CADV)), in 

which case the $0.0029 rate would apply to all of 

the ETP Holder’s or Market Maker’s shares that are 

executed. The Exchange recognizes that a firm that 

becomes an ETP Holder or Market Maker after the 

Baseline Month would have a ratio of Tape C 

Baseline ADV to its total Tape C ADV during the 

Baseline Month that is zero. In this regard, the 

$0.0029 rate would apply only to the new ETP 

Holder’s or Market Maker’s first 19.8 million shares 

that are executed, unless the new ETP Holder’s or 

Market Maker’s Tape C Adding ADV is greater than 

5.94 million, in which case the $0.0029 rate would 

apply to all of the ETP Holder’s or Market Maker’s 

shares that are executed. 

16 15 U.S.C. 78f(b). 

17 15 U.S.C. 78f(b)(4). 

reduced fee of $0.0029 per share 13 if 

they directly execute providing volume 

in Tape C Securities during the billing 

month (‘‘Tape C Adding ADV’’) that is 

at least the greater of (a) the ETP 

Holder’s or Market Maker’s Baseline 

Month Tape C Adding ADV (‘‘Tape C 

Baseline ADV’’) plus 0.10% of US Tape 

C CADV for the Baseline Month or (b) 

the ETP Holder’s or Market Maker’s 

Tape C Baseline ADV plus 20%, subject 

to the ETP Holders’ and Market Makers’ 

total providing liquidity in Tape A, 

Tape B, and Tape C Securities 

increasing in an amount no less than 

0.03% of US CADV over their Baseline 

Month providing liquidity.14

Additionally, if a firm’s ratio of Tape 

C Baseline ADV to its total Tape C ADV 

during the Baseline Month is less than 

30%, the $0.0029 rate would only apply 

to the ETP Holder’s or Market Maker’s 

shares that are executed in an amount 

up to and including 1.1% of the US 

Tape C CADV during the billing month. 

The rate of $0.0030 per share would 

apply to the ETP Holder’s or Market 

Maker’s remaining shares that are 

executed, unless the ETP Holder’s or 

Market Maker’s Tape C Adding ADV is 

greater than its Tape C Baseline ADV by 

at least 0.33% of the US Tape C CADV 

during the billing month. Investor Tier 

ETP Holders or Investor Tier Market 

Makers cannot qualify for the Tape C 

Step Up Tier.15

Investor Tier 

The Exchange proposes to introduce a 

new Investor Tier 2 and renumber 

current Investor Tier 2 as Investor Tier 

3. New Investor Tier 2 will allow ETP 

Holders and Market Makers to earn a 

$0.0032 per share credit in Tape A, 

Tape B, and Tape C Securities for orders 

that provide liquidity to the Book that 

(1) provide liquidity of 0.60% or more 

of the US CADV, (2) maintain a ratio of 

canceled orders to total orders of less 

than 30%, excluding Immediate-orCancel orders, and (3) maintain a ratio 

of executed liquidity adding volume to 

total volume of greater than 50%. In 

addition, the Exchange proposes to 

increase the threshold [sic] provide 

liquidity for new Investor Tier 3 from 

0.20% to 0.30% of US CADV. All other 

fees and credits will be at the existing 

Tiered and Basic Rates based on the 

firm’s qualifying levels. 

Tracking Order Tiers 

Currently, the Tracking Order Tier 1 

credit allows each ETP Holder and 

Market Maker to receive a credit of 

$0.0015 per share for all shares if its 

Tracking Orders result in executions on 

the Exchange with an ADV per month 

greater than 15 million shares. The 

Exchange credits ETP Holders $0.0012 

per share for Tracking Orders that result 

in executions up to and including 15 

million shares (assuming the 5 million 

share threshold is met). The Tracking 

Order Tier 2 credit allows each ETP 

Holder and Market Maker to receive a 

credit of $0.001 per share for all shares 

if its Tracking Orders result in 

executions on the Exchange with an 

ADV per month between 2.5 million 

shares and 4,999,999 shares. The 

Tracking Order Tier 3 credit allows each 

ETP Holder and Market Maker to 

receive a credit of $0.0005 per share for 

all shares if its Tracking Orders result in 

executions on the Exchange with an 

ADV per month between 1 million 

shares and 2.5 million shares. 

The Exchange proposes to replace the 

current Tracking Order Tier structure 

with the three tiers described below. 

Tracking Order Tier 1 will allow each 

ETP Holder and Market Maker to 

receive a credit of $0.0015 per share for 

all shares if its Tracking Orders result in 

executions on the Exchange with an 

ADV per month greater than or equal to 

10 million shares. Tracking Order Tier 

2 will allow each ETP Holder and 

Market Maker to receive a credit of 

$0.0012 per share for Tracking Orders 

that result in executions on the 

Exchange with an ADV per month 

between 5 million shares and 9,999,999 

shares. Tracking Order Tier 3 will allow 

each ETP Holder and Market Maker to 

receive a credit of $0.001 per share for 

all shares if its Tracking Orders result in 

executions on the Exchange with an 

ADV per month between 1 million 

shares and 4,999,999 shares. 

Fee Cap 

The Exchange proposes to raise the 

monthly fee cap for Market and 

Auction-Only Orders executed in an 

Opening, Market Order or Trading Halt 

Auction. Currently, the fees are capped 

at $10,000. The Exchange proposes to 

raise the fee cap to $15,000. 

Technical Changes 

The Exchange proposes to revise 

footnote 3 of the Fee Schedule 

(currently reserved) to add a definition 

of US CADV and explain that volume on 

days when the market closes early is 

excluded from the calculation of US 

CADV, which will simplify the Fee 

Schedule. The Exchange also proposes 

to add a new footnote 4 to define ADV. 

The Exchange also proposes to include 

a reference within the Fee Schedule to 

the last date on which the Fee Schedule 

was amended. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,16 in general, and 

Section 6(b)(4) of the Act,17 in 

particular, in that it is designed to 

provide for the equitable allocation of 

reasonable dues, fees, and other charges 

among its members and other persons 

using its facilities. The proposed change 

is equitably allocated and not unfairly 

discriminatory because it applies 

uniformly to all similarly situated ETP 

Holders and Market Makers that send 

orders to the Exchange. 

The Exchange believes that the 

proposed fee and fee cap increases are 

reasonable and equitably allocated 

because they apply to ETP Holders and 

Market Makers that remove liquidity 

from the Exchange and are designed to 

offset the increased credits to liquidity 

providers. The Exchange believes that 

the new Step Up Tiers, the new Investor 

Tier 2, and the revised Investor Tier 3 

mstockstill on DSK4VPTVN1PROD with NOTICES

15822 Federal Register / Vol. 77, No. 52 / Friday, March 16, 2012 / Notices 

18 15 U.S.C. 78s(b)(3)(A)(ii). 

19 17 CFR 240.19b–4(f)(2). 

20 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

are equitable because they are open to 

all similarly situated ETP Holders on an 

equal basis and provide credits that are 

reasonably related to the value to an 

exchange’s market quality associated 

with higher volumes. For example, the 

proposed increase to $0.0030 for orders 

in Tape B Securities routed outside the 

Book to any away market centers will 

align such fee to Tape A and Tape C 

routing fees to any away market center 

other than NYSE. The Exchange further 

believes that the proposed Tape A, Tape 

B, and Tape C Step Up Tiers are 

reasonable, equitable and not unfairly 

discriminatory because the Exchange 

has previously implemented two step 

up tiers: Step Up Tier 1 and Step Up 

Tier 2. With respect to shares priced 

under $1.00, the Exchange notes that the 

proposal to increase the charge to 0.2% 

of the total dollar value of the execution 

for these securities for ETP Holders 

accessing liquidity is consistent with 

the limitations of Rule 610(c) of 

Regulation NMS under the Act. 

As stated above, the Exchange 

believes that the new Step Up Tiers, the 

new Investor Tier 2, and the revised 

Investor Tier 3 may incentivize ETP 

Holders to increase the orders sent 

directly to the Exchange and therefore 

provide liquidity that supports the 

quality of price discovery and promotes 

market transparency. For example, the 

increased fee with respect to MPL 

orders that take liquidity in Tape A, 

Tape B, and Tape C Securities will 

provide an added incentive to ETP 

Holders and Market Makers to provide 

displayed liquidity on the Exchange for 

such orders. 

In addition to the new Tiers, the 

Exchange believes that the amendments 

to the Tracking Order Tiers would 

benefit ETP Holders whose increased 

order flow provides meaningful added 

levels of liquidity, but may not be 

eligible for the current Tracking Order 

Tier thresholds, thereby contributing to 

the depth and market quality of the 

Book. 

The Exchange believes that by 

recalibrating the fees for routing and 

taking liquidity and credits for 

providing liquidity it will attract 

additional order flow and liquidity to 

the Exchange, thereby contributing to 

price discovery on the Exchange and 

benefiting investors generally. 

The Exchange also believes that the 

technical amendments proposed herein 

would better assist member 

organizations and others that view the 

Fee Schedule in determining the fees 

and credits that are applicable on the 

Exchange. 

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 

No written comments were solicited 

or received with respect to the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective pursuant to Section 

19(b)(3)(A)(ii) of the Act 18 and 

subparagraph (f)(2) of Rule 19b–4 

thereunder.19 At any time within 60 

days of the filing of the proposed rule 

change, the Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

should be approved or disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s Internet 

comment form (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rulecomments@sec.gov. Please include File 

Number SR–NYSEARCA–2012–17 on 

the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Elizabeth M. Murphy, Secretary, 

Securities and Exchange Commission, 

100 F Street NE., Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–NYSEARCA–2012–17. This 

file number should be included on the 

subject line if email 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 Web site viewing and 

printing 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 the 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– 

NYSEARCA–2012–17 and should be 

submitted on or before April 6, 2012. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.20

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2012–6383 Filed 3–15–12; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–66574; File No. SR–FICC– 

2012–02] 

Self-Regulatory Organizations; Fixed 

Income Clearing Corporation; Notice of 

Filing of Proposed Rule Change To 

Remove Functionality in the 

Government Securities Division’s 

Rules That Is No Longer Utilized by 

Participants 

March 12, 2012. 

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 February 

29, 2012, the Fixed Income Clearing 

Corporation (‘‘FICC’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed change as 

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