1290 Federal Register / Vol. 78, No. 5 / Tuesday, January 8, 2013 / Notices 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(6). 

5See Securities Exchange Act Release No. 62479 

(July 9, 2010), 75 FR 41264 (July 15, 2010) (SR– 

NYSEAmex–2010–31). See also Securities 

Exchange Act Release Nos. 62857 (September 7, 

2010), 75 FR 55837 (September 14, 2010) (SR– 

NYSEAmex–2010–89); 63601 (December 22, 2010), 

75 FR 82117 (December 29, 2010) (SR–NYSEAmex– 

2010–124); 64746 (June 24, 2011), 76 FR 38446 

(June 30, 2011) (SR–NYSEAmex–2011–45); 66040 

(December 23, 2011), 76 FR 82324 (December 30, 

2011) (SR–NYSEAmex–2011–104); and 67497 (July 

25, 2012), 77 FR 45404 (July 31, 2012) (SR– 

NYSEMKT–2012–25). 

6See Securities Exchange Act Release No. 58863 

(October 27, 2008), 73 FR 65417 (November 3, 2008) 

(File No. S7–24–89). The Exchange’s predecessor, 

the American Stock Exchange LLC, joined the UTP 

Plan in 2001. See Securities Exchange Act Release 

No. 55647 (April 19, 2007), 72 FR 20891 (April 26, 

2007) (File No. S7–24–89). In March 2009, the 

Exchange changed its name to NYSE Amex LLC, 

and, in May 2012, the Exchange subsequently 

changed its name to NYSE MKT LLC. See Securities 

Exchange Act Release Nos. 59575 (March 13, 2009), 

74 FR 11803 (March 19, 2009) (SR–NYSEALTR– 

2009–24) and 67037 (May 21, 2012), 77 FR 31415 

(May 25, 2012) (SR–NYSEAmex–2012–32). 

7 15 U.S.C. 78l. 

8 ‘‘Nasdaq Securities’’ is included within the 

definition of ‘‘security’’ as that term is used in the 

NYSE MKT Equities Rules. See NYSE MKT Rule 

3—Equities. In accordance with this definition, 

Nasdaq Securities are admitted to dealings on the 

Exchange on an ‘‘issued,’’ ‘‘when issued,’’ or ‘‘when 

distributed’’ basis. See NYSE MKT Rule 501— 

Equities. 

9See NYSE MKT Rule 103—Equities. 

10See Securities Exchange Act Release No. 60758 

(October 1, 2009), 74 FR 51639 (October 7, 2009) 

(SR–NYSEAmex–2009–65). See also Securities 

Exchange Act Release Nos. 61030 (November 19, 

2009), 74 FR 62365 (November 27, 2009) (SR– 

NYSEAmex–2009–83); 61725 (March 17, 2010), 75 

FR 14223 (March 24, 2010) (SR–NYSEAmex–2010– 

28); 62820 (September 1, 2010), 75 FR 54935 

(September 9, 2010) (SR–NYSEAmex–2010–86); 

63615 (December 29, 2010), 76 FR 611 (January 5, 

2011) (SR–NYSEAmex–2010–123); 64773 (June 29, 

2011), 76 FR 39453 (July 6, 2011) (SR–NYSEAmex– 

2011–43); 66042 (December 23, 2011), 76 FR 82326 

(December 30, 2011) (SR–NYSEAmex–2011–102); 

and 67495 (July 25, 2012), 77 FR 45406 (July 31, 

2012) (SR–NYSEMKT–2012–21). 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2013–00079 Filed 1–7–13; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–68455; File No. SR–CHX– 

2012–14] 

Self-Regulatory Organizations; 

Chicago Stock Exchange, Inc.; Notice 

of Filing and Immediate Effectiveness 

of a Proposed Rule Change Relating to 

Telemarketing Rules 

December 18, 2012. 

Correction 

In notice document 2012–30886 

appearing on pages 76141–76145 in the 

issue of December 26, 2012, make the 

following correction: 

On page 76145, in the third column, 

in the 12th line, ‘‘January 14, 2013’’ 

should read ‘‘January 16, 2013’’. 

[FR Doc. C1–2012–30886 Filed 1–7–13; 8:45 am] 

BILLING CODE 1505–01–D 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–68561; File No. SR– 

NYSEMKT–2012–86] 

Self-Regulatory Organizations; NYSE 

MKT LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Amending NYSE MKT 

Rule 500—Equities To Extend the 

Operation of the Pilot Program That 

Allows Nasdaq Stock Market 

(‘‘Nasdaq’’) Securities To Be Traded on 

the Exchange Pursuant to a Grant of 

Unlisted Trading Privileges 

January 2, 2013. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on December 

18, 2012, NYSE MKT LLC (the 

‘‘Exchange’’ or ‘‘NYSE MKT’’) 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 Exchange. The 

Exchange filed the proposal as a ‘‘noncontroversial’’ proposed rule change 

pursuant to Section 19(b)(3)(A)(iii) of 

the Act 3 and Rule 19b–4(f)(6) 

thereunder.4 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 

NYSE MKT Rule 500—Equities to 

Extend the Operation of the Pilot 

Program that Allows Nasdaq Stock 

Market (‘‘Nasdaq’’) Securities to be 

Traded on the Exchange Pursuant to a 

Grant of Unlisted Trading Privileges. 

The text of the proposed rule change is 

available on the Exchange’s Web site at 

www.nyse.com, at the principal office 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, 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 those 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 parts of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

NYSE MKT Rules 500–525—Equities, 

as a pilot program, govern the trading of 

any Nasdaq-listed security on the 

Exchange pursuant to unlisted trading 

privileges (‘‘UTP Pilot Program’’).5 The 

Exchange hereby seeks to extend the 

operation of the UTP Pilot Program, 

currently scheduled to expire on 

January 31, 2013, until the earlier of 

Commission approval to make such 

pilot permanent or July 31, 2013. 

The UTP Pilot Program includes any 

security listed on Nasdaq that (i) is 

designated as an ‘‘eligible security’’ 

under the Joint Self-Regulatory 

Organization Plan Governing the 

Collection, Consolidation and 

Dissemination of Quotation and 

Transaction Information for NasdaqListed Securities Traded on Exchanges 

on an Unlisted Trading Privilege Basis, 

as amended (‘‘UTP Plan’’),6 and (ii) has 

been admitted to dealings on the 

Exchange pursuant to a grant of unlisted 

trading privileges in accordance with 

Section 12(f) of the Securities Exchange 

Act of 1934, as amended (the ‘‘Act’’),7

(collectively, ‘‘Nasdaq Securities’’).8

The Exchange notes that its New 

Market Model Pilot (‘‘NMM Pilot’’), 

which, among other things, eliminated 

the function of specialists on the 

Exchange and created a new category of 

market participant, the Designated 

Market Maker (‘‘DMM’’),9 is also 

scheduled to end on January 31, 2013.10

The timing of the operation of the UTP 

Pilot Program was designed to 

correspond to that of the NMM Pilot. In 

approving the UTP Pilot Program, the 

Commission acknowledged that the 

rules relating to DMM benefits and 

duties in trading Nasdaq Securities on 

the Exchange pursuant to the UTP Pilot 


srobinson on DSK4SPTVN1PROD with 
Federal Register / Vol. 78, No. 5 / Tuesday, January 8, 2013 / Notices 1291 

11 15 U.S.C. 78. 

12See SR–NYSEAmex–2010–31, supra note 5, at 

41271. 

13 Id. 

14See SR–NYSEMKT–2012–84. 

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

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

17 15 U.S.C. 78k–1(a)(1). 

18 15 U.S.C. 78l(f). 19See supra note 14. 

20 15 U.S.C. 78s(b)(3)(A). 

21 17 CFR 240.19b–4(f)(6). 

Program are consistent with the Act 11

and noted the similarity to the NMM 

Pilot, particularly with respect to DMM 

obligations and benefits.12 Furthermore, 

the UTP Pilot Program rules pertaining 

to the assignment of securities to DMMs 

are substantially similar to the rules 

implemented through the NMM Pilot.13

The Exchange has similarly filed to 

extend the operation of the NMM Pilot 

until the earlier of Commission approval 

to make the NMM Pilot permanent or 

July 31, 2013.14

Extension of the UTP Pilot Program in 

tandem with the NMM Pilot, both from 

January 31, 2013 until the earlier of 

Commission approval to make such 

pilots permanent or July 31, 2013, will 

provide for the uninterrupted trading of 

Nasdaq Securities on the Exchange on a 

UTP basis and thus continue to 

encourage the additional utilization of, 

and interaction with, the Exchange, and 

provide market participants with 

improved price discovery, increased 

liquidity, more competitive quotes and 

greater price improvement for Nasdaq 

Securities. 

2. Statutory Basis 

The Exchange believes 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. In particular, the Exchange 

believes that its proposal to extend the 

UTP Pilot Program is consistent with (i) 

Section 6(b) of the Act,15 in general, and 

furthers the objectives of Section 6(b)(5) 

of the Act,16 in particular, in that it is 

designed to prevent fraudulent and 

manipulative acts and practices, to 

promote just and equitable principles of 

trade, to remove impediments to 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; (ii) 

Section 11A(a)(1) of the Act,17 in that it 

seeks to ensure the economically 

efficient execution of securities 

transactions and fair competition among 

brokers and dealers and among 

exchange markets; and (iii) Section 12(f) 

of the Act,18 which governs the trading 

of securities pursuant to UTP consistent 

with the maintenance of fair and orderly 

markets, the protection of investors and 

the public interest, and the impact of 

extending the existing markets for such 

securities. 

Specifically, the Exchange believes 

that extending the UTP Pilot Program 

would provide for the uninterrupted 

trading of Nasdaq Securities on the 

Exchange on a UTP basis and thus 

continue to encourage the additional 

utilization of, and interaction with, the 

Exchange, thereby providing market 

participants with additional price 

discovery, increased liquidity, more 

competitive quotes and potentially 

greater price improvement for Nasdaq 

Securities. Additionally, under the UTP 

Pilot Program, Nasdaq Securities trade 

on the Exchange pursuant to rules 

governing the trading of ExchangeListed securities that previously have 

been approved by the Commission. 

Accordingly, this proposed rule change 

would permit the Exchange to extend 

the effectiveness of the UTP Pilot 

Program in tandem with the NMM Pilot, 

which the Exchange has similarly 

proposed to extend until the earlier of 

Commission approval to make such 

pilot permanent or July 31, 2013.19

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 

Because the foregoing proposed rule 

does not (i) significantly affect the 

protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) become 

operative for 30 days from the date on 

which it was filed, or such shorter time 

as the Commission may designate if 

consistent with the protection of 

investors and the public interest, 

provided that the self-regulatory 

organization has given the Commission 

written notice of its intent to file the 

proposed rule change at least five 

business days prior to the date of filing 

of the proposed rule change or such 

shorter time as designated by the 

Commission, the proposed rule change 

has become effective pursuant to 

Section 19(b)(3)(A) of the Act 20 and 

Rule 19b–4(f)(6) thereunder.21

At any time within 60 days of the 

filing of such 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. 

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–NYSEMKT–2012–86 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–NYSEMKT–2012–86. 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 

10:00 a.m. and 3:00 p.m. Copies of such 

filing also will be available for 

inspection and copying at the principal 

office of the Exchange. All comments 


srobinson on DSK4SPTVN1PROD with 
1292 Federal Register / Vol. 78, No. 5 / Tuesday, January 8, 2013 / Notices 

22 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)(ii). 

4 17 CFR 240.19b–4(f)(2). 

5The Commission has modified the text of the 

summaries prepared by NSCC. 6 15 U.S.C. 78q-1(b)(3)(F). 

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– 

NYSEMKT–2012–86 and should be 

submitted on or before January 29, 2013. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.22

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2013–00082 Filed 1–7–13; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–68562; File No. SR–NSCC– 

2012–11] 

Self-Regulatory Organizations; 

National Securities Clearing 

Corporation; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Revise Its Fee 

Structure as It Relates to Certain 

Insurance and Retirement Processing 

Services and To Remove Reference to 

and the Fees Related to FundSPEED, 

a Discontinued Service 

January 2, 2013. 

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 December 

21, 2012, the National Securities 

Clearing Corporation (‘‘NSCC’’) 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 prepared primarily by NSCC. 

NSCC filed the proposed rule change 

pursuant to Section 19(b)(3)(A)(ii) 3 of 

the Act and Rule 19b–4(f)(2) 4

thereunder, so that the proposed rule 

change was effective upon filing with 

the Commission. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested persons. 

I. Clearing Agency’s Statement of the 

Terms of Substance of the Proposed 

Rule Change 

The proposed rule change is to revise 

Addendum A (Fee Structure) of NSCC’s 

Rules & Procedures (‘‘Rules’’) as it 

relates to certain Insurance and 

Retirement Services (‘‘I&RS’’) fees and 

remove reference to FundSPEED, a 

discontinued service. 

II. Clearing Agency’s Statement of the 

Purpose of, and Statutory Basis for, the 

Proposed Rule Change 

In its filing with the Commission, 

NSCC 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. NSCC has prepared 

summaries, set forth in sections (A), (B), 

and (C) below, of the most significant 

aspects of such statements.5

(A) Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

(a) Proposal Overview 

The purpose of the proposed rule 

change is to revise NSCC’s fee schedule 

(as listed in Addendum A of the Rules), 

as it relates to certain I&RS, to replace 

the current fee structure with a tiered 

fee structure. This change is being made 

in order to simplify the fee schedule 

with respect to these services. In 

connection with this change, certain 

I&RS fees have been changed in order to 

align those fees with the costs of 

delivering the related services, with the 

expectation that the fee changes, in the 

aggregate, will be revenue neutral to 

NSCC. 

The Addendum A I&RS fee schedule 

changes are: 

• Eliminating the Business 

Attachment subpart and associated fees; 

• Eliminating the Licensing and 

Appointments subpart and associated 

fees; 

• Eliminating the Request for 

Replacement subpart and associated 

fees; 

• Eliminating the Request for 

Replacement Status (including 

incremental statuses) subpart and 

associated fees; 

• Eliminating the Inforce Transaction 

Fees section and associated fees; and 

• Adding an Other Services Fees 

section, comprised of the following five 

tiers and associated fees and services: 

1. TIER 1—$0.05—All Attachments 

(per attachment, per side); 

2. TIER 2—$0.15—Licensing and 

Appointments (L&A) Periodic 

Reconciliation (per item); 

3. TIER 3—$0.35—Licensing and 

Appointments (L&A) Transaction (per 

item), Registered Representative Change 

Confirm (per transaction, per side), 

Brokerage Identification Number 

Change Request (per transaction, per 

side), Brokerage Identification Number 

Change Confirm (per transaction, per 

side), Values Inquiry (per inquiry, 

includes response, per side); 

4. TIER 4—$0.65—Customer Account 

Transfer Output (per transaction, 

charged to Insurance Carrier/Retirement 

Services Member only), Customer 

Account Transfer Confirm (per 

transaction, per side), Settlement 

Processing (per transaction, per side), 

Request for Replacement Status (a/k/a 

Pending Case Status)—Receiving Carrier 

(per Request for Replacement Status), 

Request for Replacement Status (a/k/a 

Pending Case Status)—Deliverer (per 

Request for Replacement Status), 

Registered Representative Change 

Request (per transaction, per side), Time 

Expired Transaction (per transaction, 

per side); and 

5. TIER 5—$1.25—Fund Transfer (per 

request, per side), Withdrawals (per 

request, per side), Arrangements (per 

request, per side), Request for 

Replacement—Delivering Carrier (per 

request), Request for Replacement— 

Receiving Carrier (per request). NSCC is 

also removing reference to the I&RS 

‘‘Beneficiary Update Request’’ and 

‘‘Beneficiary Confirm’’ in Addendum A 

of the Rules. These functions do not 

require a line item in the fee schedule 

because there is no charge for these 

services. 

In addition, NSCC is making a 

technical change to remove from 

Addendum A of the Rules reference to 

and the fees related to FundSPEED, as 

this service was discontinued. 

The above changes took effect on 

January 1, 2013. 

(b) Statutory Basis 

NSCC believes the proposed rule is 

consistent with the requirements of the 

Act, specifically Section 17A(b)(3)(F),6

and the rules and regulations 

thereunder applicable to NSCC because 

it updates NSCC’s fee schedule to align 

fees with the costs of delivering 

services. As such, it provides for the 

equitable allocation of fees among 

NSCC’s Members. 

(B) Self-Regulatory Organization’s 

Statement on Burden on Competition 

NSCC does not believe that the 

proposed rule change will have any 

impact, or impose any burden, on 

competition. 


srobinson on DSK4SPTVN1PROD with