Federal Register / Vol. 74, No. 43 / Friday, March 6, 2009 / Notices 9841 

5BOX may trade options contracts in one-cent 

increments in certain approved issues through 

March 27, 2009, as part of the Penny Pilot Program. 

See Securities Exchange Act Release No. 56566 

(September 27, 2007), 72 FR 56400 (October 3, 

2007) (SR–BSE–2007–40). 

6 15 U.S.C. 78f(b). 

7 15 U.S.C. 78f(b)(5). 

8 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3Substantially similar filings have been 

submitted by Boston Stock Exchange Clearing 

Corporation (‘‘BSECC’’) (SR–BSECC–2009–001) and 

Stock Clearing Corporation of Philadelphia 

(‘‘SCCP’’) (SR–SCCP–2009–01), the clearing 

corporation subsidiaries of NASDAQ OMX Group, 

Inc. (‘‘NASDAQ OMX’’). 

series is subject to the Penny Pilot 

Program,5 the Zero Bid Order will be 

considered a Limit Order to sell at a 

price of $.01. If the options series is not 

subject to the Penny Pilot Program, the 

Zero Bid Order will be considered a 

Limit Order to sell at a price of $.05 or 

$.10, depending upon the minimum 

trading increment for the specific 

options series of the Zero Bid Order. 

The Exchange also seeks to clarify 

that if the resulting Limit Order would 

cause either a locked or crossed market, 

then the original Market Order or BOXTop Order will be rejected by the 

Trading Host. 

2. Basis 

The Exchange believes that the 

proposal is consistent with the 

requirements of Section 6(b) of the Act,6

in general, and Section 6(b)(5) of the 

Act,7 in particular, in that it is designed 

to promote just and equitable principles 

of trade, to prevent fraudulent and 

manipulative acts, to foster cooperation 

and coordination with persons engaged 

in facilitating transactions in securities, 

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 proposed 

amendments will give greater 

clarification to Options Participants 

regarding the handling of Zero Bid 

Orders and provide enhanced treatment 

of such orders on BOX. 

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 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 

The Exchange has neither solicited 

nor received comments on the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Within 35 days of the date of 

publication of this notice in the Federal 

Register or within such longer period (i) 

as the Commission may designate up to 

90 days of such date if it finds such 

longer period to be appropriate and 

publishes its reasons for so finding or 

(ii) as to which the self-regulatory 

organization consents, the Commission 

will: 

(a) By order approve such proposed 

rule change, or 

(b) Institute proceedings to determine 

whether the proposed rule change 

should be 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 e-mail to rulecomments@sec.gov. Please include File 

Number SR–BX–2009–014 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–BX–2009–014. 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 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–BX– 

2009–014 and should be submitted on 

or before March 27, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.8

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–4769 Filed 3–5–09; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–59460; File Nos. SR– 

NASDAQ–2009–010, SR–BX–2009–009, 

SR–Phlx–2009–14] 

Self-Regulatory Organizations; the 

NASDAQ Stock Market, LLC; NASDAQ 

OMX BX, Inc.; NASDAQ OMX Phlx, 

Inc.; Notice of Filing and Immediate 

Effectiveness of Proposed Rule 

Changes To Amend the Certificate of 

Incorporation of The NASDAQ OMX 

Group, Inc. 

February 26, 2009. 

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 

17, 2009, The NASDAQ Stock Market, 

LLC (‘‘NASDAQ Exchange’’) and 

NASDAQ OMX BX, Inc. (‘‘BX’’), and on 

February 20, 2009, NASDAQ OMX Phlx, 

Inc. (‘‘PHLX’’) (collectively, the 

‘‘NASDAQ OMX Exchange 

Subsidiaries’’) 3 filed with the Securities 

and Exchange Commission 

(‘‘Commission’’) the proposed rule 

changes as described in Items I, II, and 

III below, which Items have been 

substantially prepared by the NASDAQ 

OMX Exchange Subsidiaries. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

changes from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of the Substance 

of the Proposed Rule Change 

The NASDAQ OMX Exchange 

Subsidiaries are filing the proposed rule 

changes with regard to proposed 

changes to the Restated Certificate of 

mstockstill on PROD1PC66 with NOTICES

9842 Federal Register / Vol. 74, No. 43 / Friday, March 6, 2009 / Notices 

4The NASDAQ Exchange, PHLX, BX, BSECC, 

and SCCP are each submitting a filing pursuant to 

Section 19(b)(3)(A)(iii) of the Act, 15 U.S.C. 

78s(b)(3)(A)(iii). 

5 15 U.S.C. 78f. 

6 15 U.S.C. 78f(b)(1), (5). 

7 15 U.S.C. 78s(b)(3)(A)(iii). 

8 17 CFR 240.19b-4(f)(3). 

Incorporation (the ‘‘Certificate’’) of their 

parent corporation, NASDAQ OMX. The 

proposed rule changes will be 

implemented as soon as practicable 

following filing with the Commission. 

The text of the proposed rule changes is 

available at http://www.cchwallstreet. 

com/nasdaqomx/, http:// 

www.nasdaqtrader.com/Trader. 

aspx?id=BSEIERules2009, 

and http://www.nasdaqtrader.com/ 

Micro.aspx?id=PhlxApproved 

Rulefilings, respectively. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for the Proposed Rule 

Change 

In their filings with the Commission, 

each of the NASDAQ OMX Exchange 

Subsidiaries included statements 

concerning the purpose of and basis for 

its proposed rule change and discussed 

any comments it received on its 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. Each 

of the NASDAQ OMX Exchange 

Subsidiaries 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 OMX is proposing to make 

amendments to its Certificate. As 

provided in Articles XI and XII of the 

NASDAQ OMX By-Laws, proposed 

amendments to the Certificate are to be 

reviewed by the Board of Directors of 

each self-regulatory subsidiary of 

NASDAQ OMX, and if any such 

proposed amendment must, under 

Section 19 of the Act and the rules 

promulgated thereunder, be filed with, 

or filed with and approved by, the 

Commission before such amendment 

may be effective, then such amendment 

shall not be effective until filed with, or 

filed with and approved by, the 

Commission, as the case may be. The 

governing boards of the NASDAQ 

Exchange, PHLX, BX, BSECC, and SCCP 

have each reviewed the proposed 

change and determined that they should 

be filed with the Commission.4 The 

NASDAQ OMX Exchange Subsidiaries 

state that the changes to the Certificate 

are limited in scope, and under 

Delaware law, they do not require 

approval by the stockholders of 

NASDAQ OMX. 

Specifically, NASDAQ OMX proposes 

to eliminate its Certificate of 

Designations, Preferences and Rights of 

Series D Preferred Stock, and all matters 

set forth therein. NASDAQ OMX’s 

Series D Stock was created in 2005 for 

the purpose of allowing National 

Association of Securities Dealers, Inc. to 

retain voting control over NASDAQ 

OMX’s predecessor, The Nasdaq Stock 

Market, Inc. In connection with the 

NASDAQ Exchange commencing 

operations as a national securities 

exchange, the sole share of Series D 

Stock was redeemed in December 2006. 

Under Delaware law, both a certificate 

of designations (designating a series of 

preferred stock) and a certificate of 

elimination (eliminating a previously 

adopted designation) are deemed to be 

amendments to NASDAQ OMX’s 

Certificate. 

2. Statutory Basis 

The NASDAQ OMX Exchange 

Subsidiaries believe that their respective 

proposed rule changes are consistent 

with the provisions of Section 6 of the 

Act,5 in general, and with Sections 

6(b)(1) and (b)(5) of the Act,6 in 

particular, in that the proposal enables 

the NASDAQ OMX Exchange 

Subsidiaries to be so organized as to 

have the capacity to be able to carry out 

the purposes of the Act and to comply 

with and enforce compliance by 

members and persons associated with 

members with provisions of the Act, the 

rules and regulations thereunder, and 

self-regulatory organization rules, and is 

designed to prevent fraudulent and 

manipulative acts and practices, to 

promote just and equitable principles of 

trade, to foster cooperation and 

coordination with persons engaged in 

regulating, clearing, settling, processing 

information with respect to, and 

facilitating transactions in securities, 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 proposed changes 

will enhance the clarity of NASDAQ 

OMX’s governance documents by 

eliminating provisions relating to a 

series of preferred stock that is no longer 

outstanding. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The NASDAQ OMX Exchange 

Subsidiaries do not believe that the 

proposed rule changes will result in any 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act, as amended. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule changes have 

become effective pursuant to Section 

19(b)(3)(A)(iii) of the Act 7 and 

subparagraph (f)(3) of Rule 19b–4 

thereunder.8 At any time within 60 days 

of the filing of the respective proposed 

rule change by the applicable NASDAQ 

OMX Exchange Subsidiary, the 

Commission may summarily abrogate 

such rule changes 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 

changes, are 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 

Nos. SR–NASDAQ–2009–010, SR–BX– 

2009–009, and SR–Phlx–2009–14 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 

Nos. SR–NASDAQ–2009–010, SR–BX– 

2009–009, and SR–Phlx–2009–14. These 

file numbers 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). 

mstockstill on PROD1PC66 with NOTICES

Federal Register / Vol. 74, No. 43 / Friday, March 6, 2009 / Notices 9843 

9 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 59142 

(December 22, 2008), 73 FR 80494. 

4For a discussion of Amendment No. 1, see infra 

Section III.H. 

5See letter from Jennifer M. Lamie, Assistant 

General Counsel, Chicago Board Options Exchange 

(‘‘CBOE’’), to Florence E. Harmon, Deputy 

Secretary, Commission, dated February 4, 2009. 

6See Securities Exchange Act Release No. 58673 

(September 29, 2008), 73 FR 57707 (October 3, 

2008) (order approving proposed rule change 

relating to the acquisition). 

7See Securities Exchange Act Release No. 58705 

(October 1, 2008), 73 FR 58995 (October 8, 2008). 

8 In addition, the Exchange would allow access to 

the System by ‘‘Sponsored Participants.’’ A 

Sponsored Participant is a person that has entered 

into an agreement with a Sponsoring ATP Holder 

through which it may execute transactions on the 

System. See proposed Rule 902.1NY(c). This 

proposed rule is substantially similar to Rule 6.2A 

of the Rules of NYSE Arca, Inc. (‘‘NYSE Arca’’). 

9 In a separate filing, the Exchange described the 

relationship between the Exchange and its routing 

broker and the conditions related to its operation. 

The Commission is approving that proposed rule 

change in a separate action today. See Securities 

Exchange Act Release No. 59473 (February 27, 

2009) (SR–NYSEALTR–2009–18). 

10See Securities Exchange Act Release No. 59454 

(February 25, 2009) (SR–NYSEALTR–2009–17). The 

deletions effected by SR–NYSEALTR–2009–17 will 

become operative simultaneously with the 

operativeness of the rules proposed in this filing. 

11The Exchange noted that certain terms in 

existing NYSE Alternext Rules 900G–909G will 

become outdated upon approval of the rules 

Continued 

Copies of the submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

changes that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule changes 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 on official business days between 

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

of such filings also will be available for 

inspection and copying at the principal 

offices 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 

Nos. SR–NASDAQ–2009–010, SR–BX– 

2009–009, and SR–Phlx–2009–14, and 

should be submitted on or before March 

27, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.9

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–4756 Filed 3–5–09; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–59472; File No. SR– 

NYSEALTR–2008–14] 

Self-Regulatory Organizations; NYSE 

Alternext US LLC; Notice of Filing of 

Amendment No. 1 and Order Granting 

Accelerated Approval of the Proposed 

Rule Change, as Modified by 

Amendment No. 1 Thereto, To 

Establish Rules for the Trading of 

Listed Options 

February 27, 2009. 

I. Introduction 

On December 19, 2008, NYSE 

Alternext US LLC (‘‘Alternext’’ or the 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission 

(‘‘Commission’’), pursuant to Section 

19(b)(1) of the Securities Exchange Act 

of 1934 (‘‘Act’’) 1 and Rule 19b–4 

thereunder,2 a proposed rule change to 

amend the rules governing the trading of 

options on the Exchange. The proposed 

rule change was published for comment 

in the Federal Register on December 31, 

2008.3 The Exchange filed Amendment 

No. 1 to the proposed rule change on 

February 27, 2009.4 The Commission 

received one comment on the proposal.5

This notice and order provides notice of 

Amendment No. 1 and grants 

accelerated approval to the proposed 

rule change, as modified by Amendment 

No. 1. 

II. Description of the Proposal 

On October 1, 2008, NYSE Euronext— 

the parent company of the New York 

Stock Exchange (‘‘NYSE’’)—through a 

series of mergers and related 

transactions (‘‘Mergers’’), acquired the 

American Stock Exchange LLC 

(‘‘Amex’’). Amex was renamed NYSE 

Alternext US LLC and became a 

subsidiary of NYSE Euronext and an 

affiliate of NYSE.6 After the Mergers, all 

physical and electronic access to 

Alternext’s trading facilities was made 

available to the former Amex’s members 

through temporary trading permits 

offered by Alternext. As Amex’s 

principal place of business at the time 

of the Mergers was 86 Trinity Place, 

New York, New York, these temporary 

trading permits are known as ‘‘86 

Trinity Permits.’’ 

Subsequently, Amex’s cash equities 

trading floor was moved from 86 Trinity 

Place to NYSE’s principal place of 

business at 11 Wall Street, New York, 

New York, and co-located with the 

NYSE’s cash equities trading floor 

(‘‘Equities Relocation’’). The system that 

supports Alternext’s cash equities 

trading is now the same system that 

supports NYSE’s cash equities trading 

and is operated by the NYSE on behalf 

of the Exchange. In connection with the 

Equities Relocation, the Exchange 

adopted new trading and membership 

rules and offered each of its members an 

Alternext cash equities trading license 

in exchange for a valid 86 Trinity 

Permit.7

Alternext now proposes to move its 

options trading business from 86 Trinity 

Place to 11 Wall Street (‘‘Options 

Relocation’’). In connection with the 

Options Relocation, the Exchange 

proposes to issue Amex Trading Permits 

(‘‘ATPs’’) that will permit holders to 

effect options transactions on the 

Exchange’s trading facilities.8 A holder 

of an 86 Trinity Permit under the 

current rules will be issued an ATP 

upon submission of the appropriate 

form to the Exchange. 

Trading on the Exchange’s relocated 

facilities at 11 Wall Street will continue 

to occur on a hybrid system, involving 

both a physical floor and an electronic 

system, the NYSE Amex System 

(‘‘System’’). Although the options 

trading floor will be physically 

separated from the NYSE and Alternext 

cash equity trading floor, the options 

trading floor will be managed and 

overseen by NYSE Euronext employees. 

Only ATP Holders that have been 

approved to perform a floor function— 

Floor Brokers and Floor Market Makers 

(including Specialists)—will be 

authorized to enter into transactions on 

the trading floor. 

Alternext has proposed to update and 

reorganize its rules for trading options 

in open outcry and to establish a new 

set of rules that will govern trading on 

the System.9 The Exchange has 

submitted a separate proposed rule 

change to delete certain existing 

Exchange rules.10

Alternext will retain many of its 

existing member rules, including those 

relating to capital, margin, 

recordkeeping, customer protection, and 

account maintenance. The Exchange 

also has proposed to keep certain 

existing options-related rules, including 

rules on position and exercise limits 

and listing standards. With respect to 

transactions in Flexible Exchange 

Options (‘‘FLEX Options’’) conducted 

on the Trading Floor, the Exchange 

stated that current NYSE Alternext 

Rules 900G through 909G will remain 

operative.11

mstockstill on PROD1PC66 with NOTICES