Federal Register / Vol. 74, No. 50 / Tuesday, March 17, 2009 / Notices 11389 

317 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). 

4 17 CFR 240.19b–4(f)(5). 

5Changes are marked to the rule text that appears 

in the electronic manual of Nasdaq found at 

http://www.complinet.com/nasdaq. 

6See Exchange Act Release No. 59421 (Feb. 19, 

2009) (accelerated approval of SR–Nasdaq–2009– 

005). 

Number SR–NASDAQ–2009–021 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–NASDAQ–2009–021. This 

file number should be included on the 

subject line if e-mail is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

Internet Web site (http://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for inspection and copying in 

the Commission’s Public Reference 

Room, 100 F Street, NE., Washington, 

DC 20549, on official business days 

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

Copies of the filing will also be available 

for inspection and copying at the 

principal office of the self-regulatory 

organization. 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–2009–021 and should be 

submitted on or before April 7, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.3

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–5715 Filed 3–16–09; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–59557; File No. SR– 

NASDAQ–2009–017] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

a Proposed Rule Change To Modify the 

Processing of Orders on the NASDAQ 

Options Market 

March 11, 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 March 6, 

2009, The NASDAQ Stock Market LLC 

(‘‘Nasdaq’’) 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 by Nasdaq. 

Pursuant to Section 19(b)(3)(A) of the 

Act 3 and Rule 19b–4(f)(5) thereunder,4

Nasdaq has designated this proposal as 

one effecting a change in an existing 

order-entry or trading system of a selfregulatory 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 

Nasdaq is filing a proposed rule 

change to offer the ‘‘WAIT’’ order 

modifier for use with orders entered 

into the NASDAQ Options Market 

(‘‘NOM’’). This modifier is designed to 

enhance compliance with the Order 

Exposure requirement set forth at 

Chapter VII, Section 12 of the NOM 

Rules. 

The text of the proposed rule change 

is available from Nasdaq’s Web site at 

http://cchwallstreet.com/nasdaqomx/ at 

Nasdaq’s principal office, and at the 

Commission’s Public Reference Room. 

Proposed new language is italicized; 

proposed deletions are in brackets.5

* * * * * 

Chapter VI, Trading Systems 

Sec. 1. Definitions 

The following definitions apply to 

Chapter VI for the trading of options 

listed on NOM. 

(a)–(f) No Change. 

(g) 

(1)–(4) No Change. 

(5) ‘‘WAIT’’ shall mean for orders so 

designated, that upon entry into the 

System, the order is held for one second 

without processing for potential display 

and/or execution. After one second, the 

order is processed for potential display 

and/or execution in accordance with all 

order entry instructions as determined 

by the entering party. 

(h) No Change. 

* * * * * 

Sec. 6. Acceptance of Quotes and 

Orders 

All bids or offers made and accepted 

on NOM in accordance with the NOM 

Rules shall constitute binding contracts, 

subject to applicable requirements of the 

Rules of the Exchange and the Rules of 

the Clearing Corporation. 

(a) General—A System order is an 

order that is entered into the System for 

display and/or execution as appropriate. 

Such orders are executable against 

marketable contra-side orders in the 

System. 

(1) All System Orders shall indicate 

limit price and whether they are a call 

or put and buy or sell. Systems Orders 

can be designated as Immediate or 

Cancel (‘‘IOC’’), Good-till-Cancelled 

(‘‘GTC’’), Day (‘‘DAY’’), [or] WAIT or 

Expire Time (‘‘EXPR’’). 

(2) No change. 

(b) No change. 

* * * * * 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, 

Nasdaq included statements concerning 

the purpose of, and basis for, the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item III below, and 

is set forth in Sections A, B, and C 

below. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

On February 19, 2009, the Securities 

Exchange Commission approved 

Nasdaq’s proposal to reduce the Order 

Exposure requirement set forth at 

Chapter VII, Section 12 of the NOM 

Rules from three seconds to one 

second.6 Chapter VII, Section 12 

prohibits Options Participants from 

executing as principal orders they 


dwashington3 on PROD1PC60 with NOTICES
11390 Federal Register / Vol. 74, No. 50 / Tuesday, March 17, 2009 / Notices 

7 15 U.S.C. 78f. 

8 15 U.S.C. 78f(b)(5). 

9 15 U.S.C. 78s(b)(3)(A). 

10 17 CFR 240.19b–4(f)(5). 

11Exchange Act Release No. 57822 (May 15, 

2008) (SR–NASDAQ–2008–045); 73 FR 29800 (May 

22, 2008). 

represent as agent unless (i) agency 

orders are first exposed on NOM for at 

least one (1) second or (ii) the Options 

Participant has been bidding or offering 

on NOM for at least one (1) second prior 

to receiving an agency order that is 

executable against such bid or offer. 

This rule ensures that Options 

Participant do not gain at the expense of 

customers by depriving them of the 

opportunity to interact with orders in 

the NOM System. 

NOM Participants that enter agency 

orders into the NOM System have asked 

Nasdaq to develop an automated 

mechanism that permits them to enter 

orders into NOM as soon as the orders 

are received but that also prevents them 

from interacting with their own agency 

orders in violation of the order exposure 

requirement. Nasdaq believes this is an 

efficient use of resources because it will 

allow Nasdaq to program its NOM 

Systems once rather than have multiple 

Options Participant re-program their 

systems. 

In order to accomplish that request, 

Nasdaq has developed the ‘‘WAIT’’ 

modifier which can be appended to an 

order prior to entry into NOM Systems. 

The WAIT modifier will instruct NOM 

Systems to wait precisely one second 

from the time of order entry before 

processing the order in accordance with 

the other instructions attached to that 

order. Upon expiration of the onesecond WAIT period, the System will 

time stamp, route, display, or execute 

the order in accordance with the 

entering party’s other order entry 

instructions. Thus, the WAIT modifier 

does not affect the existing display, 

routing, or execution priorities of the 

NOM Systems or any other obligations 

of NOM Participants as set forth in the 

NOM rules. 

Orders designated with the WAIT 

modifier are independent of all other 

orders, including an agency order that is 

being exposed pursuant to Chapter VII, 

Section 12. WAIT orders are not 

associated or in any way linked to 

another order entered into the System, 

as is the case with certain facilitation 

orders at other options exchanges. The 

System will process the WAIT order 

even if a customer order entered into the 

System simultaneously with the WAIT 

order has been executed or cancelled 

during the WAIT second, unless the 

WAIT order itself is modified or 

cancelled pursuant to System rules. As 

a result, there is no guarantee that an 

order designated as WAIT will execute 

against another specific order. Use of 

the WAIT modifier is completely 

voluntary. 

Nasdaq believes that the 

implementation of the aforementioned 

rule change modifying Nasdaq order 

entry options will enhance compliance 

with NOM rules and also preserve order 

execution opportunities on NOM. 

2. Statutory Basis 

Nasdaq believes that the proposed 

rule change is consistent with the 

provisions of Section 6 of the Act,7 in 

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

Act,8 in particular, in that the proposal 

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 rule 

change promotes these goals by 

enhancing market quality and protecting 

investors and market participants from 

executions that violate Chapter VII, 

Section 12 of NOM Rules. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

Nasdaq does not believe that the 

proposed rule change will result in any 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act, as amended. 

To the contrary, Nasdaq fully expects 

that other options exchanges will copy 

this proposed rule change shortly after 

its implementation. 

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 change has become 

effective pursuant to Section 19(b)(3)(A) 

of the Act 9 and subparagraph (f)(5) of 

Rule 19b–4 thereunder 10 as one that 

effects a change that: (A) Does not 

significantly affect the protection of 

investors or the public interest; (B) does 

not impose any significant burden on 

competition; and (C) does not have the 

effect of limiting the access to or 

availability of the system. 

Specifically, the proposed rule change 

will benefit the protection of investors 

and the public interest by enhancing 

market quality and protecting investors 

and market participants from execution 

that violate Chapter VII, Section 12 of 

NOM Rules. The proposed rule change 

does not place a burden on competition 

but rather enhances competition among 

the markets. The proposed rule change 

does not limit access to or availability 

of the system. 

Nasdaq believes that this proposal 

with respect to the WAIT modifier is 

properly designated as a change to an 

existing order entry system because the 

proposal modifies the timing of 

processing but not the manner in which 

orders are displayed, prioritized, 

executed, routed or otherwise processed 

within the System. Nasdaq has 

designated similar proposals in this 

fashion in the past, including a proposal 

to delay the operation of the Opening 

Cross on NOM.11

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission may summarily abrogate 

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, as amended, 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–2009–017 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Elizabeth M. Murphy, Secretary, 

Securities and Exchange Commission, 

Station Place, 100 F Street, NE., 

Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–NASDAQ–2009–017. 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 


dwashington3 on PROD1PC60 with NOTICES
Federal Register / Vol. 74, No. 50 / Tuesday, March 17, 2009 / Notices 11391 

12 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. 59313 

(January 28, 2009), 74 FR 6067. 

4The Exchange recently added securities listed 

under Sections 703.21 and 703.22 and traded on 

NYSE Bonds to those securities subject to the fees 

set forth in Section 902.09. See Securities Exchange 

Act Release No. 58599 (September 19, 2008), 73 FR 

55883 (September 26, 2008) (SR–NYSE–2008–56). 

5The proposed rule change also amends Section 

902.09 to remove references to the securities that 

will be subject to the fees under proposed Section 

902.10. 

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

7 15 U.S.C. 78f(b)(4). 

8 15 U.S.C. 78f(b)(5). 

9 In approving this proposed rule change, the 

Commission has considered the proposed rule’s 

impact on efficiency, competition, and capital 

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

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 on official business days between 

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

of such filing also will be available for 

inspection and copying at the principal 

office of Nasdaq. 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–2009–017 and 

should be submitted on or before April 

7, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.12

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–5722 Filed 3–16–09; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–59559; File No. SR–NYSE– 

2009–03] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Order 

Approving Proposed Rule Change To 

Adopt Listing Fees for Securities 

Listed Under Section 703.21 and 

703.22 and Traded on NYSE Bonds 

March 11, 2009. 

I. Introduction 

On January 9, 2009, the New York 

Stock Exchange LLC (‘‘NYSE’’ or 

‘‘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 

modify the listing fees for securities that 

are listed under the Exchange’s Listed 

Company Manual (‘‘Manual’’) Sections 

703.21 and 703.22 and are traded on 

NYSE Bonds. The proposed rule change 

was published for comment in the 

Federal Register on February 4, 2009.3

The Commission received no comments 

on the proposal. This order approves the 

proposed rule change. 

II. Description of the Proposal 

Currently, securities listed on the 

NYSE pursuant to Sections 703.21 

(Equity-Linked Debt Securities) and 

703.22 of the Manual (Equity IndexLinked Securities, Commodity-Linked 

Securities and Currency-Linked 

Securities) and traded on NYSE Bonds 

are subject to the fees set forth in 

Section 902.09 of the Manual.4 Section 

902.09 establishes various levels of fees 

based on the number of shares 

outstanding, with a minimum initial 

listing fee of $5,000 (for one million 

securities or fewer) and a maximum 

initial listing fee of $45,000 (for over 15 

million securities). The minimum 

annual listing fee under Section 902.09 

is $10,000 (for 6 million securities or 

fewer), and the maximum annual listing 

fee is $55,000 (for more than 50 million 

securities). 

The Exchange proposes to establish a 

new section, proposed Section 902.10, 

in the Manual establishing fees payable 

in connection with the listing of 

securities that are listed under Section 

703.21 and Section 703.22 and are 

traded on NYSE Bonds.5 Under 

proposed Section 902.10, the initial 

listing fee for securities listed under 

Sections 703.21 and 703.22 and traded 

on NYSE Bonds will be a flat fee of 

$5,000 and the annual fee will be a flat 

fee of $5,000, regardless of the number 

of securities outstanding. 

The Exchange stated that it is 

adopting a low level of listing fees for 

these securities because it believes 

doing so will make an exchange listing 

attractive in connection with offerings 

where listing is not crucial to a 

successful marketing of the securities. 

The Exchange notes that, in order to be 

listed on NYSE Bonds, a security must 

have a $1,000 denomination, and 

typically, index-linked securities and 

equity-linked securities with $1,000 

denominations are marketed to 

institutional investors rather than retail 

investors. Because these purchasers are 

less concerned that securities they 

invest in should have an exchange 

listing, the Exchange notes that these 

securities are generally not listed on a 

national securities exchange. In 

addition, the Exchange notes that 

securities listed on NYSE Bonds do not 

have the benefit of a Designated Market 

Maker and, as such, the Exchange incurs 

lower regulatory and administrative 

costs in connection with such securities 

than would be the case with floor-traded 

securities. For the reasons noted above, 

the Exchange asserts that the proposed 

fees are set at a level that reflects the 

lower costs incurred by the Exchange in 

connection with the trading of securities 

on NYSE Bonds than on the equities 

trading floor, while remaining attractive 

to issuers for whom an exchange listing 

is not crucial. 

III. Discussion 

After careful review, 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 and, in particular, 

the requirements of Section 6(b) of the 

Act 6 and the rules and regulations 

thereunder. Specifically, the 

Commission finds that the proposal is 

consistent with Sections 6(b)(4) 7 and 

6(b)(5) 8 of the Act, which require that 

an exchange have rules that provide for 

the equitable allocation of reasonable 

dues, fees, and other charges among its 

members and other persons using its 

facilities, and are designed, among other 

things, to promote just and equitable 

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, to protect 

investors and the public interest, and 

are not designed to permit unfair 

discrimination between customers, 

issuers, brokers or dealers.9

The Commission believes that the 

new fees set forth for securities listed 

under Sections 703.21 and 703.22 of the 

Manual and traded on NYSE Bonds are 

consistent with the Act. The 

Commission notes that the adoption of 

new Section 902.10 will not result in 

any issuer paying higher initial listing 

fees, as the proposed flat initial listing 

fee of $5,000 is the same as the current 

minimum charged under Section 

902.09. Accordingly, most issuers will 


dwashington3 on PROD1PC60 with NOTICES