Federal Register / Vol. 74, No. 74 / Monday, April 20, 2009 / Notices 18015 

6 15 U.S.C. 78q–1. 

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

8 17 CFR 240.19b–4(f)(4). 9 17 CFR 200.30–3(a)(12). 

contracts traded on other exchanges, 

which OCC understands is intended to 

prevent the offset for margin purposes of 

Metals Contracts against contracts 

traded on other exchanges. OCC is 

proposing to add an interpretation and 

policy to its Rules stating that futures 

markets may impose such a requirement 

and explaining how clearing members 

may satisfy this requirement. OCC will 

provide notice to clearing members that 

NYSE Liffe has such a requirement. 

Additional changes are proposed to 

introduce the terminology necessary to 

support clearance and settlement of 

Metals Contracts, allow for the use of 

cash settlement in the event of a 

shortage of an underlying interest, and 

require that clearing members holding 

positions in Metals Contracts be 

members of the relevant exchange. The 

latter point is necessary because 

delivery is affected through the facilities 

of the exchange. 

OCC assumed the clearing function 

for Metals Contracts traded on NYSE 

Liffe from CME Clearing during the last 

weekend of March 2009. In connection 

therewith, OCC and NYSE Liffe entered 

into the Clearing Agreement, which is 

generally similar to corresponding 

agreements between OCC and other 

futures exchanges but contains specific 

provisions concerning the delivery 

settlement since vault or warehouse 

depository receipts, as applicable, will 

be delivered through the facilities of 

NYSE Liffe. It further contains 

additional commercial terms relative to 

the treatment of trade data. OCC has 

prepared an information memorandum 

specifying the obligations of clearing 

members in connection with such 

transitions. The memorandum will be 

distributed to all clearing members and 

will be considered an OCC rule. 

The proposed rule change is 

consistent with Section 17A of the Act,6

as amended, because it is designed to 

permit OCC to perform clearing services 

for products that are subject to the 

jurisdiction of the Commodity Futures 

Trading Commission without adversely 

affecting OCC’s obligations with respect 

to the prompt and accurate clearance 

and settlement of securities transactions 

or the protection of securities investors 

and the public interest. The proposed 

rule change applies substantially the 

same rules and procedures to 

transactions in Metals Futures and 

Metals Options as OCC applies to 

transactions in security futures and 

securities options. 

(B) Self-Regulatory Organization’s 

Statement on Burden on Competition 

OCC does not believe that the 

proposed rule change will have any 

impact or impose any burden on 

competition. 

(C) Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments relating to the 

proposed rule change have not yet been 

solicited or received. OCC will notify 

the Commission of any written 

comments received by OCC. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing proposed rule change 

has become effective upon filing 

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

the Act 7 and Rule 19b–4(f)(4) 8

thereunder because the proposed rule 

change effects a change in an existing 

service of a registered clearing agency 

that: (i) Does not adversely affect the 

safeguarding of securities or funds in 

the custody or control of the clearing 

agency or for which it is responsible and 

(ii) does not significantly affect the 

respective rights or obligations of the 

clearing agency or persons using the 

service. At any time within sixty 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 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–OCC–2009–06 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Elizabeth M. Murphy, 

Securities and Exchange Commission, 

100 F Street, NE., Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–OCC–2009–06. 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 such filings also will be 

available for inspection and copying at 

the principal office of OCC and on 

OCC’s Web site at http:// 

www.optionsclearing.com/publications/ 

rules/proposed_changes/sr_occ_09_

06.pdf. 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–OCC–2009–06 and should 

be submitted on or before May 11, 2009. 

For the Commission by the Division of 

Trading and Markets, pursuant to delegated 

authority.9

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–8963 Filed 4–17–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–59764; File No. SR–OCC– 

2009–07] 

Self-Regulatory Organizations; The 

Options Clearing Corporation; Notice 

of Filing and Immediate Effectiveness 

of Proposed Rule Change To Revise 

Fee Schedule 

April 14, 2009. 

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

Securities Exchange Act of 1934 


rmajette on PRODPC74 with NOTICES
18016 Federal Register / Vol. 74, No. 74 / Monday, April 20, 2009 / Notices 

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

2The Commission has modified the text of the 

summaries prepared by OCC. 

3 Under the Alternate Fee Schedule, different 

fees were charged to ONE when Chicago Mercantile 

Exchange (‘‘CME’’), as an associated clearinghouse 

(‘‘ACH’’), was on one or both sides of the trades. 

4There were no changes made, however, to the 

fees charged where CME, as an ACH, was on one 

or both sides of a trade. In such cases, the Alternate 

Fee Schedule remained in effect. 

5OCC’s current discounted fee schedule is as 

follows: 

3¢ per contract for trades of 1 to 500 contracts, 

2.4¢ per contract for trades of 501 to 1,000 

contracts, 

$18.00 per trade (capped) for trades of 1,001 to 

2,000 contracts, and 

$18.00 per trade (capped) for trades larger than 

2,001 contracts. 

Under the Alternate Fee Schedule, fees for trades 

where one side of the trade is cleared by CME are 

as follows: 

5¢ per contract for trades of 1 to 500 contracts, 

4.25¢ per contract for trades of 501 to 1,000 

contracts, 

3.5¢ per contract for trades of 1,001 to 2,000 

contracts, 

$61.00 per trade for trades larger than 2,000 

contracts. 

6 15 U.S.C. 78q–1. 

7 15 U.S.C. 78s(b)(3)(A)(ii). 8 17 CFR 240.19b–4(f)(2). 

(‘‘Act’’),1 notice is hereby given that on 

April 9, 2009, The Options Clearing 

Corporation (‘‘OCC’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change described in Items I, II, and III 

below, which items have been prepared 

primarily by OCC. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested parties. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The purpose of the proposed rule 

change is to revise OCC’s fee schedule 

for OneChicago, LLC (‘‘ONE’’). 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, 

OCC 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. OCC has prepared 

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

and (C) below, of the most significant 

aspects of these statements.2

(A) Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

Under OCC’s Standard Fee Schedule, 

clearing members pay OCC’s standard 

clearing fees and are eligible to receive 

rebates of excess clearing fees when and 

as determined by OCC’s Board of 

Directors. When negotiating its clearing 

agreement with OCC, ONE negotiated 

the right to pay clearing fees based on 

an Alternate Fee Schedule that was 

ineligible for rebates in order to avoid 

the uncertainty of a rebate that might be 

less than expected.3

In 2005, OCC began to charge ONE 

clearing fees for trades where both sides 

are cleared by OCC clearing members 

based on OCC’s rebate-eligible Standard 

Fee Schedule.4 Since 2005, OCC 

adopted further discounts to its 

Standard Fee Schedule such that the 

fees charged to ONE under the Alternate 

Fee Schedule for trades where one side 

is cleared by CME are now substantially 

higher than OCC’s discounted fees in 

effect for other trades.5

In response to a request by ONE, OCC 

has agreed to reduce OCC’s fees for 

trades on ONE where one side is cleared 

by CME. Accordingly, effective April 1, 

2009, OCC will charge ONE clearing 

fees for trades where one side is cleared 

through CME based on the Standard Fee 

Schedule as in effect from time to time. 

OCC believes that the proposed rule 

change is consistent with the 

requirements of Section 17A(b)(3)(D) of 

the Act 6 and the rules and regulations 

thereunder applicable to OCC because it 

provides for the equitable allocation of 

reasonable dues, fees, and other charges 

among OCC’s participants by providing 

the benefit of OCC’s discounted, rebateeligible clearing fee schedule to more 

trades effected on a market for which 

OCC provides clearance and settlement 

services. 

(B) Self-Regulatory Organization’s 

Statement on Burden on Competition 

OCC does not believe that the 

proposed rule change will have any 

impact on or impose any burden on 

competition. 

(C) Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received from 

Members, Participants, or Others 

No written comments relating to the 

proposed rule change have been 

solicited or received. OCC will notify 

the Commission of any written 

comments received by OCC. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective upon filing pursuant to Section 

19(b)(3)(A)(ii) of the Act 7 and Rule 19b– 

4(f)(2) 8 thereunder because the 

proposed rule change establishes or 

changes a due, fee, or other charge 

applicable only to a participant. At any 

time within sixty 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 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–OCC–2009–07 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–OCC–2009–07. 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 

Section, 100 F Street, NE., Washington, 

DC 20549, 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 office of OCC and on 


rmajette on PRODPC74 with NOTICES
Federal Register / Vol. 74, No. 74 / Monday, April 20, 2009 / Notices 18017 

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. 59492 

(March 3, 2009), 74 FR 10322 (‘‘Notice’’). 

4See Exchange Act Release No. 59135 (December 

22, 2008), 73 FR 79954 (December 30, 2008) (SR– 

ISE–2008–85) (order approving a proposed rule 

change, as modified by Amendment No. 1, relating 

to the purchase by ISE Holdings of an ownership 

interest in Direct Edge). 

5See Third Amended and Restated DE Operating 

Agreement, Section 15.2. 

6Currently, the ISE Stock Exchange Consortium 

Members are DB US Financial Markets Holding 

Corporation, LabMorgan Corporation, Merrill Lynch 

L.P. Holdings, Inc., Nomura Securities 

International, Inc., and Sun Partners LLC. See 

Notice, supra note 3. The ISE Stock Exchange 

Consortium Members formerly were minority 

unitholders of the ISE Stock Exchange, LLC. See id. 

Currently, the ISE Stock Exchange Consortium 

Members have a collective ownership interest of 

8.76% in Direct Edge. 

7 In approving this proposed rule change, the 

Commission notes that it has considered the 

proposed rule’s impact on efficiency, competition, 

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

8 15 U.S.C. 78f(b)(1). 

9 15 U.S.C. 78f(b)(5). 

10 15 U.S.C. 78s(b)(2). 

11 17 CFR 200.30–3(a)(12). 

OCC’s Web site at http:// 

www.optionsclearing.com/publications/ 

rules/proposed_changes/sr_occ_

09_07.pdf. 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–OCC– 

2009–07 and should be submitted on or 

before May 11, 2009. 

For the Commission by the Division of 

Trading and Markets, pursuant to delegated 

authority.9

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–8964 Filed 4–17–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–59756; File No. SR–ISE– 

2009–08] 

Self-Regulatory Organizations; 

International Securities Exchange, 

LLC; Order Granting Approval of 

Proposed Rule Change Relating to 

Changes to the Third Amended and 

Restated Limited Liability Company 

Operating Agreement of Direct Edge 

Holdings LLC 

April 13, 2009. 

I. Introduction 

On February 27, 2009, the 

International Securities Exchange, LLC 

(the ‘‘Exchange’’ or ‘‘ISE’’), 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 this proposed rule 

change. On March 3, 2009, the Exchange 

filed Amendment No. 1 to the proposed 

rule change. The proposed rule change, 

as modified by Amendment No. 1, was 

published for comment in the Federal 

Register on March 10, 2009.3 The 

Commission received no comments on 

the proposal. This order approves the 

proposed rule change, as modified by 

Amendment No. 1. 

II. Description 

Maple Merger Sub, LLC (‘‘Merger 

Sub’’), a wholly-owned subsidiary of 

Direct Edge Holdings, LLC (‘‘Direct 

Edge’’), currently owns and operates a 

marketplace for the trading of U.S. cash 

equity securities by Equity Electronic 

Access Members of ISE under the rules 

of ISE, as a facility, as that term is 

defined in Section 3(a)(2) of the Act, of 

ISE (the ‘‘Equity Facility’’).4 As a facility 

of ISE, the Equity Facility is subject to 

regulation by ISE and oversight by the 

Commission. In addition, because Direct 

Edge is the sole owner of the entity that 

operates the Equity Facility, ISE must 

review any amendments to Direct Edge’s 

governing documents, including the 

Third Amended and Restated Limited 

Liability Company Operating Agreement 

of Direct Edge Holdings LLC (‘‘Third 

Amended and Restated DE Operating 

Agreement’’), to determine whether it 

must be filed with, or filed with and 

approved by, the Commission before it 

may become effective under Section 19 

of the Act.5 Accordingly, ISE reviewed 

the proposed changes to the Third 

Amended and Restated DE Operating 

Agreement and determined that such 

changes were required to be filed with 

and approved by the Commission, 

consistent with the requirements in 

Section 15.2 of the Third Amended and 

Restated DE Operating Agreement. 

ISE, on behalf of Direct Edge, 

proposes to amend and restate the Third 

Amended and Restated DE Operating 

Agreement to decrease from 7.5% to 5% 

the percentage ownership interest in 

Direct Edge that the ISE Stock Exchange 

Consortium Members 6 must retain in 

order to retain the right to designate a 

Manager to the Direct Edge Holdings 

Board of Managers. ISE also proposes 

that if any ISE Stock Exchange 

Consortium Member elects to sell its 

ownership interest in Direct Edge, it 

must first offer to sell such interest to 

the non-selling ISE Stock Exchange 

Consortium Members to allow such 

non-selling ISE Stock Exchange 

Consortium Members to collectively 

maintain their current percentage 

ownership interest. In addition, ISE 

proposes to make other non-substantive 

clean-up changes necessary to reflect 

that the Third Amended and Restated 

DE Operating Agreement, as amended, 

will become the Fourth Amended and 

Restated Limited Liability Company 

Operating Agreement of Direct Edge 

Holdings, LLC. 

III. Commission’s Findings and Order 

Granting Approval of the Proposed 

Rule Change 

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.7 In particular, the 

Commission finds that the proposed 

rule change is consistent with Section 

6(b)(1) of the Act,8 which requires, 

among other things, that a national 

securities exchange be so organized and 

have the capacity to carry out the 

purposes of the Act, and the rules and 

regulation thereunder, and Section 

6(b)(5) of the Act 9 in that it is designed 

to promote just and equitable principles 

of trade, to prevent fraudulent and 

manipulative acts, and, in general, to 

protect investors and the public interest. 

The Commission believes that the 

proposed changes to the Third 

Amended and Restated DE Operating 

Agreement should not adversely affect 

the ability of ISE and the Commission 

to fulfill their respective regulatory 

obligations under the Act. 

IV. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,10 that the 

proposed rule change, as amended (SR– 

ISE–2009–08) be, and it hereby is, 

approved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–8962 Filed 4–17–09; 8:45 am] 

BILLING CODE 8010–01–P 


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