ARTICLE 2
MEETINGS OF MEMBERS

Section 200. TIME AND PLACE OF MEETINGS OF MEMBERS —

All meetings of Members shall be held at such place or places within or without the
State of New York and at such time or times as the Chairman shall designate.{Section
200 Adopted 08/03/04)

Section 200A. MEETINGS OF NPCL MEMBERS

NYMEX and any other person or entity who or which in the future owns
memberships for purposes of the NPCL in New-COMEX shall hold all meetings required
or permitted by law. Whenever NYMEX or any other person or entity who or which in the
future owns memberships for purposes of the NPCL in New-COMEX is required or
permitted to take any action by vote, such action may be taken without a meeting on
written consent, setting forth the action so taken, signed by NYMEX or any other person
or entity who or which in the future owns memberships for purposes of the NPCL in New
COME X. {Section 200A Adopted 08/03/94)

Section 201. ANNUAL MEETINGS OF COMEX DIVISION MEMBERS

(A) | The COMEX Division Members shall hold an annual meeting at the offices
of the Exchange at a time designated by the Chairman on the second Tuesday in March
of each year. If such day is not a business day, the annual meeting shall be held on the
next succeeding business day.

(B) The purpose of the annual meeting of COMEX Division Members shall be
to elect tenseven (497) Members (including a Chairman) to the COMEX Governors
Committee and to transact such other business as may come before the meeting.
(Section-20-+-Amended 02/05/96)

Section 202. SPECIAL MEETINGS OF COMEX DIVISION MEMBERS

(A) Special meetings of the COMEX Division Members may be called by the
Board or by the Chairman in their discretion. In addition, special meetings of COMEX
Division Members may be called at any time by the COMEX Governors Committee or by
the Chairman thereof in their discretion.

(B) A special meeting of COMEX Division Members shall be called by the
Chairman or by the Secretary upon receipt by the Chairman or by the Secretary of a
written demand of COMEX Division Members entitled to cast twenty percent (20%) of the

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until the successor for such member of the COMEX Governors Committee is appointed
and qualified. At the request of the Chairman of the COMEX Governors Committee, the
Chairman of the Board of Directors shall appoint such successor to replace any member
of the COMEX Governors Committee removed under this provision. Any such
appointment shall be made and become effective on the earlier of ten (10) days following
the request and a date for a meeting of the COMEX Governors Committee specified at
the time of the request by the Chairman of the COMEX Governors Committee.
Notwithstanding any provision above, in the event that the Chairman of the Board of
Directors fails to make an appointment within such time period, the removal shall be
deemed effective 10 days after the request by the Chairman of the COMEX Governors
Committee.
(C) Recall

(1) Within forty-five (45) days of presentation to the Secretary of the
Exchange of a written petition signed by at least twenty-five percent (25%) of the COMEX
Division Members, or, within sixty (60) days of the suspension of a COMEX Governors
Committee member, a recall election shall be conducted to determine whether a COMEX
Governors Committee member, other than a-+member+epresentingthose appointed by
the NYMEX Division—Memberboard, shall remain in office. Recall of said COMEX
Governors Committee member shall require the affirmative vote of sixty percent (60%) of
the votes cast by the members of the COMEX Division voting at the election.

(2) | Nomember of the COMEX Governors Committee shall be subject to
recall within six (6) months of assuming office or to more than one recall election in any
twelve- (12) month period.

(3) In the event that a COMEX Governors Committee member is
recalled, the vacant COMEX Governors Committee membership shall be filled at the next
regular COMEX Governors Committee meeting in accordance with Section 405A of the
By-Laws.

(D) For purposes of this By-Law and Section 360 of these By-Laws, the
Chairman of the COMEX Governors Committee shall be treated in the same manner as
all other members of the COMEX Governors Committee. (Section -493A—Adepted
98/03/94)

Section 404A. TENURE OF OFFICE OF COMEX GOVERNORS COMMITTEE
MEMBERS

(A) Chairman of the COMEX Governors Committee. The Chairman of the
COMEX Governors Committee shall serve a term in office of two (2) years after election
by the COMEX Division membership-at-large. Fre-Ghairman-ofthe COMEX Governors
Committe, Jlacted at the Initial Sp ia} El. +ti5.n. Ratt Py uatil-th. noual m, ting of

1g
COMEX Divi f in 4997.

(B) | COMEX Governors Committee Members. The members of the COMEX
Governors Committee (other than the Chairman and those members who are elected

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Directers-shall-sen, nthe-COMEX-Governors-Committee-for-aterm-cotermineu ith

theirterms-onthe Board of Directors_Any-representati f the NYMEX Division Member
thatis noton-the Board of Directors shall serve on the COMEX- Governors Committee for

qualified The-COMEX-Governors-Committee-shall select from-amongits_-Members-a

Vice-Ghairraanwhe-shatlbe-a- COMEX Division Member) shall be elected by the 772
COMEX Memberships. The Vice Chairman of the COMEX Governors Committee shall
be selected from among the seven Elected COMEX Governors on the Committee by a

vote of all of the Committee members.

(D) The Chairman of the COMEX Governors Committee or his designee shall
be entitled to attend all NYMEX board meetings in an advisory capacity, and shall be
entitled to attend all discussions regarding COMEX-related issues. The Chairman of the
COMEX Governors Committee may, by action of the Board, be excluded from those
portions of meetings of the Board (i) that relate exclusively to matters as to which the

Board concludes, based on the advice of counsel, that the presence of the Chairman of
the COMEX Governors Committee may result in the loss of a privilege against disclosure

which otherwise would be available, or (ii) during which the Board of Directors considers
actual or potential litigation brought by the COMEX Governors Committee or any COMEX
Division Member _or_a_discussion_of NYMEX _legal_rights vis-a-vis COMEX_ Division
Members.

E Each Elected COMEX Governor will have the right to attend an MEX
mmittee meeting (as noted in Sections 402(E) and (F)) in an advi acity.

(EF) ___Not more than one person who is a partner, officer, director, employee or
affiliate of a member or member firm, or of any affiliate of a member or member firm, shall
be eligible to serve as a member of the COMEX Governors Committee at one time.

(EG) In the event that there is a controversy as to the status of the business
affiliation of a member of the COMEX Governors Committee, the COMEX Governors
Committee shall make a final determination upon such data as it, in its sole discretion,

determines is necessary, relevant or material. (Section 400A Amended 09/04/96)

Section 401A. DELEGATION OF THE COMEX GOVERNORS COMMITTEE

(A) Committees of the COMEX Governors Committee. The COMEX
Governors Committee from time to time, by resolution, may delegate to regular
committees (all of whose members are members of the COMEX Governors Committee)
and to special committees (each consisting of three or more members of the COMEX
Governors Committee) ail powers and authority of the COMEX Governors Committee
specified in the resolutions delegating such authority, and each such regular or special
committee shall have only the powers and authority specifically delegated to it by the
COMEX Governors Committee to the extent so specified in such resolutions.
Notwithstanding the foregoing, the COMEX Governors Committee may not delegate to

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Section 416A. PETITIONS FOR ELECTION TO THE COMEX GOVERNORS

(A) Nominations for the COMEX Division representatives on the COMEX
Governors Committee, including the Chairman, shall be made by aerial signed by no

in in good
standing. “All nominating petitions shall be filed with tl the Secretary on or before the 35th
day prior to the annual meeting.

(B) No-member-shall stand for concurrent qroup-_and atlara: lection-or-for
group g

Reurrent-election_tothe-COMEX-Governers—Committee—as—a_representati f_th.

Frade—Commission—Hous: +¥Floor-Group—andtoth Fi £-the-Chairman—of_th:

COMEX-G. rnors—Committeeprovid. a—hoew OF, that aA member serving on the

COMEX Governors Committee, ‘whose term does not expire at the time of the annual
electionmeeting, may stand for election as the Chairman of the COMEX Governors
Committee. (Section 446A Adopted 08/03/94)

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(4) Proprietary trading until August 3,4999November 20, 2011 (unless

xten in of contracts traded on

such privileges are extended in accordance with Section 105(F))
the COMEX Division, exculed mxgculed through {he AMEX ACCESS Syston, of terme such

NYMEX-ACCESS@ fees harged-to-NYMEX_Division-Memb: san Electronic Trading
System, on terms set forth in Section 105(F).

(C) The rights and privileges set forth in Section 157(A)(3), (5), (6) and (7) shall
be exercisable only by COMEX Division Members who are natural persons and not by
persons who lease or license memberships, and the rights and privileges set forth in
Section 157(A)(4) shall be exercisable only by COMEX Division Members who are
natural persons or COMEX Division Member Firms and not by persons who lease or
license their memberships. In the case of the NYMEX Division Members, the provisions
set forth in Section 157(B)(3) and (4) shall be exercisable only by NYMEX Division
Members who are natural persons and not by persons who lease or license
memberships.

(D) | COMEX Division Members shall have the rights and privileges to continue
dual trading in contracts traded on the COMEX Division (to the extent permitted by law)

on terms no more restrictive than those imposed for contracts traded on the NYMEX
Division.Fhe Beard shall net change-the COMEX-Division trade date-entry-system-to-th

system_used for the NYMEX Division if such change would significantly impairdual
Y we ‘g Y P

, _ COMEX. Divisi ;

(E) If the Exchange at any time acquires, is acquired by or merges with or into
or otherwise consolidates with, another entity (or sells substantially all of its assets to or
acquires substantially all of the assets of any such entity) in-atransactionin—which
ANIME Division" Members “as-a_class “acquire trading privieges:() ( COMEX Division
Members shall be

coniracts-had-been developed by the Exchanger tai in in the ‘surviving c or resulting entity

I_of their existit under these By-Laws (to the extent th: h
tights have not expired in ai ince _with their terms) ex hat_COMEX_Divisi
Mem ers will ing ri n_the survivin or re ultine entity under Section:

NYMEX shall use commercially rez ae ise commerciall y reasonable effort a canaele tra =a ing rights in the s PTET
or resulting entity for subsequent New Contracts.

(F) | COMEX Division Members will have the right to receive an amount equal to
$10 million (to be distributed among the holders of COMEX Division memberships pro
tata, based on the number of memberships owned of record by each of them on the
effective date of the registration statement referred to below) upon the receipt by NYMEX
of the net proceeds of a NYMEX IPO (as hereinafter defined):

X shall deposit $500,000 into an unt which shall be used t for the

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Section 926.943. RULES

Section 928.944, TRADE

The term "trade" shall mean any purchase or sale of any contract made in
accordance with COMEX Division By-Laws or Rules. (Section 928 Adopted 08/03/94)

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(C) If an employee of a Member or of a Member Firm defaults in the payment
of any fine, the Member or Member Firm shall be responsible for its full and complete
payment. A failure of the Member or Member Firm to pay such a fine shall result in the
suspension or expulsion of such Member or Member Firm as set forth in this By-Law
Section 802. (Section 802-Adepted 08/03/04)

Sections 803-849. [RESERVED]

Section 850. DEFINITIONS

As used in By-Law-Sections 850 through 863, the following terms have the
meanings set forth in this By-Law-Section 850:

(A) — the term "Claimant" means a person who has filed a Notice of Claim;

(B) the term "Notice of Claim" means a notice of claim against the proceeds of
a sale of a membership;

(C) the term "Reportable Emergency Event" shall mean, with respect to any
Member:

(1) _ the filing of a petition, answer or other document, or the taking of any
other action, by such Member with respect to itself or against such Member, seeking:
liquidation, reorganization or other relief from creditors under the provisions of the
Bankruptcy Code of the United States (11 U.S.C. Section 101 et seq.), as it may be
amended, or under the provisions of any other state or federal law for the relief of
insolvent debtors;

(2) the dissolution of such Member;

(3) the insolvency (as defined by any applicable state or federal statute)
of such Member;

(4) the failure of such Member to meet any applicable financial
requirements of the COMEX Division, any self-regulatory organization or any state or
federal regulatory agency;

(5) the failure of such Member to meet, when due, any margin call
issued by the Clearing Department or any other clearing organization designated by the
Exchange, any clearing organization of any other exchange, or any person;

(6) the failure or inability of such Member to comply with any of his
contracts or the default by such Member under any commodity contracts on the
Exchange; or

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Section 703. PHYSICAL EMERGENCIES

(A) In the event that the physical functioning of the COMEX Division is, or is
threatened to be, severely and adversely affected by a physical emergency, the
Chairman, or in his absence the Vice Chairman, or in their absences the President, or in
all their absences the Executive Vice President, or in his absence any Senior Vice
President, or in their absences any member of the Executive Committee or in their
absences any Board Member present, or in all their absences any Vice President, may
take any action which in his opinion, is necessary or appropriate to deal with the physical
emergency. Such action may include, but is not limited to, the suspension of trading in
any or all contracts, a delay in the opening of trading in any or all contracts, the extension
of trading in the time of trading in any or all futures and options contracts or the extension
of trading in the last day of trading in any or all futures and options contracts.

(B) No action taken under this By-Law-Section 703 shall continue in effect for
more than five (5) days unless an extension of time has been granted by the Commission
in accordance with the applicable provisions of the Act. Any action taken under this
By-Law Section 703 shall be subject to review and to modification by the Board.

(C) The officials designated in By-Law-Section 703(A) may order the removal
of any restriction imposed under this By-Law-Section 703 if, in their judgment, the
physical emergency has abated sufficiently to permit the physical functioning of the
COMEX Division to continue in an orderly manner absent such restriction. (Section-793
Adapted 06:03:04)

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the Board of Directors, its effective date and duration. (Section 855 Adopted 08/03/04)

Section 856. OBLIGATIONS OF INSOLVENT MEMBERS

A Member who is insolvent shall provide to the President, within thirty (30) days of
his insolvency and in addition to the Notice provided for in By-Law-Section 851, a
statement of his business affairs as they existed at the time of his insolvency. (Section

856 Adopted 08/03/94)

Section 857. CREDITORS OF INSOLVENT MEMBERS

(A) | Unless the Executive Committee of the Board of Directors shall direct
otherwise, all futures and options contracts traded on the Exchange, made with or carried
for a Member suspended under this Article 8 of the By-Laws shall be liquidated by the
party carrying the contracts. Such liquidation shall take place in the open market. If such
contracts cannot be liquidated due to the closing of the Exchange for any reason, such
contracts shall be liquidated on the next day on which the Exchange is open. The period
within which such contracts must be liquidated shall not include any period during which
the provisions of the Rules limiting price fluctuations would prevent such liquidations.

(B) Within ten (10) days of the announcement of suspension of a Member, any
Member who has a claim against such suspended Member shall deliver to the President
a Notice of Claim which details all contracts liquidated under this By-Law-Section 857 and
the net debit or credit balance resulting therefrom and which details any other claims
which such Member may have against the suspended Member.

(C) Failure to file a Notice of Claim within such period shall bar such Member
from participating in any proceeds which result from any sale of the membership of the

suspended Member. (Section 857 Adopted 08/03/04)

Section 858. ESTABLISHMENT OF VALID CLAIMS

(A) The President shall furnish the suspended Member and all Members who
have filed Notices of Claim as required by 8y-Law-Section 857 with copies of all Notices
of Claim filed under By-Law-Section 857 and the sworn statement of the suspended
Member filed under-By-Law Section 856. The President shall also specify a date not
more than ten (10) business days from the date on which such Notices of Claim are
furnished to such Members by which the suspended Member or any claimant Member
may file an objection to any claim.

(B) Ifa suspended Member or any claimant Member fails to file an objection to
a claim before the date set by the President, that Member shall have waived all rights to
object to such claim or claims.

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ARTICLE 9
DEFINITIONS

Section 900. SINGULAR NUMBER; GENDER

Unless the context otherwise requires, words importing the singular number
include the plural; and words importing the masculine gender include the feminine and
neuter gender as appropriate. (Section 900 Adopted 08/03/04)

Actof1933.(Section-900B-Adopted-08/03/94)

Section 901. ASSOCIAHONACT

The term Association shall mean the “New “York Mercantile “Exehanger a

Act shall mean the Commodity Exchange

Act, as mane amended from time to time.

Section 902. BOARDAFEFILIATE

tr "g " or"B £ Directors" B £Di £
Ceram ity i= haage- Fay +S tion 992 Ad: _ d08/0. 14)
The term "affiliate" r_“Affiliate"_shall mean_a_person that directly, or indirect!
hi h r_more intermediaries, controls or i roll ris under In}
trol with, th if rentit

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or (ii) is insolvent or is in such financial or operational condition or is conducting its
business in such a manner that such Member or Member Firm cannot be allowed to
continue its business without jeopardizing the safety of customer funds, of any Members
or of the COMEX Division; or,

(9) | any other unusual, unforeseeable and adverse circumstance with
respect to which it is not practicable for the Exchange to submit, in timely fashion, a rule
to the Commission for prior review.

(B) The term "two-thirds vote of the Board" means the affirmative vote of
members of the Board constituting two-thirds of the Board, either (i) physically present
and voting at any meeting at which a quorum of the Board is physically in attendance or
(ii) voting in any manner other than at a meeting at which a quorum is physically in
attendance as permitted by applicable state corporation law.

(C) The term "physical emergency” means, in addition to those events which
are set forth at sub-paragraph (A)(5) of this By-Law—Section 700, any computer
malfunction, backlog or delay in clearing trades or in processing any documents relating
to clearing trades, any floor occurrences which threaten an orderly market, or any similar
events.

(D) The term "temporary emergency rule" means a rule or resolution adopted,
under this Article 7 of the By-Laws, to meet an emergency. (Section 700-Adopted
08103044

Section 701. EMERGENCY ACTION

(A) In the event of an emergency, the COMEX Division, by two-thirds vote of
the Board and subject to the applicable provisions of the Commodity Exchange Act, and
to the applicable rules and regulations promulgated thereunder, may adopt and place into
immediate effect a temporary emergency rule.

(B) A temporary emergency rule, including any modification thereof, may not
extend beyond the duration of the emergency as determined by the Board. However, in
no event shall such a temporary emergency rule, or any modification thereof, extend for
more than ninety (90) days after the temporary emergency rule is placed in effect.

(C) Any temporary emergency rule may provide for, or may authorize the Board
to undertake actions which, in the sole discretion of the Board or of any Committee, are
necessary or appropriate to meet the emergency including, but not limited to, such
actions as:

(1) limiting trading to liquidation only, in whole or in part, or limiting
trading to liquidation only except for new transactions in futures or options contracts by
parties who have the commodity to deliver pursuant to such sales;

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Directors. shall-gis the CGOMEX-Gevern: ji p i. f

COMEX-G. rnors-Corimittee-reasenable-advan ritten_-noti f such-amendment

the-COMEX_Division_Members_at a-_special meeting, the Board_may net-amend-this
Section 205(G) eranyRule-or By-Lawto-cive NYMEX Division _Menibersfloortrading
vor ¥ eye ‘So

|-trading—of NYMEX—Division atracts—on NYMEX ACCESS®@ j

Election"}-of the-COMEX-Division Members-shall_be-called-to-elect the-members-of th

COMEX-G rners—Committ (includingthe—Chairman—ofthe-COMEX-—G. rAers

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asappointed by the NYMEX Division-Membersboard) each shall serve a term in office of
three (3) years after election by the membership-at! largess provided, that immediately

ees

Meeting, the members of the OMEX Governors Committee elected from the
membership at- ‘large shall D0  tO0y cnt G08 reemoctivoly oahon AOIn Meonded

01/24/05) e divi d into thr f two. wi h diff rent expiring terms d_on the
number of v hey receiv Th rms of the two at-large Elected Governors who
receive the most_votes shall expire in 2010; the terms of the two at-large Elected

Governors who receive the next greatest amount of votes shall expire in 2009; and the
terms of the two at-large Elected Governors who receive the least amount of votes shall

expire in 2008.

Section 405A. VACANCIES
(A) Vacancies shall be filled as follows:

(1) | Vacancies on the COMEX Governors Committee. Inthe-eventlf any
of is waters the. seven E ected Sau fen EFlectec COMEX Governors Ss Commitee, the remaining

Trade-Group, Floor Group-or Commission House-Group)}-as-_the memberwhose-vacant

position is-being-filed.are un. ir full t rm, ‘ther maining El OMEX
Governors will appoint a rep aie on seve until the next election. Such designee shall

serve on the COMEX Governors Committee until the next annual meeting of members at
which time a successor shall be elected to fill the unexpired term, if any.

(2) | Vacancies of Member Officers.
(a) In the event of a vacancy in the office of the Chairman of the
COMEX Governors Committee, the COMEX Governors Committee shall designate-one
ofits-mempbers, from among the remaining Elected COMEX Govern an individual to
serve as the Chairman until the next annual meeting of members, at which time a
successor shall be elected by the COMEX Division membership-at-large to fill a new,
two-year term of office.

(b) Vasancies-in-the-office-ofln_the event of a vacancy in the
office of the Vice Chairman shall-be-filed-byof the COMEX Governors Committee, the

OMEX_ Governors Committee _shall_designate, from among the remaining El d
MEX Governors, an individual to se he Vi hairman for the unexpired term.

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Theterm—"Other-} shall mean—any—and—all losses, —tiabiliti Jains,

damag: eexpenses-(including leaal-fees-and_expenses)-as-a result-of Other-Claime-t
‘gS P as Greg P 7

th tent they are-notoffset-_oursuantte_the-_ Merger Agreementaadainst the-Deferred
¥ i g F ‘Ss

Cash Payments(as-defined in the Merger Agreement) attributable to CEC R, nuelas

Section 939. PERSON

The term "person" shall mean an individual or firm. ¢

Section 923 Adepted-08/03/04)Section- 924.940. PRESIDENT

The term "President" shall mean the President of the COMEX Division or his
authorized representative. ¢

Section 924-Adopted-08/03/04)Section-925.941. PROPRIETARY

The term "Proprietary" shall mean, with respect to any Member, trading on or
through the facilities of the Exchange which_f conducted_onthe floor of the Division to
whichthat-Member-belongswould—qualify-for the _Member-rates-ontransaction—and
clearing fees{'s own account.

Section 925—Adepted—08/03/04)Section—925A.942, PUBLIC OR INDEPENDENT
DIRECTOR

The term “Public or Independent Director” shall mean individuals who are not
Members or employees of the Exchange and who qualify and serve in accordance with
the certificate of incorporation of NYMEX Holdings.

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The Board may levy such assessments _upon each owner of a COMEX

ivision Membership as it determine inn han i n
ch owner of a NYMEX Division Mem hip. The Board may also, in its discretion
waive the ment uch ment: owners of COMEX Division Membershi:

(B) From time to time the COMEX Governors Committee may levy such
assessments upon the COMEX Division Memberships as it determines to be necessary
in its sole discretion. ipscle discretion to fund the costs and d expenses Sacluding without irnilation legal fees

i nden | her_professional_ service rotect_the_COMEX bers’
interests. aT eran Section 104(C), such SS ameris shall be due and payable
at such time as the COMEX Governors Committee may determine.

(C) All assessments are due and payable at such time as the Board may
determine. All assessments on COMEX Division Members will be applied pro rata
¢among all owners of COMEX Division Memberships based on the number of COMEX
Division Memberships owned, including, for these purposes, regular_memberships
purchased after August 3,1004 and-held by the Exchange or its Affiliates}.ameng—alt
oewners-of COMEX-—Division-Memberships, and will be payable by the owner of athe
COMEX Division Membership in whose name the membership is registered. (Section
104- Adapted 08/03/04}

Section 105. FEES

(A) je limitati set forth in these By-Laws, from time to time
the Board may y ectabtee fees, in such amounts as it determines, on contracts traded on

the COMEX Division. The feos (including transaction and -sleating fees, but excluding

or. the. purposes “of

ctions 105(B) — (I) below. term “fees” shal n_trade e: execution harges_an
related surcharges (except _for_any lessee or licensee surcharges) as opposed _to
administrative fees set forth in Section 105(K).

B E ded ia Sect unt 2004,

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203 Noti f Meeting (Adested:08/03/94)
NO} ic aaa PREG:

204 -Quorum-of Members—(Adepted—08/03/94}

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4192 Financial Standards—(Adepted-08/03/04)

40: Dues—(Adopted—08/03/94)

409: Not £ Dues-and Assessments-(Adepted-08/03/04)

408 Effectof Suspension-orExpulsion-_of Membershin—/(Adopted-08/03/94)
+ ‘SP Pe + FSRIp- PtOG- ?

440 Disclesure-of Information (Adepted-08/03/94)

4160--156---- {Reserved}.

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440. Effecton Article 4A- (Adept val 98/03/94)

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Section 407. QUORUM; VOTE

(A) | Unless otherwise specifically provided in the By-Laws or Rules, one-third
(1/3) of the members of a committee or any subcommittee shall constitute a quorum for
the transaction of business.

(B) Unless otherwise specifically provided in the By-Laws or Rules, any action
taken by a majority of members of a committee or subcommittee present at a meeting at
which a quorum is present shall be a valid action of the committee or subcommittee.
(Section 407 Adopted 08/03/94}

Section 408. SUBCOMMITTEES AUTHORIZED

A committee may designate, at any time, from its members, a subcommittee, or
subcommittees, as it may deem necessary or appropriate. Each subcommittee shall
have all of the authority of the committee to the extent provided in such designation, in the

By-Laws or in the Rules subject to any applicable provision of Law{Section 408 Adopted
08/03/94law.

Section 409. ALTERNATES

(A) | The Board may designate one or more Directors as alternate members of
any Standing Committee.

(B) |The Chairman may designate one or more Directors as alternate members
of any Special Committee.

(C) |The Chairman of the Board, or, if the committee is elected by the Members,
the Members, may designate one or more persons as alternate members of a Regular
Committee.

(D) Any alternate or alternate committee member appointed or elected
pursuant to this By-Law-Section 409 may replace one or more absent members of any
such committee. (Section 499 Adepted 08/03/94)

Section 410. EFFECT ON ARTICLE 4A

The provisions of this Article 4 shall not apply to or affect any of the provisions of
Article 4A or any provision of these By-Laws affecting or relating to the COMEX

Governors Committee or any subcommittee thereof. (Section 440 Adepted 08/03/04)

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total number of votes entitled to be cast at such meeting. Any such written demand shall
specify the purpose of such special meeting and the special meeting so called shall be
limited to the purpose so set forth. The written demand shall also specify the date of such
special meeting which shall be a business day not less than sixty (60) or more than ninety
(90) days from the date of such written demand. iJ

Section 203. NOTICE OF MEETING

(A) Notice of the annual meeting of COMEX Division Members shall state the
place, date and time of such meeting.

(B) — Notice of any special meeting of COMEX Division Members shall state the
place, date and time of such special meeting, the purposes for which such meeting is
called and shall indicate that it is being issued by or at the direction of the person or
persons calling the special meeting.

(C) The President or the Secretary shall issue all notices of meetings of
COMEX Division Members.

(D) | Acopy of the notice of any meeting of COMEX Division Members shall be
given personally, or by delivery to a postal box located on the Exchange premises or by
first class mail, postage prepaid and addressed to each COMEX Division Member at his
address as it appears in the records of the Exchange. Notice of a meeting, when mailed
in accordance with this By+-aw-Section 203(D), shall be effective when mailed. Notice
of any meeting of COMEX Division Members shall be given not less than ten (10) nor

more than fifty (50) days prior to the date of the meeting. (Section 203 Adopted 08/03/94)

Section 204. QUORUM OF MEMBERS

One hundred fifty (150) COMEX Division memberships, whether present in person
or by proxy, shall constitute a quorum for the transaction of any permitted business at any
meeting of COMEX Division Members held in accordance with these By-Laws. A majority
of COMEX Division memberships present may adjourn a meeting despite the absence of
a quorum. (Section-204 Adepted 03/03/94}

Section 205. VOTING

(A) Except as otherwise provided in the- Merger Agreementorthe New COMEX
By-Laws, only the owner of the NYMEX Membership shall be entitled to vote. NYMEX
Division Member Directors, the Chairman and the Vice Chairman shall be elected at a
meeting of NYMEX.

(B) |The terseven members of the COMEX Governors Committee referred to in
Section 201(GB), including the Chairman of that Committee, shall be elected by a
plurality of the votes cast at the annual meeting of COMEX Division Members. Except as
provided in the preceding sentence, to the extent permitted by law and except as

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of the Board to the extent provided in these By-Laws or in such resolution, subject to any
applicable provision of law.

(D) No action taken by the Board of Directors with respect to any Special Matter
shall be effective without either (i) the prior consent of the COMEX Governors Committee
as provided in Section 205 of these By-Laws which shall be subject to the veto rights of
the COMEX Division Members provided for in Section 205(D) or (ii) the prior approval of
COMEX Division Members in accordance with the provisions of Section 205(D).+Section
304 Adopted 6803-04)

Section 302. CHAIRMAN OF THE BOARD OF DIRECTORS
(A) | NYMEX shall designate the Chairman of NYMEX as the Chairman,.
(B) | The Chairman shall be an ex-officio member of all Committees.

(C) |The Chairman shall have such authority and perform such duties as are
incident to his office. He shall present any reports of the Board at meetings of Members.
Whenever he deems it appropriate, the Chairman may communicate to the Board or to
the Members any ideas and suggestions which tend, in his opinion, to promote the
welfare and usefulness of the COMEX Division. The Chairman shall have a vote on all
questions at all meetings of the Board or of the Members. (Sectien-302 Adepted
9803/04)

Section 303. VICE CHAIRMAN OF THE BOARD OF DIRECTORS

(A) NYMEX shall designate the Vice Chairman of NYMEX as the Vice
Chairman.

(B) If the Chairman is absent or unable to perform his duties, the Vice
Chairman shall exercise and shall perform the duties of the Chairman. If both the
Chairman and the Vice Chairman are absent or unable to perform the duties of Chairman,
the President shall exercise and perform the duties of the Chairman. If the Chairman,
Vice Chairman and President are all absent or unable to perform the duties of Chairman,
a quorum of the Board, by majority vote, may choose an acting chairman from the
remaining Directors. (Section-303 Adopted 08/03/04)

Section 304 - 306. [RESERVED]

Section 307. RESIGNATION AND REMOVAL OF DIRECTORS

(A) Any Director may resign at any time by tendering written notice of his
resignation to the Board. —Any resignation unless conditioned on acceptance, will be

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ions-ofany-contractwhichis-traded

Any chang:

487, 206(B}, (Dh, {E} and. (ey 207; 30440). 300(F). 360; 500, 5Q2 505 rto Article 4A of
th By ‘l ay that FF + COMEX. Division M. mah, rs 2) An’ amendmen

Sections 103, 104, 157(H), 202, 203, 204, 205(B) and (C), 206, 402(E) and (F), and
Article 4A (except Section 400A which may only be amended in accordance with Section

500(B)).

(5) Any-actiontakern by the Exchange-to-delist a -dold—silver or-co:
7 Y + yt ‘g GOS

rnew+rule made effeacti vith.

+ tothe COMEX. Division after the Cl ingsunder

the-MergerAgreement-which to-the COMEX-Divisionin-a-mannerdifferentthan

(E) Notwithstanding the foregoing provisions of Section 205(D)4)-,_Section 205(D)
shall not apply to emergency actions taken pursuant to Article 7. The Board of Directors
will erci sonable eff take steps necessary (unless otherwise
required at law) to ensure that any pornanent remedial action taken by the Boarder nul
enacted pursuant to the-preceding-sentence: merge tion is tem in

and is consistent with the rights granted to COMEX Division Members Cuant to these
By-Laws and the Rules:

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ARTICLE 4A
COMEX GOVERNORS COMMITTEE
AND COMEX DIVISION MEMBER MATTERS

Section 400A. POWERS AND COMPOSITION OF THE COMEX GOVERNORS

(A) |The COMEX Governors Committee shall be responsible for advising the
Board on matters uniquely pertinent to COMEX Division Members. The COMEX
Governors Committee in its sole discretion shall also have such powers and
responsibilities over the COMEX Division Members_as are specifically assigned to it

pursuant to the-Merger-Agreement—these By-Laws and the Rules,_including, without
limitation, (i) the ability to levy assessments upon the COMEX Division Members when

necessary to obtain independent legal or professional services to protect their interest
and (ii) the right to retain and_use all funds over which it currently or in the future ha
control.

B Beginnii with the annual meetin: tob held in 2007,
he COMEX Governors Committee shall consist of twelve members as follows: (a) seven
(7) COMEX Division Members (each of whom shall be a COMEX Division Member who
does not lease or license its_membership}, {6} six COMEX Division-Members—this
membership) shall be elected by the 772 COMEX members (“Elected COM rors”
and (b) five (5) other persons appointed by the NYMEX board, at least three of whom
shall be COM EX Division Members who do not lease or license {hele rombershipe) rors

mei mberships. if any of the sev en "Elected COMEX Governors are unable to serve their
full term, the remaining Elected COMEX Governors will appoint a replacement to serve
until the next electi

(C) he Chairman_of the COMEX Governors Committee (who shall be a
COMEX Division Member who does not lease or license his membership-and-who-shall

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NYMEX Division Members in NYMEX By-Law Section 311(F)(1), as may be amended
from time to time: provi that any addition ility to lease or license electronic tradin

rivileges or creation of additional electronic trading privileges associated with a NYMEX

Class A Membership provided to NYMEX Division Members shall_also_be provided to
COME, Division Mem ers. Nothin in this subsecti n_shall rohibit NYMEX _ from
I di il ith S

(b)___ NYM. ill have the right to require that COMEX Division Member Firms
hold two COME ing rights plus the associ uity for those trading ri if legall
rmitted. If at ime_m rfirms are ired to hold equity, tl COMEX

Governors Committee _will_be entitled _to_create_a_new_ "floor broker" membership
classification. A Floor Broker who wished to qualify under such category (i) would be
required to hold two COMEX Division trading rights but would not be required to retain the
associated equity and (ii) would be entitled to have two bona fide employees, who may
be COMEX Division lessees or licensees who will be permitted to trade on behalf of the
floor broker and/or his customers without a lessee or licensee surcharge.

4 EX Division Members’_and_COMEX tion Members’ _life
insurance, disability, health_and_other welfare _benefit_plans, programs licies_an
arrangements (as applicable) (other than the COMEX MRRP) shall remain in effect to the
same _extent_as NYMEX Division Members. MEX Division Members’ _an MEX
Option Members’ rights under the Recognition and Retention Plan for Members of
Com ity Exchange, Inc. (the “COMEX MRRP”) shall continue to be governed by the
terms of the COI MRRP and unaffect e By-Laws.

D Notwithstanding the foregoing, the Board may take whatever action

necessary in response to_an “Emergency” as set forth in Article 7 of these By-Laws as

well as _any other action as may be required by applicable law _or regulation; provided
however, that the Board will use all commercially reasonable efforts to take the steps

necessary to ensure that_any action taken or rule enacted pursuant to_an emergency
action is temporary in nature _and is consistent with the rights granted under this Section

158.

(E) _ Notwithstanding anything to the contrary in the By-Laws:

(1) The Board will have the right to list electronically for both overnight

and_side-by-side_(i.e., electronically _and_open_out trading_simultaneously durin:

regular {racing hours) trading all COMEX Division contracts. This will include the full-size
and_miNY sil opper_and Eurotop 100 contracts. In addition, New Metals
contracts may be listed electronically (or otherwise) under the same parameters and

NYMEX ClearPort® uiearing contracts on metals products may be listed for clearing. In
dditio will it to cre. ni st EF! lectronically.

2) mi rd, in its sole di: i Il ili maki
additional el ing privileges available to ade lhe pod nis as set am above

arth ut limit tor ns Section

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BY-LAWS
344 Rules-orerder—(Adepted—08/03/94)
59. Officers—(Adepted:—08/03/04)

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(1) first, to the Exchange in full satisfaction of any amounts due to the
Exchange including; but not limited to, booth fees, office rent, phone charges and
outstanding balances (principal and accrued interest) on notes guaranteed pursuant to
Rule 2.56 (“Exchange Financed Class A and COMEX Memberships”);

(2) second, pro rata to the payment of such Glass-A-Member’s primary
clearing member and secondary clearing members, if any, of all claims filed in
accordance with the requirements of Rule 2.51 (“Procedure for Transfer of Membership”)
for losses arising from the clearance of trades executed by the guaranteed Class
Member;

(23) _ third, the remaining balance, if any, pro rata to other Members on
allowed claims arising out of transactions in Exchange futures and options contracts
and/or any other Exchange business of such Members, pro rata; provided that no partner
shall share in the proceeds in the sale of a membership of one of his partners until all
claims of other Members have been satisfied in full;

(34) fourth, the remaining balance, if any, to the payment of any claims
made by entities or persons who have financed the purchase of the membership
provided that documentation regarding such purchase was filed with the Membership
Department prior to the financing of such purchase; and

(45) _ fifth, the balance, if any, to the Member whose membership was sold
or to his legal representative, except that, notwithstanding any other provision of the
By-Laws or Rules, for purposes of this subsection (5) the term Member shall not include
lessees _or licensees, but shall mean the beneficial owner of such membership. (Section
864 Adopted 08/03/04)

Section 862. REINSTATEMENT OF SUSPENDED MEMBER

(A) A Member suspended under By-Laws-—SectienSections 852, 853 or 855
may apply for reinstatement at any time prior to the sale of his membership.

(B) |Whena Member applies for reinstatement, he shall deliver to the President
a schedule of all of his creditors, a statement of the amounts owed, the nature of the
settlement by which claims of a creditor were paid, and such other information as the
President may request.

(C) Written notice of the time and place of the meeting of the Board at which the
application for reinstatement is to be considered shall be sent to the suspended member
and to the other Members not less than five (5) days prior to the meeting.

(D) The vote of a majority of the Board present and voting is required to
reinstate the suspended Member. However, where a Member has failed to give timely
the notice required by By-Law-Section 851, a vote of two-thirds of the entire Board is
required to reinstate the suspended Member.

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actual expense incieases faced by NYMEX ard such fees charged to COMEX Division
Members may not harge ivisi

Section 106. FAILURE TO PAY DUES, ASSESSMENTS AND FEES

(A) _ Ifa Member fails to pay any dues, assessments or fees when due and such
failure is not cured within thirty (30) days after written notice to the Member by the
COMEX Division that such dues, assessments or fees are due, such Member shall be
suspended automatically from all rights and privileges of membership. Such suspension
shall continue in effect until the failure is cured. The Executive Committee, upon written
application received prior to the expiration of such period, may extend the thirty (30) day
period, in its sole discretion.

(B) Ifa Member who is suspended under subsection (A) of this Rule fails to pay
any dues, assessments or fees within thirty (30) days of the suspension, the Member
shall be expelled from membership. The Board or the Executive Committee, upon written
application received prior to the expiration of such thirty (30) day period and for good
cause, may extend the thirty (30) day period.

(C) | Any Member who fails to pay any dues, assessments or fees after written
notice to the Member that such dues, assessments or fees are payable, shall pay a
penalty, in addition to the sanctions imposed by this By-Law-Section 106, as fixed from
time to time by the Board but not less than twenty percent (20%) of the amount due.

(Section 106 Adopted 08/03/94)

Section 107. NOTICE OF DUES AND ASSESSMENTS

(A) Notice of all dues and assessments shall be published by the Exchange
and shall be given: personally by delivery to a postal box located on the Exchange
premises; or, by first class mail, postage prepaid and addressed to the Member at the
address such member has filed with the Exchange. Notice, when mailed in accordance
with this By-Law-sectionSection 107, shall be effective when mailed.

(B) Non-receipt of the notice shall not operate to relieve the Member from
payment, to extend the time for payment or to relieve any Member from the imposition of
penalties for failing to pay dues and assessments. (Section-107 Adopted 08/03/04)

Section 108. EFFECT OF SUSPENSION OR EXPULSION OF MEMBERSHIP

(A) A Member or Member Firm whose rights and privileges of Membership
have been suspended shail continue to be:

(1) subject to the By-Laws and Rules of the Exchange;

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(D) All Committees shall have all powers necessary and incident to the
discharge of their duties.

(Section 402 Adepted-08/03/94)E) At least two COMEX members shall be
entitled erve eac MEX _adviss committee_regarding_ COMEX_Division
contracts.

E So long as open outcry trading continues to exist in the COMEX Division.
the subcommittees or panel of the Facilities Committee, Membership, Business Conduct
and Adjudication Committees relating to COMEX Division facilities. membership process
or disciplinary action regarding COMEX Division Members shall be comprised of at least
70% of COMEX Division Members. The Faciliti mmi bcommittee _relatin:
the COMEX Division will be responsible for initiating any changes to COMEX Division
facilities; provided, however, that _such changes will be submitted to NYMEX for its
al val. This vision_is_subject to _amendment_ to comply with any requlato
requirements imposed by the CFTC. If public participation is increased by NYMEX with
respect to NYMEX subcommittees or panels, then public participation with respect to
COME: commi: or panels may be increased to the sam: ent.

Section 403. COMPOSITION OF COMMITTEES

(A) A Standing Committee shall consist of at least three (3) members, all of
whom shall be Directors. The Board, by resolution adopted by a majority of the entire
Board, may designate Standing Committees from the Directors.

(B) |ASpecial Committee shall consist of as many members of the Board as the
Chairman, with the consent of the Board, shall appoint. All members of a Special
Committee shall be Directors.

(C) |ARegular Committee shall be composed of such persons as the Chairman
of the Board with the consent of the Board shall appoint; or, as the members may elect
as provided in the By-Laws or Rules.

(D) Except as otherwise provided in the By-Laws or Rules, the Chairman of the
Board shall appoint a Chairman of each committee and may appoint such vice chairman
of any committee as he deems desirable. (Section 403 Adopted 08/03/04)

Section 404. TERM OF COMMITTEES

Unless otherwise specifically provided in the By-Laws or Rules, members of any
committee shall hold office until the first meeting of the Board following the annual
meeting of members and until their successors are appointed.{Section 404 Adopted
98/03/94)

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Section
COMMISSION MERCHAN

927, FUTURES

The term "futures commission merchant" shall mean a person who is or is required
to be registered with the Commission as a futures commission merchant.

Section 918 Adopted 08/03/94)Section-919.928. HOLIDAY

The term "holiday" shall mean any day which the Board may designate as an
Exchange holiday on which day the Exchange shall be closed. ¢

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the rights and privileges held by its conferring Member(s) and as otherwise limited by the
By-Laws or Rules. ¢

Section 920 Adepted 08/03/04)

Fhe-term—"NEW-COMEX" means-the-Gommodity-E change: lac-—which-is_th

The ‘term "non-member" shall mean any person who is not ¢ a Member of the
Exchange. ¢

Section 924 Adepted-08/03/94)Section-924A.932, NYMEX

The term "NYMEX" shall mean New York Mercantile Exchange-—, Inc.

Section 924A Adopted -08/03/04)}Section_921B_ NYMEX ACCESS” SYSTEM933,
NYMEX CORE PRODUCTS

The term “NYMEXAGGESS *-Systom"-means the NYMEX ACCESS ”-System-in

69 d 924B-Adepted—08/03 e 9 C.'NYMEX Core
Products’ ‘shal ‘Mean “NYMEX's Light_Sw rest Crude. Ol Natural Gas, N.Y. Harbor
Unlead: lin .Y. Harbor RI Gasolin d_N.Y. Harbor Heating Oil futures

contracts, whether physically-delivered or cash-settled.

Section 934, NYMEX DIVISION
The term "NYMEX Division" shall mean the NYMEX Division of the Exchange.

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Section 924+C Adepted -08/03/04)\Section 9246(4).935. NYMEX DIVISION REGULAR
MEMBER

_The term "NYMEX Division Regular Member’ shall meana holder of record-of one

08/03/94)member of NYMEX holding a Class. A membership.

Section 924¢(2}.936. NYMEX HOLDINGS

The term “NYMEX Holdings” shall mean NYMEX Holdings, Inc., a Delaware
corporation, and any successor thereto.

Section 924D.937. NYMEX MEMBERSHIP

The term "NYMEX Membership" shall mean the membership in New-COMEX that
is owned by NYMEX.-{

Section 924D Adopted-08/03/04)\Section 922.938. OPTIONS CONTRACT

The term "Options Contract" shall mean any transaction or agreement in interstate
commerce which is or is held out to be of the character of, or is commonly known to the
trade as, an "option," "privilege," "indemnity," "bid," "offer," “put,” “advance guaranty,” or

“decline guaranty,” and which is subject to Regulation under the Commodity Exchange
Act. {S tion-922 Ad. pi vamayes 03/94)

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Sections 315-349. [RESERVED]

Section 350. OFFICERS

The Board shall appoint a President, a Secretary and a Treasurer. The Board may
appoint one or more Vice Presidents, and may classify such Vice Presidents, and may
appoint such other officers as the Board may determine. Any officer appointed under this
Section may be removed by the Board, with or without cause. Any person may hold two
or more offices. The officers of the Exchange (other than the Chairman, the Vice
Chairman and the Treasurer) shall not be members of the Exchange nor, except in the
case of the Chairman, the Vice Chairman of the Board and the Treasurer, need such
officers be Directors. The officers shall have such powers and authority as may be

specifically established by the Board. (Section-350-Adepted 08/03/04)
Sections 351-359. [RESERVED]

Section 360. INDEMNIFICATION OF DIRECTORS, OFFICERS AND EMPLOYEES

(A) |The COMEX Division shall indemnify to the maximum extent provided by
law including, but not limited to, indemnification for judgments, fines, amounts paid in
settlement, and reasonable expenses, including attorney's fees, any person made or
threatened to be made a party to any action or proceeding, whether civil, criminal or
administrative, by reason of the fact that such person, such person's testator or intestate
is or was an officer, director, employee, member of any committee of the COMEX
Division (including, without limitation, a member of the COMEX Division Governors
Committee or a member of any regular committee or special committee) or served at the
request of the COMEX Division in any capacity with any other corporation, any
partnership, joint venture, trust, employee benefit plan, or other enterpriseprevided-that

antawtul “Cov red Person”). In addition, th X_ Division shall upon tender of an
invoi ay, to the maximum ext rovi I he reasonable expenses (includin
reasonable attorney's fees and costs of counsel selected by the COMEX Division and

reasonably satisfactory to the Covered Person, except that the COMEX Division may not
exercise this right if the COMEX Division, NYMEX or any parent of NYMEX is the adverse
party in the claim against the Covered Person) of defending any claim against a Covered

Person as to which this Section 360(a) applies, pursuant to the requirements of NPCL
Sections 723 nd_725(a). Uni required to do so in order t mply wit! licable

law, the COMEX Division will not take any action under NPCL Section 725(b)(2), as such

section exis: ffecti ite of this By-L: ich is inconsistent with this Section.

(B) Except as specifically permitted by applicable law, no person who is or was

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not_be s_than the ave ie _non-member/member fee ratio for all NYMEX

Products traded both electronically _and_via_open outcry. For example, _if the
non-member/member fees were $1.00 and $.50, respectively, for NYMEX Division Cor
Products, the ratio for -member to member fees for COMEX Division Core Products
could be no lower than 2:1.

(3) ___ The following fees are excluded from the term “next highest tier of fees” as
set forth in subsection (1):

(a)___ Fee waivers (as set forth in subsection (E) below)

Cross-divisional Tradi s (as_set forth in subsection (F) below
(c Market Maker Fees (as set forth in subsections (G) below)
(d) _ Volume discount fees, These fees are discounted non-member fees

applicable once _volume_thresholds are met, with such volume thresholds _set_at_a
reasonable level such that they are not designed to apply to more than 20% of total

non-member volume. iscounted_non-member fee _m at least_25% greater

an licable COMEX._ Division member fee at_all times. For instance, if the
member fee were $.40, then the discounted non-member rate would not be han
$.50. NYMEX will review these fees on at least a quarterly basis to determine whether
this 20% cap is bein ieved_and will u mmercially reasonable efforts to readjust

the volume thresholds to achieve the 20% cap

e Permittee fees for permits established in accordance with Section
157(H), provided, however, that_no permittee fee shall be lower than the applicable
M ivision member fees.

(f) Fees charged to COMEX Division Lessees or Licensees and
COMEX Option Mem

(E)_ _ Fee Waivers. NYMEX may institute fee waivers for any COMEX contract
for_up_to_a_six-month period with extension for additional six-month periods _after_prior

reasonable consultation with (but not requiring the approval of) the MEX Governors
mmittee. In the event that fee waivers are provided to non-COMEX Division Members
for any COMEX contract, fees for that cont must also be waived for COMEX Division

Members. In addition, for fee waivers th im lement d ing o, en gute hour:
and d hi

me_metals products, regardless of si if. NYME NYMEX fees_on miNY
contracts during open outcry hours. NYMEX must also wake. fees for full-size _gold
contracts trading on open outcry. For fee waivers that are implemented outside of open
oute! rs, there will requirement ive fees on open outcry trading: provi
however, that such off-hours f aivers a ject to the six-month periods ri

In_addition, if EX waive: n_outcry fees for any COMEX contracts.

lectronic fees are n ired t i

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eentracts_traded—on-—the. COMEX Division—or uted—by-owners-of COMEX Division

Meraberships-will net eed_the-amounts-of such-fees-charged_to_non-members—for

transactions—in ntracts_traded_on_the NYMEX Division—or uted by ners—of

Until November 20, 2011, the aver: member fee for CO. Division
Members for all COMEX Core Products may not be increased from their levels as of
November 20, 2006 by any greater percentage than the average member fees for all
YMEX Core Products are increased after such date. For example, if on November 20
06 the aver: member fee for all NYMEX Core Products is $1.00, but on Novem
2007 ver: member fee for all NYMEX Core Products increase: 50% t
1.50, then the average member fee for all COMEX Core Products could not be
increased by more than 50% over this same one-year period. Nothing in this Section
105(B) will prohibit NYMEX from eliminating different tiers of member rat

(C)__ Open outcry fees for COMEX Division Members and non-members trading
COMEX Division contracts shall not exceed electronic fees for the same or equivalent
roducts, including miNYs; provided, however, that when comparing fees, contracts must
e compared as if they were of equivalent contract size. For instance, the fee for an open
utcry traded 100 oz. Gold future could not exceed the fees for two electronic 50 9z. Gold
miNY contracts.

(D) Fhe—transaction_fees—and—clearing—t harged—with_respect—to(1
F f g g P

Subject to subsection (3) below, for the period that any COMEX Core Products are
traded _via_ open outcry, fees charged to owners_of COMEX Division memberships on

OMEX Core Products (traded electronically or en ou ill b least 50% lower
an the fees charged to icipants in the next highest tier of fees: with respect t

etal ntracts, this provision will also ly until November 2011 to fe: harged
to_owners of COMEX_ Division Memberships on New Metals Contracts_(traded
lectronically or open outcry). At the time ny fee change, in comparing fees under
this Section, th tual costs paid to_any Electronic Tradin: tem_provider over the
receding three months expressed weighted_avera e per contract will be

deducted from the electronic (not o outcry) fees before calculating the fee differential,
For example, based on a hypothetical Electronic Trading System cost structure, if, aval
the prior three-month peri the first 10 00,0) 0 trad SW Z IK vid d_at a fee of

per side a ,000 trades were |

per contract would be $. sere per side: this amount would ey deducted from the mernbet

feea nd the next highest tier of fees in comparing whether the member fee was at least
| an the next highest tier of fees.

(2) For the period after open outcry trading of all COMEX Core Products has
ased, the average non-member/m 1 fee ratio for all COMEX Cor ducts |

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shall be permitted to receive COMEX Division member fees. The number of market
makers for COMEX Division products pursuant to that Agreement and the rights given to
such marl rs. fi MEX Division prod! under that Agreement as of April 6.
2006 will not be increased without the prior consent of the COMEX Governors Committee
in its sole discretion.

(2)___ NYMEX may appoint up to four COMEX Division Members to act as

“market makers” for each COMEX Division product trad lectroni with no more
han_10_ individuals per market_maker trading electronically on each market_maker's

account at any time). This “market maker” appointment is subject to_a time limit of one

r from the time such COMEX electronic product begins to trade and may be extended
for one additional year with the prior consent of the COMEX Governors Committee in its
sole discretion. Any market maker: inted int to thi tion 2) will no
be entitled to any preferential status or terms other than a fee preference for their marke

making activities.

(3) NYMEX will not_authorize_any additional “market_makers” for any
COMEX Division products other than as set forth in this Section 105(G) except with the

prior consent _of a majority of those members of the COMEX Governors Committee
lected by th MEX Division membership.

(H) Except as set forth in this subsection (H), the provisions of Section 105 shall
not_apply to_products listed for clearing onl hich are currently listed on NYMEX
ClearPort® Clearing). For NYMEX ClearPort® Clearing products where metals are the

rlyin modity, if NYMEX Division Members are provided_a member fee for
NYMEX ClearPort_ Clearing products where NYMEX Core Products are the underlyin
commodity. COMEX Members will receive a member fee on a per product basis not
reater than seventy percent (70%) of the fee charged from time-to-tim non-member:
for trading such metals products provided that the applicable COMEX Division Members
meet the requlatory requirements set by the CFTC and NYMEX for such trading.

! If_ NYME: ins the right for NYMEX Division Me’ rs_to_tr: on

ther exchange any (i) contracts in which the underlying commodity is am her

than Platinum or Palladium or (ii) contracts th: re_competitive with NYME. ore
Products, at a percentage discount from what would be charged to members of the public
for trading those contracts, and if that other exchange lists metals contracts of any kind

other than Platinum or Palladium, then NYMEX shall obtain for the COMEX Division
Members the right to trade each of those metals contracts at the same percentage
discount.

e curr irchare Ik t 2 r licensee MEX Division
Membershi n decre: bel ent levels _a: mber 0.
with he prior consent of the COM vernors Commi in its sole discreti
(K)_ _ NYMEX_may_impose_administrative fees, such_as booth, telephone
electronic inal. idth_or similar fee: the C' X Divisi mbers on
uniform basis as a class: provided, however, that such fees shall be reasonably related to

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(B) COMEX miNY Silver Futures. The settlement price for each contract month

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that is also listed for floor trading will be equal to the COMEX Silver futures _
contract settlement price for the corresponding contract month.

(C) COMEX miNY Copper Futures. The settlement price for each contract
month that is also listed for floor trading will be equal to the COMEX Copper
futures contract settlement price for the corresponding contract month.

(D) COMEX Asian Gold Futures. The settlement price for each contract month
that is also listed for floor trading will be equal to the COMEX Gold futures
contract settlement price for the corresponding contract month, except that it
shall be converted into a dollar value that corresponds to the value of a contract
quantity of 1,000 grams.

(E) For each of the above-listed COMEX futures contracts, the settlement price
for any contract month of a miNY futures contract where there is not a
corresponding contract month listed for the reqular size futures contract shall be
determined by the President's designee. For purposes of this rule, the
President's designee shall refer to Exchange staff from various Exchange
departments assigned to this responsibility (hereafter “Staff") Staff in its sole
discretion and judgment shall determine settlement prices for such contract
months by considering all relevant market information and data deemed to be
appropriate, and such information may include, but is not limited to, consideration
of spread relationships among contract months.

‘COMEX Rule 104.91B. Daily Settlement Prices for Contracts Listed Only for
Trading on CME Globex®

A) The terms of this rule shall generally govern the establishment of settlement
prices for COMEX contracts that are only Jisted for trading on Globex For cash-
settled contracts, this rule shall govern only for trade dates other than the final
day in an expiring contract month, and final settlement following termination in an
expiring contract month in such contracts shall be determined in accordance with

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the terms and conditions chapter of rules for the applicable contract.

(B) The settlement prices established pursuant to this rule shall be determined by
the President's designee. For purposes of this rule, the President's designee
shall refer to Exchange staff from various Exchange departments assigned to this

responsibility (hereafter "Staff").

(C) Staff in its sole discretion and judgment shall determine settlement prices b

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considering market information deemed to be appropriate, and such information
may include, but is not limited to:



Gevernors-Coramittee-shall- serve-on-the- COMEX-Governors-Committee-as-set

L,
A
om
pb

tien 404A-of these-By-Laws_tmmediately after the Initial Special Election_the thr

Adidates- for members-of the COMEX-Governors-Committ

Governors—Committ no—ater_than45_days—after_August 4994 (Section_205A

Section 206. PROXIES

(A) A COMEX Division Member entitled to vote at a meeting of COMEX
Division Members may authorize another COMEX Division Member to act for him by

proxy.
(B) — Every proxy must be in writing and signed by the COMEX Division Member.

(C) The Board may establish, from time to time, such terms and conditions as

it deems appropriate to regulate voting by proxy. (Section 206 Adepted 08/03/94)

Section 207. PETITION RIGHTS

Any matter shall be placed on the agenda for a regular meeting of the Board (or,
at the option of the Board, on the agenda of a special meeting of the Board to be called
prior to the date of the next regular meeting of the Board) upon receipt by the Secretary
of a written request to so include such matter signed by 10% of COMEX Division
Members. Any such written request shall specify the purpose of such request and shall
be submitted to the Secretary not less than 10 or more than 50 days before the date of
such Board meeting. Notwithstanding the foregoing, the Board shall have no obligation
to vote upon the matter or matters contained in such written request. (Section-207
Adopied-08/03/94)

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November 30, 2006

VIA E-MAIL,

Office of the Secretariat

Commodity Futures Trading Commission
Three Lafayette Centre

1155 21st Street, N.W.

Washington, D.C. 20581

Re: Rule Certifications. NYMEX and COMEX Submission #06.146: Daily
Settlement Rules for New NYMEX and COMEX Contracts to be Listed for
Trading on the CME Globex® System

Dear CFTC Commissioners:

The New York Mercantile Exchange (“Exchange”) is notifying the Commodity Futures Trading
Commission (“Commission”) that, on behalf of itself and COMEX, its whollyo-owned subsidirary, it is
self-certifying the rule provisions attached with this submission. Pursuant to Section 5c(c) of the Commodity
Exchange Act (“Act”) and CFTC Rule 40.6, the Exchange hereby certifies that all of the attached rule

changes comply with the Act, including regulations under the Act; these changes will be made effective for
trade date December 4, 2006.

Should you have any questions concerning the above, please contact the undersigned at (212)
299-2207.

Very truly yours,

Brian J. Regan
Vice President and Counsel

Att.


(1) price data obtained from a cross-section of over-the-counter ("OTC") brokers
collectively representing both buyers and sellers in OTC markets;

(2) price data obtained from OTC market participants, considering both buyers
and sellers in such markets; and,

(3) other relevant data and information.



Section 501. fRESERVED}JRULES

Any Rule adopted by the Board _in_ accordance with these By-Laws shall be
consistent with these By-Laws and shall not contravene any of the provisions contained

therein.

Section 502. AMENDMENTS AFFECTING EXISTING CONTRACTS

Unless provided to the contrary in the By-Laws or Rules in the resolution adopting
an amendment or deletion of the By-Laws or Rules, any amendment or deletion of the
By-Laws or Rules that relate to products traded on the COMEX Division shall be binding
on contracts entered into before and after such amendment or deletion. Unless provided
to the contrary in a resolution adopting an amendment, any amendment or deletion that
affects the amount of money to be paid, or grade, quality or quantity of merchandise to
be received, under any contract shall be effective only with respect to the delivery month
immediately following the last delivery month in which there is an open position on the

date such amendment or deletion becomes effective. (Section 502 Adopted 08/03/94)

Section 503. EFFECTIVE DATE OF AMENDMENTS

All By-Laws and amendments thereto are effective and binding on Members and
shall govern all matters to which they are applicable ten days following receipt of prior
approval from the Commission or following receipt of notification that such prior approval
is unnecessary, or, at such date as is. fixed by the Board but shall not be retroactive

(except as may be permitted under Articles 7 and 8). (Section 693 Adopted 08/03/04)

Section 504. TECHNICAL AMENDMENTS

The Board, by majority vote at any meeting, may change the numbers and
captions of the By-Laws or amend the By-Laws to correct cross- references to By-Laws,
statutes, regulations, to correct typographical errors or similar matters. The Board may
make such changes effective immediately. (Section 604 Adopted 08/03/04)

Section 505. MERGERS, SALE OF ASSETS, ETC.

NYMEX shatl-netmay enter into or effect any transaction involving the merger or
consolidation of NYMEX, the NYMEX Division or the COMEX Division with or into another
entity, the sale, transfer or lease of all or substantially all of the assets of NYMEX, the
NYMEX Division or the COMEX Division or its successor to another entity or the sale,
transfer or lease of the COMEX Division or the NYMEX Division or any similar transaction

i i i t to Section 157(E), the surviving or acquiring
entity agrees to provide all of the rights and protections-referred+ addr din

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any duly authorized representative of any other regulatory or self-regulatory organization
with which the Exchange, as approved by the Board, has entered into an information
sharing agreement;

(3) as required by law;

(4) | when the Member or Member Firm requests or consents to such
disclosure; or

(5) that the Exchange may release such information in connection with
any litigation involving the Exchange when, in the opinion of the Exchange, the
information is relevant or the release of the information is necessary and appropriate to

the conduct of such litigation. (Section 440 Adepted 08/03/04)

Sections 111-149. [RESERVED]

Sections 150-156. [RESERVED]

Section 157. COMEX DIVISION MEMBERSHIP RIGHTS AND PRIVILEGES
(A) | COMEX Division Members shail have the following rights and privileges:

(1) #Irading in the gold, silver, copper and Eurotop 100 futures and
option contracts that arewere traded on Commodity Exchange, Inc. immediately prior to
August 3, 1994 and any replacement contracts for such contracts ("COMEX Division
Replacement Contracts"), regardless of size, including trading such contracts through
NYMEX ACCESS@an Electronic Trading System, if such contracts are listed thereon for
trading;

(2) tIrading all "New Metals Contracts," defined as all contracts
approved for trading after August 3, 1994 on any part of the Exchange, other than
COMExX Division Replacement Contracts, for which the underlying commodity is one or
more metals or alloys, other than platinum, palladium or an alloy containing one or more
of those metals approved for trading on the Exchange at any time ("Platinum/Palladium
Contracts"), including trading such contracts through NYMEX-ACGESS@an Electronic
Trading System, if such contracts are listed thereon for trading;

(3) Proprietary trading in each contract approved for trading after
August 31994-0n any part of the Exchange;_after August 3, 1994, including through
NYMEX ACGESS@an Electronic Trading System if such contract is listed thereon for
trading, for which the underlying commodity is a hydrocarbon, fossil fuel or other energy
source or other energy source derived from another energy source ("New Energy
Contract") for a period of two years (unless extended by the Board in its sole discretion)
after the date such contract commences trading on the Exchange, provided that for this

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(2) liable for all dues, assessments, fees and fines imposed by the
Exchange; and,

(3) obligated to the Exchange and to its Members for all contracts,
obligations and liabilities entered into or incurred before, during and after such
suspension.

(B) A Member or Member Firm who has been expelled from the rights and
privileges of Membership shall continue to be:

(1) subject to the disciplinary and arbitration rules of the Exchange;

(2) liable for all dues, assessments, fees and fines imposed by the
Exchange prior to such expulsion; and

(3) obligated to the Exchange and its Members for all contracts,
obligations, liabilities, fines and penalties entered into or incurred prior to or after such
expulsion.{Section +08 Adopted 08/03/04)

Section 109. TRANSFER OF MEMBERSHIP

(A) | Membership in the Exchange is only transferable pursuant to the terms and
conditions established by the By-Laws and the Rules.

(B) | AMember who is the subject of any disciplinary proceeding or investigation
by the Exchange may transfer a membership pursuant to the terms and conditions
established by the By-Laws and Rules.

Adepted_98/03/04)Transfer_restrictions_on COMEX Division Member: hi hall
subject to the provisions of Sectign 158 (C).

Section 110. DISCLOSURE OF INFORMATION

The Exchange shall not disclose to any person any information regarding the
financial condition of a Member or Member Firm or the transactions or positions of any
Member or Member Firm or any person except:

(1) to any committee, officer, director, employee or agent of the
Exchange authorized to receive such information within the scope of its or such person's
duties;

(2) to any duly authorized representative of the Commission or other
regulatory agency with jurisdiction over the Exchange requesting such information or to

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(C) In the event that any claim is disputed, the validity of such claim shall be
determined by arbitration in accordance with the Rules. The arbitration shall proceed as
if the objecting Member has filed a Demand for Arbitration. The objecting Member shall
pay the fee prescribed in the Rules. The arbitrators shall determine whether and to what
extent such claim is valid, and, in accordance therewith whether and to what extent a
claimant is entitled to participate in the proceeds of a sale of the membership of such

suspended Member pursuant to Section 861. (Section 858 Adepted 08/03/94)

Section 859. EXPELLED MEMBER

All memberships held by a Member who is expelled from the COMEX Division
shall be sold and the proceeds paid and applied as provided in By-Law-Sections 860 and
861. (Section 859- Adopted 08/03/94)

Section 860. SALE OF MEMBERSHIP

(A) _ If within ten (10) business days from the date of the decision of the
Arbitration Committee or from the last date established by the President for filing of
objections to Notices of Claim, whichever is later, a Member suspended under this Article
8 of the By-Laws does not pay all valid claims, the membership and all other collateral
previously delivered or pledged to the Exchange or the COMEX Division (including,
without limitation, shares of capital stock of NYMEX Holdings) of the suspended Member
shall be sold in accordance with this By-Law-Section 860 and the proceeds of the sale of
such membership shall be distributed in accordance with By-Law-Section 861.

(B) When a membership is sold pursuant to this By-Law-Section 860, written
notice of such sale stating the date and time of such sale shall be sent to the Member and
the membership ten (10) days prior to such sale.

(C) All sales should be made by the President or his designee on the floor of
the COMEX Division to the highest bidder at open outcry but in no event less than the
highest bid then posted at the COMEX Division for the transfer of a membership. Any
Member may purchase such membership. Any membership so purchased shall be free
from and clear of any claims, liens or attachments. Such sale shall be final and binding
and not subject to challenge. Payment for the purchase of such membership shall be
made to the COMEX Division. (Section 860 Adepted-08/03/94)

Section 861. DISPOSITION OF PROCEEDS

The proceeds of any sale of a membership and all other collateral previously
delivered or pledged to the Exchange or the COMEX Division (including, without limitation,
shares of capital stock of NYMEX Holdings) shall be paid and applied in the following
order of priority:

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Section 410A. INSPECTORS OF ELECTION

Each election shall be supervised by three Inspectors of Election, who shall be
appointed by the Chairman of the COMEX Governors Committee and none of whom
shall be members of the COMEX Governors Committee.

Promptly after voting for members of the COMEX Governors Committee has
-been completed, the Inspectors of Election shall prepare, and subscribe to, three
statements, setting forth in detail the result of the annual election, one of which shall be
posted upon the Bulletin Board, one of which shall be submitted to the COMEX
Governors Committee and one of which shall be submitted to the Board. (Section 440A
Adopted 08/03/04)

Section 411A. [RESERVED]

Section 412A. COMEX GOVERNORS COMMITTEE RULES

The COMEX Governors Committee may recommend to the Board of Directors the
adoption, alteration or amendment of any FRule-which_that pertains to matters affecting
COMEX Division Members-{Section- 4424 Adopted 08/03/94)

Section 413A [RESERVED]
Section 414A, [RESERVED]

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NOTIFICATION OF CERTIFICATION OF NEW RULE PROVISIONS

(Underlining indicates additions. Strike-outs indicate deletions.)

NYMEX AND COMEX DAILY SETTLMENT RULES FOR NEW CONTRACTS

NYMEX Rule 6.53 Settlement Price Procedures for Platinum and Palladium
Contracts

(A)(i) The term "base month” shall mean, with respect to Platinum, the January,
April, July or October delivery months and, with respect to Palladium, the March,
June, September, or December delivery months; (ii) The term "most active
month” shall mean the nearest base month that has the largest daily trading
volume, provided however, that if a base month other than the nearest base

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month has larger daily trading volume on any day, the most active month shall be

such base month until the daily trading volume in such month is less than the
next succeeding base month.

(B) The settlement price for the most active month shall be the weighted average
price (rounded to the nearest minimum fluctuation) of all outright transactions that

occur in the closing range including both trades executed on the trading floor by
open outcry and trades executed electronically. If no outright transactions occur
in the closing range, the settlement price shall be the last trade price, unless
during the closing range a bid higher or offer lower than the last trade price is
made. In such event, such higher bid or lower offer shall be the settlement price.

(C) The settlement prices of all delivery months other than the most active month

shall be the price relationships established by spread differentials between such
most active month and such other month executed on the trading floor by open
outcry. Spread differentials shall be determined by the last spread transaction. If
No spread transaction occurred on such day such differential shall be the
average of the last bid and offer for such spread. If no spread transactions have
occurred on such day and there were no bids or offers for such spread on such
day, the spread differential shall be the spread differential of the settlement
prices for the previous business day.

(D) If any settlement price, determined pursuant to Paragraphs (B) or (C), is
inconsistent with transactions that occurred during the closing range for other
delivery months of the same futures contract or with other market information
known to the Committee including but not limited to, either floor trading or
electronic trading, the Committee may establish a settlement price at a level
consistent with such other transactions or market information. In such event, the


ARTICLE 4
COMMITTEES

Section 400. COMMITTEE DESIGNATION

(A) The COMEX Division shall have such Standing Committees, Special
Committees and Regular Committees as are provided in the By-Laws or Rules. The
Board may appoint Regular Committees in addition to those named in the By-Laws or
Rules. Committees established under the By-Laws of the New York Mercantile
Exchange shall have authority to consider matters relating to the COMEX Division.

(B) |The COMEX Division shall have a COMEX Governors Committee with such
powers, rights, privileges and duties as are specified in Article 4A of the By-Laws.

Section 401. EXECUTIVE COMMITTEE

(A) | The Board shall appoint an Executive Committee which shall consist of
those persons who serve as members of the Eexecutive Gcommittee of NYMEX.

(B) |The Executive Committee shall have and may exercise the authority of the
Board. The Executive Committee shall have the power to perform other duties as are
specified by the Board or as are provided in the By-Laws and Rules.

(C) Any action taken by the Executive Committee shall be submitted to the
Board at its next meeting for ratification. Except to the extent that the rights of third
parties acquired by such action may be impaired, the Board may amend or rescind any
such action. (Section 404 Adopted 08/03/94)

Section 402. POWERS OF COMMITTEES

(A) A Standing Committee shall have the authority of the Board to the extent
provided in the By-Laws, Rules, or any resolutions of the Board and subject to applicable
provisions of law.

(B) A Special Committee shall have only the powers specifically delegated to it
by the Board and shall not have any powers which a Standing Committee may not
exercise under applicable provisions of law.

(C) A Regular Committee shall have such powers as may be delegated to it in
the By-Laws or Rules or by the Board; provided, however, that such powers shall in no
case exceed the powers that the Board may delegate lawfully to an officer of COMEX
Division.

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e-of-a-n olidation of New CO h and in
5 the COMEX Division Members that_are_ contained in th
By-Laws (to the extent that such rights have not expired in accordance with their terms):
(ii) NYMEX or the surviving or acquiring entity in any sale, transfer or lease of the COMEX
Division quarantees that it will provide a physical space to the COMEX Division Members
in which to trade open outcry products, which is located in the New York City metropolitan
area, and which is _equivalent_in_size_and_all other material respects to the COMEX
Division Members’ existing floor space at the time of such sale, transfer or lease, subject
to Section 158(B); and (iii) if such transaction occurs prior to November 20, 2011, NYMEX
and the NYMEX Division are transferred together, and simultaneously, with the COMEX

Division. (Section-505 Adopted 08/03/04)

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an officer, director, employee or member of any committee of the COMEX Division shall
be indemnified in any way if such person has brought the action or proceeding against the
COMEX Division, its officers, directors, employees or any member of any committee of

the COMEX Division.-Section- 360 Adopted-08/03/94)

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Section 921, EXCHANGE

The term "Exchange" shall mean the New York Mercantile Exchange, Inc.,a
corporation organized and existing under the Delaware General Corporation Law and
consisting of the NYMEX Division and the COMEX Division, and any successor thereto.

€

Section 942-Adopted 08/03/04)Section 943.922. FIRM

The term "Firm" shall mean a corporation, partnership, association or sole
proprietorship. ¢

Section 943-Adepted-08/03/04)Section 944.923. FLOOR BROKER

The term "Floor Broker" shall mean any Member, who has been granted floor
trading privileges pursuant to the By-Laws and Rules and who, pursuant to said By-Laws
and Rules, buys and sells any commodity futures or options contract on the COMEX
Division, for any person other than himself.

Section 944 Adepted-08/03/04)Section 915.924. FLOOR MEMBER

The term "Floor Member" shall mean any Member who is either a Floor Broker or
a Floor Trader. ¢

Section 915-Adepted-08/03/04)Section 946.925. FLOOR TRADER

The term "Floor Trader" shall mean any Member who has been granted floor
trading privileges pursuant to the By-Laws and Rules and who, pursuant to said By-Laws
and Rules, buys and sells any commodity futures or options contract on the COMEX
Division for his own account. ¢

Section 946-Adepted-08/03/04)Section-947.926. FUTURES CONTRACT

The term "futures contract" shall mean any contract designated by the Board
which is traded on or subject to the By-Laws and Rules of the Exchange. ¢

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E ross-Divisional Tradin 4 Until November 20, 2011, the fe
charged with respect to open outcry trading of NYMEX Division contracts by COMEX
Division Members (or COMEX Division contracts by NYMEX Division Members), who are
natural persons andwho own the relevant membership and are not persons who lease or
license memberships, as customers from off the floor for their own accounts (but not for
the account of a Member Firm or any other business association) shall be established by
the Board and shall be equal to the mean between the lowest such-fees charged to
owners of COMEX Division memberships_for_open outcry contracts traded_on the
COMEX Division and the highest ratestier of fees charged to non-Mmembers for_open
outcry contracts traded on the COMEX Division-; provided, however, that in no event shall
fees charged to COMEX Division Members trading NYMEX Division contracts be le:

than fees charged to NYMEX Division Members trading NYMEX Division contracts.

NYMEX AGCESS@HS

tion 105 Ad pt val 08/03/94)
(2) _Until November 20. 2011, with respect to cross-divisional trading of
contracts traded on_an Electronic Trading System with respect to COMEX Division

NYMEX Division Members, as applicable, who are natural persons who own the relevant

membership and not persons who lease or license memberships, as customers for their
wn_accounts (but not for the account of a Member Firm or any other busin

association) shall be established by the Board_and shall be equal to, on a per contract
asis:

i for COMEX_ Division Members_tradin YMEX_Division

products:_the mean between the lowest such fees charged to owners of NYMEX Division

memberships and the highest tier of fees charged to non-members for such contracts
traded on the NYMEX Division: and

(ii) for NYMEX Division Members_trading COMEX_Division
products: the mean between the lowest such fees charged to owners of COMEX Division
membershi nd highest tier of f char lo non-members for such contra
traded on the COMEX Division.

(3)___ After November 20, 2011, the Board, in its sole discretion, shall
letermin ether ermit cross-divisional tradin discounted fees ani etermi

any fees relative to cross-divisional trading: provided, however, that in the event NYMEX
ivision Members _are_ provid iscounted fees for trading COMEX Division contract

X Division members shall rovided discounted fees on an equivalent basis for
trading NYMEX Division contracts.
Market Makers (1) CME market makers desi d ant t ril

6, 2006 Services Agreement between NYMEX and the Chicago Mercantile Exchange

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provided in the Merger Agreement or this-Section 205,500(B), any action of the COMEX
Division taken by a vote of the NYMEX or COMEX Division Members requires a vote of
a majority of the votes cast_in_ person or by proxy at a meeting of Members of that class
by the Members entitled to vote thereon. Blank ballots or abstentions shall not be
counted in the number of votes cast. On any matter with respect to which COMEX
Division Members are entitled to vote, COMEX Division Members will have one vote per
COMEX Division Membership owned, and COMEX Division Memberships held by the
Exchange or its successor in interest or any of its Affiliates shall not be entitled to vote.

(C) The record date for the determination of COMEX Division Members entitled
to vote at any meeting shall be the close of business on the day next preceding the day
on which notice is given but shall not be less than ten (10) nor more than fifty (50) days
prior to the date of the meeting.

(D) Any action with respect to the matters described in clauses (1) through (82)
below (the "Special Matters") may be taken only if:

(i) (a) the Board votes to take action on one of those matters and (b) the
COMEX Governors Committee votes to approve the action by the Board and (c) within
+015 days after the giving of notice of the actions described in (a) and (b), COMEX
Division Members (x) do not make written demand for a special meeting which complies
with all the applicable requirements of Section 202(B) or (y) do make written demand for
a special meeting which complies with all applicable requirements of Section 202(B) and
at such special meeting by majority vote-texceptinthe-cas:
457{4), in_which_the_required_vote_shall_ be_a_twe-thirds_vete) the COMEX Division
Members approve such action; or

(ii) (a) the Board votes to take action on one of those matters and (b) the
Board's action is approved by a majority vote
4 SAH), inwhichthe-+: qin Val oe hall be aty thirds vot, Lat a duly constituted meeting
of COMEX Division Members, which meeting may be called (x) by the Board or the
Chairman at any time after the COMEX Governors Committee votes to disapprove the
action or after 14 days following announcement of the actions described in clause (a) of
this paragraph if the COMEX Governors Committee has failed to vote to approve or
disapprove such actions or (y) by the COMEX Governors Committee pursuant to Section
202(A).

Notice of any action with respect to Special Matters taken pursuant to
clause (i) above shall be given personally, electronically or by delivery to a postal box
located on the Exchange premises or by first class mail, postage prepaid and addressed
to each COMEX Division Member at his address as it appears in the records of the
Exchange. Notice of such action, when mailed in accordance with this-By-Law Section
205(D), shall be effective when mailed. Notice of any such action shall be given promptly
after such action.

The Special Matters are:

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Committee shall prepare a written record of the basis for any settlement price so
established.

(E) Daily Settlement Prices for NYMEX Asian Platinum and Palladium

{ Formatted: Font: Bold

Futures Contracts. This Section (E) shall apply for determination of
settlements prices for ail trading days of a listed contract month in the
applicable NYMEX Asian futures contract except for the final day of
trading. Final settlement for each of these contracts will be determined
as provided in the terms and conditions rule chapter for the applicable
futures contract.

(1) The settlement price for each NYMEX Asian Platinum contract month that
is also listed for floor trading will be equal to the Platinum futures contract
settlement price for the corresponding contract month, except that it shall
be converted into a dollar value that corresponds to the value of a contract

Formatted: Bullets and Numbering
Formatted: Font: Arial, 12 pt, Bold
Formatted: Font: Arial, 12 pt}

Formatted: Indent: Left: 0.25"

Formatted: Numbered + Level: 1 +

| Numbering Style: 1, 2, 3, .. + Start
at: 1 + Alignment: Left + Aligned at:
0.25" + Tab after: 0.5" + Indent at:
os"

quantity of S00 grams.. The settlement price for each NYMEX Asian
Palladium contract month that is also listed for floor trading will be equal to
the Palladium futures contract settlement price for the corresponding
contract month, except that it shall be converted into a dollar value that

(Fo

corresponds to the value of a contract quantity of 500 grams

(2) The settlement price for any contract month of a NYMEX Asian futures
contract where there is not a corresponding contract month listed for the
reqular size futures contract shall be determined by the President's
designee. For purposes of this rule, the President's designee shall refer to

( =)
Formatted: indent: Left: 0.25" J

Formatted: Numbered + Level: 1 +
Numbering Style: 1, 2, 3, .. + Start

at: 1+ Alignment: Left + Aligned at:
0.25" + Tab after: 0.5" + indent at: |
os"

Exchange staff from various Exchange departments assigned to this
responsibility (hereafter "Staff") Staff in its sole discretion and judgment
shail determine settlement prices for such contract months by considering
all relevant market information and data deemed to be appropriate, and
such information may include, but is not limited to, consideration of spread

relationships among contract months,

COMEX Rule 104.91A Daily Settlement Prices - COMEX miNY Futures
Contracts and COMEX Asian Gold Futures Contract,

This rule shall apply for determination of settlements prices for all trading days of
a listed contract month except for the final day of trading. Final settlement for
each of these contracts will be determined as provided in the terms and
conditions rule chapter for the applicable futures contract.

(A) COMEX miNY Gold Futures, The settlement price for each contract month
that is also listed for floor trading will be equal to the COMEX Gold futures
contract settlement price for the corresponding contract month.

(Formatted: Font: Arial, 12 pt ]

Formatted: Font: Arial, 12 pt, Bold}

Formatted: Font: Arial, 12 pt

Formatted: Font: Arial, 12 pt, Bold

Formatted: Font: Arial, 12 pt
f



Section 855. HEARING DECISION

(A) | The Executive Committee of the Board of Directors, or other committee, as
provided in-By-Law Section 853(D), shall render a decision as provided in this By-Law.
The decision shall be final and may not be appealed.

(B) Ahearing, if requested, shall be fair and shall be conducted in accordance
with procedures adopted by such committee for any hearing before it; but, during such
hearing,

(1) the formal rules of evidence shall not apply;

(2) the Compliance Department shall present the case or the charges
and penalties which are the subject of the hearing;

(3) | the Member shall be permitted to appear personally and shall have
the right to be represented by counsel or other person of his choice;

(4) | the Member and the Compliance Department shall be entitled to
cross-examine any persons appearing as witnesses at the hearing;

(5) the Member may call witnesses and present such evidence as may
be relevant to the charges;

(6) the committee shall be the sole judge of the relevancy of such
evidence;

(7) | the Exchange shall require persons who are within its jurisdiction
and who are called as witnesses to appear and produce evidence or testify and shall
make reasonable efforts to secure the presence of all other persons called as witnesses
whose testimony would be relevant; and,

(8) the committee may impose a summary penalty upon any person
whose actions impede the progress of the. hearing.

(C) Promptly following the close of hearings, the Executive Committee of the
Board of Directors shall render a decision in writing, based on the weight of the evidence.
The decision shall include:

(1) adescription of, and the reasons for, the summary action;
(2) a brief summary of the evidence produced at the hearing;
(3) findings and conclusions;

(4) where action has already been taken under By-Law-Section 853, a
determination that such action be affirmed, modified or reversed; and,

(5) — adescription of any final action taken by the Executive Committee of

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929 Buyerand-Seller

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Section 906—Section 909. COMEX OR COMEX DIVISION

Fhe-termThe_terms “COMEX”_or "COMEX Division" shall mean the COMEX
Division of the Exchange, which currently shall operate through-New COMEX, a
wholly-owned subsidiary of the Exchange, or in the future may operate as a division of the
Exchange. ¢

Section 906 Adopted 08/03/04}Section 997.910. COMEX DIVISION MEMBERS

The term "COMEX Division Members” shall mean Members of the COMEX
Division of the Exchange and Member Firms, but shall not, except in Articles 7 and 8 of
these By-Laws, include COMEX Option Members or Aluminum—Mermbers—or-Member
Firms upon which membership privileges have been conferred by Option Member(s)-or

Section 9074.911, COMEX DIVISION MEMBERSHIPS
The term "COMEX Division Memberships" shall mean the-GOMEX—Tradiag

into-solelythose holders of the rights and privileges to trade futures, futures options
contracts and similar instruments on the Exchange in accordance with and specifically as
set forth in the provisions of these By-Laws and the-Rules-and-such other rights and

privileges as are set forth in the Merger Agreement these By-Laws-and the Rules,

Section 907A—Adepted—08/03/94)Section 908.912, COMEX GOVERNORS
COMMITTEE

The term "COMEX Governors Committee" shall mean the committee established
in accordance with the

4A of these By-I -Laws,

Section 9084.913, COMEX OPTION MEMBERS

The term "COMEX Option Member" shall mean those persons having the
csontractuatrights set forth in Sections 2642.60 through 2.67 of the Rules. ¢

Section 908A Adopted -08/03/04)Section-909.914. COMMISSION

The term "Commission" shall mean the Commodity Futures Trading Commission.

t

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(FD) Any action required or permitted to be taken by the COMEX Governors
Committee may be taken without a meeting if all members of the COMEX Governors
Committee consent in writing to the adoption of a resolution authorizing such action.

(GE) Any one or more members of the COMEX Governors Committee may
participate in a meeting of the COMEX Governors Committee by means of a conference
telephone or similar communications equipment allowing all persons participating in the
meeting to hear each other at the same time. Participation by such means shall
constitute presence in person at a meeting.

(HE) Seven members of the COMEX Governors Committee shall constitute a
quorum:_provided, however, that to constitute _a quorum of the COMEX Govemors
Commi a_majority of Committee_members_present_at_any meeting mu:
Elected COMEX Governors. A majority of members of the COMEX Governors
Committee present, whether or not a quorum exists, may adjourn any meeting to another
time or place. Unless specifically provided otherwise in the By-Laws-oranyapplcable
faw, any action taken by a vote of a majority of the members of the COMEX Governors
Committee present at a meeting at which there is a quorum shall be the act of the
COMEX Governors Committee.

(IG) The representatives-offive (5) Governors appointed by the NYMEX Division
Mermpber-enboard to the COMEX Governors Committee may, by action of the COMEX

Governors Committee, be excluded from those portions of meetings of the COMEX
Governors Committee during which the COMEX Governors Committee considers actual

or potential litigation against NYMEX_or COMEX Division Member legal rights vis-a-vis
NYMEX. (Section 402A Adopted 08/03/94)

Section 403A. RESIGNATION, SUSPENSION, REMOVAL AND RECALL OF
COMEX GOVERNORS COMMITTEE MEMBERS

(A) Resignation

(1) | A member of COMEX Governors Committee may resign at
any time by tendering written notice of his resignation to the Chairman, and such
resignation, unless specifically contingent upon its acceptance, will be effective as of the
date specified in the notice or, if no date is specified, as of the date of the notice, and his
office shall be declared vacant.

(2)  Ifamember of the COMEX Governors Committee, other than
a-memberrepresentingthose serving on the NYMEX Divisien-Memberboard, has been
elected to serve on the governing board of another commodities exchange or any
clearing organization affiliated therewith, or of any securities or options exchange, and
determines to serve thereon, said COMEX Governors Committee member shall tender
his resignation in accordance with subsection (A)(1) of this By-Law immediately following
his election_unless th MEX Governors Committee consen uch service. If said
COMEX Governors Committee member fails to tender his resignation, he shall be

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505. Mergers,Sale-of Assets,Etc.

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deemed to have resigned from the COMEX Governors Committee and his office declared
vacant.

(3) If, by reason of a change in affiliation of a member of the
COMEX Governors Committee at any time, or by reason of merger, sale or consolidation
of two or more member firms, two or more affiliated persons are serving on the COMEX
Governors Committee, at least one such affiliated member shall resign so that there shall
be only one member of the COMEX Governors Committee who is an officer, director,
employee, partner, or affiliate of a member firm or affiliate. The failure of one such
member of the COMEX Governors Committee to resign shall be cause for removal by the
COMEX Governors Committee of either member of the COMEX Governors Committee.

(4) In the event any of the five COMEX Governors appointed by
the NYMEX Division—Membersboard have resigned from the COMEX Governors

Committee;_and if any of those—three_five positions reserved_for-NYMEX—Division
Merabers+remainsremain unfilled for a period in excess of 35 days, the Chairman of the
CGOMEX -DivisionBoard may appoint Directors to fill the vacancies_on an interim basis until
the NYMEX board appoints a replacement.

(B) Suspension and Removal

(1) In the event of the refusal, failure, neglect or inability of any member of the
COMEX Governors Committee, other than a-+nember+epresentingthose appointed by
the NYMEX Division-Memberboard, to discharge his duties, or for any cause adversely
affecting the best interests of the Exchange, or if a COMEX Governors Committee
member shall absent himself from three successive regular or special meetings of the
COMEX Governors Committee and fail to justify such absences to the satisfaction of the
COMEX Governors Committee, the COMEX Governors Committee shall have the power
to suspend such member upon the affirmative vote of the COMEX Governors Committee,
provided that at least a majority of the members of the COMEX Governors Committee are
present at the meeting at which such action is taken.

(2) If the COMEX Governors Committee suspends a COMEX Governors Committee
member, other than a-member-+epresentingthose appointed by the NYMEX Division
Merpberboard, a special meeting of members shall be called by the Secretary of the
Exchange and convened within sixty (60) days of the suspension to vote on the removal
of the suspended COMEX Governors Committee member.

(3) In the event of the refusal, failure, neglect or inability of any member of the
COMEX Governors Committee representingappointed by the NYMEX Division
Meraberboard to discharge his duties, or for any cause adversely affecting the best
interests of the Exchange, or if a COMEX Governors Committee member
representingappointed by the NYMEX Division -Memberboard shall absent himself from
three successive regular or special meetings of the COMEX Governors Committee and
fail to justify such absences to the satisfaction of the COMEX Governors Committee, the
COMEX Governors Committee shall have the power to remove such member upon the
affirmative vote of the COMEX Governors Committee, provided that at least a majority of
the members of the COMEX Governors Committee are present at the meeting at which
such action is taken. Removal pursuant to this Section 403A(B)(3) shall not be effective

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ARTICLE 8
DISCIPLINARY AND SUMMARY PROCEEDINGS

Section 800. MEMBERS SUBJECT TO DISCIPLINARY PROCEEDINGS

(A) The Exchange may impose fines, penalties and other sanctions on
Members, Member Firms and employees of Members and Member Firms that violate the
By-Laws or Rules of the COMEX Division or any resolution or order of the Board or
Committee of the COMEX Division.

(B) _ In this Article 8 of the By-Laws and in the Rules relating to Disciplinary
Proceedings, the term "Rule" means the By-Laws or rules of the Exchange or any
resolution or order of the Board or Committee of the Exchange.

(C) A Member is responsible for the acts of his employees and any Member
Firm upon which the Member has conferred privileges. A Member Firm is responsible for
the acts of its partners, its directors, its officers and its employees. (Section 800- Adopted
08/03/94)

Section 801. DISCIPLINARY PROCEEDINGS

The Board shall adopt rules establishing procedures whereby Members, Member
Firms and employees of Members and Member Firms may be subjected to fines,
penalties and other sanctions for violations by the By-Laws and Rules.(Section-804+
Adopted 08/03,044

Section 802. FAILURE TO PAY FINE

(A) _ Ifa Member or Member Firm defaults in the payment of any fine on the date
due and such default remains uncured for 30 days after notice of such default is given,
such Member or Member Firm shall be suspended automatically without further action of
the COMEX Division, and shall remain suspended until such fine is paid in full and the
Member or Member Firm is reinstated as provided in By-LawSection 862.

(B) If such Member or Member Firm is suspended as provided in By-Law.
802(A) and continues in default of the payment of any fine for a period of forty-five (45)
days, the Member or Member Firm shall be expelled automatically, unless the Board in its
sole discretion determines otherwise, and without further notice by the COMEX Division
and the membership of such Member or by which such Member Firm is conferred
privileges shall be sold and the proceeds for such sale paid and applied as provided in
By-Law Section 861.

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effective on the date stated in the notice or, if no date is stated, on the date tendered.
Further, a resignation from the board of directors of NYMEX shall be deemed a
simultaneous resignation from the Board. NYMEX shall take such action, including,
without limitation, removing a Director, as required to ensure that the members of the
Board are identical to the members of the board of NYMEX.

Section 308. FILLING OF VACANCIES

(A) _ In the event there is a vacancy among the Directors caused by the death,
removal or resignation of Director, such vacancy shail be filled by a vote of NYMEX.

(B) A Director, other than the Chairman or Vice- Chairman, appointed to fill a
vacancy under this Section 308 shall hold office until the next annual meeting of
members and until his successor is elected or appointed and qualified. Such successor,
and any person elected to fill an unfilled vacancy or to replace a resigning Director; shall
be elected for a term of such length as would have remained in the term of the Director
whose death, removal or resignation caused the vacancy. If no time would have
remained in such term, such successor shall be elected for a full term.

Section 309. MEETINGS OF THE BOARD

(A) | Regular meetings of the Board shall be held at such times as the
Board deems appropriate. Regular meetings of the Board may be held without notice at
such time and at such place as may from time to time be determined by the Board.
Special meetings of the Board may be called by the Chairman, if there be one, the
President, or by a majority of the Directors. Notice thereof stating the place, date and
hour of the meeting shall be given to each Director either by mail not less than forty-eight
(48) hours before the date of the meeting, by telephone, telegram or electronic means on
twenty-four (24) hours’ notice, or on such shorter notice as the person or persons calling
such meeting may deem necessary or appropriate in the circumstances.

(B) The Chairman and-Vice-Chairman-of the COMEX Governors Committee or

his designee shall be entitled to attend all meetings of the NYMEX board and the Board
iW person as observersan observer only, and not as Directers._Fhe-Ghairman-and Viceg
rin rdance with Section 400A(D). The Chairman of the COMEX Governors
Conwine shall not, jpso facto, be pembersa_member of the Board, shall not have the
right to vote at meetings of the Board and shall not be counted for purposes of
determining whether a quorum exists. FRe-Chairman-and-ViceNYMEX shall_use good
faith efforts to_provide notice of all NYMEX board_and Board meetings in the same
manner as notice is provided to Directors as set forth in this Section 309. The Chairman
of the COMEX Governors Committee may address the Board in the same manner and
subject to the same restrictions as apply to members of the Board. Inadvertent failure or
inability to notify etherofthemthe Chairman of a meeting shall not affect the validity of
any action taken at the meeting in his or their absence. The Chairman and—Vice
Ghairman-of the COMEX Governors Committee may, by action of the Board, be excluded
from those portions of meetings of the Board (i) that relate exclusively to matters as to

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Section 853. SUMMARY SUSPENSION; ACTION OF THE EXECUTIVE COMMITTEE

(A) _ If at any time the Executive Committee of the Board of Directors determines,
in its sole discretion, that there is a substantial question whether a Financial Emergency
exists with respect to any Member, or, if at any time, the COMEX Division receives a
notice of a Reportable Emergency Event from a Member, the Executive Committee may
suspend, or take any other action against, such Member, any Member upon which such
Member has conferred member privileges, any Member guaranteed by such Member, or
any Member guaranteeing such Member, as it deems appropriate to protect the COMEX
Division and its Members. The Executive Committee of the Board of Directors may take
such action regardless of whether the Member has advised the COMEX Division as
provided in By-Law-Section 851, whether such Member has consented to a suspension,
or whether such Member has waived a hearing.

(B) Any action taken under the authority of this By-Law-Section 853 may be
taken without notice or a hearing where the Member waives notice or hearing, or when
the Executive Committee or the Board of Directors determines, in its sole discretion, that
the furnishing of notice, and an opportunity for a hearing before such action is taken or
both is not practicable under the circumstances.

(C) In any case where the Executive Committee of the Board of Directors has
taken action against a Member without prior notice or hearing because of impracticability,
the COMEX Division shall give promptly to such Member the notice required by By-Law
Section 854(B) and an opportunity to be heard.

(D) The powers and duties of the Executive Committee of the Board of
Directors under this Article 8, including the obligation to hold a hearing, if requested, may
be delegated to a subcommittee of any two or more members of the Executive
Committee of the Board of Directors or to any other committee of the Exchange as the
Chairman of the Board of Directors may decide in his sole discretion. (Section 853
Adopted-08/03/94}

Section 854. NOTICE

(A) Any notice to a Member given before action is taken under By-Law-Section
853 shall state: (1) the Financial Emergency or other situation which is believed to cause
the need for summary action by the Executive Committee of the Board of Directors; and,
(2) the date, time and place of the hearing.

(B) _ Any notice to a Member given after action is taken under By-Law-Section
853 shall state: (1) the action taken; (2) a brief summary of the reason for the action; (3)
the effective time, date and duration of the action; and, (4) that upon written request by

a date certain, a hearing will be held. (Section 854 Adopted -08/03/94)

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Section 909-Adepted-08/03/04)Section- 910.915. COMMODITY

The term "commodity" shall mean any or all goods, articles, services, rights and
interests in which contracts for future delivery, or options on such contracts, are presently
or in the future dealt in, or are subject to the Rules. ¢

Section 940 Adepted-08/03/04)Section 044.916. CUSTOMER

The term "customer" shall mean a person, including another Member, for whom
a Member or Member Firm carries an account. ¢

Section 944 Adepted-08/03/04\Section.944A.917. DIRECTORS

The term “Directors” shall mean the members of the Board.

Section 9148.-DISPUTE EXPENSES

The term "EFP" shall mean a transaction commonly referred to as an
exchange-for-physicals.{Section-944B Adepted 08/03/04)

19, E! E E. EI

The term "El id MEX Governor" shall have the ing set forth in Section
400A(B).

Section 942.920, ELECTRONIC TRADING SYSTEM

The term “Electronic Trading System” shall_mean_CME_GlobexTM, NYMEX
ClearPort® Trading or any successor electronic trading system through which NYMEX
contracts are traded

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be applied pro rata among all owners of COMEX Division Memberships on the basis of
the number of regular memberships held, including, for these purposes, regular

memberships purchased-after August 3,41994 and held by the Exchange or its Affiliates,

and are payable by the owner of the COMEX Division Membership in whose name the

membership is registered. (Section +03 Adoepted-08/03/904)

Section 104. ASSESSMENTS

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ARTICLE 5
AMENDMENTS TO BY-LAWS AND RULES

Section 500. AMENDMENT OF BY-LAWS

(A) | Subject to Section 205 and paragraph (B) of this Section 500, any By-Law
may be adopted, amended or deleted by the Board by a vote of two-thirds of the entire
Board. The proposed By-Laws, amendment, or deletion shall be adopted by the
affirmative vote of the NYMEX Member. Notice of the proposed By-Law, amendment or
deletion must be given in accordance with By-Law-Section 203 and shall specifically set
forth the entire By-Law, amendment, or deletion proposed.

(B)__ The following By-Law provisions may only be amended _upon the 66 2/3%

vote of 772 MEX Division mbers voting in person or FOX’ member
meeting:

(1) by ene-ormeremembersSections 100(B), 157(A) —(G) and (1), 158,
205 _(D), 360 (to the extent the rights of the COMEX Governors Committee;_and/or

m| fan’ MEX committee are re rr eliminat 400A, 402A(F) ani
B), 501, an 5.

take -action-on-such prop
Prop F ¥E ¥
reqular-meeting_of the Board_of Directors—ort. pecial_meeting—of_the-Beoard—of
g 'S F0 P 'S

(C) Notwithstanding anything to the contrary in these By-Laws, nothing in this
Article 5 shall prohibit the Board from calling a special meeting of the COMEX Division
Members as set forth in Section 205(D)(ii). Section 500 Adopted 98/03/04)

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3 amemberwhose_orincipal commodity related business_is-acting-2
{er ¥ yt PF # re + 'g

a-broker-ertrader_orboth_on-the floorof the COMEX Division shall registeras-a member

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Section 949 Adopted-68/03/94)

08/03/94}Section- 949D.929. MEMBER

The term "Member" shall mean any person or entity with any of the trading
privileges on the COMEX Division set forth in By-Law-Section 157(A) or under the Rules,
including with respect to opneR mombers and aluminum members OMEX_Option
Members under Sections 2642.60 through 2.67 and—Sections—2.80 through 2.88,
respectively_of the Rules.  Gocken t1go Alopice 00/0304)

Section 920.930. MEMBER FIRM

The term "Member Firm" shall mean any firm upon which membership privileges
on the COMEX Division have been conferred by one or more Member(s) of the COMEX
Division. The rights and privileges of each Member Firm shall be limited by the scope of

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and expenses associated with protecting the interests of the COMEX Members. These
amounts shall be disbursed at the written direction of the Governors Committee and shall

be _used to pay for the costs and expenses associated with protecting the interest of the
COMEX Division Members. Any amounts deposited pursuant to this Section 157(F) shall

be the propert he COMEX Division Members hey may be from time to time.
"NYMEX IPO" means a public offering for cash of equity securities pursuant to a
registration statement filed under the Securities Act of 1933 by NYMEX, any holding
company which holds a controlling interest in NYMEX, or any entity which owns or
operates all or substantially all of the business or assets which are owned by NYMEX
immediately following August 3, 1994.

(G)  Exeeptas-othenvise-expressly permitted inthis Section-157,tradingTrading

privileges and other rights appurtenant to membership in the COMEX Division will be
transferable (by sale, lease, license or otherwise).—Rights+to+tradethroughthe NYMEX

ACCESS® Systenmayonly-be-seld by transfer Any right appurtenant to membership to
trade through an Electronic Trading S stem may only be transferred through a sale, lease

or license of the entire membership—interest-orticensed;_ provided, however, that _if
NYMEX Division Members are given the right to separately lease or license the right to

trade electronically at member fees, COMEX Division Members will also_be granted this

Tight.

Whish-inchud: S;

(H) NYMEX will not issue ‘trading permits to trade any COMEX Core Products
(or COMEX Division Replacement_Contracts), regardless of size, by open outcry.

NYMEX may issue trading permits to trade any New Metals product by open outcry for a
eriod not to exceed two years after the ci encement of tradi f_ such New Metals

product.

(I) For the purposes of this Section,_157, contracts in jet fuel will be considered
New Energy Contracts; contracts in aluminum will be considered New Metals Contracts;
and contracts in sour crude oil and platinum and palladium will not be deemed included in

the contracts described in Section 157(A)(1). Section +67 Adopted 08/03/04)

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(7) the imposition or service of any lien, attachment, execution or other
levy or any injunction or other restraint against such Member or Member Firm or their
assets by any court, government agency, arbitrator or judgment creditor which injunction
or restraint may affect the ability of such Member to perform his contracts or otherwise to
engage in business.

(D) _ the term "Financial Emergency" means, with respect to any Member, any
situation in which, in the sole discretion of the Executive Committee, the financial
condition of such Member is not adequate for such Member to meet his financial
obligations or otherwise to engage in business; or, is such that it would not be in the best
interests of the Exchange for such Member to continue in business; and

(E) — the term "Member" includes, as applicable, Members, and Member Firms

and employees of Members and of Member Firms. (Section 850 Adepted-08/03/94)

Section 851. DUTY TO REPORT EMERGENCY EVENT

If a Reportable Emergency Event occurs with respect to any Member, such
Member shall advise the Exchange of the occurrence of the Reportable Emergency
Event by the fastest available means of communication and shall also immediately
deliver to the Exchange by the fastest available means, a written notice. Such notice
shall specify:

(1) the nature of the Reportable Emergency Event;

(2) the date and time of occurrence;

(3) | whether such Member consents to a summary suspension pursuant
to this Article 8 and, if so, whether such Member waives a hearing with respect thereto;

and,

(4) | whether such Member consents to a suspension which includes a
prohibition against employment by another Member as a floor employee. (Section-854
Adopted 08/03/94)

Section 852. SUMMARY SUSPENSION; ACTION BY THE PRESIDENT

\f a Member consents to a summary suspension as provided in By-Law-Section
851, either orally or in writing, the President shall immediately suspend such Member in
accordance with the terms of the consent and notify the Membership of such suspension.

(Section 852 Adepted 08/03/04)

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(E) Ifa Member suspended under this Article 8 of the By-Laws is not reinstated
within one (1) year from the date of his suspension, such Member may not be reinstated.

+Section 863. DEATH OF AMEMBER

Upon receiving due notice of the death of a Member, the President or his designee
shall announce such death to the other Members and shall post a notice of such fact on
the floor of the COMEX Division for five (5) days. Any Member holding open futures or
options contracts for such deceased Member shall liquidate such open futures or options
contracts in accordance with the provisions of By-Law-Section 857. (Section 863- Adopted
98/03/94)

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meet competitive conditions with respect to such COMEX Contracts.

(c)___Until November 20, 2011, NYMEX will first consult with (but will not
e required to obtain the approval of) the COMEX Governors Committee_prior

establishing or changing any terms and conditions for any New Metals Contracts.

B Eacili 1) For lon open outcry trading exists on the COMEX
ivision in_all_ events until November 20, 2011), NYMEX sh i intain_the
ivision’ rrent facility for such open outcry market, or a facility comparable
thereto, for the dissemination of price information and for open outcry trading, clearing
and_delive: ii) provide reasonable financial support for technology, marketing_and
research for open outcry markets, and (iii) subject to Section 158(B)(2) and (3), provi
reasonable floor space at such facility for open outcry trading of COMEX contracts.

(2) __ NYMEX will not reduce current COMEX Division floor space before
November 20, 2009 without the prior consent of the COMEX Governors Committee in its
le discretion.

(3) Beginning November 20, 2009 through November 20, 2011, no
reduction in the aggregate size of current COMEX Division floor space may be made to
reduce the aggregate size of COMEX current floor space if average daily COMEX Core
Product open outcry volume in any consecutive six-month period (on a rolling six-month
basis commencing six months prior to November 20, 2009) is less than 40% of volume
levels based on the average daily volume for the three-month period August 1, 2006
through October 31, 2006; any such reduction should be in proportion to the level of
volume decrease. For example, in the event that COMEX volume were to dr % for
a_six-month period in year 5 (as compared with the base volume figure), the floor space
may be reduced up to 50%. The calculations pursuant to this provision shall not include
any period in which the Board has taken emergency action.

(C)___ Membership Privileges

4 NYMEX may _not_impose_membership_transfer_restrictions on
OMEX Division Members that are more restrictive than those imposed_on NYMEX
Division Members.

2 NYMEX may make changes to capital or eligibility requirements for
becoming and maintaining Member or non-Clearing Member Firm status; provided tha
any such changes that _are_material must be reasonably related to then-current_market
conditions and commonly accepted industry practices. Notwithstanding anything in this

aragra, r_in th Li incl i t_limitation, Section 601) all_cleari
members for COMEX Division contracts shall be required to own at least two COMEX

trading rights as a condition for such clearing membership.

(3) (a) _ For products traded electronically, NYMEX_shall_provide
COME: ivision mbers_with ame_electronic_trading_privil rovi t

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he-owners—of 66-2/39 f the COMEX Division Memb #SRip:

Section 101. ELIGIBILITY CRITERIA AND PROCEDURES

(A) FReSubject to the terms of Section 158(C)(2), the Board may adopt, from
time to time, Rules relating to criteria for eligibility for membership and procedures for
becoming a member and any requirements or procedures for the acquisition or transfer
of a membership as it may determine.

(B) FheSubject to the terms of Section 158(C)(3)(b), the Board may adopt,
from time to time, Rules relating to eligibility and application procedures for Floor
Members as it shall determine. Gection-4+04 Adopted 08/03/04}

Section 102. FINANCIAL STANDARDS

(A) The Board may adopt, from time to time, Rules relating to financial
standards applicable to Members and Member Firms as a condition to becoming a
Member and continuing as a Member. SuchSubject to the terms of Section 158(C)(2)
such financial standards may differ among different categories of membership as
determined by the Board in its discretion.

(B) | Any Member who is registered with the Commission shall comply with such
rules and regulations as the Commission adopts relating to financial requirements.

(Section 102 Adopted 08/03/94)

Section 103. DUES

The Board may assess such dues as-Htdetermines only upon the consent of the

COMEX-G. rners-Committ ot thatthe Board mayassess, fromtimetotin

mayupon each owner. of z a COMEX Division Membership as it determines but in_no
re ater jount_than_ thos: im ach_owner_of_a NYMEX _ Division
rship. Boar in its discretion, waive the payment of dues by aft
owners of COMEX Division embershipe f-otter han dues posed nth reepock 0

Monbershine act chall determine. Dues assessed on COMEX Division Members shall

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any such committee any authority as to the matters specified in Section 205(D) of these
By-Laws.

(B) Special Committees. The COMEX Governors Committee, from time to time,
by resolution adopted by the COMEX Governors Committee, may appoint special
committees. Each such special committee shall be authorized only to study problems
relating to the specific area or areas assigned to such committee, and to report back to
the COMEX Governors Committee with its recommendations with respect thereto.

(C) Any committee established pursuant to Pparagraphs (A) or (B) of this
Section 401A may make rules for holding and conducting its meetings and shall keep
minutes of all meetings.

(D) Any action required or permitted to be taken by any committee established
pursuant to Rparagraphs (A) or (B) of this Section 401A or by any regular committee
authorized by Section 400(GA) of the By-Laws may be taken without a meeting if all
members of such committee consent in writing to the adoption of a resolution authorizing
the action. The resolution and the written consents thereto by the members of such
committee shall be filed with the minutes of the proceedings of such committee. (Section

404A Adopted 08/03/04)

Section 402A. MEETINGS OF THE COMEX GOVERNORS COMMITTEE

rw A-dat as +h: COMEXS. rners-C. waraitt may det aeattay 48)Regular meetings of
the COMEX Governors Committee shall be held. on such dates as the COMEX
Governors Committee may determine.

(SB) Special meetings of the COMEX Governors Committee may be called on
not less than one day's notice, which notice may be in writing, by telephone, or in person,
by the Chairman of the COMEX Governors Committee or any member of the Board of
Directors and shall be called by the Secretary upon the written request of not less than
five members of the COMEX Governors Committee.

(£(C) If the day on which the annual meeting ora regular meeting of the COMEX
Governors Committee is to be held shall fall on a holiday, such meeting shall be held on
the next ensuing business day.

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864 Disposition-of Px ds.Adopted-08/03/94)

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ARTICLE 3
GOVERNMENT AND ADMINISTRATION

Section 300. COMPOSITION OF BOARD
(A) | The governance of the COMEX Division shall be vested in the Board

which shall be elected by NYMEX and shall consist of the fifteen (15) persons who serve
as Directors on the NYMEX Bboard.

Section 301. POWERS OF THE BOARD

(A) Subject to paragraph {D}oHthi tion-and-Sections 105, 157, 158, 205(D)

and 205(G)}-of these By-Laws5| 500(B), the COMEX Division shall be managed by the
Board which is vested with all powers necessary and proper for the government of the
COMEX Division, the regulation and conduct of Members and Member Firms, and for the
promotion of the welfare, objects and purposes of the COMEX Division. Subject to

paragraph (D) of this Section and Sections 4 6. it 188 aE TELA 20D) and 206(6)-of these

eemen '500(B), ‘the Board

shall have control over and management of, the property, business and finances of the
COMEX Division. Subject to paragraph{D}oHthis Section-and Sections 105, 157, 158,
205(D) and 205500(GB) of these By-Laws, the Board may also adopt, amend, rescind or
interpret the Rules of the COMEX Division as it deems necessary and appropriate.

(B) Without limiting the generality of the foregoing and subject to paragraph (D)
of this Section, the Board shall have the following powers:

(1) the Board may make such expenditures as it deems necessary for
the best interests of the COMEX Division;

(2) the Board may fix, from time to time, the fees or other compensation
to Directors and to Members of any committee of the Board for services rendered in
performing these duties as such, including compensation for Public or Independent
Directors may differ from the compensation for other Directors;

(3) the Board shall have the power to take such action as may be
necessary to effectuate any final order or decision of the Commodity Futures Trading
Commission taken under authority of the Commodity Exchange Act and necessary to
comply in all respects with any requirements applicable to the COMEX Division under the
Act; and

(4) the Board shall have the power to adopt arbitration rules for the
settlement of claims, grievances, disputes and controversies.

(C) |The Board may designate by resolution, from time to time, such committees
as it may deem necessary or appropriate, and delegate to such committees the authority

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COMMODITY EXCHANGE, INC.
AMENDED AND RESTATED BY-LAWS

ARTICLE 1
MEMBERSHIP

Section 100. CATEGORIES, NUMBER OF MEMBERSHIPS

- (A) _ There will be two categories of membership in New-COMEX: the NYMEX
Membership (of which only one will be issued) and COMEX Division Memberships. Only
NYMEX shail have the voting, liquidation and the other rights and privileges of a member
under the New York Not-For-Profit Corporation Law (the "NPCL"), such power to_be
exercised pursuant to the terms of the -

f_ COMEX Division Memberships is limited to 772. Holders of
the COMEX Division Memberships will not have any ownership or other rights under the
NPCL,—and—-their_but_will have the rights willbe—contractual-onlycontained_in_these
By-Laws. Except as expressly provided in these By-Laws, the holders of COMEX
Division Memberships, in their capacity as such, shall have no voting rights-and- ne+ight

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ARTICLE 6
CLEARING DEPARTMENT

Section 600. PURPOSE

All contracts made in accordance with the By-Laws of the COMEX Division shall
be cleared through the Clearing Department or another clearing facility designated by the
Board. (Section 600 Adapted 08/03/04:-revised-05/4 5/03)

Section 601. QUALIFICATIONS

The Clearing Department or a facility designated by the Board shall prescribe the
qualifications of its own members. No person shall be eligible to clear COMEX Division
contracts who is not a Member or Member Firm. (Section 604 Adopted 08/03/94)

Section 602. PRINCIPLE OF SUBSTITUTION

When a contract is cleared through the Clearing Department, the Clearing
Department shall be deemed substituted as Seller to the Buyer, and as Buyer to the
Seller, and thereupon shall have all the rights and be subject to all the liabilities of the
Buyer and Seller with respect to such contract. (Section 693 Adopted 08/03/94 revised
0546/03)

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Section 405. REMOVAL, RESIGNATION AND VACANCIES

(A) | Unless elected by the members and except as otherwise provided in these
By-Laws, members of Committees hold office subject to the discretion of the Board; a
member of a Committee elected or appointed by the Board may be removed with or
without cause.

(B) |Amember of a Committee or of any subcommittee may resign at any time
by tendering written notice of his resignation to the Chairman. Unless contingent upon
acceptance, such resignation will be effective on the date specified, or if no date is
specified, on the date tendered. A member of a Standing Committee or Special
Committee shall cease to be a committee member upon the termination of his
membership on the Board.

(C) |The Chairman of the Board may remove with the consent of the Board, with
or without cause, any chairman of a committee, vice chairman of a committee or any
member of a committee whom he has appointed.

(D) _ Inthe event there is a vacancy on a Standing Committee, the Board may fill
such vacancy. In the event there is a vacancy on a Special Committee or a Regular
Committee, the Chairman, with the consent of the Board, may fill such vacancy. (Section
495 Adapted 08/93,04)

Section 406. MEETINGS OF COMMITTEES

(A) Unless otherwise specifically provided in the Rules or these By-Laws,
regular meetings of committees and subcommittees shall be held on such date and at
such time as the committee or subcommittee shall determine.

(B) The chairman of any committee or any subcommittee shall have the
authority to call a special meeting of such committee or subcommittee to be held on such
date and at such time as the chairman of such committee shall determine.

(C) Notice of all meetings of committees and subcommittees may be in writing,
by telephone, or by other means of communication. Such notice shall be made not less
than one hour before such meeting.

(D) Any action required or permitted to be taken by a committee or
subcommittee may be taken without a meeting if all the members of the committee or
subcommittee consent in writing to the adoption of a resolution authorizing such action.

(E) | Anyone or more members of a committee or subcommittee may participate
in a meeting by means of a conference telephone or similar communications device
allowing all persons participating in the meeting to hear each other at the same time.
Participation by such means shall constitute presence in person at a meeting. (Section

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(B) Inthe event any vacancy of a NYMEX-appointed Governor on the COMEX

Governors Committee described in paragraph (A)(1) or (2) of this Section remains
unfilled for a period of 45 days, the Board shall have the right to designate an individual
to fill such vacancy. (Section 495A Adopted 08/03/94)

Section 406A. CHAIRMAN OF THE COMEX GOVERNORS COMMITTEE

The Chairman of the COMEX Governors Committee shall preside at all meetings
of COMEX Division Members and of the COMEX Governors Committee. He shall
communicate to the COMEX Governors Committee, such matters and make such
suggestions as may, in his opinion, tend to promote the prosperity and welfare and
increase the usefulness of the COMEX Division. He shall perform such other duties as
are necessary and incident to the Office of the Chairman of the COMEX Governors
Committee. The Chairman and the Vice Chairman of the COMEX Governors Committee
shall each be a COMEX Division Members.{Section 406A Adopted _08/03/04)Member
who does not lease or license his membership.

Section 407A. VICE CHAIRMAN OF THE COMEX GOVERNORS COMMITTEE

In the event of the temporary absence or inability to act of the Chairman of the
COMEX Governors Committee, the Vice Chairman of the COMEX Governors Committee
shall assume all of the functions and powers and shall discharge all of the duties of the

Chairman of the COMEX Governors Committee. (Section 407A Adopted 08/03/94)

Section 408A. [RESERVED]

Section 409A. ANNUAL ELECTIONS

At the annual meeting of COMEX Division Members convened pursuant to Section
201 of these By-Laws, elections shall be held to fill expiring terms of members-ofthe
seven. Elected COMEX Governors. Gommittee—representing the Trade;—Gommission
ge and unexpired
terms of vacancies, f any, which have been filled in accordance with Section 405A of
these By-Laws. The election of the Chairman of the COMEX Governors Committee shall
be held every two years at the annual meeting of COMEX Division Members, except as
otherwise required pursuant to Section 405A of these By-Laws in the event of a vacancy
in the office of the Chairman of the COMEX Governors Committee.

The members of the COMEX Governors Committee elected at the annual meeting
shall enter into their duties at the annual meeting of the COMEX Governors Committee,
and shall hold office until their successors are elected and qualify. (Section 499A
Adepted-08/03/904)

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which the Board concludes, based on the advice of counsel, that the presence of the
Chairman and/or Vice-Ghairman-of the COMEX Governors Committee may result in the
loss of a privilege against disclosure which otherwise would be available, or (ii) during
which the Board of Directors considers actual or potential litigation brought by the
COMEX Governors Committee or any COMEX Division Member. (Section-309-Adopted
08/03/94}

Section 310. QUORUM

A majority of the entire Board shall constitute a quorum. A majority of Directors
present, whether or not a quorum exists, may adjourn any meeting to another time or
place. Unless specifically provided otherwise in the By-Laws or any applicable law, any
action taken by a vote of a majority of the Directors present at a meeting at which there is
a quorum shall be the act of the Board.Section-340 Adepted 08/03/94)

Section 311. ACTION BY CONSENT

Any action required or permitted to be taken by the Board may be taken without a
meeting if all of the Directors consent in writing to the adoption of a resolution authorizing
such action. The resolution and the written consents of the Directors shall be filed with

the minutes of the proceedings of the Board.-Section 344 Adepted 08/03/94)

Section 312. TELEPHONE PARTICIPATION

One or more Directors may participate in a meeting of the Board by means of
conference telephone or similar communications devices allowing all persons
participating at the meeting to hear each other, at the same time. Such participation shall

constitute presence in person at the meeting. (Section-342 Adopted 08/03/04)

Section 313. [RESERVED]

Section 314. RULES OF ORDER

The Board shall have the authority to make rules governing its own conduct and
proceedings.

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purpose "New Energy Contracts" does not include contracts introduced as replacements
for other contracts previously traded on the Exchange ("Replacement Contracts")
regardless of whether permit programs on such contracts are implemented;

(4)  tIrading in each contract approved for trading on any part of the
Exchange, after August 3, 1994, including through NY¥MEX-ACCESS@an Electronic
Trading System if such contract is listed thereon for trading, which is not a New Energy
Contract, a Replacement Contract or a New Metals Contract_(‘New Contract’), for period
of two years after the date the contract commences trading on the Exchange;

(5) Proprietary trading in each certractNew Contract approved for
trading on any part of the Exchange, after August 3, 1994, including through NYMEX
ACGESS@an Electronic Trading System if such contract is listed thereon for trading,
which is not a New Energy Contract, a Replacement Contract or a New Metals Contract,
provided that such limited trading privileges will be non-transferable and will be available
as to any particular contract only to a COMEX Division Members who areis_an individual
owners of COMEX Division Memberships as of the date six months prior to the date
trading in that contract commences, and will continue as to that contract only for so long
as thatsuch COMEX Division Member continues to own a COMEX Division Membership;

(6) Proprietary trading in Platinum/Palladium Contracts, including
through NY¥MEX-AGGESS@an Electronic Trading System if such contract is listed
thereon for trading; and

(7) Proprietary trading until August 34+999November 20, 2011 (unless
such privileges are extended in accordance with Section 105(F)) of contracts traded on
the NYMEX Division, through the- NYMEX ACCESS@®-System_onterms-suchthatthe

rN aded_en—the-CO Division—ply ii
ACCESS@ fees-chargedto NYMEX Division-Membersan Electronic Trading System, on
terms set forth in Section 105(F).

(B) NYMEX Division Regutat-Members shall have the following trading rights
on the COMEX Division (in the case of clauses (3) and (4) below) and the NYMEX
Division (in the case of clauses (1) and (2) below) in addition to their other trading rights
and privileges on the NYMEX Division:

(1) trading in Platinum/Palladium Contracts;

(2) trading in New Energy Contracts and new non-metals, non-energy
contracts;

(3) Proprietary trading in Eurotop 100 futures and options contracts and
New Metals Contracts including through N¥YMEX-ACCESS@an_ Electronic Trading
System if such contract is listed thereon for trading; and

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Section 903. BOARD

The term "Board" or "Board of Directors" shall mean the Board of Directors of
Commodity Exchange, Inc.

Section 904, BUSINESS DAY

The term "business day" shall mean any day on which the Exchange is open for
trading. {Section 903 Adopted-08/03/94)

Section 905. CLEARING—ASSOCIATION—-OR—CLEARING-HOUSEBUYER AND
SELLER

For the purpose of these By-Laws, the terms "Buyer" and "Seller" shall mean the
long Clearing Member and the short Clearing Member, respectively.
The term "By-Laws" shall mean these By-Laws until subsequently amended in
accordance with their terms.
ion EARI
The terms "Clearing Association," "Clearing House" or "Clearing Department"

shall mean the department of the Exchange or any corporation, organization or other
entity authorized by the Board to clear any contracts subject to the Rules of the Exchange.

The term “COMEX Core Product” shall mean gold, silver. er and Eurotop 100
contracts that were traded on the Commodity Exchange, Inc. immediately prior to August
3.1994.

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ARTICLE 7
EMERGENCIES

Section 700. DEFINITIONS
As used in this Article 7 of the By-Laws:

(A) The term "emergency" means any occurrence, circumstance or event as
defined by the Commission in accordance with the applicable provisions of the Act which
in the opinion of the Board requires immediate action and threatens or may threaten such
things as the fair and orderly trading or liquidation of any commodity futures or options
contract, traded on the COMEX Division. Occurrences, circumstances or events which
the Board may deem emergencies are limited to:

(1) any manipulative activity or attempted manipulative activity;

(2) any actual, attempted or threatened corner, squeeze, congestion or
undue concentration of positions;

(3) any circumstance or circumstances that may materially affect the
ability to satisfy the obligations arising under futures or options contracts traded on the
COMEX Division;

(4) any action taken by or against the government of the United States,
any foreign government, any state or local government, or by any other exchange, any
board of trade or trade association, whether foreign or domestic, which action may have
a direct impact on trading on the COMEX Division;

(5) any circumstance that may have a severe, adverse effect on the
physical functions of the COMEX Division including, for example, fires or other casualties,
bomb threats, substantial inclement weather, power failures, communication or
transportation breakdowns, computer system breakdowns, screen-based trading system
breakdowns and malfunctions of plumbing, heating, ventilation and air conditioning
systems;

(6) the bankruptcy or insolvency of any Member or Member Firm or the
imposition or service of any lien, attachment, execution or other levy or an injunction or
other restraint against a Member or Member Firm or their assets by any governmental
agency, court, arbitrator or judgment creditor which event may affect the ability of the
Member or Member Firm to perform on its contracts or otherwise to engage in business;

(7) the occurrence of a “Reportable Emergency Event" or "Financial
Emergency" with respect to a Member or Member Firm, as defined in Section 850(C) or
(D) of the By-Laws;

(8) any circumstance in which it appears, in the judgment of the Board,
that a Member or Member Firm: (i) has failed to perform on its futures or options contracts,

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(2) extending or shortening the expiration date for trading in futures or
options contracts;

(3) extending the time of delivery under futures contracts or expiration
of futures or options contracts;

(4) changing delivery points, the manner of delivery or the means of
delivery;

(5) modifying price limits;
(6) — modifying circuit breakers;

(7) ordering the liquidation of futures and/or options contracts, the fixing
of a settlement price or the reduction of positions held by or for any or all Members,
Member Firms or customers;

(8) ordering the transfer of futures and/or options contracts and the
money, securities and property securing such contracts held by or on behalf of customers
by a Member or Member Firm to another Member or Member Firm or to other Members
or Member Firms willing or obligated to assume such contracts;

(9) extending, limiting or changing hours of trading;
(10) suspending trading; and

(11) modifying or suspending any provision of rules of the contract
market, including any contract market prohibition against dual trading. (Sectien-704+
Adopted 08/03/94)

Section 702. ACTION BY BOARD

(A) In an emergency, or to determine whether an emergency exists a meeting
of the Board may be convened without notice.

(B) In the event of an emergency where a quorum of the Board is unavailable,
all trading on the Exchange may be suspended by an affirmative vote of two-thirds of the
members of the Board present. In the event of an emergency in which no other Director
is present, the Chairman, or in his absence, the Vice Chairman, or in their absences any
one Director present, or in their absences, the President, or in all their absences, the
Executive Vice President, or in all their absences, any Vice President, may order
suspension of trading for such period as in their or his judgment is necessary.

(C) Any action taken pursuant to this By-Law-Section 702 shall be subject to
review and modification by the Board. (Section 702 Adepted 68/03/94)

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1 A I IV. T.

In addition to the privileges set forth in Section 157 and any other rights contained
in these By-Laws, COMEX Division Members shall _also_have the following member

(A)__ Open Qutcry. Until November 20, 2011, NYMEX will not eliminate,
suspend or restrict open out rading of an MEX Core Product (regardless of size

or any COMEX Division Replacement Contract. After November 20, 2011, the Board may

eliminate, suspend or restrict open outcry trading of any COMEX Core Product or any
COMEX Division Replacement Contract in its sole discretion.

4 For_as_long_as_open_out xists_on_the MEX _Division, the

COMEX Division Members shall have the exclusive right to trade COMEX Core Products
rdless of size), and any COMEX Division Replacement Contracts, on the floor vi
n_outcry. This right includes the trading of futures and options on COMEX Cor

Products and COMEX Division Replacement Contracts and the ability to post EFPs for

such contracts _on the floor_of the Exchange: provided, however, that_nothing in this
Section shall affect the rights of COMEX Option Members to trade pursuant to the Rules.

(2) ___ Trading Hous. NYMEX will consult with (but will not be required

to to_oblain the _approval_of) the COMEX Governors Committee before proposing any
e en trading hours for an MEX Divisi ontracts traded vi Of

outcry. In addition, NYMEX may only chan: xX utcry trading hour: if,

within 15 days of the issuance of written notice to the COMEX Division Members

proposing such changes, there is _no written demand for a COMEX Division Member
meeting to vote such changes made _b %_or more of the 772 COMEX Division

memberships eligible to vote or (ii) if such written demand for a meeting is made by the
owners representing 10% or more of the 772 COMEX memberships within 15 days after
the issuance of a written notice then by the approval of the eligible voters representing at
least_a majority of the COMEX membershi ctually voting (in person or roxy) at
member meeting. The provisions of this Section 158(A)(1) shall not apply to a tempora:
change on business days preceding an official Exchange holiday or to any temporary
change in trading hours implemented by the Exchange in response to a physical or other
emergency.

(3) Contract Specifications. _(a) Until November 20, 2011 and except
as otherwise _provided_in Section 158(A)(2), NYMEX will not establish _or amend the
contract_terms_and conditions of COMEX Core Products traded by open_outcry
(regardless of size), or any COMEX Division Replacement Contracts traded _by open
outcry, without the prior approval of the COMEX Governors Committee, in_its sole

iscretion. This provision S no ! COMEX Core Products (regardless of size
trad ively via electronic mea

b After November 20. 4, NYMEX will e complete discretion
bli mi the conditions of COMEX Core Products (and an’ MEX
ivision | n ntrai o the extent net ary in order for the Exchange t

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