[Federal Register Volume 73, Number 163 (Thursday, August 21, 2008)]
[Notices]
[Pages 49522-49529]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E8-19356]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-58365; File No. SR-NYSEArca-2008-81]


Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
and Order Granting Accelerated Approval of Proposed Rule Change, as 
Modified by Amendment No. 1 Thereto, Relating to Listing and Trading of 
Four CurrencyShares Trusts

August 14, 2008.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the ``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given 
that on July 30, 2008, NYSE Arca, Inc. (``NYSE Arca'' or ``Exchange''), 
through its wholly owned subsidiary, NYSE Arca Equities, Inc. (``NYSE 
Arca Equities''), filed with the Securities and Exchange Commission 
(``SEC'' or ``Commission'') the proposed rule change as described in 
Items I and II below, which Items have been prepared by the Exchange. 
On August 11, 2008, the Exchange filed Amendment No. 1 to the proposed 
rule change. The Commission is publishing this notice to solicit 
comments on the proposed rule change, as amended, from interested 
persons and is granting approval to the proposed rule change, as 
modified by Amendment No. 1 thereto, on an accelerated basis.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to list shares (``Shares'') of the following 
trusts: CurrencyShares<SUP>SM</SUP> Hong Kong Dollar Trust, 
CurrencyShares<SUP>SM</SUP> Russian Ruble Trust, 
CurrencyShares<SUP>SM</SUP> Singapore Dollar Trust, and 
CurrencyShares<SUP>SM</SUP> South African Rand Trust (``Trusts'') under 
NYSE Arca Equities Rule 8.202. The text of the proposed rule change is 
available on the Exchange's Web site at http://www.nyse.com, at the 
Exchange's principal office and at the Commission's Public Reference 
Room.

II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, NYSE Arca included statements 
concerning the purpose of, and basis for, the proposed rule change and 
discussed any comments it received on the proposed rule change. The 
text of those statements may be examined at the places specified in 
Item III below. NYSE Arca has prepared summaries, set forth in sections 
A, B, and C below, of the most significant parts of such statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    Under NYSE Arca Equities Rule 8.202, the Exchange may propose to 
list and/or trade pursuant to unlisted trading privileges (``UTP'') 
``Currency Trust Shares.'' \3\ The Exchange proposes to list the Shares 
of the Trusts under NYSE Arca Equities Rule 8.202.\4\
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    \3\ See NYSE Arca Equities Rule 8.202 and Securities Exchange 
Act Release No. 53253 (February 8, 2006), 71 FR 8029 (February 15, 
2006) (SR-PCX-2005-123) (order granting accelerated approval for the 
Exchange to adopt listing and trading standards for Currency Trust 
Shares and approving the UTP trading of shares of the Euro Currency 
Trust (now known as the ``CurrencyShares Euro Trust'')). E-mail from 
Michael Cavalier, Associate General Counsel, NYSE Group, Inc., to 
Brian O'Neill, Staff Attorney, and Edward Cho, Special Counsel, 
Division of Trading and Markets, Commission, dated August 4, 2008 
(confirming the name change of the Euro Currency Trust to the 
CurrencyShares Euro Trust). As defined in NYSE Arca Equities Rule 
8.202(c), the term ``Currency Trust Shares'' means a security that 
(a) Is issued by a trust (``Trust'') that holds a specified non-U.S. 
currency deposited with the Trust; (b) when aggregated in some 
specified minimum number may be surrendered to the Trust by the 
beneficial owner to receive the specified non-U.S. currency; and (c) 
pays beneficial owners interest and other distributions on the 
deposited non-U.S. currency, if any, declared and paid by the Trust.
    \4\ The Commission has previously approved listing or UTP 
trading of issues of CurrencyShares based on non-US currencies. See 
Securities Exchange Act Release No. 52843 (November 28, 2005), 70 FR 
72486 (December 5, 2005) (SR-NYSE-2005-65) (order granting 
accelerated approval for the New York Stock Exchange (``NYSE'') to 
list and trade shares of the CurrencyShares Euro Trust); Securities 
Exchange Act Release No. 54020 (June 20, 2006), 71 FR 36579 (June 
27, 2006) (SR-NYSE-2006-35) (order granting accelerated approval for 
NYSE to list and trade shares of the CurrencyShares Australian 
Dollar Trust, CurrencyShares British Pound Sterling Trust, 
CurrencyShares Canadian Dollar Trust, CurrencyShares Mexican Peso 
Trust, CurrencyShares Swedish Krona Trust and CurrencyShares Swiss 
Franc Trust); Securities Exchange Act Release No. 55268 (February 9, 
2007), 72 FR 7793 (February 20, 2007) (SR-NYSE-2007-03) (order 
granting accelerated approval for NYSE to list and trade shares of 
the CurrencyShares Japanese Yen Trust); Securities Exchange Act 
Release No. 55320 (February 21, 2007), 72 FR 8828 (February 27, 
2007) (SR-NYSEArca-2007-15) (order granting accelerated approval for 
the Exchange to UTP trade shares of the CurrencyShares Japanese Yen 
Trust); Securities Exchange Act Release No. 56131 (July 25, 2007), 
72 FR 42212 (August 1, 2007) (SR-NYSEArca-2007-57) (order granting 
accelerated approval for Exchange to list eight CurrencyShares 
Trusts).
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    Rydex Specialized Products LLC is the sponsor of the Trusts 
(``Sponsor''); The Bank of New York is the trustee of the Trusts 
(``Trustee''); JPMorgan Chase Bank, N.A., London Branch, is the 
depository for the Trusts (``Depository''); and Rydex Distributors, 
Inc. is the distributor for the Trusts (``Distributor''). The Sponsor, 
Trustee, Depository and Distributor are not affiliated with the 
Exchange or one another, with the exception that the Sponsor and 
Distributor are affiliated. For more information on these entities, see 
below.
    The Shares represent units of fractional undivided beneficial 
interest in, and ownership of, the respective Trust. The investment 
objective of the Trusts is for the Shares issued by the Trusts to 
reflect the price of the applicable foreign currency owned by the 
specific Trust, plus accrued interest, less the expenses and 
liabilities of such Trust, according to the Registration Statements for 
the Trusts.\5\ The Shares

[[Page 49523]]

are intended to provide institutional and retail investors with a 
simple, cost-effective means of hedging their exposure to a particular 
foreign currency and otherwise implement investment strategies that 
involve foreign currency (e.g., diversify more generally against the 
risk that the U.S. Dollar (``USD'') would depreciate).\6\
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    \5\ See Preliminary Prospectuses for the CurrencyShares Hong 
Kong Dollar Trust (Registration No. 333-150686), CurrencyShares 
Russian Ruble Trust (Registration No. 333-150687), CurrencyShares 
Singapore Dollar Trust (Registration No. 333-150684), and 
CurrencyShares South African Rand Trust (Registration No. 333-
150685), each dated July 21, 2008. The Preliminary Prospectuses 
listed in this paragraph are collectively referred to herein as the 
``Registration Statements.'' All information in this proposed rule 
change relating to the Shares and the Trusts is based on information 
in the Registration Statements.
    \6\ For April 2007, the daily average reported foreign exchange 
market turnover of the USD against the Hong Kong Special 
Administrative Region (SAR), Russia, Singapore and South Africa was 
$175 billion, $50 billion, $231 billion and $14 billion, 
respectively. (Source: Bank for International Settlements, Triennial 
Central Bank Survey, December 2007, Table B.2 (``Central Bank 
Survey'')). The Central Bank Survey reports that there appears to 
have been an increase in total turnover of emerging market 
currencies. In April 2007, emerging market currencies were involved 
in almost 20% of all transactions. Specifically, the Hong Kong 
Dollar, Singapore Dollar, Rand and Ruble experienced a percentage 
share of average daily turnover of 2.8%, 1.2%, 0.9% and 0.8%, 
respectively, reflecting slight increases from previously reported 
years. (Source: Bank for International Settlements, Triennial 
Central Bank Survey, December 2007, Table B.6)
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    Futures and options on futures on the Russian Ruble and the South 
African Rand are traded on the Chicago Mercantile Exchange (``CME''). 
Futures on the Russian Ruble are also traded on the Moscow Interbank 
Currency Exchange and the Russian Trading System. Based upon the 
Exchange's review of information supplied by major market data vendors, 
futures or options are not traded on the Singapore Dollar or Hong Kong 
Dollar. Because the Shares are traded on NYSE Arca, investors are able 
to access the applicable foreign currency market through a traditional 
brokerage account which provides investors with an efficient means of 
implementing investment tactics and strategies that involve the 
applicable foreign currency.

Foreign Currency Regulation

    Most trading in the global over-the-counter (``OTC'') foreign 
currency markets is conducted by regulated financial institutions such 
as banks and broker-dealers. In addition, in the United States, the 
Foreign Exchange Committee of the New York Federal Reserve Bank has 
issued Guidelines for Foreign Exchange Trading, and central-bank 
sponsored committees in Japan and Singapore have published similar best 
practice guidelines. In the United Kingdom, the Bank of England has 
published the Non-Investment Products Code, which covers foreign 
currency trading. The Financial Markets Association, whose members 
include major international banking organizations, has also established 
best practices guidelines called the Model Code.
    Participants in the U.S. OTC market for foreign currencies are 
generally regulated by their oversight regulators. For example, 
participating banks are regulated by the banking authorities. In 
addition, in the U.S. the Commodity Futures Trading Commission 
(``CFTC'') regulates trading of futures, options and options on futures 
on foreign currencies on regulated futures exchanges.\7\ The CFTC has 
established rules designed to prevent market manipulation, abusive 
trade practices and fraud, as does the CME.
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    \7\ The CFTC is an independent government agency with the 
mandate to regulate commodity futures and options markets in the 
United States under the Commodity Exchange Act. In addition to its 
oversight of regulated futures exchanges, the CFTC has jurisdiction 
over certain foreign currency futures, options and options on 
futures transactions occurring other than on a regulated exchange 
and involving retail customers.
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    The CME has authority to perform surveillance on its members' 
trading activities, review positions held by members and large-scale 
customers, and monitor the price movements of options and/or futures 
markets by comparing them with cash and other derivative markets' 
prices. As noted above, based upon the Exchange's review of market data 
information, futures or options are not traded on the Singapore Dollar 
or Hong Kong Dollar. Therefore, CME surveillance and CFTC oversight 
would pertain only to futures and options on futures on the Russian 
Ruble and South African Rand.
The Sponsor
    The Sponsor of each Trust is a Delaware limited liability company. 
The sole member of the Sponsor is PADCO Advisors II, Inc., a Maryland 
corporation solely owned by Rydex Holdings, Inc., a Maryland 
corporation. Rydex Holdings, Inc. is solely owned by Rydex NV, Inc., a 
Nevada corporation that is privately-held. The Sponsor and its 
affiliates collectively do business as ``Rydex Investments.''
    The Sponsor is responsible for establishing the Trusts and for the 
registration of the Shares. The Sponsor generally oversees the 
performance of the Trustee and the Trusts' principal service providers, 
but does not exercise day-to-day oversight over the Trustee or such 
service providers. The Sponsor regularly communicates with the Trustee 
to monitor the overall performance of the Trusts. The Sponsor, with 
assistance and support from Rydex affiliates who also do business as 
``Rydex Investments,'' the Trustee and outside professionals, are 
responsible for preparing and filing periodic reports on behalf of the 
Trusts with the SEC.\8\ The Sponsor designates the auditors of the 
Trusts and may from time to time employ legal counsel for the Trust.
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    \8\ The Sponsor has obtained guidance from the SEC Division of 
Corporation Finance with respect to the Trusts pursuant to which the 
Sponsor's principal executive officer and principal financial 
officer will provide any certifications that are required from a 
``registrant's'' principal executive officer and principal financial 
officer. See letters from the Office of Chief Counsel, Division of 
Corporation Finance, at the Commission dated March 22, 2006 (with 
respect to the CurrencyShares<SUP>SM</SUP> Euro Trust ); September 
13, 2006 (with respect to the CurrencyShares<SUP>SM</SUP> Australian 
Dollar Trust, CurrencyShares<SUP>SM</SUP> British Pound Sterling 
Trust, CurrencyShares<SUP>SM</SUP> Canadian Dollar Trust, 
CurrencyShares<SUP>SM</SUP> Mexican Peso Trust, 
CurrencyShares<SUP>SM</SUP> Swedish Krona Trust, and 
CurrencyShares<SUP>SM</SUP> Swiss Franc Trust) and March 27, 2007 
(with respect to the CurrencyShares<SUP>SM</SUP> Japanese Yen 
Trust).
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    The Distributor is assisting the Sponsor in developing a marketing 
plan for the Trusts, preparing marketing materials on the Shares, 
executing the marketing plan for the Trusts and providing strategic and 
tactical research on the global foreign exchange markets. The Sponsor 
would not enter into an agreement with the Distributor covering these 
services, because the Distributor is an affiliate and would not be paid 
any compensation by the Sponsor for performing these services.
    The Sponsor with the Distributor's assistance maintains a public 
Web site on behalf of the Trusts, http://www.currencyshares.com, which 
contains information about the Trusts and the Shares, and oversees 
certain Shareholder services, such as a call center and prospectus 
delivery.
    The Sponsor may direct the Trustee in the conduct of its affairs, 
but only as provided in the Depositary Trust Agreement. For example, 
the Sponsor may direct the Trustee to sell the Trusts' foreign currency 
to pay certain extraordinary expenses, to suspend a redemption order, 
postpone a redemption settlement date, or to terminate the Trusts if 
certain criteria are met. The Sponsor anticipates that, if the market 
capitalization of a Trust is less than $300 million for five 
consecutive trading days beginning after the first anniversary of such 
Trust's inception, then the Sponsor would, in accordance with the 
Depositary Trust Agreement, direct the Trustee to

[[Page 49524]]

terminate and liquidate such Trust. The Sponsor's fee accrues daily at 
an annual nominal rate of 0.40% of the applicable foreign currency in 
the Trust (including all unpaid interest but excluding unpaid fees, 
each as accrued through the immediately preceding day) and is paid 
monthly.
The Trustee
    The Trustee is generally responsible for the day-to-day 
administration of the Trusts, including keeping the Trusts' operational 
records. The Trustee's principal responsibilities include selling the 
Trusts' foreign currency if needed to pay the Trusts' expenses, 
calculating the Net Asset Value (``NAV'') of the Trusts and the NAV per 
Share, receiving and processing orders from Authorized Participants to 
create and redeem Baskets (as discussed below) and coordinating the 
processing of such orders with the Depository and DTC. The Trustee 
earns a monthly fee that is paid by the Sponsor.
    The Trustee intends to regularly communicate with the Sponsor to 
monitor the overall performance of the Trusts. The Trustee, along with 
the Sponsor, consults with the Trusts' legal, accounting and other 
professional service providers as needed. The Trustee assists and 
supports the Sponsor with the preparation of all periodic reports 
required to be filed with the SEC on behalf of the Trusts. Affiliates 
of the Trustee may from time to time act as Authorized Participants or 
purchase or sell foreign currency or Shares for their own account.
The Depository
    The Depository accepts Trust foreign currency deposited with it as 
a banker by Authorized Participants in connection with the creation of 
Baskets. The Depository facilitates the transfer of the applicable 
foreign currency into and out of the Trust through the primary and 
secondary deposit accounts maintained with it as a banker by the Trust.
    The Depository is not paid a fee for its services to the Trusts. 
The Depository may earn a ``spread'' or ``margin'' over the rate of 
interest it pays to the Trusts on the applicable foreign currency 
deposit balances.
    The Depository is not a trustee for the Trusts or the Shareholders. 
The Depository and its affiliates may from time to time act as 
Authorized Participants or purchase or sell foreign currency or Shares 
for their own account, as agent for their customers and for accounts 
over which they exercise investment discretion.
The Distributor
    The Distributor is a registered broker-dealer and is a member of 
FINRA. The Distributor is assisting the Sponsor in developing a 
marketing plan for the Trusts on an ongoing basis, preparing marketing 
materials regarding the Shares, including the content on the Trusts' 
Web site, http://www.currencyshares.com, executing the marketing plan 
for the Trusts, and providing strategic and tactical research on the 
global foreign exchange market. The Distributor and the Sponsor are 
affiliates of one another. There is no written agreement between them, 
and no compensation is paid by the Sponsor to the Distributor in 
connection with services performed by the Distributor for the Trusts.
Description of the Trusts
    The Trusts holds the applicable foreign currency and are expected 
from time to time to issue Baskets in exchange for deposits of the 
foreign currency and to distribute the foreign currency in connection 
with redemptions of Baskets. The investment objective of the Trusts is 
for the Shares to reflect the price in USD of the applicable foreign 
currency. The Shares represent units of fractional undivided beneficial 
interest in, and ownership of, the respective Trusts. The Trusts are 
not managed like business corporations or active investment vehicles. 
The foreign currency held by the Trusts would only be sold (1) If 
needed to pay Trust expenses, (2) in the event a Trust terminates and 
liquidates its assets or (3) as otherwise required by law or 
regulation. The sale of foreign currency by the Trusts is a taxable 
event to Shareholders. According to the Registration Statements, the 
Trusts are not registered as investment companies under the Investment 
Company Act of 1940 \9\ and are not required to register under such 
Act.
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    \9\ 15 U.S.C. 80a.
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    Each of the Trust's assets consists primarily of the applicable 
foreign currency on demand deposit in two deposit accounts maintained 
by the Depository: A primary deposit account which earns interest and a 
secondary deposit account which does not earn interest. The secondary 
deposit account is used only in connection with mid-month creations and 
redemptions of blocks of 50,000 Shares (``Baskets''). The secondary 
account is used to account for interest that has been earned on the 
primary deposit account during the month but not yet paid and to 
receive interest earned on the primary deposit account, pay Trust 
expenses and distribute any excess interest to shareholders on a 
monthly basis.
    The Trusts do not hold any derivative products. Each Share 
represents a proportional interest, based on the total number of Shares 
outstanding, in the applicable foreign currency owned by the respective 
Trusts, plus accrued but unpaid interest, less the estimated accrued 
but unpaid expenses (both asset-based and non-asset based) of a Trust. 
The Sponsor expects that the price of a Share will fluctuate in 
response to fluctuations in the price of the applicable foreign 
currency and that the price of a Share will reflect accumulated 
interest as well as the estimated accrued but unpaid expenses of a 
Trust. The Trusts will terminate upon the occurrence of any of the 
termination events listed in the Depositary Trust Agreement and will 
otherwise terminate on a specified date 40 years after formation of the 
Trusts.
    The Sponsor, on behalf of the Trusts, relies on relief previously 
granted by the Division of Market Regulation (now known as the Division 
of Trading and Markets) \10\ from certain trading requirements of the 
Securities Exchange Act of 1934 (``Act'').\11\ The Sponsor has received 
guidance from the Commission regarding the application of the 
certification rules for quarterly and annual reports adopted pursuant 
to Section 302 of the Sarbanes-Oxley Act of 2002.\12\ In addition, the 
Trusts will not be subject to the Exchange's corporate governance 
requirements.\13\
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    \10\ See letter from Racquel L. Russell, Branch Chief, SEC 
Division of Market Regulation, to George T. Simon, Foley & Lardner, 
dated June 21, 2006 (``June 21, 2006 letter'') (granting relief from 
certain rules under the Act for certain of the Trusts); letter from 
James A Brigagliano, Assistant Director, SEC Division of Market 
Regulation to Michael Schmidtberger, Sidley, Austin, Brown & Wood, 
dated January 19, 2006 (``January 19, 2006 Letter'') (granting 
relief from certain rules under the Act for the DB Commodity Index 
Tracking Master Fund). The Sponsor is relying on the June 21, 2006 
Letter regarding Rule 10a-1, Rule 200(g) of Regulation SHO, and 
Rules 101 and 102 of Regulation M under the Act, and is relying on 
the January 19, 2006 Letter regarding Section 11(d)(1) of the Act 
and Rule 11d1-2 thereunder.
    \11\ 15 U.S.C. 78a.
    \12\ See note 10, supra.
    \13\ See Securities Exchange Act Release No. 48745 (November 4, 
2003), 68 FR 64154 (November 12, 2003) (SR-NYSE-2002-33, et al.) 
(specifically noting that the corporate governance standards will 
not apply to, among others, passive business organizations in the 
form of trusts). See also Securities Exchange Act Release No. 47654 
(April 9, 2003), 68 FR 18788 (April 16, 2003) (File No. S7-02-03) 
(noting in Section II(F)(3)(c) that ``SROs may exclude from Exchange 
Act Rule 10A-3's requirements issuers that are organized as trusts 
or other unincorporated associations that do not have a board of 
directors or persons acting in a similar capacity and whose 
activities are limited to passively owning or holding (as well as 
administering and distributing amounts in respect of) securities, 
rights, collateral or other assets on behalf of or for the benefit 
of the holders of the listed securities.'')

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[[Page 49525]]

Liquidity
    The amount of the discount or premium in the trading price relative 
to the NAV per Share may be influenced by non-concurrent trading hours 
between the major foreign currency markets and the Exchange. Because of 
the potential for arbitrage inherent in the structure of the Trusts, 
the Sponsor believes that the Shares will not trade at a material 
discount or premium to the value of underlying currency held by a 
Trust. The arbitrage process, which in general provides investors the 
opportunity to profit from differences in prices of assets, increases 
the efficiency of the markets, serves to prevent potentially 
manipulative efforts and can be expected to operate efficiently in the 
case of the Shares and the foreign currency. If the price of the Shares 
deviates enough from the price of the foreign currency to create a 
material discount or premium, an arbitrage opportunity is created. If 
the Shares are inexpensive compared to foreign currency that underlies 
them, an Authorized Participant, either on its own behalf or acting as 
agent for investors, arbitrageurs or traders, may buy the Shares at a 
discount, immediately redeem them in exchange for the foreign currency 
and sell the foreign currency in the cash market at a profit. If the 
Shares are expensive compared to the foreign currency that underlies 
them, an Authorized Participant may sell the Shares short, buy enough 
foreign currency to create the number of Shares sold short, acquire the 
Shares through the creation process and deliver the Shares to close out 
the short position.\14\ In both instances the arbitrageur serves 
efficiently to correct price discrepancies between the Shares and the 
underlying foreign currency.
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    \14\ The Exchange notes that the Trusts, which will only hold 
the applicable foreign currency as an asset in the normal course of 
its operations, differs from index-based exchange-traded funds, 
which may involve a trust holding hundreds or even thousands of 
underlying component securities, necessarily involving in the 
arbitrage process movements in a large number of security positions. 
See, e.g., Securities Exchange Act Release No. 46306 (August 2, 
2002), 67 FR 51916 (August 9, 2002) (SR-NYSE-2002-28) (approving the 
UTP trading of Vanguard Total Market VIPERs based on the Wilshire 
5000 Total Market Index, among other funds).
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Issuance of the Shares
    Each Trust creates and redeems Shares in Baskets on a continuous 
basis. A Basket is a block of 50,000 Shares. The creation and 
redemption of Baskets requires the delivery to the Trust or the 
distribution by the Trust of the amount of the applicable foreign 
currency represented by the Baskets being created or redeemed. This 
amount is based on the combined NAV per Share of the number of Shares 
included in the Baskets being created or redeemed, determined on the 
day the order to create or redeem Baskets is accepted by the Trustee.
    Additional information regarding an overview of the foreign 
exchange industry, the specific foreign currency underlying each issue 
of Shares, creation and redemption procedures, risk factors, 
distributions, fees and expenses, and clearance and settlement 
procedures is available in the Registration Statements.
Valuation of the Applicable Foreign Currency, Definition of Net Asset 
Value and Adjusted Net Asset Value
    The Trustee calculates, and the Sponsor publishes, each Trust's NAV 
each business day. To calculate the NAV, the Trustee adds to the amount 
of foreign currency in the Trust at the end of the preceding day 
accrued but unpaid interest, the foreign currency receivable under 
pending purchase orders and the value of other Trust assets, and 
subtracts the accrued but unpaid Sponsor's fee, the foreign currency 
payable under pending redemption orders and other Trust expenses and 
liabilities, if any. The result is the NAV of the Trust for that 
business day. The Trustee shall also divide the NAV of each Trust by 
the number of Shares outstanding for the date of the evaluation then 
being made, which figure is the ``NAV per Share.'' The NAV will be 
expressed in USD based on the Closing Spot Rate \15\ as determined by 
WM/Reuters at 4:00 p.m. (London time). If, on a particular evaluation 
day, the Closing Spot Rate has not been determined and announced by 6 
p.m. (London time), then the most recent Closing Spot Rate shall be 
used to determine the NAV of the Trust unless the Trustee, in 
consultation with the Sponsor, determines that such price is 
inappropriate to use as the basis for such valuation. In the event that 
the Trustee and the Sponsor determine that the most recent Closing Spot 
Rate is not an appropriate basis for valuation of the Trust's currency, 
the Trustee and the Sponsor shall determine an alternative basis or 
such evaluation to be employed by the Trustee. Such an alternative 
basis may include reference to the market price of futures contracts 
that reflect the value of the foreign currency relative to the USD. The 
use of any alternative basis to determine NAV would be disclosed on the 
Trust's Web site. The Trustee also determines the NAV per Share, which 
equals the NAV of the Trust divided by the number of outstanding 
Shares. The Sponsor publishes the NAV and NAV per Share for each Trust 
on each day that the Exchange is open for regular trading on the 
Trusts' Web site, http://www.currencyshares.com.\16\
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    \15\ Closing Rate is defined in the Registration Statements as 
``the [Foreign Currency]/USD exchange rate as determined by WM/
Reuters at 4:00 PM (London time).'' WM/Reuters is a joint venture of 
The WM Company PLC and Thomson Reuters.
    \16\ The Exchange will obtain a representation from the Trusts 
that the NAV per Share will be calculated daily and made available 
to all market participants at the same time.
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Availability of Information Regarding Foreign Currency Prices
    Currently, the Consolidated Tape Plan does not provide for 
dissemination of the spot price of a foreign currency over the 
Consolidated Tape. However, there is disseminated over the Consolidated 
Tape the last sale price for the Shares, as is the case for all equity 
securities traded on the Exchange (including exchange-traded funds). In 
addition, there is a considerable amount of foreign currency price and 
market information available on public Web sites and through 
professional and subscription services. As is the case with equity 
securities generally and exchange-traded funds specifically, in most 
instances, real-time information is only available for a fee, and 
information available free of charge is subject to delay (typically, 15 
to 20 minutes).
    Complete real-time data for foreign currency futures and options on 
futures prices traded on the CME are also available by subscription 
from information service providers. The CME also provides delayed 
futures and options information on current and past trading sessions 
and market news free of charge on their respective Web sites.
    Investors may obtain, 24 hours a day, continuously updated every 15 
seconds, foreign exchange pricing information based on the spot price 
of the applicable foreign currency from various financial information 
service providers, which service providers include Bloomberg, (http://www.bloomberg.com/markets/currencies/fxc.html), CBS Market Watch 
(http://www.marketwatch.com/tools/stockresearch/globalmarkets), Yahoo! 
Finance (http://www.finance.yahoo.com/currency), http://www.moneycentral.com, http://www.cnnfn.com and http://www.reuters.com. 
Such service providers provide spot price or currency conversion 
information about the

[[Page 49526]]

foreign currencies. Many of these sites offer price quotations drawn 
from other published sources, and as the information is supplied free 
of charge, it generally is subject to time delays. In addition, major 
market data vendors regularly report current currency exchange pricing 
for a fee for other currencies.\17\ In addition, the Trusts' Web site 
provides ongoing pricing information for the applicable foreign 
currency spot prices and the Shares. Market prices for the Shares are 
available from a variety of sources, including brokerage firms, 
financial information Web sites and other information service 
providers. The NAV of the Trusts is published by the Sponsor on each 
day that the Exchange is open for regular trading and is posted on the 
Trusts' Web site. Like bond securities traded in the OTC market with 
respect to which pricing information is available directly from bond 
dealers, current foreign currency spot prices are also generally 
available with bid/ask spreads from foreign currency dealers.\18\ 
Quotation and last sale information for the Shares will be made 
available via the Consolidated Tape.
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    \17\ There may be incremental differences in the foreign 
currency spot price among the various information service sources. 
While the Exchange believes the differences in the foreign currency 
spot price may be relevant to those entities engaging in arbitrage 
or in the active daily trading of the applicable foreign currency or 
derivatives thereon, the Exchange believes such differences are 
likely of less concern to individual investors intending to hold the 
Shares as part of a long-term investment strategy.
    \18\ See, e.g., Securities Exchange Act Release No. 46252 (July 
24, 2002), 67 FR 49715 (July 31, 2002) (SR-Amex-2001-35) (noting 
that quote and trade information regarding debt securities is widely 
available to market participants from a variety of sources, 
including broker-dealers, information service providers, newspapers 
and Web sites).
---------------------------------------------------------------------------

    In addition, the Trusts' Web site (http://www.currencyshares.com) 
provides the following information: (1) The spot price for each 
applicable foreign currency,\19\ including the bid and offer and the 
midpoint between the bid and offer for the foreign currency spot price, 
updated every 5 to 10 seconds \20\ which is an essentially real-time 
basis; (2) an intraday indicative value (``IIV'') per share for the 
Shares calculated by multiplying the indicative spot price of the 
applicable foreign currency by the quantity of foreign currency backing 
each Share, updated at least every 15 seconds \21\; (3) a delayed 
indicative value (subject to a 20 minute delay), which is used for 
calculating premium/discount information; (4) premium/discount 
information, calculated on a 20 minute delayed basis; (5) the NAV of 
each Trust as calculated each business day by the Trustee; (6) accrued 
interest per Share; (7) the Basket Amount for each applicable foreign 
currency; and (8) the last sale price of the Shares as traded in the 
U.S. market, subject to a 20-minute delay, as it is provided free of 
charge.\22\ On the Trusts' Web site, the foreign currency spot price is 
available and disseminated at least every 15 seconds and the IIV per 
Share is calculated and disseminated at least every 15 seconds during 
NYSE Arca's Core Trading Session.\23\ The Exchange will provide on its 
own public Web site (http://www.nyse.com) a link to the Trusts' Web 
site.
---------------------------------------------------------------------------

    \19\ The Trusts' Web site's foreign currency spot prices will be 
provided by FactSet Research Systems (http://www.factset.com). 
FactSet Research Systems is not affiliated with the Trusts, Trustee, 
Sponsor, Depository, Distributor or the Exchange.
    \20\ The midpoint will be calculated by the Sponsor. The 
midpoint is used for purposes of calculating the premium or discount 
of the Shares.
    \21\ The intraday indicative value of the Shares is analogous to 
the intraday optimized portfolio value (sometimes referred to as the 
IOPV), indicative portfolio value and the intraday indicative value 
(sometimes referred to as the IIV) associated with the trading of 
exchange-traded funds. See, e.g., Securities Exchange Act Release 
No. 46686 (October 18, 2002), 67 FR 65388 (October 24, 2002) (SR-
NYSE-2002-51) for a discussion of indicative portfolio value in the 
context of an exchange-traded fund.
    \22\ The last sale price of the Shares in the secondary market 
is available on a real-time basis for a fee from regular data 
vendors.
    \23\ Pursuant to NYSE Arca Equities Rule 7.34(a), the NYSE Arca 
Marketplace trading hours for exchange-traded funds are as follows: 
(1) Opening trading session--4:00 a.m. to 9:30 a.m. ET; (2) core 
trading session--9:30 a.m. to 4:15 p.m. ET; and (3) late trading 
session--4:15 p.m. to 8:00 p.m. ET. The Sponsor has represented to 
the Exchange that the spot price will be available on the Trust's 
Web site without interruption 24 hours a day, seven days a week.
---------------------------------------------------------------------------

Initial and Continued Listing Criteria
    The Shares would be subject to the criteria for initial and 
continued listing of Currency Trust Shares under NYSE Arca Equities 
Rules 8.202. A minimum of two Creation Units (at least 100,000 Shares) 
would be required to be outstanding at the start of trading. This 
minimum number of Shares required to be outstanding at the start of 
trading would be comparable to requirements that have been applied to 
previously listed series of exchange-traded funds. The Exchange 
believes that the proposed minimum number of Shares outstanding at the 
start of trading is sufficient to provide market liquidity. The 
Exchange would remove the Shares from trading and listing upon 
termination of the Trusts.\24\
---------------------------------------------------------------------------

    \24\ E-mail from Michael Cavalier, Associate General Counsel, 
NYSE Group, Inc., to Edward Y. Cho, Special Counsel, Division of 
Trading and Markets, Commission, dated August 14, 2008 (confirming 
that the Trusts are not required to comply with Rule 10A-3 under the 
Act, 17 CFR 240.10A-3, for the initial and continued listing of the 
Shares).
---------------------------------------------------------------------------

Trading Rules
    The Exchange deems the Shares to be equity securities, thus 
rendering trading in the Shares subject to the Exchange's existing 
rules governing the trading of equity securities. The trading hours for 
the Shares on the Exchange are the same as those set forth in NYSE Arca 
Equities Rule 7.34 (4 a.m. to 8 p.m. Eastern time). The minimum trading 
increment for Shares on the Exchange would be $0.01.
    NYSE Arca Equities Rules 8.202(g)-(i) set forth certain 
restrictions on ETP Holders acting as registered Market Makers in the 
Shares to facilitate surveillance. NYSE Arca Equities Rule 8.202(h) 
requires that the ETP Holder acting as a registered Market Maker in the 
Shares provide the Exchange with information relating to its trading in 
the applicable foreign currency, options, futures or options on futures 
on such currency, or any other derivatives based on such currency. NYSE 
Arca Equities Rule 8.202(i) prohibits the ETP Holder acting as a 
registered Market Maker in the Shares from using any material nonpublic 
information received from any person associated with an ETP Holder or 
employee of such person regarding trading by such person or employee in 
the applicable foreign currency, options, futures or options on futures 
on such currency, or any other derivatives based on such currency 
(including the Shares). In addition, NYSE Arca Equities Rule 8.202(g) 
prohibits the ETP Holder acting as a registered Market Maker in the 
Shares from being affiliated with a market maker in the applicable 
foreign currency, options, futures or options on futures on such 
currency, or any other derivatives based on such currency, unless 
adequate information barriers are in place, as provided in NYSE Arca 
Equities Rule 7.26.
Trading Halts
    With respect to trading halts, the Exchange may consider all 
relevant factors in exercising its discretion to halt or suspend 
trading in the Shares of a Trust. Trading may be halted because of 
market conditions or for reasons that, in the view of the Exchange, 
make trading in the Shares inadvisable. These may include: (i) The 
extent to which trading is not occurring in the applicable underlying 
foreign currency; or (ii) whether other unusual conditions or 
circumstances detrimental to the maintenance of a fair and orderly 
market are present. In addition, trading in the Shares could be halted 
pursuant

[[Page 49527]]

to the Exchange's ``circuit breaker'' rule.\25\
---------------------------------------------------------------------------

    \25\ See NYSE Arca Equities Rule 7.12.
---------------------------------------------------------------------------

    If the IIV or the value of foreign currency is not being calculated 
or widely disseminated as required, the Exchange may halt trading 
during the day in which the interruption to the calculation or wide 
dissemination of the IIV or the foreign currency value occurs. If the 
interruption to the calculation or wide dissemination of the IIV or the 
foreign currency value persists past the trading day in which it 
occurred, the Exchange would halt trading no later than the beginning 
of the trading day following the interruption. Under NYSE Arca Equities 
Rule 7.34(a)(5), if the Exchange becomes aware that the NAV is not 
being disseminated to all market participants at the same time, it will 
halt trading in the Shares until such time as the NAV is available to 
all market participants.\26\
---------------------------------------------------------------------------

    \26\ See Securities Exchange Act Release No. 58111 (July 7, 
2008), 73 FR 40643 (July 15, 2008) (SR-NYSEArca-2008-50).
---------------------------------------------------------------------------

Surveillance
    The Exchange intends to utilize its existing surveillance 
procedures applicable to derivative products, including Currency Trust 
Shares, to monitor trading in the Shares. The Exchange represents that 
these procedures are adequate to properly monitor Exchange trading of 
the Shares in all trading sessions and to deter and detect violations 
of Exchange rules and applicable federal securities laws.
    The Exchange's current trading surveillance focuses on detecting 
when securities trade outside their normal patterns. When such 
situations are detected, surveillance analysis follows and 
investigations are opened, where appropriate, to review the behavior of 
all relevant parties for all relevant trading violations.
    The Exchange may obtain information via the Intermarket 
Surveillance Group (``ISG'') from other exchanges who are members of 
ISG.\27\ Specifically, the Exchange can obtain such information from 
the CME in connection with foreign currency futures and options on 
futures trading on the CME pertaining to futures and options on futures 
on the Russian Ruble and South African Rand.\28\ Therefore, as noted 
earlier, CME surveillance and CFTC oversight would pertain only to 
futures and options on futures on the Russian Ruble and South African 
Rand. In addition, the Exchange also has a general policy prohibiting 
the distribution of material, non-public information by its employees.
---------------------------------------------------------------------------

    \27\ For a list of the current members of ISG, see http://www.isgportal.org.
    \28\ CME is a member of ISG.
---------------------------------------------------------------------------

Information Bulletin
    Prior to listing the Shares on the Exchange, the Exchange would 
inform its ETP Holders in an Information Bulletin (``Bulletin'') of the 
special characteristics and risks associated with trading the Shares. 
Specifically, the Bulletin would discuss the following: (i) The 
procedures for purchases and redemptions of Shares in Baskets (and that 
Shares are not individually redeemable); (ii) NYSE Arca Equities Rule 
9.2(a),\29\ which imposes a duty of due diligence on its ETP Holders to 
learn the essential facts relating to every customer prior to trading 
the Shares; (iii) how information regarding the IIV and applicable 
foreign currency value is disseminated; (iv) the requirement that ETP 
Holders deliver a prospectus to investors purchasing newly issued 
Shares prior to or concurrently with the confirmation of a transaction; 
(v) the risks involved in trading the Shares during the Opening and 
Late Trading Sessions when an updated IIV will not be calculated or 
publicly disseminated; and (vi) trading information.
---------------------------------------------------------------------------

    \29\ NYSE Arca Equities Rule 9.2(a) provides that ETP Holders, 
before recommending a transaction, must have reasonable grounds to 
believe that the recommendation is suitable for the customer based 
on any facts disclosed by the customer as to his other security 
holdings and as to his financial situation and needs. Further, the 
rule provides, with a limited exception, that prior to the execution 
of a transaction recommended to a non-institutional customer, ETP 
Holders shall make reasonable efforts to obtain information 
concerning the customer's financial status, tax status, investment 
objectives, and any other information that they believe would be 
useful to make a recommendation. See Securities Exchange Act Release 
No. 54045 (June 26, 2006), 71 FR 37971 (July 3, 2006) (SR-PCX-2005-
115).
---------------------------------------------------------------------------

    The Bulletin would also state that the number of units of the 
applicable foreign currency required to create a Basket or to be 
delivered upon redemption of a Basket may gradually decrease over time 
in the event that a Trust is required to withdraw or sell units of 
foreign currency to pay the Trust's expenses, and that if done at a 
time when the price of the applicable foreign currency is relatively 
low, it could adversely affect the value of the Shares. In addition, 
the Bulletin would reference that the Trusts are subject to various 
fees and expenses described in the Registration Statements. The 
Bulletin would also reference the fact that there is no regulated 
source of last sale information regarding foreign currency, and that 
the Commission has no jurisdiction over the trading of foreign 
currency. The Bulletin would also discuss any exemptive, no-action and 
interpretive relief granted by the Commission from Section 11(d)(1) of 
the Act \30\ and certain rules under the Act.
---------------------------------------------------------------------------

    \30\ 15 U.S.C. 78k(d)(1).
---------------------------------------------------------------------------

2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) \31\ of the Act, in general, and Section 6(b)(5),\32\ 
in particular, in that it is designed to prevent fraudulent and 
manipulative acts and practices, to promote just and equitable 
principles of trade, to foster cooperation and coordination with 
persons engaged in facilitating transactions in securities, and to 
remove impediments to and perfect the mechanism of a free and open 
market and a national market system. The Exchange believes that the 
proposed rule change will facilitate the listing and trading of 
additional types of exchange-traded products that will enhance 
competition among market participants, to the benefit of investors and 
the marketplace. In addition, the listing and trading criteria set 
forth in Rule 8.202 are intended to protect investors and the public 
interest.
---------------------------------------------------------------------------

    \31\ 15 U.S.C. 78f(b).
    \32\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

B. Self-Regulatory Organization's Statement on Burden on Competition

    NYSE Arca does not believe that the proposed rule change will 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purposes of the Act.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants or Others

    No written comments were solicited or received with respect to the 
proposed rule change.

III. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

    <bullet> Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
    <bullet> Send an e-mail to <a href="/cdn-cgi/l/email-protection#c3b1b6afa6eea0acaeaea6adb7b083b0a6a0eda4acb5"><span class="__cf_email__" data-cfemail="6311160f064e000c0e0e060d1710231006004d040c15">[email protected]</span></a>. Please include 
File Number SR-NYSEArca-2008-81 on the subject line.

Paper Comments

    <bullet> Send paper comments in triplicate to Secretary, Securities 
and Exchange

[[Page 49528]]

Commission, 100 F Street, NE., Washington, DC 20549-1090.

All submissions should refer to File Number SR-NYSEArca-2008-81. This 
file number should be included on the subject line if e-mail is used. 
To help the Commission process and review your comments more 
efficiently, please use only one method. The Commission will post all 
comments on the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, 
all written statements with respect to the proposed rule change that 
are filed with the Commission, and all written communications relating 
to the proposed rule change between the Commission and any person, 
other than those that may be withheld from the public in accordance 
with the provisions of 5 U.S.C. 552, will be available for inspection 
and copying in the Commission's Public Reference Room, 100 F Street, 
NE., Washington, DC 20549, on official business days between the hours 
of 10 a.m. and 3 p.m. Copies of the filing also will be available for 
inspection and copying at the principal office of the Exchange. All 
comments received will be posted without change; the Commission does 
not edit personal identifying information from submissions. You should 
submit only information that you wish to make available publicly. All 
submissions should refer to File Number SR-NYSEArca-2008-81 and should 
be submitted on or before September 11, 2008.

IV. Commission's Findings and Order Granting Accelerated Approval of 
the Proposed Rule Change

    After careful consideration, the Commission finds that the proposed 
rule change is consistent with the requirements of the Act and the 
rules and regulations thereunder applicable to a national securities 
exchange.\33\ In particular, the Commission finds that the proposed 
rule change is consistent with Section 6(b)(5) of the Act,\34\ which 
requires that the rules of an exchange be designed, among other things, 
to prevent fraudulent and manipulative acts and practices, to promote 
just and equitable principles of trade, to remove impediments to and 
perfect the mechanism of a free and open market and a national market 
system, and, in general, to protect investors and the public interest. 
The Commission notes that it previously approved the original listing 
and trading of shares of other CurrencyShares Trusts, and the instant 
proposal is substantively identical to the previous proposals.\35\
---------------------------------------------------------------------------

    \33\ In approving this rule change, the Commission notes that it 
has considered the proposed rule's impact on efficiency, 
competition, and capital formation. See 15 U.S.C. 78c(f).
    \34\ 15 U.S.C. 78f(b)(5).
    \35\ See supra note 4.
---------------------------------------------------------------------------

    The Commission further believes that the proposal is consistent 
with Section 11A(a)(1)(C)(iii) of the Act,\36\ which sets forth 
Congress' finding that it is in the public interest and appropriate for 
the protection of investors and the maintenance of fair and orderly 
markets to assure the availability to brokers, dealers, and investors 
of information with respect to quotations for and transactions in 
securities. Quotations and last-sale price information for the Shares 
are disseminated over the Consolidated Tape. The Trust disseminates the 
foreign currency spot prices for each of the Trusts and the IIV per 
Share at least every 15 seconds on its Web site during the Core Trading 
Session of the Exchange. In addition, the Sponsor publishes the NAV and 
NAV per Share for each Trust on each day that the Exchange is open for 
regular trading on the Trusts' Web site. Investors may obtain on a 24-
hour basis foreign currency pricing information based on the foreign 
currency spot price of each applicable foreign currency from various 
financial information service providers. Current spot prices are also 
generally available with bid/ask spreads from foreign exchange dealers. 
In addition, the Trusts' Web site provides ongoing pricing information 
for the applicable foreign currency spot prices and the Shares. The 
Exchange represents that complete, real-time data for foreign currency 
futures and options prices traded on CME are also available by 
subscription from information service providers. CME also provides 
delayed futures and options information on current and past trading 
sessions and market news free of charge on its Web site. There are a 
variety of other public Web sites available at no charge that provide 
information on the foreign currencies underlying the Shares, including 
spot price or currency conversion information about the foreign 
currencies. In addition, the Trusts' Web site provides the following 
information: (1) The spot price for each applicable foreign currency, 
including the bid and offer and the midpoint between the bid and offer 
for the foreign currency spot price, updated every 5 to 10 seconds; (2) 
IIV, updated at least every 15 seconds; (3) a delayed indicative value 
(subject to a 20 minute delay), which is used for calculating premium/
discount information; (4) premium/discount information, calculated on a 
20 minute delayed basis; (5) accrued interest per Share; (6) NAV of 
each Trust; (7) the Basket amount for each applicable foreign currency; 
and (8) the last-sale price of the Shares as traded in the U.S. 
markets, subject to a 20-minute delay. The Exchange states that it will 
provide on its own Web site a link to the Trusts' Web site.
---------------------------------------------------------------------------

    \36\ 15 U.S.C. 78k-1(a)(1)(C)(iii).
---------------------------------------------------------------------------

    Furthermore, the Commission believes that the proposal to list and 
trade the Shares is reasonably designed to promote fair disclosure of 
information that may be necessary to price the Shares appropriately. 
The Commission notes that the Exchange will obtain a representation 
from the Trusts that the NAV per Share for each Trust would be 
calculated daily and made available to all market participants at the 
same time.\37\ NYSE Arca Equities Rule 8.202(i) provides that, in 
connection with trading in the applicable foreign currency, options, 
futures or options on futures on such currency, or any other 
derivatives based on such currency, including Currency Trust Shares, an 
ETP Holder acting as a Market Maker (as defined in NYSE Arca Equities 
Rule 1.1(u)) in the Shares is restricted from using any material, non-
public information received from any person associated with such ETP 
Holder who is trading such foreign currency, options, futures or 
options on futures on such currency, or any other derivatives based on 
such currency. In addition, NYSE Arca Equities Rule 8.202(g) prohibits 
an ETP Holder acting as a registered Market Maker in the Shares from 
being affiliated with a market maker in the applicable foreign 
currency, options, futures or options on futures on such currency, or 
any other derivatives based on such currency, unless adequate 
information barriers are in place, as provided in NYSE Arca Equities 
Rule 7.26.
---------------------------------------------------------------------------

    \37\ See supra note 16.
---------------------------------------------------------------------------

    The Commission also believes that the Exchange's trading halt rules 
are reasonably designed to prevent trading in the Shares when 
transparency is impaired. NYSE Arca Equities Rule 8.202(e)(2) provides 
that, when the Exchange is the listing market, if the value of the 
underlying foreign currency or IIV is no longer calculated or available 
on at least a 15-second delayed basis, the Exchange would consider 
suspending trading in the Shares. NYSE Arca Equities Rule 8.202(e)(2) 
also provides that the Exchange may seek to delist the Shares in the 
event the value of the applicable foreign currency or IIV is no longer 
calculated or available as

[[Page 49529]]

required. In addition, NYSE Arca Equities Rule 7.34(a)(5) provides 
that, if the Exchange becomes aware that the NAV is not being 
disseminated to all market participants at the same time, it will halt 
trading in the Shares until such time as the NAV is available to all 
market participants.\38\
---------------------------------------------------------------------------

    \38\ See supra note 26 and accompanying text.
---------------------------------------------------------------------------

    The Commission further believes that the trading rules and 
procedures to which the Shares will be subject pursuant to this 
proposal are consistent with the Act. The Exchange has represented that 
any securities listed pursuant to this proposal will be deemed equity 
securities and be subject to existing Exchange rules governing the 
trading of equity securities.
    In support of this proposal, the Exchange has made the following 
representations:
    (1) The Exchange represents that it intends to utilize its existing 
surveillance procedures applicable to derivative products, including 
Currency Trust Shares, to monitor trading in the Shares and that such 
procedures are adequate to properly monitor Exchange trading of the 
Shares in all trading sessions and to deter and detect violations of 
Exchange rules and applicable federal securities laws. The Exchange may 
obtain information via ISG from other exchanges that are members of 
ISG. Specifically, the Exchange can obtain such information from CME in 
connection with foreign currency futures and options on futures trading 
on CME pertaining to futures and options on futures on the Russian 
ruble and South African rand.
    (2) The Exchange represents that if the interruption to the 
calculation or wide dissemination of the value of the underlying 
foreign currency or IIV persists past the trading day in which it 
occurred, the Exchange would halt trading no later than the beginning 
of the trading day following the interruption.
    (3) Prior to listing and trading the Shares, the Exchange 
represents that it will inform its ETP Holders in the Bulletin of the 
special characteristics and risks associated with trading the Shares.
    This approval order is based on the Exchange's representations.
    The Commission finds good cause for approving this proposal before 
the 30th day after the publication of notice thereof in the Federal 
Register. As noted above, the Commission previously approved the 
original listing and trading, and trading pursuant to UTP, of shares of 
other CurrencyShares Trusts.\39\ The Commission presently is not aware 
of any regulatory issue that should cause it to revisit those findings 
or would preclude the listing and trading of the Shares on the 
Exchange. Accelerating approval of this proposed rule change would 
allow the Shares to be listed on the Exchange without undue delay.
---------------------------------------------------------------------------

    \39\ See supra notes 3 and 4.
---------------------------------------------------------------------------

V. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Act,\40\ that the proposed rule change (SR-NYSEArca-2008-81), as 
modified by Amendment No. 1 thereto, be, and it hereby is, approved on 
an accelerated basis.
---------------------------------------------------------------------------

    \40\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\41\
---------------------------------------------------------------------------

    \41\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Florence E. Harmon,
Acting Secretary.
[FR Doc. E8-19356 Filed 8-20-08; 8:45 am]
BILLING CODE 8010-01-P


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