50382 Federal Register / Vol. 73, No. 166 / Tuesday, August 26, 2008 / Notices 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 58102 

(July 3, 2008), 73 FR 40410. 

4See MFQS User Guide at 

www.nasdaqtrader.com. 

5 Id. 

6 Id. 

7 Id. 

8See e-mail from Alex Kogan, Associate General 

Counsel, Nasdaq, to Andrew Madar, AttorneyAdvisor, Commission, dated August 15, 2008. 

9 In approving this proposed rule change, the 

Commission has considered the proposed rule’s 

impact on efficiency, competition, and capital 

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

10 15 U.S.C. 78f(b). 

11 15 U.S.C. 78s(b)(1). 

12 17 CFR 240.19b–4. 

13See 15 U.S.C. 78c(a)(2). 

14 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–58392; File No. SR–

NASDAQ–2008–019] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Order 

Approving Proposed Rule Change as 

Modified by Amendment No. 1 Thereto 

To Remove From the Nasdaq Rules 

Fee Provisions Relating to Nasdaq’s 

Mutual Fund Quotation Service 

August 20, 2008. 

On March 12, 2008, The NASDAQ 

Stock Market LLC (‘‘Nasdaq’’) filed with 

the Securities and Exchange 

Commission (‘‘Commission’’), pursuant 

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

Exchange Act of 1934 (‘‘Act’’) 1 and Rule 

19b–4 thereunder,2 a proposed rule 

change to remove from the Nasdaq 

rulebook references to the fees charged 

by Nasdaq in connection with its 

Mutual Fund Quotation Service 

(‘‘MFQS’’). On July 3, 2008, Nasdaq 

filed Amendment No. 1 to the proposed 

rule change. The proposed rule change, 

as amended, was published for 

comment in the Federal Register on July 

14, 2008.3 The Commission received no 

comments regarding the proposal. This 

order approves the proposed rule 

change, as modified by Amendment No. 

1. 

Through the MFQS, Nasdaq collects 

price data for mutual funds, money 

market funds, and unit investment 

trusts.4 This price data includes 

information such as net asset value, 

offer/market price, and capital gains 

distributions.5 Price data may be 

submitted to Nasdaq by either the fund 

itself, or by a third-party service 

facilitator, such as a pricing agent.6 This 

pricing data is then transmitted to print 

media and/or market data vendors, 

depending on the level of service for 

which the fund qualifies.7 The data 

interface for the MFQS is separate from 

the Nasdaq trading system interface.8

Nasdaq Rule 7033 (a) through (d) sets 

forth the fees that Nasdaq charges 

money market funds, mutual funds, and 

unit investment trusts for participating 

in the MFQS. Nasdaq Rules 7019(b) and 

7033(e) set forth the distribution and 

access fees that Nasdaq charges for 

MFQS information, which is 

transmitted via the Mutual Funds 

Dissemination Service (‘‘MFDS’’). 

Nasdaq proposes to delete Rule 7033 in 

its entirety from its rulebook, and the 

portion of Rule 7019(b) that relates to 

MFQS fees. 

The Commission has carefully 

reviewed the proposed rule change and 

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.9 The Commission 

believes that it is reasonable for Nasdaq 

to delete the portion of Rule 7019(b) that 

relates to MFQS fees, and Rule 7033 in 

its entirety as, based on representations 

made by Nasdaq, neither the MFQS nor 

the MFDS appear to be facilities of a 

national securities exchange within the 

meaning of the Act. Removing these 

provisions is thus consistent with the 

requirements of Section 6(b) of the 

Act,10 as the fees charged by Nasdaq in 

connection with the MFQS do not fall 

within the scope of the rules that must 

be filed with the Commission pursuant 

to Section 19(b)(1) of the Act 11 and Rule 

19b–4 thereunder.12

If, however, Nasdaq were to propose 

to tie pricing for the MFQS or the MFDS 

to an exchange activity, or otherwise 

modify the MFQS or MFDS such that 

they fall within the definition of facility 

of an exchange in the Act,13 Nasdaq 

would have to file a proposed rule 

change with the Commission. 

It is therefore ordered, pursuant to 

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

proposed rule change (SR–NASDAQ–

2008–019), as modified by Amendment 

No. 1, be, and it hereby is, approved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.14

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–19784 Filed 8–25–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–58395; File No. SR–

NYSEArca–2008–85] 

Self-Regulatory Organizations; Notice 

of Filing of Proposed Rule Change by 

NYSE Arca, Inc. Relating to Listing and 

Trading of PowerShares Active U.S. 

Real Estate Fund 

August 20, 2008. 

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

Securities Exchange Act of 1934 (the 

‘‘Exchange Act’’) 2 and Rule 19b–4 

thereunder,3 notice is hereby given that, 

on August 11, 2008, NYSE Arca, Inc. 

(‘‘NYSE Arca’’ or the ‘‘Exchange’’) filed 

with the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I, II, and III below, which Items 

have been prepared by the Exchange. 

The Commission is publishing this 

notice to solicit comments on the 

proposed rule change from interested 

persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

NYSE Arca, through its wholly-owned 

subsidiary NYSE Arca Equities, Inc. 

(‘‘NYSE Arca Equities’’ or the 

‘‘Corporation’’), proposes to list and 

trade the following under NYSE Arca 

Equities Rule 8.600 (‘‘Managed Fund 

Shares’’): the PowerShares Active U.S. 

Real Estate Fund. 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, the 

Exchange included statements 

concerning the purpose of, and basis for, 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

forth in sections A, B, and C below, of 

the most significant parts of such 

statements. 


sroberts on PROD1PC76 with NOTICES
Federal Register / Vol. 73, No. 166 / Tuesday, August 26, 2008 / Notices 50383 

4A Managed Fund Share is a security that 

represents an interest in an investment company 

registered under the Investment Company Act of 

1940 (15 U.S.C. 80a) (‘‘1940 Act’’) organized as an 

open-end investment company or similar entity that 

invests in a portfolio of securities selected by its 

investment adviser consistent with its investment 

objectives and policies. In contrast, an open-end 

investment company that issues Investment 

Company Units, listed and traded on the Exchange 

under NYSE Arca Equities Rule 5.2(j)(3), seeks to 

provide investment results that correspond 

generally to the price and yield performance of a 

specific foreign or domestic stock index, fixed 

income securities index or combination thereof. 

5The Commission previously approved listing 

and trading on the Exchange of the following 

PowerShares actively managed funds under Rule 

8.600: PowerShares Active AlphaQ Fund, the 

PowerShares Active Alpha Multi-Cap Fund, the 

PowerShares Active Mega-Cap Portfolio and the 

PowerShares Active Low Duration Portfolio. See 

Securities Exchange Act Release No. 57619 (April 

4, 2008), 73 FR 19544 (April 10, 2008) (SR–

NYSEArca–2008–25). 

6The Trust is registered under the 1940 Act. On 

June 26, 2008, the Trust filed with the Commission 

a Registration Statement for the Fund on Form N–

1A under the Securities Act of 1933, as amended, 

(15 U.S.C. 77a), and under the 1940 Act relating to 

the Fund (File Nos. 333–147622 and 811–22148) 

(‘‘Registration Statement’’). The description of the 

operation of the Trust herein is based on the 

Registration Statement. 

7 17 CFR 240.10A–3. 

8 15 U.S.C. 80b–1. The Exchange represents that 

the Adviser and its related personnel, are subject to 

Advisers Act Rule 204A–1. This Rule specifically 

requires the adoption of a code of ethics by an 

investment adviser to include, at a minimum: (i) 

Standards of business conduct that reflect the 

firm’s/personnel fiduciary obligations; (ii) 

provisions requiring supervised persons to comply 

with applicable federal securities laws; (iii) 

provisions that require all access persons to report, 

and the firm to review, their personal securities 

transactions and holdings periodically as 

specifically set forth in Rule 204A–1; (iv) provisions 

requiring supervised persons to report any 

violations of the code of ethics promptly to the 

chief compliance officer (‘‘CCO’’) or, provided the 

CCO also receives reports of all violations, to other 

persons designated in the code of ethics; and (v) 

provisions requiring the investment adviser to 

provide each of the supervised persons with a copy 

of the code of ethics with an acknowledgement by 

said supervised persons. In addition, Rule 206(4)–

7 under the Advisers Act makes it unlawful for an 

investment adviser to provide investment advice to 

clients unless such investment adviser has (i) 

Adopted and implemented written policies and 

procedures reasonably designed to prevent 

violation, by the investment adviser and its 

supervised persons, of the Advisers Act and the 

Commission rules adopted thereunder; (ii) 

implemented, at a minimum, an annual review 

regarding the adequacy of the policies and 

procedures established pursuant to subparagraph (i) 

above and the effectiveness of their 

implementation; and (iii) designated an individual 

(who is a supervised person) responsible for 

administering the policies and procedures adopted 

under subparagraph (i) above. 

9The Bid/Ask Price of the Fund is determined 

using the highest bid and the lowest offer on the 

Exchange as of the time of calculation of the Fund’s 

NAV. The records relating to Bid/Ask Prices will be 

retained by the Fund and their service providers. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to list and 

trade the following Managed Fund 

Shares 4 (‘‘Shares’’) under NYSE Arca 

Equities Rule 8.600: The PowerShares 

Active U.S. Real Estate Fund (‘‘Fund’’).5

The Shares will be offered by 

PowerShares Actively Managed 

Exchange-Traded Fund Trust (the 

‘‘Trust’’), a business trust organized 

under the laws of the State of Delaware 

and registered with the Commission as 

an open-end management investment 

company.6

The Shares will conform to the initial 

and continued listing criteria under 

Rule 8.600. The Fund will not purchase 

or sell securities in markets outside the 

U.S. The Exchange represents that, for 

initial and/or continued listing, the 

Fund will be in compliance with Rule 

10A–3 7 under the Exchange Act, as 

provided by NYSE Arca Equities Rule 

5.3. 

Description of the Fund 

Invesco PowerShares Capital 

Management LLC (the ‘‘Adviser’’) is the 

investment adviser for the Fund and is 

registered as an ‘‘investment adviser’’

under the Investment Advisers Act of 

1940 (the ‘‘Advisers Act’’).8 Invesco 

Institutional (N.A.), Inc. (‘‘Invesco 

Institutional’’) is the Fund’s primary 

investment sub-adviser and is also 

registered as an ‘‘investment adviser’’

under the Advisers Act. Invesco Aim 

Distributors, Inc. (the ‘‘Distributor’’) 

serves as the principal underwriter and 

distributor for the Fund. The Adviser is 

affiliated with the Distributor, a brokerdealer. As required by NYSE Arca 

Equities Rule 8.600, Commentary .07, 

the Exchange represents that the 

Adviser has implemented a ‘‘fire wall’’

with respect to such broker-dealer 

regarding access to information 

concerning the composition and/or 

changes to the Fund’s portfolio. 

According to the Registration 

Statement, the Fund has an investment 

objective of high total return through 

growth of capital and current income. It 

seeks to achieve its investment objective 

by investing, under normal market 

conditions, at least 80% of its assets in 

securities of companies that are 

principally engaged in the U.S. real 

estate industry. A company is 

considered to be principally engaged in 

the U.S. real estate industry if (i) it 

derives 50% of its revenues or profits 

from the ownership, leasing, 

construction, financing or sale of U.S. 

real estate; or (ii) it has at least 50% of 

the value of its assets invested in U.S. 

real estate. The Fund plans to invest 

principally in equity real estate 

investment trusts (‘‘REITs’’). Equity 

REITs pool investors’’ funds for 

investments primarily in real estate 

properties or real estate-related loans 

(such as mortgages). The Fund may also 

invest in real estate operating 

companies (‘‘REOCs’’), as well as 

securities of other companies 

principally engaged in the U.S. real 

estate industry. REOCs are similar to 

REITs, except that REOCs reinvest their 

earnings into the business, rather than 

distributing them to unitholders like 

REITs. The 80% investment policy is 

non-fundamental and requires 60 days’

prior written notice to shareholders 

before it can be changed. 

In constructing the portfolio, the subadvisers (as described in the 

Registration Statement) analyze 

quantitative and statistical metrics to 

identify attractively priced securities. 

The security and portfolio evaluation 

process is generally conducted monthly. 

The sub-advisers will consider selling or 

reducing a security position if (i) The 

relative attractiveness of a security falls 

below desired levels; (ii) a particular 

security’s risk/return profile changes 

significantly; or (iii) a more attractive 

investment opportunity is identified. 

Creations and redemptions of Shares 

occur in large specified blocks of 

Shares, referred to as ‘‘Creation Units’’. 

The Creation Unit size for the Fund is 

50,000 Shares. 

The NAV of the Fund will normally 

be determined as of the close of the 

regular trading session on the NYSE 

(ordinarily 4 p.m. Eastern Time) on each 

business day. 

Availability of Information 

The Fund’s Web site (http:// 

www.powershares.com), which will be 

publicly available prior to the public 

offering of Shares, will include a form 

of the Prospectus for the Fund that may 

be downloaded. The Web site will 

include additional quantitative 

information updated on a daily basis, 

including, for the Fund, (1) daily trading 

volume, the prior business day’s 

reported closing price, NAV and midpoint of the Bid/Ask spread at the time 

of calculation of such NAV (the ‘‘Bid/ 

Ask Price’’),9 and a calculation of the 

premium and discount of the Bid/Ask 

Price against the NAV, and (2) data in 

chart format displaying the frequency 

distribution of discounts and premiums 

of the daily Bid/Ask Price against the 

NAV, within appropriate ranges, for 

each of the four previous calendar 

quarters. On each business day, before 

commencement of trading in Shares in 

the Core Trading Session on the 

Exchange, the Fund will disclose on its 


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50384 Federal Register / Vol. 73, No. 166 / Tuesday, August 26, 2008 / Notices 

10Under accounting procedures followed by the 

Fund, trades made on the prior business day (‘‘T’’) 

will be booked and reflected in NAV on the current 

business day (‘‘T+1’’). Accordingly, the Fund will 

be able to disclose at the beginning of the business 

day the portfolio that will form the basis for the 

NAV calculation at the end of the business day. 

11See NYSE Arca Equities Rule 7.12, 

Commentary .04. 

12For a list of the current members of ISG, see 

http://www.isgportal.org. 

13NYSE Arca Equities Rule 9.2(a) provides that 

an ETP Holder, 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, the ETP Holder shall make reasonable 

efforts to obtain information concerning the 

customer’s financial status, tax status, investment 

objectives, and any other information that the ETP 

Holder believes would be useful to make a 

recommendation. See Securities Exchange Act 

Release No. 54026 (June 21, 2006), 71 FR 36850 

(June 28, 2006) (SR–PCX–2005–115). 

Web site the Disclosed Portfolio as 

defined in proposed Rule 8.600(c)(2) 

that will form the basis for the Fund’s 

calculation of NAV at the end of the 

business day.10 The Web site 

information will be publicly available at 

no charge. 

Investors can also obtain the Trust’s 

Statement of Additional Information 

(‘‘SAI’’), the Fund’s Shareholder 

Reports, and its Form N–CSR and Form 

N–SAR, filed twice a year. The Trust’s 

SAI and Shareholder Reports are 

available free upon request from the 

Trust, and those documents and the 

Form N–CSR and Form N–SAR may be 

viewed on-screen or downloaded from 

the Commission’s Web site at http:// 

www.sec.gov. 

Information regarding market price 

and trading volume of the Shares is and 

will be continually available on a realtime basis throughout the day on 

brokers’ computer screens and other 

electronic services. Information 

regarding the previous day’s closing 

price and trading volume information 

will be published daily in the financial 

section of newspapers. Quotation and 

last sale information for the Shares will 

be available via the Consolidated Tape 

Association (‘‘CTA’’) high-speed line. In 

addition, the Portfolio Indicative Value, 

as defined in NYSE Arca Equities Rule 

8.600(c)(3), will be disseminated by the 

Exchange at least every 15 seconds 

during the Core Trading Session 

through the facilities of CTA. The 

dissemination of the Portfolio Indicative 

Value, together with the Disclosed 

Portfolio, will allow investors to 

determine the value of the underlying 

portfolio of a Fund on a daily basis and 

to provide a close estimate of that value 

throughout the trading day. 

For more information regarding the 

Shares and the Fund, including 

investment strategies, risks, creation and 

redemption procedures, fees, portfolio 

holdings disclosure policies, 

distributions and taxes, see the 

Registration Statement. All terms 

relating to the Fund that are referred to, 

but not defined in, this proposed rule 

change are defined in the Registration 

Statement. 

Initial and Continued Listing Criteria 

The Fund will be subject to the initial 

and continued listing criteria of NYSE 

Arca Equities Rule 8.600(d). The 

Exchange has established that a 

minimum of 100,000 Shares will be 

required to be outstanding at the time of 

commencement of trading on the 

Exchange. In addition, the Exchange 

will obtain a representation from the 

Fund that the NAV per Share will be 

calculated daily and that the NAV and 

the Disclosed Portfolio will be made 

available to all market participants at 

the same time. 

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 

the Fund.11 Trading in Shares of the 

Fund will be halted if the circuit breaker 

parameters in NYSE Arca Equities Rule 

7.12 have been reached. Trading also 

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: (1) The extent to which trading 

is not occurring in the securities 

comprising the Disclosed Portfolio and/ 

or the Financial Instruments of the 

Fund; or (2) whether other unusual 

conditions or circumstances detrimental 

to the maintenance of a fair and orderly 

market are present. Trading in the 

Shares will be subject to Rule 

8.600(d)(2)(D), which sets forth 

circumstances under which Shares of 

the Fund may be halted. 

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. Shares will trade on 

the NYSE Arca Marketplace from 4 a.m. 

to 8 p.m. Eastern Time in accordance 

with NYSE Arca Equities Rule 7.34 

(Opening, Core, and Late Trading 

Sessions). The Exchange has 

appropriate rules to facilitate 

transactions in the Shares during all 

trading sessions. The minimum trading 

increment for Shares on the Exchange 

will be $0.01. 

Surveillance 

The Exchange intends to utilize its 

existing surveillance procedures 

applicable to derivative products (which 

include Managed Fund 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 

securities trading 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 the ISG.12 In addition, the 

Exchange also has a general policy 

prohibiting the distribution of material, 

non-public information by its 

employees. 

Information Bulletin 

Prior to the commencement of 

trading, the Exchange will inform its 

ETP Holders in an Information Bulletin 

(‘‘Bulletin’’) of the special 

characteristics and risks associated with 

trading the Shares. Specifically, the 

Bulletin will discuss the following: (1) 

The procedures for purchases and 

redemptions of Shares in Creation Unit 

aggregations (and that Shares are not 

individually redeemable); (2) NYSE 

Arca Equities Rule 9.2(a),13 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; (3) the risks involved 

in trading the Shares during the 

Opening and Late Trading Sessions 

when an updated Portfolio Indicative 

Value will not be calculated or publicly 

disseminated; (4) how information 

regarding the Portfolio Indicative Value 

is disseminated; (5) the requirement that 

ETP Holders deliver a prospectus to 

investors purchasing newly issued 

Shares prior to or concurrently with the 

confirmation of a transaction; and (6) 

trading information. 

In addition, the Bulletin will 

reference that the Fund is subject to 

various fees and expenses described in 

the Registration Statement. The Bulletin 

will discuss any exemptive, no-action, 


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Federal Register / Vol. 73, No. 166 / Tuesday, August 26, 2008 / Notices 50385 

14 15 U.S.C. 78f(b)(5). 

15E-mail from Michael Cavalier, Associate 

General Counsel, NYSE Euronext, to Edward Cho 

and Christopher Chow, Special Counsels, 

Commission, dated August 13, 2008. 

16 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

and interpretive relief granted by the 

Commission from any rules under the 

Exchange Act. The Bulletin will also 

disclose that the NAV for the Shares 

will be calculated after 4 p.m. Eastern 

Time each trading day. 

2. Statutory Basis 

The basis under the Exchange Act for 

this proposed rule change is the 

requirement under Section 6(b)(5) 14

that an exchange have rules that are 

designed 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, in general, to protect 

investors and the public interest. The 

Exchange believes that the proposed 

rule change will facilitate the listing and 

trading of an additional type of actively 

managed exchange-traded product that 

will enhance competition among market 

participants, to the benefit of investors 

and the marketplace. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will impose 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Exchange 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. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Within 35 days of the date of 

publication of this notice in the Federal 

Register or within such longer period (i) 

as the Commission may designate up to 

90 days of such date if it finds such 

longer period to be appropriate and 

publishes its reasons for so finding or 

(ii) as to which the self-regulatory 

organization consents, the Commission 

will: 

(A) By order approve the proposed 

rule change, or 

(B) Institute proceedings to determine 

whether the proposed rule change 

should be disapproved. 

The Exchange has requested 

accelerated approval of this proposed 

rule change prior to the 30th day after 

the date of publication of the notice in 

the Federal Register.15 The Commission 

is considering granting accelerated 

approval of the proposed rule change at 

the end of a 15-day comment period. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Exchange 

Act. Comments may be submitted by 

any of the following methods: 

Electronic Comments 

• Use the Commission’s Internet 

comment form (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an e-mail to rulecomments@sec.gov. Please include File 

Number SR–NYSEArca–2008–85 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street, NE., 

Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–NYSEArca–2008–85. 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–2008–85 and 

should be submitted on or before 

September 10, 2008. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.16

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–19707 Filed 8–25–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–58396; File No. SR–

NYSEArca–2008–86] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing of Proposed 

Rule Change Relating to Listing of the 

WisdomTree Dreyfus Emerging 

Markets Fund 

August 20, 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 August 

11, 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 (‘‘Commission’’) the 

proposed rule change as described in 

Items I, II, and III below, which Items 

have been prepared by the Exchange. 

The Commission is publishing this 

notice to solicit comments on the 

proposed rule change from interested 

persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to list and 

trade the shares of the following fund of 

the WisdomTree Trust (the ‘‘Trust’’) 

under NYSE Arca Equities Rule 8.600 

(Managed Fund Shares): WisdomTree 

Dreyfus Emerging Markets Fund 

(‘‘Fund’’). The shares of the Fund are 

collectively referred to herein as the 

‘‘Shares.’’ The text of the proposed rule 

change is available at the Exchange, the 

Commission’s Public Reference Room, 

and www.nyse.com. 

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 


sroberts on PROD1PC76 with NOTICES