Federal Register / Vol. 73, No. 169 / Friday, August 29, 2008 / Notices 51029 

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

2 17 CFR 240.19b–4. 

shares on the basis of a prospectus 

containing the disclosure contemplated 

by condition 2 below, by the sole initial 

shareholder before offering that Fund’s 

shares to the public. 

2. The prospectus for each Fund will 

disclose the existence, substance, and 

effect of any order granted pursuant to 

the application. Each Fund will hold 

itself out to the public as employing the 

management structure described in the 

application. The prospectus will 

prominently disclose that the Adviser 

has ultimate responsibility (subject to 

oversight by the Board) to oversee the 

Subadvisers and recommend their 

hiring, termination, and replacement. 

3. Within 90 days of the hiring of a 

new Subadviser, the affected Fund 

shareholders will be furnished all 

information about the new Subadviser 

that would be included in a proxy 

statement, except as modified to permit 

Aggregate Fee Disclosure. This 

information will include Aggregate Fee 

Disclosure and any change in such 

disclosure caused by the addition of the 

new Subadviser. To meet this 

obligation, the Fund will provide 

shareholders within 90 days of the 

hiring of a new Subadviser with an 

information statement meeting the 

requirements of Regulation 14C, 

Schedule 14C, and Item 22 of Schedule 

14A under the 1934 Act, except as 

modified by the order to permit 

Aggregate Fee Disclosure. 

4. The Adviser will not enter into a 

Subadvisory Agreement with any 

Affiliated Subadviser without that 

agreement, including the compensation 

to be paid thereunder, being approved 

by the shareholders of the applicable 

Fund. 

5. At all times, at least a majority of 

the Board will be Independent Trustees, 

and the nomination of new or additional 

Independent Trustees will be placed 

within the discretion of the thenexisting Independent Trustees. 

6. Independent legal counsel, as 

defined in rule 0–1(a)(6) under the Act, 

will be engaged to represent the 

Independent Trustees. The selection of 

such counsel will be within the 

discretion of the then-existing 

Independent Trustees. 

7. Whenever a Subadviser change is 

proposed for a Fund with an Affiliated 

Subadviser, the Board, including a 

majority of the Independent Trustees, 

will make a separate finding, reflected 

in the applicable Board minutes, that 

such change is in the best interests of 

the Fund and its shareholders, and does 

not involve a conflict of interest from 

which the Adviser or the Affiliated 

Subadviser derives an inappropriate 

advantage. 

8. Whenever a Subadviser is hired or 

terminated, the Adviser will provide the 

Board with information showing the 

expected impact on the profitability of 

the Adviser. 

9. The Adviser will provide general 

management services to each Fund, 

including overall supervisory 

responsibility for the general 

management and investment of the 

Fund’s assets, and, subject to review 

and approval of the Board, will: (a) Set 

each Fund’s overall investment 

strategies; (b) evaluate, select and 

recommend Subadvisers to manage all 

or a part of a Fund’s assets; (c) allocate 

and, when appropriate, reallocate a 

Fund’s assets among one or more 

Subadvisers; (d) monitor and evaluate 

the performance of Subadvisers; and (e) 

implement procedures reasonably 

designed to ensure that the Subadvisers 

comply with the relevant Fund’s 

investment objective, policies and 

restrictions. 

10. The Adviser will provide the 

Board, no less frequently than quarterly, 

with information about the profitability 

of the Adviser on a per-Fund basis. The 

information will reflect the impact on 

profitability of the hiring or termination 

of any Subadviser during the applicable 

quarter. 

11. No trustee or officer of the Trust 

or a Fund, or director or officer of the 

Adviser, will own, directly or indirectly 

(other than through a pooled investment 

vehicle that is not controlled by such 

person), any interest in a Subadviser, 

except for: (a) Ownership of interests in 

the Adviser or any entity that controls, 

is controlled by, or is under common 

control with the Adviser, or (b) 

ownership of less than 1% of the 

outstanding securities of any class of 

equity or debt of any publicly traded 

company that is either a Subadviser or 

an entity that controls, is controlled by, 

or is under common control with a 

Subadviser. 

12. Each Fund will disclose in its 

registration statement the Aggregate Fee 

Disclosure. 

13. The requested order will expire on 

the effective date of rule 15a–5 under 

the Act, if adopted. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–20017 Filed 8–28–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[File No. 500–1] 

In the Matter of Markland 

Technologies, Inc.; Order of 

Suspension of Trading 

August 27, 2008. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Markland 

Technologies, Inc. (‘‘Markland’’) 

because it has not filed any periodic 

reports since the period ended 

September 30, 2005. Markland is quoted 

on the Pink Sheets OTC Markets, Inc. 

under the ticker symbol MRKL. 

The Commission is of the opinion that 

the public interest and the protection of 

investors require a suspension of trading 

in the securities of the above-listed 

company. 

Therefore, it is ordered, pursuant to 

Section 12(k) of the Securities Exchange 

Act of 1934, that trading in the 

securities of the above-listed company is 

suspended for the period from 9:30 a.m. 

EDT on August 27, 2008, through 11:59 

p.m. EDT on September 10, 2008. 

By the Commission. 

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. E8–20220 Filed 8–27–08; 11:15 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–58422; File No. SR–CBOE–

2008–89] 

Self-Regulatory Organizations; 

Chicago Board Options Exchange, 

Incorporated; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Amend Its Rules 

Related to the Hybrid 3.0 Platform and 

Lead Market-Makers 

August 25, 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 

22, 2008, the Chicago Board Options 

Exchange, Incorporated ( ‘‘Exchange’’ or 

‘‘CBOE’’) filed with the Securities and 

Exchange Commission (the 

‘‘Commission’’) the proposed rule 

change as described in Items I and II, 

which Items have been prepared by the 

Exchange. The Exchange filed the 

proposal as a ‘‘non-controversial’’

mstockstill on PROD1PC66 with NOTICES

51030 Federal Register / Vol. 73, No. 169 / Friday, August 29, 2008 / Notices 

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

4 17 CFR 240.19b–4(f)(6). 

5See Rules 8.7.07, Additional Obligations for 

Classes in Which CBOE Hybrid System is NOT 

Implemented, and 8.15, Lead Market-Makers and 

Supplemental Market-Makers in Non-Hybrid and 

Hybrid 3.0 Classes. The Exchange is also proposing 

to amend the title of Rule 8.15 to delete an outdated 

reference to ‘‘Non-Hybrid’’ since there are not any 

of these classes. See Securities Exchange Act 

Release No. 58153 (July 14, 2008), 73 FR 41386 

(July 18, 2008) (SR–CBOE–2008–67) (immediately 

effective rule change that, among other things, 

deleted references to ‘‘Non-Hybrid’’ classes in the 

CBOE Rules). 

6See paragraph (b)(i)(A)(2) of Rule 6.13, CBOE 

Hybrid System’s Automatic Execution Feature 

(which indicates only that eligible orders will 

receive automatic execution against public 

customer orders in the electronic book); see also 

Securities Exchange Act Release No. 55874 (June 7, 

2007), 72 FR 32688 (June 13, 2007) (SR–CBOE–

2006–101) (order approving the Hybrid 3.0 Platform 

which indicates, among other things, that automatic 

execution against quotes (whether electronic or 

manual) will not be allowed). 

7See Securities Exchange Act Release No. 57747 

(April 30, 2007 [sic]), 73 FR 25811 (May 7, 2008) 

(SR–CBOE–2008–49) (immediately effective rule 

change adopting the Off-Floor LMM program for 

Hybrid classes). 

8See Interpretation and Policy .01 to Rule 8.15A, 

Lead Market-Makers in Hybrid Classes. 

9Rule 8.15(a)(1) provides that the factors to be 

considered in selecting LMMs in Hybrid 3.0 classes 

include: adequacy of capital, experience in trading 

index options or options on ETFs, presence in the 

trading crowd, adherence to Exchange rules and 

ability to meet the obligations specified below. An 

individual may be appointed as an LMM in only 

one zone for an expiration month but may also be 

appointed as a Supplemental Market-Maker 

(‘‘SMM’’) in other zones. When individual members 

are associated with one or more other members, 

proposed rule change pursuant to 

Section 19(b)(3)(A)(iii) of the Act 3 and 

Rule 19b–4(f)(6) thereunder.4 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 amend its 

rules relating to the Hybrid 3.0 Platform 

(‘‘Hybrid 3.0’’) and Lead Market-Makers 

(‘‘LMMs’’). The text of the proposed rule 

change is available on the Exchange’s 

Web site (http://www.cboe.org/Legal), at 

the Exchange’s Office of the Secretary 

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 

self-regulatory organization 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 IV below. 

The Exchange 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 the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange is proposing various 

changes related to Hybrid 3.0 and 

LMMs. First, Hybrid 3.0 is an electronic 

trading platform on CBOE’s Hybrid 

Trading System (‘‘Hybrid’’) that allows 

a single quoter to submit an electronic 

quote that represents the aggregate 

Market-Maker quoting interest in a 

series for the trading crowd. CBOE is 

proposing to amend its rules to permit 

one or more quoters to submit electronic 

quotes in Hybrid 3.0 classes. The quotes 

would continue to represent the 

aggregate Market-Maker quoting interest 

in a series for the trading crowd. In 

particular, for example, if there are two 

LMMs appointed to submit electronic 

quotes at the same time in a particular 

series of a Hybrid 3.0 class, the 

following would apply: 

• The best bid and best offer quote 

would be determined by considering all 

quotes available. For example, if LMM1 

submits a quote of $1–$1.20 for 100 

contracts and LMM2 submits a quote of 

$0.95–$1.10 for 50 contracts, the best 

bid and offer quote would be $1–$1.10, 

100 X 50, which represents a firm 

disseminated market quote that the 

trading crowd is responsible for on an 

aggregate basis. 

• The size of multiple quotes at the 

same price would be aggregated. For 

example, if LMM1 submits a quote of 

$1–$1.10 for 100 contracts and LMM2 

submits a quote of $0.95–$1.10 for 50 

contracts, the best bid and best offer 

quote would be $1–$1.10, 100 × 150, 

which represents a firm disseminated 

market quote that the trading crowd is 

responsible for on an aggregate basis. 

The Exchange believes having the 

flexibility to have more than one quoter 

submit electronic quotes would help the 

Exchange to maintain a fair and orderly 

market, including in those instances 

where a quoter may be experiencing 

system problems and back-up quotes are 

needed. The Exchange also believes the 

proposal is consistent with other 

provisions in our rules that permit the 

Exchange to appoint more than one 

market-maker in good standing to 

determine a formula for generating 

automatically updated market 

quotations for a given class using the 

Exchange’s AutoQuote system or a 

proprietary automated quotation 

updating system.5

Second, consistent with the existing 

Hybrid 3.0 Platform, automatic 

execution against Market-Maker quotes 

would not be allowed. Thus, for 

example, quotes would not 

automatically execute against other 

quotes. In this regard, the Exchange is 

proposing to amend Rule 6.45B(d) to 

resolve an inconsistency in its rules and 

make clear what would happen in the 

scenario where two quotes lock the 

market in a Hybrid 3.0 class. In 

particular, though the Exchange’s rules 

elsewhere indicate that there will not be 

automatic execution against quotes,6

Rule 6.45B(d) currently indicates that 

there will be up to a ten second 

counting period before locked quotes 

automatically execute against each 

other. To resolve this inconsistency, the 

Exchange is proposing to amend Rule 

6.45B(d) to provide that, in the event a 

Market-Maker’s disseminated quote(s) 

in a Hybrid 3.0 class would interact 

with the disseminated quote(s) of 

another Market-Maker resulting in a 

‘‘locked’’ quote (e.g., $1.00 bid–$1.00 

offer), then (i) The Exchange will 

disseminate the locked market and both 

quotes will be deemed ‘‘firm’’

disseminated market quotes; (ii) the 

Market-Maker(s) whose quotes are 

locked will receive a quote update 

notification advising that their quotes 

are locked; and (iii) the locked quotes 

will not automatically execute against 

each other—instead they will remain 

locked until a quote is cancelled or 

changed. 

Third, CBOE has an Off-Floor LMM 

program that provides LMMs with the 

flexibility to operate remotely away 

from CBOE’s trading floor. CBOE is 

proposing to expand the program, 

which is currently limited to Hybrid 

classes,7 to include Hybrid 3.0 classes. 

Specifically, CBOE proposes to amend 

Rule 8.15 to provide that an LMM will 

generally operate on CBOE’s trading 

floor (referred to as an ‘‘On-Floor 

LMM’’), but can request that the 

Exchange authorize the LMM to 

function remotely away from CBOE’s 

trading floor (referred to as an ‘‘OffFloor LMM’’) on a class-by-class basis 

for Hybrid 3.0 classes. The procedures 

for Off-Floor LMMs in Hybrid 3.0 

classes will be substantially the same as 

the procedures that are applicable to 

Off-Floor LMMs in Hybrid classes.8 The 

procedures will provide the following: 

• An LMM can request that the 

Exchange authorize it to operate as an 

Off-Floor LMM in one or more classes. 

The Exchange will consider the factors 

specified in Rule 8.15(a)(1),9 as well as 

mstockstill on PROD1PC66 with NOTICES

Federal Register / Vol. 73, No. 169 / Friday, August 29, 2008 / Notices 51031 

only one member may receive an LMM 

appointment. 

10 In addition to CBOE’s Off-Floor LMM program, 

CBOE also has an Off-Floor DPM program. Rule 

8.83(g) provides that the factors to be consider in 

determining whether to permit a Designated 

Primary Market-Maker (‘‘DPM’’) to operate as an 

Off-Floor DPM include, but are not limited to, any 

one or more of the following: (i) Adequacy of 

capital; (ii) operational capacity; (iii) trading 

experience of and observance of generally accepted 

standards of conduct by the applicant, its associated 

persons, and the DPM Designees who will represent 

the applicant in its capacity as a DPM; (iv) number 

and experience of support personnel of the 

applicant who will be performing functions related 

to the applicant’s DPM business; (v) regulatory 

history of and history of adherence to CBOE Rules 

by the applicant, its associated persons, and the 

DPM Designees who will represent the applicant in 

its capacity as a DPM; (vi) willingness and ability 

of the applicant to promote the Exchange as a 

marketplace; (vii) performance evaluations 

conducted pursuant to Rule 8.60, Evaluation of 

Trading Crowd Performance; and (viii) in the event 

that one or more shareholders, directors, officers, 

partners, managers, members, DPM Designees, or 

other principals of an applicant is or has previously 

been a shareholder, director, officer, partner, 

manager, member, DPM Designee, or other 

principal in another DPM, adherence by such DPM 

to the requirements set forth in Section C of Chapter 

VIII of the CBOE Rules respecting DPM 

responsibilities and obligations during the time 

period in which such person(s) held such 

position(s) with the DPM. 

11These On-/Off-Floor LMM provisions are 

substantially similar to the corresponding 

provisions for On-/Off-Floor Hybrid LMMs in 

paragraph .01(b) to Rule 8.15A and for On-/OffFloor DPMs in paragraphs (g) and .01 to Rule 8.83. 

12This provision is substantially similar to 

existing provisions in CBOE’s rules respecting OffFloor Hybrid LMMs and Off-Floor DPM obligations. 

See paragraph .01(c) of CBOE Rule 8.15A and 

paragraph (a)(v) of CBOE Rule 8.85, DPM 

Obligations. CBOE is proposing a related crossreference update to paragraph (c)(vii)(1) of CBOE 

Rule 8.3. 

13This language is substantially similar to 

existing language in CBOE’s rules respecting Hybrid 

LMM obligations and e-DPM obligations. See 

paragraph (b)(vii) of Rule 8.15A and paragraph (x) 

of Rule 8.93, e-DPM Obligations. 

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

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

the factors applicable to Off-Floor DPMs 

specified in paragraph (g) of Rule 8.83, 

Approval to Act as a DPM,10 in 

determining whether to permit an LMM 

to operate as an Off-Floor LMM. If an 

LMM is approved to operate as an OffFloor LMM in one or more classes, the 

Off-Floor LMM can have an LMM 

designee trade in open outcry in the 

option classes allocated to the Off-Floor 

LMM, but the Off-Floor LMM shall not 

receive a participation entitlement 

under Rule 8.15B, Participation 

Entitlement of LMMs, with respect to 

orders represented in open outcry. 

• An LMM that is approved to 

operate as an Off-Floor LMM in one or 

more classes can request that the 

Exchange authorize it to operate as an 

On-Floor LMM in those option classes. 

In making such a determination, the 

Exchange should evaluate whether the 

change is in the best interests of the 

Exchange, and may consider any 

information that it believes will be of 

assistance to it. Factors to be considered 

may include, but are not limited to, 

performance, operational capacity of the 

Exchange or LMM, efficiency, number 

and experience of personnel of the LMM 

who will be performing functions 

related to the trading of the applicable 

securities, number of securities 

involved, number of Market-Makers 

affected, and trading volume of the 

securities.11

• In addition, CBOE is proposing to 

include a requirement that, as part of a 

pilot program until March 14, 2009, an 

Off-Floor LMM not allow more than one 

Market-Maker affiliated with the OffFloor LMM to trade on CBOE’s trading 

floor in any specific option class 

allocated to the Off-Floor LMM and 

provided such Market-Maker is trading 

on a separate membership (absent the 

pilot program, an Off-Floor LMM may 

not allow any Market-Makers affiliated 

with the Off-Floor LMM to trade on 

CBOE’s trading floor in any class 

allocated to the Off-Floor LMM) and 

provided the Off-Floor LMM does not 

have an LMM designee trading in open 

outcry in the option classes allocated to 

the Off-Floor LMM.12

By permitting an LMM appointed to 

a Hybrid 3.0 class to function as an OffFloor LMM, CBOE believes that the rule 

change provides more flexibility to a 

member organization that may wish to 

function remotely, and provides more 

flexibility to CBOE when allocating 

option classes to the best applicant. It 

also removes a potential operational 

dilemma for a Market-Maker that 

functions as a DPM or LMM in other 

Hybrid classes and would like to 

function remotely away from the trading 

floor as a DPM/LMM in all of its option 

classes. Accordingly, CBOE believes 

that the proposed rule change is 

designed to promote just and equitable 

principles of trade. 

Fourth, CBOE is proposing to update 

the LMM obligations listed in Rule 8.15 

to include a requirement that, subject to 

paragraph (d) of Rule 54.7, General 

Prohibitions (under the CBOE Stock 

Exchange Rules), LMMs in Hybrid 3.0 

classes (whether On-Floor or Off-Floor) 

maintain information barriers that are 

reasonably designed to prevent the 

misuse of material, non-public 

information with any affiliates that may 

conduct a brokerage business in option 

classes allocated to the LMM or act as 

specialist or Market-Maker in any 

security underlying options allocated to 

the LMM, and otherwise comply with 

the requirements of Rule 4.18, 

Prevention of the Misuse of Material, 

Non-Public Information.13

Finally, CBOE is proposing to amend 

Rule 8.15B. Currently under the rule, if 

an LMM entitlement has been 

established for a class, the entitlement 

applies for both electronic and open 

outcry trades (except that, as discussed 

above, an Off-Floor LMM is not eligible 

to have an open outcry participation 

entitlement). The Exchange is proposing 

to amend the rule to provide that an 

LMM participation entitlement may be 

established for electronic and/or open 

outcry trading on a class-by-class basis 

(except that an Off-Floor LMM would 

still not be eligible to have an open 

outcry participation entitlement). This 

change would apply for Hybrid and 

Hybrid 3.0 classes. The change will 

provide the Exchange with flexibility to 

determine, for example, to have a 

participation entitlement for electronic 

trades executed by an LMM(s) in Hybrid 

options class XYZ but have no 

participation entitlement for trades 

executed in open outcry by an LMM(s) 

in the same class. 

2. Statutory Basis 

The Exchange believes the proposed 

rule change is consistent with the Act 

and the rules and regulations under the 

Act applicable to a national securities 

exchange and, in particular, the 

requirements of Section 6(b) of the 

Act.14 Specifically, the Exchange 

believes the proposed rule change is 

consistent with the Section 6(b)(5) Act 15

requirements that the rules of an 

exchange be designed to promote just 

and equitable principles of trade, to 

prevent fraudulent and manipulative 

acts and, in general, to protect investors 

and the public interest. The Exchange 

believes that the proposed changes to 

allow for more than one quoter to 

submit electronic quotes in Hybrid 3.0 

classes, to clarify the manner in which 

the Hybrid 3.0 Platform operates in a 

locked market scenario, to allow for OffFloor Hybrid 3.0 LMMs and update our 

information barrier procedures for 

LMMs generally, and to allow for the 

application of an LMM participation 

entitlement for electronic and/or open 

outcry trades should help the Exchange 

to maintain a fair and orderly market 

and create incentives for LMMs to 

provide liquidity, and investors will 

benefit as a result. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

CBOE does not believe that the 

proposed rule change will impose any 

mstockstill on PROD1PC66 with NOTICES

51032 Federal Register / Vol. 73, No. 169 / Friday, August 29, 2008 / Notices 

16 15 U.S.C. 78s(b)(3)(A). 17 17 CFR 240.19b–4(f)(6). 18 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3Securities Exchange Act Release No. 58134 (Jul. 

10, 2008), 73 FR 40892 (Jul. 16, 2008) (SR–FINRA–

2008–025). 

4See submission via SEC WebForm from Dan 

Mayfield, President, Sanderlin Securities, dated 

July 24, 2008. 

5The current FINRA rulebook consists of two sets 

of rules: (1) NASD rules and (2) rules incorporated 

from NYSE (‘‘Incorporated NYSE Rules’’) (together 

referred to as the ‘‘Transitional Rulebook’’). The 

Incorporated NYSE Rules apply only to those 

members of FINRA that are also members of the 

NYSE (‘‘Dual Members’’). Dual Members also must 

comply with NASD rules. For more information 

regarding the rulebook consolidation process, see 

FINRA Information Notice March 12, 2008 

(Rulebook Consolidation Process). 

burden on competition 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 

The Exchange neither solicited nor 

received comments on the proposal. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the foregoing rule does not (i) 

Significantly affect the protection of 

investors or the public interest; (ii) 

impose any significant burden on 

competition; and (iii) become operative 

for 30 days from the date on which it 

was filed, or such shorter time as the 

Commission may designate if consistent 

with the protection of investors and the 

public interest, provided that the selfregulatory organization has given the 

Commission written notice of its intent 

to file the proposed rule change at least 

five business days prior to the date of 

filing of the proposed rule change or 

such shorter time as designated by the 

Commission, the proposed rule change 

has become effective pursuant to 

Section 19(b)(3)(A) of the Act 16 and 

Rule 19b–4(f)(6) thereunder.17 At any 

time within 60 days of the filing of such 

proposed rule change, the Commission 

may summarily abrogate such rule 

change if it appears to the Commission 

that such action is necessary or 

appropriate in the public interest, for 

the protection of investors, or otherwise 

in furtherance of the purposes of the 

Act. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s Internet 

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

rules/sro.shtml); or 

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

Number SR–CBOE–2008–89 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–CBOE–2008–89. This file 

number should be included on the 

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

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

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

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

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

available for inspection and copying in 

the Commission’s Public Reference 

Room, 100 F Street, NE., Washington, 

DC 20549, on official business days 

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

Copies of such filing also will be 

available for inspection and copying at 

the principal office of the CBOE. 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–CBOE–2008–89 and should 

be submitted on or before September 19, 

2008. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.18

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–20064 Filed 8–28–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–58421; File No. SR–FINRA–

2008–025] 

Self Regulatory Organizations; 

Financial Industry Regulatory 

Authority, Inc.; Order Approving 

Proposed Rule Change Relating to the 

Adoption of NASD Rule 2790 as FINRA 

Rule 5130 (Restrictions on the 

Purchase and Sale of Initial Public 

Offerings) in the Consolidated FINRA 

Rulebook 

August 25, 2008. 

I. Introduction 

On June 12, 2008, the Financial 

Industry Regulatory Authority, Inc. 

(‘‘FINRA’’) (f/k/a National Association 

of Securities Dealers, Inc. (‘‘NASD’’)) 

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 proposal to adopt 

NASD Rule 2790 (Restrictions on the 

Purchase and Sale of Initial Equity 

Public Offerings) (‘‘Rule’’) as FINRA 

Rule 5130 in the consolidated FINRA 

rulebook, with only minor changes. This 

proposal was published for comment in 

the Federal Register on July 16, 2008.3

The Commission received one comment 

on the proposal.4 This order approves 

this proposed rule change. 

II. Description of the Proposed Rule 

Change 

As part of the process of developing 

the new consolidated rulebook (the 

‘‘Consolidated FINRA Rulebook’’),5

FINRA proposed to adopt the Rule as 

FINRA Rule 5130 in the Consolidated 

FINRA Rulebook with only minor 

changes. The Rule is designed to protect 

the integrity of the initial public offering 

(‘‘IPO’’) process by ensuring that FINRA 

member firms make bona fide public 

offerings of securities at the offering 

price, such firms do not withhold 

mstockstill on PROD1PC66 with NOTICES