53064 Federal Register / Vol. 73, No. 178 / Friday, September 12, 2008 / Notices 

12 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3Amex’s initial listing standards for EquityLinked Notes are set forth in Section 107A of the 

Amex Company Guide, which was approved by the 

Commission in March 1990, and Section 107B of 

the Amex Company Guide, which was approved by 

the Commission in May 1993. These sections have 

been amended several times. The filings that are 

relevant to the topics discussed in this filing follow. 

See Securities Exchange Act Release Nos. 27753 

(March 1, 1990), 55 FR 8626 (March 8, 1990) (SR– 

Amex–89–29); 32343 (May 20, 1993), 58 FR 30833 

(May 27, 1993) (SR–Amex–92–42); 34549 (August 

18, 1994), 59 FR 43873 (August 25, 1994) (SR– 

Amex–93–46); 36990 (March 20, 1996), 61 FR 

13545 (March 27, 1996) (SR–Amex–95–44); 37783 

(October 4, 1996), 61 FR 53246 (October 10, 1996) 

(SR–Amex–96–31); 47055 (December 19, 2002), 67 

FR 79669 (December 30, 2002) (SR–Amex–2002– 

110); 55733 (May 10, 2007), 72 FR 27602 (May 16, 

2007) (SR–Amex–2007–34) (collectively, ‘‘Amex 

Releases’’). 

4See Securities Exchange Act Release No. 56924 

(December 7, 2007), 72 FR 70918 (December 13, 

2007) (SR–NYSEArca–2007–98) (‘‘NYSE Arca 

Release’’). 

5See Amex Company Guide Section 107 and 

NYSE Arca Equities Rules 5.1(b)(14) and 5.2(j)(2). 

6See Amex Company Guide Section 107 and 

NYSE Arca Equities Rule 5.2(j)(2)(B). 

2008–91 and should be submitted on or 

before October 3, 2008. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.12

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–21167 Filed 9–11–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–58467; File No. SR–NYSE– 

2008–77] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Order Granting Accelerated 

Approval of Proposed Rule Change To 

Amend Its Rule Governing EquityLinked Debt Securities To Permit the 

Listing of Equity-Linked Debt 

Securities Linked To Baskets of Up to 

Thirty Underlying Securities and To 

Provide for Greater Flexibility in 

Listing Criteria 

September 5, 2008. 

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

Securities Exchange Act of 1934 

(‘‘Exchange Act’’) 1 and Rule 19b–4 

thereunder,2 notice is hereby given that 

on August 26, 2008, New York Stock 

Exchange LLC (‘‘NYSE’’ or ‘‘Exchange’’) 

filed with the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change as described in 

Items I and II below, which Items have 

been prepared by the Exchange. The 

Commission is publishing this notice 

and order to solicit comments on the 

proposed rule change from interested 

persons and to approve the proposal on 

an accelerated basis. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to amend 

Section 703.21 of the Exchange’s Listed 

Company Manual (the ‘‘Manual’’) to 

permit the listing of Equity-Linked Debt 

Securities (‘‘ELDS’’) related to up to 

thirty (30) underlying stocks and to 

provide for greater flexibility in the 

listing criteria for ELDS. The text of the 

proposed rule change is available at 

NYSE, http://www.nyse.com, and 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 these statements may be examined at 

the places specified in Item III below. 

The NYSE has prepared summaries, set 

forth in Sections A, B and C below, of 

the most significant aspects of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend 

Section 703.21 of the Manual to permit 

the listing of ELDS related to up to 

thirty (30) underlying stocks and to 

provide for greater flexibility in the 

listing criteria for ELDS. The Exchange 

wishes to make this change in order to 

harmonize Section 703.21 with the 

comparable rules of the American Stock 

Exchange (the ‘‘Amex’’),3 as well as the 

rules of NYSE Arca, Inc., which were 

recently conformed to the Amex rules.4

Number of Linked Securities 

Currently, the Exchange defines ELDS 

as non-convertible debt of an issuer 

where the value of the debt is based, at 

least in part, on the value of another 

issuer’s common stock, non-convertible 

preferred stock, common units of a 

master limited partnership or any other 

common equity security of a type 

classified for trading as stocks by the 

Exchange. The Exchange proposes to 

amend the definition to state that ELDS 

are defined as debt securities that are 

linked, in whole or in part, to the value 

of up to thirty (30) underlying stocks. 

This change conforms to NYSE Arca 

Equities Rule 5.1(b)(14), NYSE Arca 

Equities Rule 5.2(j)(2), and Section 107B 

of the Amex Company Guide.5 The 

Exchange proposes to expand the 

number of stocks that may be linked to 

ELDS in order to accommodate the 

varying types of ELDS products that are 

currently offered in the marketplace. 

The Exchange believes that expanding 

the number of stocks that may be linked 

to ELDS will also provide investors with 

enhanced investment flexibility. The 

Exchange also believes that there would 

be no investor protection concerns with 

expanding the number of stocks linked 

to ELDS because each linked stock is 

required to individually satisfy the 

applicable listing standards set forth in 

Section 703.21. 

Equity-Linked Debt Security Listing 

Standards 

Section 703.21(B) currently provides 

that an issue of ELDS must have a 

minimum public distribution of one 

million ELDS, a minimum of 400 

holders, a minimum market value of $4 

million, and a minimum term of one 

year. 

The Exchange proposes to add an 

exception to the minimum holders 

standard in Section 703.21(B) to provide 

that, if the ELDS is traded in $1,000 

denominations, there will be no 

minimum number of holders. The 

Exchange also proposes to add an 

exception to the public distribution 

standard to provide that, if an issuance 

of ELDS is traded in $1,000 

denominations, there will be no 

minimum public distribution 

requirement. These changes correspond 

to NYSE Arca Equities Rule 5.2(j)(2)(B) 

and Section 107A(b) of the Amex 

Company Guide.6 The Exchange notes 

that, without the exception to the one 

million ELDS minimum public 

distribution requirement, the Exchange 

would be unable to list ELDS in $1,000 

dollar denominations having a market 

value of less than $1 billion. The 

Exchange believes that the proposed 

exception is a reasonable 

accommodation for those issuances in 

$1,000 denominations. 

In addition, the Exchange proposes to 

add an exception to the holders 

requirement in Section 703.21(B) to 

provide that, if the ELDS are redeemable 

at the option of the holders thereof on 


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Federal Register / Vol. 73, No. 178 / Friday, September 12, 2008 / Notices 53065 

7 Id. 

8See Amex Company Guide Section 107(B)(e) 

and NYSE Arca Equities Rule 5.2(j)(2)(C) and (D). 

9 Id. 

10The current rule provides that the issuance of 

ELDS relating to underlying non-U.S. securities 

cannot exceed certain percentage limits of the total 

outstanding shares of the underlying security. 

These percentage limits are tied to 20%, 50% and 

70% of worldwide trading volume. Therefore, the 

rule as currently in effect, does not contemplate less 

than 20% worldwide trading volume. 

11See Amex Company Guide Section 107(B)(f) 

and NYSE Arca Equities Rule 5.2(j)(2)(D). 

12 15 U.S.C. 78(b). 

13 15 U.S.C. 78(b)(5). 

at least a weekly basis, there will be no 

minimum number of holders. This 

change also corresponds to NYSE Arca 

Equities Rule 5.2(j)(2)(B) and Section 

107A(b) of the Amex Company Guide.7

The Exchange also proposes to clarify 

that the holders requirement applies to 

‘‘public’’ holders only. 

Linked Equity Listing Standards 

Section 703.21(C) currently provides 

minimum standards applicable to the 

stocks underlying an ELDS and the 

issuers of such stocks. The rule 

currently provides that the ELDS must 

be issued by either: (a) A U.S. company, 

or (b) a non-U.S. company that meets 

certain additional standards. The 

Exchange proposes to amend the 

language in the rule to indicate that an 

issue of ELDS may be linked to more 

than one security and, therefore, more 

than one issuer of a security, in 

accordance with the amended definition 

of ELDS as set forth above. In addition, 

the Exchange proposes to amend the 

requirement that the issuer of any 

security underlying an ELDS must be a 

U.S. company (in order not to have to 

meet additional standards applicable to 

non-U.S. companies) to require that the 

issuer be a Securities Exchange Act of 

1934 reporting company listed on a 

national securities exchange. This 

change corresponds to NYSE Arca 

Equities Rule 5.2(j)(2)(C) and Section 

107B(e) of the Amex Company Guide.8

The Exchange proposes this revision in 

order to encompass non-U.S. companies 

that have reporting requirements under 

the federal securities laws, which better 

addresses the Exchange’s concern 

regarding the public availability of 

financial information for the issuers of 

the underlying securities. The Exchange 

believes that such information serves to 

protect investors and the public interest. 

In Sections 703.21(C) and (D), the 

Exchange also proposes certain minor 

changes in order to clarify certain 

language, including the language 

regarding common shares and American 

Depositary Shares (‘‘ADSs’’), generally 

conforming it to NYSE Arca Equities 

Rule 5.2(j)(2)(C) and (D) and Section 

107B(e) of the Amex Company Guide.9

In Section 703.21(D), the Exchange also 

proposes to add the standard that, if any 

non-U.S. security and related securities 

have less than 20% of the worldwide 

trading volume occurring in the U.S. 

market during the six-month period 

preceding the date of listing, then the 

ELDS may not be linked to that non-U.S. 

security. This standard makes sense in 

the context of the current rule 10 and 

corresponds to NYSE Arca Equities Rule 

5.2(j)(2)(D) and Section 107B(f) of the 

Amex Company Guide.11 The Exchange 

believes that this additional standard is 

appropriate in that it limits the listing 

of ELDS linked to non-U.S. securities to 

those that have a significant amount of 

U.S. market-trading volume, which 

provides reasonable assurance that the 

underlying non-U.S. securities are 

deliverable upon exercise of the ELDS. 

The Exchange also proposes to amend 

the last paragraph of the rule to clarify 

that the Exchange, with the concurrence 

of the staff of the Division of Trading 

and Markets of the Securities and 

Exchange Commission, will evaluate the 

maximum percentage of ELDS that may 

be issued on a case-by-case basis when 

an issuer proposes to list (rather than 

‘‘issue,’’ as the current rule states) ELDS 

that relate to more than the allowable 

percentages of the underlying securities 

specified in the rule. We also propose to 

delete a reference in the last paragraph 

of the rule that indicates that this 

decision would relate to the allowable 

percentage of ‘‘the underlying security,’’ 

as this reference is no longer 

appropriate if ELDS may be issued that 

relate to multiple underlying securities. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) 12 of the Exchange Act, in 

general, and furthers the objectives of 

Section 6(b)(5) of the Exchange Act,13 in 

particular, in that it is designed to 

promote just and equitable principles of 

trade, to foster cooperation and 

coordination with persons engaged in 

regulating, clearing, settling, processing 

information with respect to, and 

facilitating transactions in securities, 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 Exchange believes 

that the proposed rule change is 

consistent with the protection of 

investors and the public interest in that, 

while the proposed amendment adds 

additional flexibility to the rule, Section 

703.21 as amended will continue to 

contain significant provisions for the 

protection of investors. 

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 

Written comments were neither 

solicited nor received. 

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 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–NYSE–2008–77 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–NYSE–2008–77. 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 


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53066 Federal Register / Vol. 73, No. 178 / Friday, September 12, 2008 / Notices 

14 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). 15 15 U.S.C. 78f(b)(5). 16See Amex Rule 107 and Amex Releases, note 

3, supra. See also NYSE Arca Equities Rules 

5.1(b)(14) and 5.2(j)(2) and NYSE Arca Release, note 

4, supra. 17 15 U.S.C. 78s(b)(2). 18 17 CFR 200.30–3(a)(12). 

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–NYSE–2008–77 and should 

be submitted on or before October 3, 

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 Exchange Act and 

the rules and regulations thereunder 

applicable to a national securities 

exchange.14 In particular, the 

Commission finds that the proposed 

rule change is consistent with Section 

6(b)(5) of the Exchange Act,15 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 foster 

cooperation and coordination with 

persons engaged in regulating, clearing, 

settling, processing information with 

respect to, and facilitating transactions 

in securities, 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 finds good cause for 

approving this proposal before the 30th 

day after the publication of notice 

thereof in the Federal Register. The 

proposal seeks to conform the 

Exchange’s rules for ELDS to the rules 

of Amex and NYSE Arca that have 

previously been approved by the 

Commission.16 Therefore, the 

Commission does not believe that the 

Exchange’s proposal raises any novel 

regulatory issues. The Commission 

believes that accelerating approval of 

this proposal should benefit investors 

by creating, without undue delay, 

additional competition in the market for 

ELDS. 

V. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Exchange Act,17

that the proposed rule change (SR– 

NYSE–2008–77) be, and it hereby is, 

approved on an accelerated basis. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.18

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–21166 Filed 9–11–08; 8:45 am] 

BILLING CODE 8010–01–P 

SMALL BUSINESS ADMINISTRATION 

[Disaster Declaration #11425] 

Louisiana Disaster Number LA–00020 

AGENCY: U.S. Small Business 

Administration. 

ACTION: Amendment 1. 

SUMMARY: This is an amendment of the 

Presidential declaration of a major 

disaster for Public Assistance Only for 

the State of Louisiana (FEMA–1786– 

DR), dated 09/02/2008. 

Incident: Hurricane Gustav. 

Incident Period: 09/01/2008 and 

continuing. 

Effective Date: 09/06/2008. 

Physical Loan Application Deadline 

Date: 11/03/2008. 

Economic Injury (EIDL) Loan 

Application Deadline Date: 06/02/2009. 

ADDRESSES: Submit completed loan 

applications to: U.S. Small Business 

Administration, Processing and 

Disbursement Center, 14925 Kingsport 

Road, Fort Worth, TX 76155. 

FOR FURTHER INFORMATION CONTACT: A. 

Escobar, Office of Disaster Assistance, 

U.S. Small Business Administration, 

409 3rd Street, SW., Suite 6050, 

Washington, DC 20416 

SUPPLEMENTARY INFORMATION: The notice 

of the President’s major disaster 

declaration for Private Non-Profit 

organizations in the State of Louisiana, 

dated 09/02/2008, is hereby amended to 

include the following areas as adversely 

affected by the disaster. 

Primary Parishes: 

Bienville, Bossier, Caddo, Calcasieu, 

Caldwell, Catahoula, Claiborne, 

Concordia, De Soto, East Carroll, 

Franklin, Grant, Jackson, La Salle, 

Lincoln, Madison, Morehouse, 

Natchitoches, Ouachita, Red River, 

Richland, Saint Helena, Saint 

Tammany, Tangipahoa, Tensas, 

Union, Washington, Webster, West 

Carroll, Winn. 

Contiguous Counties: (Economic Injury 

Loans Only): 

Arkansas: Ashley, Chicot, Columbia, 

Lafayette, Miller, Union. 

Mississippi: Adams, Claiborne, 

Hancock, Issaquena, Jefferson, 

Marion, Pearl River, Pike, Walthal, 

Warren. 

Texas: Cass, Harrison, Marion, Panola. 

All other information in the original 

declaration remains unchanged. 

(Catalog of Federal Domestic Assistance 

Numbers 59002 and 59008) 

Herbert L. Mitchell, 

Associate Administrator for Disaster 

Assistance. 

[FR Doc. E8–21266 Filed 9–11–08; 8:45 am] 

BILLING CODE 8025–01–P 

SMALL BUSINESS ADMINISTRATION 

[Disaster Declaration #11418 and #11419] 

Louisiana Disaster Number LA–00019 

AGENCY: U.S. Small Business 

Administration. 

ACTION: Amendment 1. 

SUMMARY: This is an amendment of the 

Presidential declaration of a major 

disaster for the State of Louisiana 

(FEMA–1786–DR), dated 09/02/2008. 

Incident: Hurricane Gustav. 

Incident Period: 09/01/2008 and 

continuing. 

Effective Date: 09/04/2008. 

Physical Loan Application Deadline 

Date: 11/03/2008. 

EIDL Loan Application Deadline Date: 

06/02/2009. 

ADDRESSES: Submit completed loan 

applications to: U.S. Small Business 

Administration, Processing and 

Disbursement Center, 14925 Kingsport 

Road, Fort Worth, TX 76155. 

FOR FURTHER INFORMATION CONTACT: A. 

Escobar, Office of Disaster Assistance, 

U.S. Small Business Administration, 

409 3rd Street, SW., Suite 6050, 

Washington, DC 20416. 

SUPPLEMENTARY INFORMATION: The notice 

of the Presidential disaster declaration 

for the State of Louisiana, dated 09/02/ 

2008 is hereby amended to include the 

following areas as adversely affected by 

the disaster: 

Primary Parishes: (Physical Damage and 

Economic Injury Loans): 

Saint Tammany, Tangipahoa. 

Contiguous Parishes/Counties: 

(Economic Injury Loans Only): 

Louisiana: Washington. 

Mississippi: Hancock, Pearl River, 

Pike. 

All other information in the original 

declaration remains unchanged. 


ebenthall on PROD1PC60 with NOTICES