53298 Federal Register / Vol. 73, No. 179 / Monday, September 15, 2008 / Notices 

5No hour burden related to such maintenance of 

the charter was identified by the funds the 

Commission staff surveyed. Commission staff 

understands that many audit committee charters 

have been significantly revised after their adoption 

in response to the Sarbanes-Oxley Act (Pub. L. No. 

107–204, 116 Stat. 745) and other developments. 

However, the costs associated with these revisions 

are not attributable to the requirements of rule 32a– 

4. 

6This estimate is based on the number of Form 

N–8As filed from January 2005 through December 

2007. 

7This estimate is based on the following 

calculation: (3.0 burden hours for establishing 

charter × 153 new funds = 459 burden hours). 

8Costs may vary based on the individual needs 

of each fund. However, based on the staff’s 

conversations with outside counsel that prepare 

these charters, legal fees related to the preparation 

and adoption of an audit committee charter usually 

average $1000 or less. The Commission also 

understands that the ICI has prepared a model audit 

committee charter, which most legal professionals 

use when establishing audit committees, thereby 

reducing the costs associated with drafting a 

charter. 

9This estimate is based on the following 

calculations: ($1000 cost of adopting charter × 153 

newly established funds = $153,000). 

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

2 17 CFR 240.19b–4. 

associated with maintaining the charter 

in this form.5

Because virtually all funds extant 

have now adopted audit committee 

charters, the annual one-time collection 

of information burden associated with 

adopting audit committee charters is 

limited to the burden incurred by newly 

established funds. Commission staff 

estimates that fund sponsors establish 

approximately 153 new funds each 

year,6 and that all of these funds will 

adopt an audit committee charter in 

order to rely on rule 32a–4. Thus, 

Commission staff estimates that the 

annual one-time hour burden associated 

with adopting an audit committee 

charter under rule 32a–4 going forward 

will be approximately 459 hours.7

As noted above, all funds that rely on 

rule 32a–4 are subject to the ongoing 

collection of information requirement to 

preserve a copy of the charter in an 

easily accessible place. This ongoing 

requirement, which Commission staff 

has estimated has no hourly burden, 

applies to new funds that adopt an audit 

committee charter each year and to all 

funds that have previously adopted the 

charter and continue to maintain it. 

When funds adopt an audit committee 

charter in order to rely on rule 32a–4, 

they also may incur one-time costs 

related to hiring outside counsel to 

prepare the charter. Commission staff 

estimates that those costs average 

approximately $1000 per fund.8

Commission staff understands that 

virtually all funds now rely on rule 32a– 

4 and have adopted audit committee 

charters, and thus estimates that the 

annual cost burden related to hiring 

outside legal counsel is limited to newly 

established funds. 

As noted above, Commission staff 

estimates that approximately 153 new 

funds each year will adopt an audit 

committee charter in order to rely on 

rule 32a–4. Thus, Commission staff 

estimates that the ongoing annual cost 

burden associated with rule 32a–4 in 

the future will be approximately 

$153,000.9

The estimates of average burden hours 

and costs are made solely for the 

purposes of the Paperwork Reduction 

Act, and are not derived from a 

comprehensive or even a representative 

survey or study of the costs of 

Commission rules and forms. 

The collections of information 

required by rule 32a–4 are necessary to 

obtain the benefits of the rule. The 

Commission is seeking OMB approval, 

because an agency may not conduct or 

sponsor, and a person is not required to 

respond to, a collection of information 

unless it displays a currently valid 

control number. 

Written comments are invited on: (a) 

Whether the collection of information is 

necessary for the proper performance of 

the functions of the Commission, 

including whether the information has 

practical utility; (b) the accuracy of the 

Commission’s estimate of the burden of 

the collection of information; (c) ways to 

enhance the quality, utility, and clarity 

of the information collected; and (d) 

ways to minimize the burden of the 

collection of information on 

respondents, including through the use 

of automated collection techniques or 

other forms of information technology. 

Consideration will be given to 

comments and suggestions submitted in 

writing within 60 days of this 

publication. 

Please direct your written comments 

to Lewis W. Walker, Acting Director/ 

CIO, Securities and Exchange 

Commission, C/O Shirley Martinson, 

6432 General Green Way, Alexandria, 

VA 22312; or send an e-mail to: 

PRA_Mailbox@sec.gov. 

Dated: September 8, 2008. 

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–21408 Filed 9–12–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–58486; File No. SR–ISE– 

2008–36) 

Self-Regulatory Organizations; 

International Securities Exchange, 

LLC; Notice of Filing and Immediate 

Effectiveness of Proposed Rule 

Change Relating to Non-Displayed 

Penny Quotes and Orders 

September 8, 2008. 

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

Securities Exchange Act of 1934 (the 

‘‘Exchange Act’’) 1 and Rule 19b–4 

thereunder,2 notice is hereby given that 

on August 28, 2008, the International 

Securities Exchange, LLC (the 

‘‘Exchange’’ or the ‘‘ISE’’) 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 

The ISE is proposing to allow nondisplayed penny quotes and orders in 

options that trade in minimum pricing 

increments greater than one cent. The 

text of the proposed rule change is 

available on the Exchange’s Web site 

(http://www.ise.com), at the principal 

office of the Exchange, 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 these statements may be examined at 

the places specified in Item IV below. 

The self-regulatory organization 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 Commission has approved rules 

with respect to the Nasdaq Options 

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Federal Register / Vol. 73, No. 179 / Monday, September 15, 2008 / Notices 53299 

3Securities Exchange Act Release No. 57478 

(March 12, 2008), 73 FR 14521 (March 18, 2008) 

(order approving SR–NASDAQ–2007–004 and SR– 

NASDAQ–2007–080); Securities Exchange Act 

Release No. 57716 (April 25, 2008), 73 FR 24329 

(May 2, 2008) (order approving SR–CBOE–2007– 

39). 

4The Exchange will issue a circular to notify 

members of the options series in which nondisplayed penny quotes and order may be entered. 

5 Incoming orders will receive the firm, nondisplayed penny price. For example, if the nondisplayed price of a limit order to buy is 2.02, an 

incoming limit order to sell at 2.01 will be executed 

at 2.02. 

6 ISE Rule 716, Supplementary Material .09 

(regarding penny prices in the Block Mechanism); 

ISE Rule 723(b)(2) and (c)(2) (regarding penny 

prices in the Price Improvement Mechanism). 

7 ISE Rule 716, Supplementary Material .06 

(regarding split prices in the Facilitation and 

Solicited Order Mechanisms). 8 17 CFR 240.19b–4(f)(6). 

Exchange (‘‘NOM’’) and the Chicago 

Board Options Exchange (‘‘CBOE’’) that 

permit the entry of orders and quotes in 

penny increments in options series that 

have a minimum trading increment 

greater than one cent.3 Under these 

rules, the actual firm price of the order 

or quote is not displayed to market 

participants or the public. Rather, the 

penny price is hidden on the exchange 

and displayed at the next closest 

allowable trading increment. To avoid 

being competitively disadvantaged, the 

ISE proposes to adopt rules that 

similarly permit its members to enter 

orders and quotes in penny increments 

(‘‘non-displayed penny orders’’ and 

‘‘non-displayed penny quotes’’). 

The Exchange proposes to allow both 

Electronic Access Members and market 

makers to enter non-displayed penny 

orders. In addition, Exchange market 

makers will be permitted to enter nondisplayed penny quotes. Orders and 

quotes will be permitted in one-cent 

price increments in selected options 

where the applicable minimum price 

increment is larger than one-cent.4 The 

penny price of such orders will be firm 

for incoming orders.5 Non-displayed 

penny orders and quotes will be 

displayed at the nearest minimum 

trading increment for the security, and 

the penny price of non-displayed penny 

orders and quotes will not be disclosed 

to any market participants. 

Non-displayed penny orders will 

participate in executions effected 

through the Block, Facilitation, 

Solicited Order and Price Improvement 

Mechanisms. Both the Block and the 

Price Improvement Mechanism 

currently allow members to enter orders 

and responses in penny increments.6

Accordingly, a non-displayed penny 

order will participate in executions 

effected through the Block and Price 

Improvement Mechanisms at the penny 

price. However, when entering orders 

and responses into the Facilitation and 

Solicited Order Mechanisms, members 

currently are limited to the regular 

trading increment for the security and 

the split price for the regular trading 

increment.7 In order to be consistent 

with the current rule, the proposal 

specifies that non-displayed penny 

orders also will be executed only at the 

regular increment or split price, as 

applicable. For example, if the 

displayed market is $2.00 by $2.05 and 

there is a hidden penny order to buy at 

2.03, the hidden penny order will 

participate in the execution algorithms 

applied by the Facilitation and Solicited 

Order Mechanisms at the split price of 

$2.025. If the hidden penny price in this 

example is $2.02, the hidden penny 

order will participate in the execution 

algorithms at the regular trading 

increment of $2.00. 

2. Statutory Basis 

The basis under the Exchange Act for 

this proposed rule change is found in 

Section 6(b)(5), in that the proposed rule 

change is designed to promote just and 

equitable principles of trade, remove 

impediments to and perfect the 

mechanisms of a free and open market 

and a national market system and, in 

general, to protect investors and the 

public interest. This rule will enable the 

Exchange to remain competitive with 

other options markets that permit orders 

and quotes to be entered and executed 

in penny increments. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The proposed rule change does not 

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 

The Exchange has not solicited, and 

does not intend to solicit, comments on 

this proposed rule change. The 

Exchange has not received any written 

comments from members or other 

interested parties. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The Exchange has designated the 

proposed rule change as one that 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. The 

Exchange provided the Commission 

with written notice of its intent to file 

the proposed rule change, along with a 

brief description and text of the 

proposed rule change, at least five 

business days prior to the date of filing 

the proposed rule change as required by 

Rule 19b–4(f)(6).8

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission may summarily abrogate 

the rule change if it appears to the 

Commission that the action is necessary 

or appropriate in the public interest, for 

the protection of investors, or would 

otherwise further 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 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–ISE–2008–36 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–ISE–2008–36. 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 

mstockstill on PROD1PC66 with NOTICES

53300 Federal Register / Vol. 73, No. 179 / Monday, September 15, 2008 / Notices 

9 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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

4 17 C.F.R. 240.19b–4(f)(6). 

5See Post-Effective Amendment No. 14 to 

Registration Statement on Form N–1A for the Trust 

(File Nos. 333–132380 and 811–21864) 

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

Funds and the Shares contained herein are based 

on information in the Registration Statement. 

6See Securities Exchange Act Release No. 57801 

(May 8, 2008), 73 FR 27878 (May 14, 2008) (order 

approving SR–NYSEArca–2008–31). 

7WisdomTree Investments, Inc. (‘‘WisdomTree 

Investments’’) is the parent company of 

WisdomTree Asset Management. 

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 ISE. 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–ISE–2008–36 and should be 

submitted on or before October 6, 2008. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.9

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–21391 Filed 9–12–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–58489; File No. SR– 

NASDAQ–2008–073] 

Self-Regulatory Organizations; the 

NASDAQ Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Trade 

Shares of 12 Funds of the WisdomTree 

Trust Pursuant to Unlisted Trading 

Privileges 

September 8, 2008. 

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

Securities Exchange Act of 1934 

(‘‘Act’’) 1 and Rule 19b–4 thereunder,2

notice is hereby given that on August 

29, 2008, The NASDAQ Stock Market 

LLC (‘‘Nasdaq’’ 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 Nasdaq. Nasdaq has 

designated the proposed rule change as 

constituting a rule change under section 

19(b)(3)(A) of the Act 3 and Rule 19b– 

4(f)(6) thereunder,4 which renders the 

proposal effective upon filing with the 

Commission. 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 

Nasdaq is filing a proposed rule 

change to trade, pursuant to unlisted 

trading privileges (‘‘UTP’’), shares 

(‘‘Shares’’) of 12 funds (each a ‘‘Fund’’) 

of the WisdomTree Trust (‘‘Trust’’) 

under Nasdaq Rule 4420(o) (Managed 

Fund Shares). The text of the proposed 

rule change is available from Nasdaq’s 

Web site at http:// 

nasdaq.cchwallstreet.com, at Nasdaq’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, 

Nasdaq 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. Nasdaq had 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 

Nasdaq proposes to trade the Funds 

on a UTP basis under Nasdaq Rule 

4420(o), which governs the trading of 

‘‘Managed Fund Shares’’ on the 

Exchange. The Shares will be offered by 

the Trust, which was established as a 

Delaware statutory trust on December 

15, 2005. The Trust is registered with 

the Commission as an investment 

company.5 The Commission recently 

approved the listing and trading of these 

same Funds by NYSE Arca, Inc. on its 

exchange.6

Description of the Shares and the Funds 

WisdomTree Asset Management, Inc. 

(‘‘WisdomTree Asset Management’’) is 

the investment adviser to each Fund.7

WisdomTree Asset Management is not 

affiliated with any broker-dealer. Mellon 

Capital Management serves as the subadviser for the Current Income Fund. 

The Dreyfus Corporation serves as the 

subadviser to each International 

Currency Income Fund. The Bank of 

New York is the administrator, 

custodian, and transfer agent for each 

Fund. ALPS Distributors, Inc. serves as 

the distributor for the Funds. 

The Current Income Fund 

The Current Income Fund seeks to 

earn current income while preserving 

capital and maintaining liquidity by 

investing primarily in very short term, 

high-quality money market securities 

denominated in U.S. dollars. Eligible 

investments include commercial paper, 

time deposits and certificates of 

deposits, asset-backed securities, 

government bills, government notes, 

corporate notes, and repurchase 

agreements. The Current Income Fund 

intends to maintain an average portfolio 

maturity of 90 days or less and will not 

purchase any money market security 

with a remaining maturity of more than 

397 calendar days. 

The International Currency Income 

Funds 

Each of the Australian Dollar Fund, 

British Pound Sterling Fund, Canadian 

Dollar Fund, Euro Fund, and Japanese 

Yen Fund: (i) Seeks to earn current 

income reflective of money market rates 

available to foreign investors in the 

specified country or region, and (ii) 

seeks to maintain liquidity and preserve 

capital measured in the currency of the 

specified country or region. Each of 

these Funds intends to invest primarily 

in very short term, investment grade 

money market securities denominated 

in the non-U.S. currency specified in its 

name. Eligible investments include 

short-term securities issued by non-U.S. 

governments, agencies or 

instrumentalities, bank debt obligations 

and time deposits, bankers’ acceptances, 

commercial paper, short-term corporate 

debt obligations, mortgage backed 

securities, and asset-backed securities. 

Each of the Brazilian Real Fund, 

Chinese Yuan Fund, Indian Rupee 

Fund, New Zealand Dollar Fund, South 

African Rand Fund, and South Korean 

Won Fund seeks: (i) To earn current 

income reflective of money market rates 

available to foreign investors in the 

specified country; and (ii) to provide 

exposure to changes in the value of the 

designated non-U.S. currency relative to 

the U.S. Dollar. Each of these Funds 

intends to achieve exposure to the nonU.S. market designated by its name 

using the following strategy. Each of the 

Funds will invest primarily in short 

term U.S. money market securities. In 

mstockstill on PROD1PC66 with NOTICES