Federal Register / Vol. 73, No. 187 / Thursday, September 25, 2008 / Notices 55577 

5 In approving this proposed rule change, the 

Commission has considered the proposed rule’s 

impact on efficiency, competition, and capital 

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

6See Securities Exchange Act Release Nos. 57806 

(May 9, 2008), 73 FR 28541 (May 16, 2008) (SR– 

Phlx–2008–34) (approving amendment to Phlx Rule 

136 and adoption of Phlx Rule 803(o)) and 57448 

(March 6, 2008), 73 FR 13597 (March 13, 2008) (SR– 

NSX–2008–05) (approving NSX Rule 15.9). 

7 15 U.S.C. 78s(b)(2). 

8 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. 

4 15 U.S.C. 78s(b)(3)(A). 

5 17 CFR 240.19b–4(f)(6). 

6NYSE gave the Commission written notice of its 

intention to file the proposed rule change on 

September 19, 2008. The Commission reviewed the 

proposed rule change and gave NYSE permission to 

file the proposed the rule change on the same day. 

NYSE asked the Commission to waive the 30-day 

operative delay. See Rule 19b–4(f)(6)(iii). 17 CFR 

240.19b–4(f)(6)(iii). 

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–CHX–2008–12 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street, NE., 

Washington, DC 20549. 

All submissions should refer to File 

Number SR–CHX–2008–12. 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 CHX. 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–CHX–2008–12 and should 

be submitted on or before October 16, 

2008. 

IV. Commission’s Findings and Order 

Granting Accelerated Approval of the 

Proposed Rule Change 

After careful review, the Commission 

finds that the proposed rule change is 

consistent with the requirements of the 

Act and the rules and regulations 

thereunder applicable to a national 

securities exchange.5 In particular, the 

Commission finds that the proposal is 

consistent with Section 6(b)(5) of the 

Act in that it is designed to prevent 

fraudulent and manipulative acts and 

practices, to promote just and equitable 

principles of trade, to foster cooperation 

and coordination with persons engaged 

in facilitating transactions in securities, 

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. 

This proposal would consolidate into 

a single rule various provisions related 

to UTP that have been established in 

other new products proposals 

previously approved by the 

Commission. Proposed CHX Rule 6 is 

closely modeled after similar rules of 

other national securities exchanges 6

and does not raise any novel issues. The 

Commission finds good cause for 

approving the proposed rule change 

prior to the 30th day after the date of 

publication of the notice of filing thereof 

in the Federal Register. Accelerated 

approval of this proposal will expedite 

the trading of additional products by the 

Exchange, subject to consistent and 

reasonable standards. Therefore, the 

Commission finds good cause, 

consistent with Section 19(b)(2) of the 

Act, to approve the proposed rule 

change on an accelerated basis. 

V. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,7 that the 

proposed rule change (SR–CHX–2008– 

12) is hereby approved on an 

accelerated basis. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.8

J. Lynn Taylor, 

Assistant Secretary. 

[FR Doc. E8–22463 Filed 9–24–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–58607 ; File No. SR–NYSE– 

2008–86] 

Self-Regulatory Organizations; Notice 

of Filing and Immediate Effectiveness 

of Proposed Rule Change by New York 

Stock Exchange LLC Proposing To 

Temporarily Suspend the 

Requirements of NYSE Rule 311 and 

Related NYSE Rules Concerning the 

Approval of New Member 

Organizations in Order To Approve 

Barclays Capital Inc. as an NYSE 

Member Organization 

September 19, 2008. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on 

September 19, 2008, New York Stock 

Exchange LLC (‘‘NYSE’’ or the 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission (the 

‘‘Commission’’) the proposed rule 

change as described in Items I and II 

below, which Items have been prepared 

by the self-regulatory organization. The 

Exchange filed the proposal as a ‘‘noncontroversial’’ proposed rule change 

pursuant to Section 19(b)(3)(A) of the 

Act,4 and Rule 19b–4(f)(6) thereunder,5

which renders the proposal effective 

upon filing with the Commission.6 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 is proposing to 

temporarily suspend the requirements 

of NYSE Rule 311 and related NYSE 

rules concerning the approval of new 

member organizations in order to 

approve Barclays Capital Inc. (‘‘BCI’’) as 

an NYSE member organization, subject 

to BCI’s complying with Exchange rules 

for a new member organization within 

60 days of the date that BCI is 

provisionally approved as an NYSE 

member organization. 

mstockstill on PROD1PC66 with NOTICES

55578 Federal Register / Vol. 73, No. 187 / Thursday, September 25, 2008 / Notices 

7On September 8, 2008, the U.S. Treasury 

Department took over the federally charted 

mortgage companies Freddie Mac and Fannie Mae 

and replaced their executive teams. This week, in 

addition to the Lehman bankruptcy, Bank of 

America agreed to acquire Merrill Lynch in an allstock transaction, the federal government bailed out 

American International Group, Inc. with a $85 

million loan and took control of the company, 

Morgan Stanley and Goldman, Sachs & Co.—the 

two remaining independent U.S. investment 

banks—experienced sharp stock declines despite 

reporting positive earnings, and the Securities and 

Exchange Commission (‘‘SEC’’ or the 

‘‘Commission’’) has issued multiple emergency 

orders amending the rules governing short selling. 

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 proposes this rule filing 

to temporarily suspend the 

requirements of NYSE Rule 311 and 

related rules regarding the approval of 

member organizations in order to 

immediately approve as an NYSE 

member organization the entity that 

acquires the assets of Lehman Brothers 

Inc. (‘‘LBI’’). The Exchange proposes 

this temporary suspension on an 

emergency basis to ensure that the 

acquiring entity, Barclays Capital Inc. 

(‘‘BCI’’), which is a U.S. registered 

broker dealer and FINRA member, will 

be able to expeditiously complete its 

proposed acquisition of certain LBI 

assets and begin operating former LBI 

business lines, including its specialist 

operations, as early as September 22, 

2008. This proposed temporary 

suspension is contingent upon BCI 

having applied for and been approved 

as a new member organization pursuant 

to Exchange rules within 60 days of the 

date that BCI is provisionally approved 

as an NYSE member organization 

pursuant to this filing. 

a. Background 

A. Lehman Files for Bankruptcy 

On September 15, 2008, Lehman 

Brothers Holding Inc. (‘‘Lehman’’) filed 

for bankruptcy protection in the United 

States Bankruptcy Court for the 

Southern District of New York under 

Chapter 11 of the U.S. Bankruptcy Code. 

Lehman is the parent holding company 

of LBI, which is a registered broker 

dealer and NYSE member organization. 

Lehman filing for Chapter 11 protection 

was just one of the many unprecedented 

events that have affected our markets in 

the last two weeks.7

Although LBI did not file for 

bankruptcy protection at that time, 

Lehman’s Chapter 11 status impaired 

LBI’s ability to continue operations. For 

example, out of concern that Lehman 

Brothers MarketMakers (‘‘LBMM’’), the 

division of LBI that is approved as a 

specialist operation at the Exchange, 

might not have sufficient capital to meet 

both federal and NYSE rule 

requirements governing specialists, on 

September 15, 2008, pursuant to NYSE 

Rule 103.11, the Exchange temporarily 

reallocated Lehman Brothers 

MarketMakers securities to Spear, Leeds 

& Kellogg Specialists LLC (‘‘Spear 

Leeds’’). 

On September 17, 2008, Barclays 

Bank PLC (‘‘Barclays’’), a global 

financial services provider, announced 

that it had agreed to acquire the LBI 

investment banking and capital markets 

operations and supporting infrastructure 

for $1.75 billion (the ‘‘proposed 

acquisition’’). As part of the proposed 

acquisition, Barclays would be 

acquiring the LBI fixed income and 

equities sales, trading and research, and 

investment banking businesses, 

including LBMM (the ‘‘LBI 

businesses’’). Barclays would also be 

acquiring approximately 10,000 LBI 

employees, the Lehman headquarters 

located at 745 Seventh Avenue in New 

York City, and two data centers located 

in New Jersey. 

The proposed acquisition is subject to 

a number of conditions, including 

approval by the United States 

Bankruptcy Court for the Southern 

District of New York and other 

regulatory approvals and antitrust 

review. Moreover, if the proposed 

acquisition is not completed by 

September 24, 2008, Barclays may 

terminate the agreement to acquire LBI 

businesses. 

B. Barclays Will Transfer LBI Assets to 

BCI 

On September 19, 2008, Barclays 

announced that certain LBI assets, 

including its employees and businesses, 

will be transferred to its wholly-owned 

subsidiary, BCI. BCI is a registered U.S. 

broker dealer and FINRA member. 

However, BCI is not currently approved 

as an NYSE member organization. 

The Exchange understands that LBI 

will likely file for some form of 

bankruptcy protection on Friday, 

September 19, 2008, and thus by the 

close of business on Friday, LBI will be 

in the control of a trustee. The Exchange 

further understands that, subject to 

approval by the bankruptcy court, as 

part of the bankruptcy proceeding, LBI 

assets will be sold to Barclays and 

transferred to BCI. Accordingly, as early 

as September 19, 2008, BCI may own 

and control the LBI businesses. 

b. Proposed Temporary Suspension of 

NYSE Rule 311 and Related Rules 

A. Background 

NYSE Rule 311 requires any person 

who proposes to form a member 

organization to notify the Exchange in 

writing and submit such information as 

may be required by NYSE rules. Unlike 

the Act, when a corporate acquisition 

concerns an asset transfer only, and not 

an acquisition of the corporate entity, 

NYSE member organization status 

cannot be transferred to the acquiring 

entity; the entity that proposes to 

continue the business operations of the 

predecessor member organization must 

be separately approved as an NYSE 

member organization. 

Among other things, to be approved 

as an NYSE member organization, the 

applicant must: 

• Provide the Exchange with a 

written application with the name and 

address of the applicant as well as a list 

of all proposed parties required to be 

approved under NYSE Rules 304 and 

311 (NYSE Rule 311.11). 

• Ensure that all persons associated 

with the applicant, including corporate 

directors or general partners, as 

applicable, persons in control of the 

applicant, and any person who meets 

the requirements of an approved person 

under NYSE Rule 304, is approved as a 

member or approved person (NYSE Rule 

311(b)). 

• Submit to the Exchange partnership 

or corporate documents as may be 

applicable, including certificate of 

incorporation, by-laws, and other 

corporate documents (NYSE Rule 

313.10 or .20). 

• Provide the Exchange with an 

opinion of counsel that, among other 

things, the corporation is duly organized 

and existing, its stock is validly issued 

and outstanding, and that the 

restrictions and provisions required by 

the Exchange on the transfer, issuance, 

conversion, and redemption of its stock 

have been made legally effective (NYSE 

Rule 313.20). 

mstockstill on PROD1PC66 with NOTICES

Federal Register / Vol. 73, No. 187 / Thursday, September 25, 2008 / Notices 55579 

8 15 U.S.C. 78f(b)(5). 

9 15 U.S.C. 78s(b)(3)(A). 

10 17 CFR 240.19b–4(f)(6). 

11For purposes of waiving the 30-day operative 

delay, the Commission has considered the 

proposal’s impact on efficiency, competition, and 

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

In addition, the Exchange reviews 

whether the applicant meets federal and 

NYSE capital requirements and whether 

it has adopted controls and procedures 

to comply with Exchange rules. For 

example, an applicant that seeks 

approval to operate a specialist business 

pursuant to NYSE Rule 103 must 

demonstrate that it has policies and 

procedures in compliance with the 

NYSE rules governing trading by 

specialists, and if applicable, has been 

approved for an exemption for approved 

persons under NYSE Rule 98 (Former) 

or been approved to operate a specialist 

unit under NYSE Rule 98. 

Due to the amount of information an 

applicant is required to provide and 

have completed prior to being approved 

as a member organization, the member 

organization approval process generally 

takes several months to complete. The 

length of the approval process varies 

depending on the timing of the 

applicant’s response to requests for 

information and documentation. 

B. A Temporary Suspension of NYSE 

Rule 311 and Related Rules for BCI is 

Consistent with the Act 

As proposed, BCI will continue the 

business operations of LBI, including 

the LBMM specialist operations, in the 

same manner that they were operated by 

LBI. Because the bankruptcy proceeding 

for LBI will likely be on September 19, 

2008, BCI could be eligible to continue 

LBI operations on Monday, September 

22, 2008. 

To ensure that BCI can continue the 

LBI operations without unnecessary 

interruption, including all operations 

that required LBI to be a member 

organization of the NYSE, such as the 

specialist operations and entering orders 

directly with the Exchange, the 

Exchange believes that BCI should be 

approved immediately as an NYSE 

member organization. The Exchange 

notes that BCI is already a registered 

broker dealer and FINRA member, 

which are prerequisites to becoming an 

NYSE member organization. See NYSE 

Rule 2(b). 

The Exchange therefore proposes 

providing BCI with a temporary 

suspension of NYSE Rules 304, 311, 

312, and 313, as they relate to approval 

to operate an NYSE member 

organization and approval of a proposed 

member organization’s approved 

persons, and immediately approve BCI 

as a member organization. As proposed, 

this temporary suspension is contingent 

upon: 

• BCI’s providing the Exchange with 

sufficient information to confirm that 

BCI will meet its capital requirements as 

an NYSE member organization; and 

• Within 60 days of BCI’s approval as 

an NYSE member organization under 

this proposed filing, BCI and its 

approved persons will have applied for 

and complied with the Exchange’s new 

member organization requirements, as 

set forth in NYSE Rules 304, and 311– 

313. 

Moreover, the Exchange proposes that 

in addition to being approved as an 

NYSE member organization, to ensure 

that the LBMM operations can continue, 

BCI should also be deemed approved as 

a specialist under NYSE Rule 103. This 

approval is contingent upon BCI’s 

certifying in writing to the Exchange 

that, for the period immediately 

following approval as an NYSE member 

organization until such time that BCI is 

independently approved as an NYSE 

member organization: 

• BCI will maintain the existing 

LBMM technologies, staffing, 

supervisory structure, and written 

supervisory procedures with respect to 

the specialist operations; 

• Both BCI and its approved persons, 

as defined under NYSE Rule 304, will 

comply with LBI’s existing written 

supervisory procedures and information 

barriers between the LBMM specialist 

operations and the rest of the firm and 

its approved persons, pursuant to NYSE 

Rule 98 (Former); and 

• BCI will maintain the minimum 

capital for specialists, as required both 

by federal rules and NYSE Rule 104.20 

and 104.21. 

Upon receipt of such written 

statement, the Exchange will approve 

BCI as a successor entity to LBI’s 

registration as a specialist and will lift 

the current temporary allocation of 

LBMM’s securities to Spear Leeds and 

formally allocate those securities to BCI. 

In addition, the Exchange will extend 

the Rule 98 (Former) exemption 

currently granted to LBI and its 

approved persons to BCI and its 

approved persons, including Barclays. 

As proposed, if BCI does not apply for 

and be approved as a new NYSE 

member organization pursuant to 

Exchange rules within 60 days of the 

effective date of this filing, BCI’s status 

as an approved NYSE member 

organization will no longer be effective. 

2. Statutory Basis 

The Exchange believes the proposed 

rule change is consistent with and 

furthers the objectives of Section 6(b)(5) 

of the Act,8 in that it is designed to 

prevent fraudulent and manipulative 

practices, to promote just and equitable 

principles of trade, to 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. 

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 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 

Because the foregoing proposed rule 

change does not: (1) Significantly affect 

the protection of investors or the public 

interest; (2) impose any significant 

burden on competition; and (3) become 

operative for 30 days from the date of 

filing, or such shorter time as the 

Commission may designate if consistent 

with the protection of investors and the 

public interest, the proposed rule 

change has become effective pursuant to 

Section 19(b)(3)(A) of the Act 9 and Rule 

19b–4(f)(6) thereunder.10

At any time within 60 days of the 

filing of the 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. 

The NYSE has requested the 

Commission to waive the 30-day 

operative delay. The Commission 

hereby grants NYSE’s request.11 The 

Commission notes that the Exchange is 

proposing that certain of its rules 

relating to membership requirements be 

temporarily suspended so that BCI can 

be provisionally approved as an NYSE 

member organization. The proposed 

relief does not exempt BCI from 

Exchange rule requirements governing 

member organizations. BCI would have 

a 60-day grace period within which to 

apply for and be approved under 

relevant Exchange rules. Moreover, the 

Commission believes that immediate 

mstockstill on PROD1PC66 with NOTICES

55580 Federal Register / Vol. 73, No. 187 / Thursday, September 25, 2008 / Notices 

12 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. 

4 15 U.S.C. 78s(b)(3)(A). 

5 17 CFR 240.19b–4(f)(6). 

6NYSE Arca gave the Commission written notice 

of its intention to file the proposed rule change on 

September 19, 2008. The Commission reviewed the 

proposed rule change and gave NYSE Arca 

permission to file the proposed the rule change on 

the same day. NYSE Arca asked the Commission to 

waive the 30-day operative delay. See Rule 19b– 

4(f)(6)(iii). 17 CFR 240.19b–4(f)(6)(iii). 

effectiveness is appropriate to ensure a 

smooth transition of the LBI businesses 

to another entity. In particular, with 

respect to BCI, time is of the essence as 

it has been announced that BCI may 

succeed to LBI’s assets as early as 

September 19, 2008. Therefore, the 

Commission believes that waiving the 

30-day operative delay is consistent 

with the protection of investors and the 

public interest and designates the 

proposed rule change as operative upon 

filing. 

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–NYSE–2008–86 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–2008–86. 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 on official business days between 

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

of the filing will also be available for 

inspection and copying at the NYSE’s 

principal office and on its Internet Web 

site at www.nyse.com. 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– 

2008–86 and should be submitted on or 

before October 16, 2008. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.12

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. E8–22506 Filed 9–24–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–58608; File No. SR– 

NYSEArca–2008–101] 

Self-Regulatory Organizations; Notice 

of Filing and Immediate Effectiveness 

of Proposed Rule Change by NYSE 

Arca, Inc. To Temporarily Suspend the 

Requirements of NYSE Arca Rule 2.4 

and Related NYSE Arca Rules 

Concerning Options Trading Permit 

Holder Applications and Approvals In 

Order To Immediately Approve 

Barclays Capital Inc. as an NYSE Arca 

OTP Holder 

September 19, 2008. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on 

September 19, 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 and II below, which Items have 

been prepared by the self-regulatory 

organization. The Exchange filed the 

proposal as a ‘‘non-controversial’’ 

proposed rule change pursuant to 

Section 19(b)(3)(A) of the Act,4 and Rule 

19b–4(f)(6) thereunder,5 which renders 

the proposal effective upon filing with 

the Commission.6 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 temporarily 

suspend the requirements of NYSE Arca 

Rule 2.4 and related NYSE Arca rules 

concerning Options Trading Permit 

(‘‘OTP’’) Holder applications and 

approvals in order to immediately 

approve Barclays Capital Inc. (‘‘BCI’’) as 

an NYSE Arca OTP Holder, subject to 

BCI complying with Exchange rules for 

applying to become an OTP Holder (and 

being approved by the Exchange) within 

60 days of the date that BCI is 

provisionally approved as an NYSE 

Arca OTP Holder. 

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 proposes to temporarily 

suspend the requirements of NYSE Arca 

Rule 2.4 and related rules regarding the 

application and approval of OTP 

Holders in order to immediately 

approve, as an NYSE Arca OTP Holder, 

the entity that acquires the assets of 

Lehman Brothers Inc. (‘‘LBI’’). The 

Exchange proposes this temporary 

suspension on an emergency basis to 

ensure that the acquiring entity, 

Barclays Capital Inc. (‘‘BCI’’), which is 

a U.S. registered broker dealer and 

FINRA member, will be able to 

expeditiously complete its proposed 

acquisition of certain LBI assets and 

begin operating former LBI business 

lines, as early as September 22, 2008. 

This proposed temporary suspension is 

contingent upon BCI having applied for 

and been approved as a new NYSE Arca 

OTP Holder pursuant to Exchange rules 

within 60 days of the date that BCI is 

provisionally approved as an NYSE 

Arca OTP Holder pursuant to this rule 

filing. 

mstockstill on PROD1PC66 with NOTICES