54930 Federal Register / Vol. 75, No. 174 / Thursday, September 9, 2010 / Notices 

8 15 U.S.C. 78q–1. 

9 15 U.S.C. 78s(b)(2). 

10 In approving the proposed rule change, the 

Commission considered the proposal’s impact on 

efficiency, competition, and capital formation. 15 

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

11 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3Rule G–37 defines municipal securities business 

as: (i) The purchase of a primary offering of 

municipal securities from an issuer on other than 

a competitive bid basis; (ii) the offer or sale of a 

primary offering of municipal securities on behalf 

of an issuer; (iii) the provision of financial advisory 

or consultant services to or on behalf of an issuer 

with respect to a primary offering of municipal 

securities in which the dealer was chosen to 

provide such services on other than a competitive 

bid basis; or (iv) the provision of remarketing agent 

services to or on behalf of an issuer with respect 

to a primary offering of municipal securities in 

which the dealer was chosen to provide such 

services on other than a competitive bid basis. 

4The MSRB has previously stated that the matter 

of control depends upon whether or not the dealer 

or the MFP has the ability to direct or cause the 

direction of the management or policies of the PAC 

(MSRB Question & Answer No. IV. 24—Dealer 

Controlled PAC). 

5Rule G–37(d) provides that no broker, dealer or 

municipal securities dealer or any municipal 

finance professional shall, directly or indirectly, 

through or by any other person or means, do any 

act which would result in a violation of sections (b) 

or (c) of the rule. Section (b) relates to the ban on 

business and Section (c) relates to the prohibition 

on soliciting and coordinating contributions. 

requirements of Section 17A of the Act 8

and the rules and regulations 

thereunder. 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,9 that the 

proposed rule change (File No. SR– 

FICC–2010–02) be, and hereby is, 

approved.10

For the Commission by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. 2010–22448 Filed 9–8–10; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–62830; File No. SR–MSRB– 

2010–07] 

Self-Regulatory Organizations; 

Municipal Securities Rulemaking 

Board; Notice of Filing of Proposed 

Rule Change Relating to Rule G–37, on 

Political Contributions and 

Prohibitions on Municipal Securities 

Business 

September 2, 2010. 

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 

25, 2010, the Municipal Securities 

Rulemaking Board (‘‘MSRB’’) 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 MSRB. 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 MSRB has filed with the 

Commission a proposed rule change 

which consists of an interpretive notice 

regarding Rule G–37, on political 

contributions and prohibitions on 

municipal securities business (referred 

to hereafter as ‘‘proposed rule change’’). 

The MSRB has requested an effective 

date for the proposed rule change of 

sixty (60) days after Commission 

approval of the proposed rule change. 

The text of the proposed rule change 

is available on the MSRB’s Web site at 

http://www.msrb.org/msrb1/sec.asp, at 

the MSRB’s principal office, and at the 

Commission’s Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis For, the Proposed Rule 

Change 

In its filing with the Commission, the 

MSRB included statements concerning 

the purpose of and basis for the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

MSRB 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 proposed rule change consists of 

an interpretive notice regarding Rule G– 

37, on political contributions and 

prohibitions on municipal securities 

business.3 Under Rule G–37, certain 

contributions to elected officials of 

municipal securities issuers made by 

brokers, dealers and municipal 

securities dealers (‘‘dealers’’), municipal 

finance professionals (‘‘MFPs’’) 

associated with dealers, and political 

action committees (‘‘PACs’’) controlled 

by dealers and their MFPs (‘‘dealercontrolled PACs’’) 4 may result in 

prohibitions on dealers from engaging in 

municipal securities business with such 

issuers for a period of two years from 

the date of any triggering contributions. 

Rule G–37 requires dealers to disclose 

certain contributions to issuer officials, 

state or local political parties, and bond 

ballot campaigns, as well as other 

information, on Form G–37 to allow 

public scrutiny of such contributions 

and the municipal securities business of 

a dealer. In addition, dealers and MFPs 

generally are prohibited from soliciting 

others (including affiliates of the dealer 

or any PACs) to make contributions to 

officials of issuers with which the dealer 

is engaging or seeking to engage in 

municipal securities business, or to 

political parties of a state or locality 

where the dealer is engaging or seeking 

to engage in municipal securities 

business. Dealers and MFPs are 

prohibited from circumventing Rule G– 

37 by direct or indirect actions through 

any other persons or means.5

Due to changes in the financial 

markets since the adoption of Rule G– 

37 and recent market turmoil, many 

dealers have become affiliated with a 

broad range of other entities in 

increasingly diverse organizational 

structures. Some of these affiliated 

entities (including but not limited to 

banks, bank holding companies, 

insurance companies and investment 

management companies) have formed or 

otherwise maintain relationships with 

PACs (‘‘affiliated PACs’’) and other 

political organizations, many of which 

may make contributions to issuer 

officials. Such relationships raise 

questions regarding the extent to which 

affiliated PACs may effectively be 

controlled by dealers or their MFPs and 

thereby constitute dealer-controlled 

PACs whose contributions are subject to 

Rule G–37. Further, such relationships 

raise concerns regarding whether the 

contributions of such affiliated PACs, 

even if not viewed as dealer-controlled 

PACs, may be used by dealers or their 

MFPs to circumvent Rule G–37 as 

indirect contributions for the purpose of 

obtaining or retaining municipal 

securities business. As a result, the 

MSRB has filed the proposed rule 

change to provide additional guidance 

with regard to the potential for affiliated 

PACs to be viewed as dealer-controlled 

PACs. 

The proposed rule change sets out 

factors that may result in an affiliated 

PAC being viewed as controlled by a 

dealer or an MFP of a dealer and thereby 

being treated as a dealer-controlled PAC 

for purposes of Rule G–37. The 

proposed rule change would: i) provide 

guidance on when a dealer’s affiliated 

PAC might be viewed as controlled by 

the dealer for purposes of Rule G–37; 

and ii) ensure that the industry is 

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Federal Register / Vol. 75, No. 174 / Thursday, September 9, 2010 / Notices 54931 

6See Rule G–37 Question & Answer No. IV. 24 

(May 24, 1994). 

7MSRB Rule D–8 defines a bank dealer as a 

municipal securities dealer which is a bank or a 

separately identifiable department or division of a 

bank. 

8See Rule G–37 Question & Answer No. IV. 24 

(May 24, 1994). 

9However, a PAC created by an individual acting 

in his or her formal capacity as an officer, 

employee, director or other representative of a 

dealer, regardless of whether such individual is an 

MFP, would be deemed a dealer-controlled PAC 

rather than a PAC controlled by the individual. 

10A dealer or an MFP may make sufficiently large 

or frequent contributions to a PAC so as to obtain 

effective control over the PAC, depending on the 

totality of facts and circumstances. 

cognizant of prior MSRB guidance 

concerning indirect contributions under 

the rule. The proposed rule change 

notes that, when evaluating whether 

contributions made by affiliated PACs 

may be subject to the provisions of Rule 

G–37, dealers should first determine 

whether such affiliated PAC would be 

viewed as a dealer-controlled PAC. If an 

affiliated PAC is determined to be a 

dealer-controlled PAC, then its 

contributions to issuer officials would 

subject the dealer to the ban on 

municipal securities business and its 

contributions to issuer officials, state or 

local political parties, and bond ballot 

campaigns would be subject to 

disclosure under Rule G–37. Even if the 

affiliated PAC is determined not to be a 

dealer-controlled PAC, the dealer still 

must consider whether payments made 

by the dealer or its MFPs to such 

affiliated PAC could ultimately be 

viewed as an indirect contribution 

under Rule G–37(d) if, for example, the 

affiliated PAC is being used as a conduit 

for making a contribution to an issuer 

official. 

Indicators of Control by Dealers and 

MFPs. Soon after adoption of Rule G–37, 

the MSRB stated that each dealer must 

determine whether a PAC is dealer 

controlled, with any PAC of a non-bank 

dealer assumed to be a dealer-controlled 

PAC.6 The MSRB has also stated that the 

determination of whether a PAC of a 

bank dealer 7 is a dealer-controlled PAC 

would depend upon whether the bank 

dealer or anyone from the bank dealer 

department has the ability to direct or 

cause the direction of the management 

or the policies of the PAC.8 Such ability 

to direct or cause the direction of the 

management or the policies of a PAC 

also would be indicative of control of 

such PAC by a non-bank dealer or any 

of its MFPs, although it would not be 

the exclusive indicator of such control. 

While this guidance establishes basic 

principles with regard to making a 

determination of control, it does not set 

out an exhaustive list of circumstances 

under which a PAC may or may not be 

viewed as dealer or MFP controlled. The 

specific facts and circumstances 

regarding the creation, management, 

operation and control of a particular 

PAC must be considered in making a 

determination of control with respect to 

such PAC. 

Creation of PAC. The proposed rule 

change provides that, in general, a 

dealer or MFP involved in the creation 

of a PAC would continue to be viewed 

as controlling such PAC unless and 

until such dealer or MFP becomes 

wholly disassociated in any direct or 

indirect manner with the PAC. Thus, 

any PAC created by a dealer, acting 

either in a sole capacity or together with 

other entities or individuals, would be 

presumed to be a dealer-controlled PAC. 

This presumption continues at least as 

long as the dealer or any MFP of the 

dealer retains any formal or informal 

role in connection with such PAC, 

regardless of whether such dealer or 

MFP has the ability to direct or cause 

the direction of the management or 

policies of the PAC. This presumption 

also would continue for so long as any 

non-MFP associated person of the dealer 

(either an individual, whether or not an 

MFP, or an affiliated company directly 

or indirectly controlling, controlled by 

or under common control with the 

dealer) has the ability to direct or cause 

the direction of the management or 

policies of the PAC. In effect, a dealer 

could not attempt to treat a PAC it 

created and then spun off to the control 

of an affiliated company as not being a 

dealer-controlled PAC. However, 

depending on the totality of the facts 

and circumstances, a PAC originally 

created by a dealer in which the dealer 

or its MFPs no longer retain any role, 

and with respect to which any other 

affiliates retain only very limited noncontrol roles, could be viewed as no 

longer controlled by the dealer. 

Similarly, a PAC created by any 

person associated with the dealer at the 

time the PAC was created, acting either 

in a sole capacity or together with other 

entities or individuals, would be 

presumed to be controlled by such 

person under the proposed rule change. 

Such presumption continues at least for 

so long as such person retains any 

formal or informal role in connection 

with such PAC, regardless of whether 

any such person has the ability to direct 

or cause the direction of the 

management or policies of the PAC. 

This presumption also would continue 

for so long as any other person 

associated with the same dealer as the 

creator of the PAC has the ability to 

direct or cause the direction of the 

management or policies of the PAC. 

Although such PAC may not be viewed 

as subject to Rule G–37 as an MFPcontrolled PAC when originally created 

if such person was not then an MFP, if 

the person creating the PAC, or any 

other associated person with the ability 

to direct or cause the direction of the 

management or policies of such PAC, is 

or later becomes an MFP, such PAC 

would be deemed an MFP-controlled 

PAC.9

Management, Funding and Control of 

PAC. Beyond the role of the dealer, MFP 

or other person in creating a PAC and 

maintaining an ongoing association with 

such PAC, the proposed rule change 

provides that the ability to direct or 

cause the direction of the management 

or the policies of a PAC is also 

important. Strong indicators of 

management and control are not 

mitigated by the fact that such dealer, 

MFP or other person does not have 

exclusive, predominant or ‘‘majority’’ 

control of the PAC, its management, its 

policies, or its decisions with regard to 

making contributions. For example, the 

fact that a dealer or MFP may only have 

a single vote on a governing board or 

other decision-making or advisory board 

or committee of a PAC, and therefore 

does not have sole power to cause the 

PAC to take any action, would not 

obviate the status of such dealer or MFP 

as having control of the PAC, so long as 

the dealer or MFP has the ability, alone 

or in conjunction with other similarly 

empowered entities or individuals, to 

direct or cause the direction of the 

management or the policies of the PAC. 

In essence, it is possible for a single 

PAC to be viewed as controlled by 

multiple different dealers if the control 

of such PAC is shared among such 

dealers, although the presumption of 

control may be rebutted as described 

below. 

The level of funding provided by 

dealers and their MFPs to a PAC may 

also be indicative of control pursuant to 

the proposed rule change. A PAC that 

receives a majority of its funding from 

a single dealer (including the collective 

contributions of its MFPs and 

employees) or a single MFP is 

conclusively presumed to be controlled 

by such dealer or MFP, regardless of the 

lack of any of the other indicia of 

control described in this notice. Another 

important factor is the size or frequency 

of contributions by a dealer or MFP,10

viewed in light of the size and 

frequency of contributions made by 

other contributors not affiliated in any 

way with such dealer or MFP. For 

example, a limited number of small 

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54932 Federal Register / Vol. 75, No. 174 / Thursday, September 9, 2010 / Notices 

11See Rule G–37 Question & Answer No. III.7 

(September 22, 2005) for a discussion of potential 

indirect contributions through affiliated PACs. 

12See Rule G–37 Question & Answer No. III.4 

(August 6, 1996). 

13See Rule G–37 Question & Answer No. III.5 

(August 6, 1996). 

14Rule G–27, on supervision, provides in section 

(c) that each dealer shall adopt, maintain and 

enforce written supervisory procedures reasonably 

designed to ensure that the conduct of the 

municipal securities activities of the dealer and its 

associated persons are in compliance with MSRB 

rules. 

15See Rule G–37 Question & Answer No. III.7 

(September 22, 2005). 

16The potential information barriers described in 

the guidance include: (i) A prohibition on the 

dealer or MFP from recommending, nominating, 

appointing or approving the management of 

affiliated PACs; (ii) a prohibition on sharing the 

affiliated PACs meeting agenda, meeting schedule, 

or meeting minutes; (iii) a prohibition on 

identification of prior affiliated PAC contributions, 

planned PAC contributions or anticipated PAC 

contributions; (iv) a prohibition on directly 

providing or coordinating information about prior 

negotiated municipal securities businesses, 

solicited municipal securities business, and 

planned solicitations of municipal securities 

business; and (v) other such information barriers as 

the firms deems appropriate to effectively monitor 

conflicting interest and prevent abuses. 

17See Rule G–37 Interpretive Letter—Supervisory 

procedures relating to indirect contributions; 

conference accounts and 527 organizations 

(December 21, 2006). 

18 15 U.S.C. 78o–4(b)(2)(C). 

contributions freely made by employees 

of a dealer to an affiliated PAC (i.e., not 

directed by the dealer and not part of an 

automated or otherwise dealerorganized program of contributions) 

would not, by itself, automatically raise 

a presumption of dealer control so long 

as the collective contributions by the 

dealer or its employees is not significant 

as compared to the total funding of the 

affiliated PAC, subject to consideration 

of the other relevant facts and 

circumstances. In addition, 

contributions made by a dealer or MFP 

to an affiliated PAC could raise a 

stronger inference of de facto dealer or 

MFP control than when such 

contributions were made to nonaffiliated PACs. 

However, even where a dealer or MFP 

is not viewed as controlling a PAC 

under the principles described above, 

the proposed rule change cautions 

dealers to remain mindful of the 

potential for leveraging the contribution 

activities of affiliated PACs in soliciting 

municipal securities business in a way 

that could raise a presumption of dealer 

or MFP control. For example, an MFP’s 

references to the contributions made by 

an affiliated PAC during solicitations of 

municipal securities business could, 

depending on the facts and 

circumstances, serve as evidence of 

coordination of such PAC’s activities 

with the dealer or MFP that could, 

together with other facts, be indicative 

of direct or indirect control of the PAC 

by such dealer or MFP. Such control 

could be found even in circumstances 

where the dealer or its MFPs have not 

made contributions to the affiliated 

PAC.11

Of course, the presumptions 

described above may be rebutted, 

depending upon the totality of facts and 

circumstances. The proposed rule 

change notes considerations that may 

serve to rebut such presumptions, 

which may include whether the dealer 

or person creating the PAC: (i) 

Participates with a broad-based group of 

other entities and/or individuals in 

creating the PAC, (ii) at no time 

undertakes any direct or indirect role 

(and, in the case of a dealer, no person 

associated with the dealer undertakes 

any direct or indirect role) in leading 

the creation of the PAC or in directing 

or causing the direction of the 

management or the policies of the PAC, 

and/or (iii) provides funding for such 

PAC (and, in the case of a dealer, its 

associated persons collectively provide 

funding for such PAC) that is not 

substantially greater than the typical 

funding levels of other participants in 

the PAC who do not undertake a direct 

or indirect role in leading the creation 

of the PAC or in directing or causing the 

direction of the management or the 

policies of the PAC. 

Indirect Contributions Through Bank 

PACs or Other Affiliated PACs. The 

proposed rule change reminds dealers 

that, if an affiliated PAC is determined 

not to be a dealer-controlled PAC, a 

dealer must still consider whether 

payments made by the dealer or its 

MFPs to such affiliated PAC could be 

viewed as an indirect contribution that 

would become subject to Rule G–37 

pursuant to section (d) thereof. The 

proposed rule change reviews prior 

extensive guidance on such indirect 

contributions, noting that the MSRB had 

stated in 1996 that, depending on the 

facts and circumstances, contributions 

to a non-dealer associated PAC that is 

soliciting funds for the purpose of 

supporting a limited number of issuer 

officials might result in the same 

prohibition on municipal securities 

business as would contributions made 

directly to the issuer official.12 The 

MSRB also noted that dealers should 

make inquiries of a non-dealer 

associated PAC that is soliciting 

contributions in order to ensure that 

contributions to such a PAC would not 

be treated as an indirect contribution.13

The proposed rule change also notes 

that the MSRB has previously provided 

guidance in 2005 with regard to 

supervisory procedures 14 that dealers 

should have in place in connection with 

payments to a non-dealer associated 

PAC or a political party to avoid 

indirect rule violations of Rule G–37(d). 

In such guidance, the MSRB stated that 

in order to ensure compliance with Rule 

G–27(c) as it relates to payments to 

political parties or PACs and Rule G– 

37(d), each dealer must adopt, maintain 

and enforce written supervisory 

procedures reasonably designed to 

ensure that neither the dealer nor its 

MFPs are using payments to political 

parties or non-dealer controlled PACs to 

contribute indirectly to an official of an 

issuer.15 Among other things, dealers 

might seek to establish procedures 

requiring that, prior to the making of 

any contribution to a PAC, the dealer 

undertake certain due diligence 

inquiries regarding the intended use of 

such contributions, the motive for 

making the contribution and whether 

the contribution was solicited. Further, 

in order to ensure compliance with Rule 

G–37(d), dealers could consider 

establishing certain information barriers 

between any affiliated PACs and the 

dealer and its MFPs.16 The proposed 

rule change notes that dealers that have 

established such information barriers 

should review their adequacy to ensure 

that the affiliated entities’ contributions, 

payments or PAC disbursement 

decisions are neither influenced by the 

dealer or its MFPs, nor communicated 

to the dealers and the MFPs. 

The MSRB subsequently noted that 

the 2005 guidance did not establish an 

obligation to put in place the specific 

procedures and information barriers 

described in the guidance so long as the 

dealer in fact has and enforces other 

written supervisory procedures 

reasonably designed to ensure that the 

conduct of the dealer and its MFPs are 

in compliance with Rule G–37(d).17 The 

proposed rule change provides the 

example that, when information 

regarding past or planned contributions 

of an affiliated PAC is or may be 

available to or known by the dealer or 

its MFPs, the dealer might establish and 

enforce written supervisory procedures 

that prohibit the dealer or MFP from 

providing information to issuer 

personnel regarding past or anticipated 

affiliated PAC contributions. 

2. Statutory Basis 

The MSRB has adopted the proposed 

rule change pursuant to Section 

15B(b)(2)(C) of the Act,18 which 

provides that the MSRB’s rules shall be 

designed to prevent fraudulent and 

manipulative acts and practices, to 

promote just and equitable principles of 

mstockstill on DSKH9S0YB1PROD with NOTICES

Federal Register / Vol. 75, No. 174 / Thursday, September 9, 2010 / Notices 54933 

19 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

trade, to foster cooperation and 

coordination with persons engaged in 

regulating, clearing, settling, processing 

information with respect to, and 

facilitating transactions in municipal 

securities, to remove impediments to 

and perfect the mechanism of a free and 

open market in municipal securities, 

and, in general, to protect investors and 

the public interest. 

The MSRB believes that the proposed 

rule change is consistent with the Act 

because it will help to inhibit practices 

constituting real and perceived attempts 

to influence the awarding of municipal 

securities business through 

contributions made by or through 

dealer-affiliated PACs. The MSRB also 

believes that the proposed rule change 

will facilitate dealer compliance with 

Rule G–37 and Rule G–27, on 

supervision. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The MSRB does not believe that the 

proposed rule change would impose any 

burden on competition not necessary or 

appropriate in furtherance of the 

purposes of the Act since it would apply 

equally to all brokers, dealers and 

municipal securities dealers. 

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. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Within 45 days of the date of 

publication of this notice in the Federal 

Register or within such longer period 

up to 90 days (i) as the Commission may 

designate if it finds such longer period 

to be appropriate and publishes its 

reasons for so finding or (ii) as to which 

the self-regulatory organization 

consents, the Commission will: 

A. By order approve or disapprove 

such proposed rule change, or 

B. institute proceedings to determine 

whether the proposed rule change 

should be disapproved. 

The MSRB has requested an effective 

date for the proposed rule change of 

sixty (60) days after Commission 

approval of the proposed rule change. 

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 Comment 

• 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–MSRB–2010–07 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Elizabeth M. Murphy, Secretary, 

Securities and Exchange Commission, 

100 F Street, NE., Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–MSRB–2010–07. 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 Web site viewing and 

printing 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 

MSRB. 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–MSRB–2010–07 and should 

be submitted on or before September 30, 

2010. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.19

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. 2010–22450 Filed 9–8–10; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–62829; File No. SR–BX– 

2010–061] 

Self-Regulatory Organizations; 

NASDAQ OMX BX, Inc.; Notice of Filing 

and Immediate Effectiveness of 

Proposed Rule Change To Permit 

Concurrent Listing of $2.50 and $1 

Strikes on MNX Options 

September 2, 2010. 

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 

30, 2010, NASDAQ OMX BX, Inc. (the 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission (‘‘SEC’’ or 

‘‘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 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 

Chapter XIV, Section 10 (Terms of Index 

Options Contracts) of the Rules of the 

Boston Options Exchange Group, LLC 

(‘‘BOX’’) to allow the Exchange to 

concurrently list $2.50 and $1 strikes on 

Mini- Nasdaq-100 Index (‘‘MNX’’) 

options, and that certain listing 

parameters only apply to $1 strikes on 

MNX options. The text of the proposed 

rule change is available from the 

principal office of the Exchange, on the 

Commission’s Web site at http:// 

www.sec.gov, at the Commission’s 

Public Reference Room and also on the 

Exchange’s Internet Web site at http:// 

nasdaqomxbx.cchwallstreet.com/ 

NASDAQOMXBX/Filings/. 

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. 

mstockstill on DSKH9S0YB1PROD with NOTICES