25782 Federal Register / Vol. 74, No. 102 / Friday, May 29, 2009 / Notices 

23 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 59825 

(April 27, 2009), 74 FR 20771 (‘‘Notice’’). 4Amendment No. 1 was a technical amendment 

to correct an inadvertent error in language in the 

Purpose Section of 19b–4. 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). 6 15 U.S.C. 78f(b)(5). 

7 15 U.S.C. 78f(b)(8). 

8See Notice. 

9 Id. NYSE Amex stated that one respondent, 

when asked about the proposed one second 

exposure periods, indicated that it ‘‘might be hard 

to respond that rapidly’’ but then went on to state 

that they felt NYSE Amex should make the change 

in order to match other option exchanges’ rules. Id. 

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 such filing also will be available for 

inspection and copying at the 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– 

NYSEAmex–2009–17 and should be 

submitted on or before June 19, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.23

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–12448 Filed 5–28–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–59956; File No. SR– 

NYSEAmex–2009–15] 

Self-Regulatory Organizations; NYSE 

Amex LLC; Order Granting Accelerated 

Approval of Proposed Rule Change, as 

Modified by Amendment No. 1, 

Amending Rule 935NY—Order 

Exposure Requirements To Reduce the 

Exposure Periods From Three 

Seconds to One Second 

May 21, 2009. 

I. Introduction 

On April 21, 2009, NYSE Amex LLC 

(‘‘NYSE Amex’’ or the ‘‘Exchange’’), 

filed with the Securities and Exchange 

Commission (‘‘Commission’’) pursuant 

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

Exchange Act of 1934 (‘‘Act’’) 1 and Rule 

19b–4 thereunder,2 a proposed rule 

change to reduce certain order exposure 

periods from three seconds to one 

second. The proposed rule change was 

published for comment in the Federal 

Register on May 5, 2009.3 The 

Commission received no comments on 

the proposal. The Exchange filed 

Amendment No. 1 to the proposal on 

May 20, 2009.4 This order approves the 

proposed rule change, as modified by 

Amendment No. 1, on an accelerated 

basis. 

II. Description of the Proposal 

The purpose of the proposed rule 

change is to reduce the exposure time 

during which Amex Users may not 

execute as principal against orders they 

represent as agent from three seconds to 

one second. Under the current Rule 

935NY, Order Exposure Requirements, 

Users may not execute as principal 

orders they represent as agent unless 

agency orders are first exposed on the 

Exchange for at least three seconds, or 

the User has been bidding or offering on 

the Exchange for at least three seconds 

prior to receiving an agency order that 

is executable against such bid or offer. 

During this three-second exposure 

period, other market participants may 

enter orders to trade against the exposed 

order. Under this proposal, the exposure 

periods contained in Rule 935NY would 

be reduced to one second. 

III. Discussion and Commission 

Findings 

After carefully reviewing the 

proposed rule change, the Commission 

finds that the proposal 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 proposed 

rule change is consistent with Section 

6(b)(5) of the Act,6 which, among other 

things, requires that the rules of a 

national securities exchange be 

designed to promote just and equitable 

principles of trade, to foster cooperation 

and coordination with persons engaged 

in regulating 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 

also finds that the proposed rule change 

is consistent with Section 6(b)(8) of the 

Act,7 which requires that the rules of an 

exchange not impose any burden on 

competition that is not necessary or 

appropriate in furtherance of the 

purposes of the Act. 

The Commission believes that, given 

the electronic nature of the NYSE Amex 

System, reducing the exposure periods 

from three seconds to one second could 

facilitate the prompt execution of 

orders, while continuing to provide 

market participants with an opportunity 

to compete for exposed bids and offers. 

To substantiate that NYSE Amex 

members could receive, process, and 

communicate a response back to the 

Exchange within one second, the 

Exchange stated that it conducted a 

survey of Amex Trading Permit Holders 

(‘‘ATP Holders’’) to find out whether 

their systems were capable of receiving, 

processing, and responding to orders in 

a meaningful way within one second. 

NYSE Amex stated that of the six 

member firms that responded to the 

Exchange’s survey, four indicated that 

the turnaround time was less than one 

second, one declined to comment 

regarding its turnaround time, and one 

stated that it was not exactly sure of its 

turnaround time.8 NYSE Amex also 

stated that none of the responding ATP 

Holders anticipated any problems 

related to order processing if the 

Exchange reduced the exposure periods 

to one second, and none of the 

responding ATP Holders were opposed 

to the reduced exposure periods.9 Based 

on NYSE Amex’s statements regarding 

the survey results, the Commission 

believes that market participants should 

continue to have opportunities to 

compete for exposed bids and offers 

within a one second exposure period. 

Accordingly, the Commission believes 

that it is consistent with the Act for 

NYSE Amex to reduce the exposure 

times discussed herein from three 

seconds to one second. 

The Commission finds good cause to 

approve the proposed rule change prior 

to the thirtieth day after publication for 

comment in the Federal Register. The 

Commission notes that the proposed 

rule change was noticed for a fifteen-day 

comment period, and no comments 

were received. The Commission 

believes that the Exchange has provided 

reasonable support for its belief that the 

Exchange’s market participants would 

continue to have an opportunity to 

compete for exposed bids and offers if 

the exposure periods were reduced to 

one second as proposed. Finally, the 

mstockstill on PROD1PC66 with NOTICES

Federal Register / Vol. 74, No. 102 / Friday, May 29, 2009 / Notices 25783 

10See Securities Exchange Act Release Nos. 

58088 (July 2, 2008), 73 FR 39747 (July 10, 2008) 

(SR–CBOE–2008–16); 58224 (July 25, 2008), 73 FR 

44303 (July 30, 2008) (SR–ISE–2007–94); 59081 

(December 11, 2008), 73 FR 76432 (December 16, 

2008) (SR–Phlx–2008–79); and 59194 (January 5, 

2009), 74 FR 976 (January 9, 2009). 

11 15 U.S.C. 78s(b)(2). 

12 15 U.S.C. 78s(b)(2). 

13 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 58461 

(September 4, 2008), 73 FR 52710 (September 10, 

2008) (SR–FINRA–2008–033); Securities Exchange 

Act Release No. 58514 (September 11, 2008), 73 FR 

54190 (September 18, 2008) (SR–FINRA–2008–039); 

Securities Exchange Act Release No. 58643 

(September 25, 2008), 73 FR 57174 (October 1, 

2008) (SR–FINRA–2008–021, –022, –026,–028, 

–029); Securities Exchange Act Release No. 58660 

(September 26, 2008), 73 FR 57393 (October 2, 

2008) (SR–FINRA–2008–027); Securities Exchange 

Act Release No. 58661 (September 26, 2008), 73 FR 

57395 (October 2, 2008) (SR–FINRA–2008–030); 

and Securities Exchange Act Release No. 59097 

(December 12, 2008), 73 FR 78412 (December 22, 

2008) (SR–FINRA–2008–057). 

4On March 30, 2009, the Exchange withdrew 

Amendment No. 1. 

5Amendment No. 2 to SR–NYSE–2009–25 

replaced the original filing in its entirety. 

References to Amendment No. 1 in Amendment No. 

2 should be read as Amendment No. 2. See 

telephone conversation between Clare F. 

Saperstein, Managing Director, NYSE Regulation, 

Inc., and Nancy J. Burke-Sanow, Assistant Director, 

Division of Trading and Markets, Commission, 

March 30, 2009. 

6See Securities Exchange Act Release No. 59655 

(March 30, 2009), 74 FR 15563 (‘‘Notice’’). 

7The current FINRA rulebook consists of three 

sets of rules: (1) NASD Rules, (2) rules and rule 

interpretations incorporated from the NYSE 

(‘‘FINRA Incorporated NYSE Rules’’) (together, 

referred to as the ‘‘Transitional Rulebook’’), and (3) 

consolidated FINRA Rules. The FINRA 

Incorporated NYSE Rules apply only to those 

members of FINRA that are also members of the 

NYSE (‘‘Dual Members’’), while the consolidated 

FINRA Rules apply to all FINRA members. 

8Pursuant to Rule 17d–2 under the Act, NYSE, 

NYSER and NASD entered into an agreement 

(‘‘Rule 17d–2 Agreement’’) to reduce regulatory 

duplication for Dual Members by allocating to 

FINRA regulatory responsibility for specified NYSE 

rules (the ‘‘Common Rules’’). See Securities 

Exchange Act Release No. 56148 (July 26, 2007), 72 

FR 42146 (August 1, 2007) (Notice of Filing and 

Order Approving and Declaring Effective a Plan for 

the Allocation of Regulatory Responsibilities). The 

Common Rules include the FINRA Incorporated 

NYSE Rules. See Securities Exchange Act Release 

No. 56147 (July 26, 2007), 72 FR 42166 (August 1, 

2007) (Notice of Filing and Order Granting 

Accelerated Approval of Proposed Rule Change to 

Incorporate Certain NYSE Rules Relating to Member 

Firm Conduct) (SR–NASD–2007–054). Paragraph 

2(b) of the Rule 17d–2 Agreement sets forth 

procedures regarding proposed changes by either 

NYSE or FINRA to the substance of any of the 

Common Rules. 

9See Notice, supra note 6. 

10 15 U.S.C. 78f. 

11 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). 

12 15 U.S.C. 78f(b)(5). 

Commission also notes that the 

proposed rule change is similar to 

recently approved proposals submitted 

by the Chicago Board Options Exchange, 

Incorporated, the International 

Securities Exchange, LLC, NASDAQ 

OMX PHLX, Inc., and NYSE Arca, Inc.10

Therefore, the Commission finds good 

cause, consistent with Section 19(b)(2) 

of the Act,11 to approve the proposed 

rule change on an accelerated basis. 

IV. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,12 that the 

proposed rule change (SR–NYSEAmex– 

2009–15), as modified by Amendment 

No. 1, be, and hereby is, approved on an 

accelerated basis. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.13

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–12450 Filed 5–28–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–59965; File No. SR–NYSE– 

2009–25] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Order 

Approving Proposed Rule Change, as 

Modified by Amendment No. 2 Thereto, 

Changing Certain NYSE Rules and 

Rule Interpretations To Harmonize 

Them With Changes to Corresponding 

Rules Filed by the Financial Industry 

Regulatory Authority, Inc. 

May 21, 2009. 

I. Introduction 

On March 9, 2009, the New York 

Stock Exchange LLC (‘‘NYSE’’ or 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission 

(‘‘Commission’’) pursuant to Section 

19(b)(1) of the Securities Exchange Act 

of 1934 (‘‘Act’’) 1 and Rule 19b–4 

thereunder,2 a proposed rule change to 

make changes to certain NYSE rules and 

rule interpretations, to be effective 

retroactively to December 15, 2008, to 

harmonize them with changes to 

corresponding rules that were filed by 

the Financial Industry Regulatory 

Authority, Inc. (‘‘FINRA’’) and approved 

by the Commission or were effective 

upon filing with the Commission.3 On 

March 27, 2009, the Exchange filed 

Amendment No. 1 to the proposed rule 

change, which was withdrawn.4 On 

March 30, 2009, the Exchange filed 

Amendment No. 2 to the proposed rule 

change.5 The proposed rule change was 

published in the Federal Register on 

April 6, 2009.6 The Commission 

received no comments on the proposal. 

This order approves the proposed rule 

change, as amended. 

II. Description of the Proposal 

On July 30, 2007, the National 

Association of Securities Dealers, Inc. 

(‘‘NASD’’) and NYSE Regulation, Inc., 

the regulatory subsidiary of the New 

York Stock Exchange (‘‘NYSE’’), 

consolidated their member firm 

regulation operations into FINRA. In 

connection with this consolidation, 

FINRA is in the process of establishing 

a consolidated FINRA rulebook (the 

‘‘Consolidated FINRA Rulebook’’) 7 that 

will harmonize NASD rules and NYSE 

rules relating to member firm 

regulation.8 All of these rules will be 

identified as ‘‘FINRA Rules’’ when the 

rule consolidation process is completed. 

To reduce regulatory duplication, the 

Exchange proposes to harmonize several 

NYSE rules with certain FINRA rule 

changes by deleting NYSE rules and 

rule interpretations and replacing them 

with rules that are identical to, or 

substantially identical to, the FINRA 

Rules that were approved by, or were 

effective upon filing with, the 

Commission, subject to technical 

amendments to conform them to the 

Exchange. The Exchange also proposes 

to adopt the same rule numbers used in 

the Consolidated FINRA Rulebook to 

allow members and others to more 

readily identify those NYSE rules that 

have been harmonized with FINRA 

Rules. The Notice provides a more 

detailed description of the FINRA rule 

changes and the Exchange’s proposed 

conforming rule changes.9

III. Discussion and Commission’s 

Findings 

The Commission has carefully 

reviewed the proposed rule change and 

finds that it is consistent with the 

requirements of Section 6 of the Act 10

and the rules and regulations 

thereunder applicable to a national 

securities exchange.11 In particular, the 

Commission finds that the proposal is 

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

Act,12 which requires, among other 

things, that the Exchange’s rules be 

designed to prevent fraudulent and 

manipulative acts and practices, to 

promote just and equitable principles of 

trade, 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 is deleting certain rules 

and rule interpretations pertaining to: 

(1) Compensation or gratuities to 

mstockstill on PROD1PC66 with NOTICES