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###### Securities and Exchange Commission

          - [Release No. 34-60096; File No. SR-DTC-2009-10]

                    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (“Act”),[1]                                          notice is hereby given that on May 22, 2009, The Depository Trust Company (“DTC”) filed with the Securities and Exchange Commission (“Commission”) the proposed rule change as described in Items I, II, and III below, which Items have been prepared primarily by DTC. DTC filed the proposed rule change pursuant to Section 19(b)(3)(A)(iii) of the Act [2]                                          and Rule 19b-4(f)(4) thereunder [3]                      so that the proposal was 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

The proposed rule change will replace DTC' Participant Inquiry Notification System (“PINS”) with a new Web Inquiry Notification System (“WINS”) as a means for participants and DTC to communicate with each other about records pertaining to various services such as dividends, corporate reorganizations, custody services, and securities processing.

## II. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change

                    In its filing with the Commission, DTC 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. DTC has prepared summaries, set forth in sections A, B, and C below, of the most significant aspects of such statements.                          ( print page 28746)    

### A. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change

                    The proposed rule change establishes WINS, which is a new internet browser-based inquiry management system. WINS will replace PINS as the function that enables DTC participants to submit inquiries regarding their records. WINS will offer many significant improvements over PINS, including streamlining the process for participants to submit and to monitor inquiries and requests, providing easier navigation and date entry,[4]                      and having a quicker response time. Additionally, WINS will provide real-time status updates by e-mail. Participants will receive e-mails stating that their inquiry was received, updated, or closed.                

Participants will have the ability to access WINS through the Participant Browser System (“PBS”). If a Participant does not have access to PBS, then it will access WINS through DTC's public Web site. Existing PINS users will be given access to WINS automatically and will be able to use their current password. All participant inquiries made before the release of WINS will continue to be processed through PINS. Participants will be able to view those inquiries through the PINS function but will be required to submit all new inquiries through WINS.

                    DTC believes that the proposed rule change is consistent with the requirements of Section 17A of the Act,[5]                                          the rules and regulations thereunder. DTC states that the proposed rule change enhances an existing function to provide DTC participants with greater transparency and quicker responses to their inquiries. As such, it is a change to an existing function that will not adversely affect the safeguarding of securities and funds in DTC's control or custody.                

### B. Self-Regulatory Organization's Statement on Burden on Competition

DTC does not believe that the proposed rule change will have any impact or impose any burden on competition.

### C. Self-Regulatory Organization's Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others

DTC has not solicited or received written comments relating to the proposed rule change. DTC will notify the Commission of any written comments it receives.

## III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action

                    The foregoing rule changes have become effective upon filing pursuant to Section 19(b)(3)(A)(iii) of the Act [6]                                          and Rule 19b-4(f)(4) [7]                                          thereunder because the proposed rule change effects a change in an existing service of DTC that (i) does not adversely affect the safeguarding of securities or funds in DTC's custody or control or for which it is responsible and (ii) does not significantly affect the respective rights of DTC or persons using the service. At any time within sixty days of the filing of such rule changes, the Commission may summarily abrogate such rule changes 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.                 

## 

## IV. Solicitation of Comments

Interested persons are invited to submit written data, views, and arguments concerning the foregoing, including whether the proposed rule changes are 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 rule-comments@sec.gov.                      Please include File No. SR-DTC-2009-10 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 No. DTC-2009-10. 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 Section, 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 filings also will be available for inspection and copying at DTC's principal office and DTC's Web site at                     *http://www.dtc.org/​impNtc/​mor/​index.html*. 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 No. DTC-2009-10 and should be submitted on or before July 8, 2009.                                    

                        For the Commission by the Division of Trading and Markets, pursuant to delegated authority.8

Florence E. Harmon,

Deputy Secretary.

# Footnotes

1.                             15 U.S.C. 78s(b)(1).                    
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2.                             15 U.S.C. 78s(b)(3)(A)(iii).                    
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3.                             17 CFR 240.19b-4(f)4).                    
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4.                             There will be a guided drop-down menu for each inquiry type, eliminating the need for participants to determine department and activity codes.                    
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5.                             15 U.S.C. 78q-1.                    
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6.                             15 U.S.C. 78s(b)(3)(A)(iii).                    
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7.                             17 CFR 240.19b-4(f)(4).                    
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8.                             17 CFR 200.30-3(a)(12).                    
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[FR Doc. E9-14191 Filed 6-16-09; 8:45 am]

BILLING CODE 8010-01-P