Federal Register / Vol. 74, No. 127 / Monday, July 6, 2009 / Notices 32013 

Trust Indenture Act of 1939 (15 U.S.C. 

77aaa et seq.). Form T–6 provides the 

basis for determining if the foreign 

corporate trustee is qualified. Form T– 

6 takes approximately 17 burden hours 

per response and is filed by 

approximately 15 respondents annually. 

We estimate that 25% of the 17 hours 

(4.25 hours) is prepared by the filer for 

an annual reporting burden of 64 hours 

(4.25 hours per response × 15 

responses). 

Written comments are invited on: (a) 

Whether this proposed collection of 

information is necessary for the proper 

performance of the functions of the 

agency, including whether the 

information will have practical utility; 

(b) the accuracy of the agency’s estimate 

of the burden imposed by 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 collections 

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 Charles Boucher, Director/CIO, 

Securities and Exchange Commission, 

C/O Shirley Martinson, 6432 General 

Green Way, Alexandria, Virginia 22312, 

or send an e-mail to: 

PRA_Mailbox@sec.gov. 

Dated: June 29, 2009. 

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. E9–15721 Filed 7–2–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Submission for OMB Review; 

Comment Request 

Upon Written Request, Copies Available 

From: U.S. Securities and Exchange 

Commission, Office of Investor 

Education and Advocacy, 

Washington, DC 20549–0213. 

Extension: 

Interagency Statement on Sound Practices 

Concerning Elevated Risk Complex 

Structured Finance Activities. OMB 

Control No. 3235–0622, SEC File No. 

270–560. 

Notice is hereby given that pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.) the Securities 

and Exchange Commission 

(‘‘Commission’’) has submitted to the 

Office of Management and Budget 

(‘‘OMB’’) a request for approval of 

extension of the existing collection of 

information provided for in the 

Interagency Statement on Sound 

Practices Concerning Elevated Risk 

Complex Structured Finance Activities 

(‘‘Statement’’) under the Securities 

Exchange Act of 1934 (15 U.S.C. 78a et 

seq.) (‘‘Exchange Act’’) and the 

Investment Advisers Act of 1940 (15 

U.S.C. 80b et seq.) (‘‘Advisers Act’’). 

The Statement was issued by the 

Commission, together with the Office of 

the Comptroller of the Currency, the 

Board of Governors of the Federal 

Reserve System, the Federal Deposit 

Insurance Corporation, and the Office of 

Thrift Supervision (together, the 

‘‘Agencies’’), in May 2006. The 

Statement describes the types of internal 

controls and risk management 

procedures that the Agencies believe are 

particularly effective in assisting 

financial institutions to identify and 

address the reputational, legal, and 

other risks associated with elevated risk 

complex structured finance 

transactions. 

The primary purpose of the Statement 

is to ensure that these transactions 

receive enhanced scrutiny by the 

institution and to ensure that the 

institution does not participate in illegal 

or inappropriate transactions. 

The Commission estimates that 

approximately 5 registered brokerdealers or investment advisers will 

spend an average of approximately 25 

hours per year complying with the 

Statement. Thus, the total compliance 

burden is estimated to be approximately 

125 burden-hours per year. 

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. Comments should be 

directed to: (i) Desk Officer for the 

Securities and Exchange Commission, 

Office of Information and Regulatory 

Affairs, Office of Management and 

Budget, Room 10102, New Executive 

Office Building, Washington, DC 20503 

or send an e-mail to: 

shagufta_ahmed@omb.eop.gov; and (ii) 

Charles Boucher, Director/Chief 

Information Officer, 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. Comments 

must be submitted within 30 days of 

this notice. 

Dated: June 29, 2009. 

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. E9–15777 Filed 7–2–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Submission for OMB Review; 

Comment Request 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of Investor 

Education and Advocacy, 

Washington, DC 20549–0213. 

Extension: 

Rule 11a–2, SEC File No. 270–267, OMB 

Control No. 3235–0272. 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.), the Securities 

and Exchange Commission (the 

‘‘Commission’’) has submitted to the 

Office of Management and Budget a 

request for extension of the previously 

approved collection of information 

discussed below. 

Rule 11a–2 (17 CFR 270.11a–2) under 

the Investment Company Act of 1940 

(15 U.S.C. 80a–1 et seq.) permits certain 

registered insurance company separate 

accounts, subject to certain conditions, 

to make exchange offers without prior 

approval by the Commission of the 

terms of those offers. Rule 11a–2 

requires disclosure, in certain 

registration statements filed pursuant to 

the Securities Act of 1933 (15 U.S.C. 77a 

et seq.) of any administrative fee or sales 

load imposed in connection with an 

exchange offer. 

There are currently 743 registrants 

governed by Rule 11a–2. The 

Commission includes the estimated 

burden of complying with the 

information collection required by Rule 

11a–2 in the total number of burden 

hours estimated for completing the 

relevant registration statements and 

reports the burden of Rule 11a–2 in the 

separate PRA submissions for those 

registration statements (see the separate 

PRA submissions for Form N–3 (17 CFR 

274.11b), Form N–4 (17 CFR 274.11c) 

and Form N–6 (17 CFR 274.11d). The 

Commission is requesting a burden of 

one hour for Rule 11a–2 for 

administrative purposes. 

The estimate of average burden hours 

is made solely for the purposes of the 

Paperwork Reduction Act, and is not 

derived from a comprehensive or even 

a representative survey or study of the 

costs of Commission rules or forms. 

With regard to Rule 11a–2, the 

Commission includes the estimate of 

burden hours in the total number of 

burden hours estimated for completing 

the relevant registration statements and 

reported on the separate PRA 

submissions for those statements (see 

the separate PRA submissions for Form 

N–3, Form N–4 and Form N–6). 

mstockstill on PROD1PC66 with NOTICES

32014 Federal Register / Vol. 74, No. 127 / Monday, July 6, 2009 / Notices 

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 CFR 240.19b–4(f)(6). 

5 15 U.S.C. 78f. 

6 15 U.S.C. 78f(b)(5). 

7See SR–NASD–2003–039. 

The information collection 

requirements imposed by Rule 11a–2 

are mandatory. Responses to the 

collection of information will not be 

kept confidential. 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. 

Please direct general comments 

regarding the above information to the 

following persons: (i) Desk Officer for 

the Securities and Exchange 

Commission, Office of Management and 

Budget, Room 10102, New Executive 

Office Building, Washington, DC 20503 

or send an e-mail to Shagufta Ahmed at 

Shagufta_Ahmed@omb.eop.gov; and (ii) 

Charles Boucher, 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. Comments must 

be submitted to OMB within 30 days of 

this notice. 

Dated: June 29, 2009. 

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. E9–15722 Filed 7–2–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60182; File No. SR– 

NASDAQ–2009–057] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Provide an 

Optional Anti-Internalization 

Functionality 

June 26, 2009. 

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 June 23, 

2009, 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 

filed the proposed rule change as a 

‘‘non-controversial’’ proposed rule 

change pursuant to 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 proposes a rule change to 

provide an optional anti-internalization 

functionality. 

The text of the proposed rule change 

is below. Proposed new language is 

underlined and proposed deletions are 

in brackets. 

* * * * * 

4757. Book Processing 

(a) System orders shall be executed 

through the Nasdaq Book Process set 

forth below: 

(1)–(3) No Change. 

(4) Exception: Anti-Internalization— 

Market participants may direct that 

quotes/orders entered into the System 

not execute against quotes/orders 

entered under the same MPID. In such 

a case, the later entered of the quote/ 

orders will be cancelled back to the 

entering party. 

* * * * * 

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 IV below. 

NASDAQ 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 

NASDAQ is proposing to provide a 

voluntary anti-internalization function. 

Under the proposal, market participants 

entering quotes/orders under a specific 

market participant identifier (‘‘MPID’’) 

may voluntarily direct that they not 

execute against other quotes/orders 

entered into the System under the same 

MPID. 

Under the proposal, the System, if 

requested, will not execute quote/orders 

entered under the same MPID against 

each other. Instead, the System will 

execute against all eligible trading 

interest of other market participants, in 

time-priority, up to the point where it 

would interact with a resting order 

having the MPID and thereupon 

immediately cancel any remaining 

portion of the most recently entered of 

the two same-MPID quote/orders to its 

entering party. 

Anti-internalization functionality is 

designed to assist market participants in 

complying with certain rules and 

regulations of the Employee Retirement 

Income Security Act (‘‘ERISA’’) that 

preclude and/or limit managing brokerdealers of such accounts from trading as 

principal with orders generated for 

those accounts. It can also assist market 

participants in reducing execution fees 

potentially resulting from the 

interaction of executable buy and sell 

trading interest from the same firm. 

Nasdaq notes that use of the 

functionality does not relieve or 

otherwise modify the duty of best 

execution owed to orders received from 

public customers. As such, market 

participants using anti-internalization 

functionality will need to take 

appropriate steps to ensure that public 

customer orders that do not execute 

because of the use of anti-internalization 

functionality ultimately receive the 

same execution price (or better) they 

would have originally obtained if 

execution of the order was not inhibited 

by the functionality. 

2. Statutory Basis 

NASDAQ believes that the proposed 

rule change is consistent with the 

provisions of Section 6 of the Act,5 in 

general, and with Sections 6(b)(5) of the 

Act,6 in particular, in that the proposal 

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 

regulating, clearing, settling, processing 

information with respect to, and 

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. Nasdaq notes that 

similar functionality has previously 

approved for earlier Nasdaq market 

systems.7

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

NASDAQ does not believe that the 

proposed rule change will result in any 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

mstockstill on PROD1PC66 with NOTICES