Federal Register / Vol. 74, No. 122 / Friday, June 26, 2009 / Notices 30651 

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

2 17 CFR 240.19b–4. 

The number assigned to this disaster 

for physical damage is 11783B and for 

economic injury is 117840. 

(Catalog of Federal Domestic Assistance 

Numbers 59002 and 59008) 

James E. Rivera, 

Acting Associate Administrator for Disaster 

Assistance. 

[FR Doc. E9–15100 Filed 6–25–09; 8:45 am] 

BILLING CODE 8025–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meeting 

Notice is hereby given, pursuant to 

the provisions of the Government in the 

Sunshine Act, Public Law 94–409, that 

the Securities and Exchange 

Commission will hold an Open Meeting 

on Wednesday, July 1, 2009 at 10 a.m., 

in the Auditorium, Room L–002. 

The subject matter of the Open 

Meeting will be: 

Item 1: The Commission will consider 

whether to propose amendments to the 

proxy rules under the Securities 

Exchange Act of 1934 to set forth 

requirements for U.S. registrants that 

have received financial assistance under 

the Troubled Asset Relief Program and 

that are required, pursuant to Section 

111(e) of the Emergency Economic 

Stabilization Act of 2008, to include an 

advisory shareholder vote on executive 

compensation. 

Item 2: The Commission will consider 

whether to approve the proposed rule 

change, as modified by Amendment No. 

4, filed by the New York Stock 

Exchange, Inc. to amend NYSE Rule 452 

and corresponding Listed Company 

Manual Section 402.08 to eliminate 

broker discretionary voting for the 

election of directors, except for 

companies registered under the 

Investment Company Act of 1940, and 

to codify two previously published 

interpretations that do not permit broker 

discretionary voting for material 

amendments to investment advisory 

contracts with an investment company. 

Item 3: The Commission will consider 

whether to propose amendments to 

rules under the Securities Act of 1933, 

the Securities Exchange Act of 1934 and 

the Investment Company Act of 1940 to 

enhance the disclosures that registrants 

are required to make about 

compensation and other corporate 

governance matters, and to clarify 

certain of the rules governing proxy 

solicitations. 

At times, changes in Commission 

priorities require alterations in the 

scheduling of meeting items. 

For further information and to 

ascertain what, if any, matters have been 

added, deleted or postponed, please 

contact: the Office of the Secretary at 

(202) 551–5400. 

Dated: June 24, 2009. 

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. E9–15252 Filed 6–24–09; 11:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

In the Matter of Paivis Corp., Peabodys 

Coffee, Inc., Penge Corp., Petrol 

Industries, Inc. (n/k/a Caddo 

International, Inc.), Phantom 

Entertainment, Inc., Phoenix Medical 

Technology, Inc., Phoenix Metals USA 

II, Inc. (a/k/a TM Media Group, Inc.), 

Phymed, Inc., Pico Products, Inc., and 

Piemonte Foods, Inc.; File No. 500–1; 

Order of Suspension of Trading 

June 24, 2009. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Paivis Corp. 

because it has not filed any periodic 

reports since the period ended June 30, 

2007. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Peabodys 

Coffee, Inc. because it has not filed any 

periodic reports since the period ended 

December 31, 2004. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Penge Corp. 

because it has not filed any periodic 

reports since the period ended March 

31, 2007. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Petrol 

Industries, Inc. (n/k/a Caddo 

International, Inc.) because it has not 

filed any periodic reports since the 

period ended September 30, 2005. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Phantom 

Entertainment, Inc. because it has not 

filed any periodic reports since the 

period ended March 31, 2007. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Phoenix 

Medical Technology, Inc. because it has 

not filed any periodic reports since the 

period ended July 2, 2000. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Phoenix 

Metals USA II, Inc. (a/k/a TM Media 

Group, Inc.) because it has not filed any 

periodic reports since the period ended 

December 31, 2001. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Phymed, 

Inc. because it has not filed any periodic 

reports since the period ended 

December 31, 1999. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Pico 

Products, Inc. because it has not filed 

any periodic reports since the period 

ended April 30, 1999. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Piemonte 

Foods, Inc. because it has not filed any 

periodic reports since the period ended 

February 27, 1999. 

The Commission is of the opinion that 

the public interest and the protection of 

investors require a suspension of trading 

in the securities of the above-listed 

companies. 

Therefore, it is ordered, pursuant to 

Section 12(k) of the Securities Exchange 

Act of 1934, that trading in the 

securities of the above-listed companies 

is suspended for the period from 9:30 

a.m. EDT on June 24, 2009, through 

11:59 p.m. EDT on July 8, 2009. 

By the Commission. 

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. E9–15253 Filed 6–24–09; 11:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60147; File No. SR–ISE– 

2009–35] 

Self-Regulatory Organizations; 

International Securities Exchange, 

LLC; Notice of Filing of Proposed Rule 

Change Relating to Qualified 

Contingent Cross Orders 

June 19, 2009. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’),1 and Rule 19b–4 thereunder,2

30652 Federal Register / Vol. 74, No. 122 / Friday, June 26, 2009 / Notices 

3See Filing No. SR–ISE–2009–27 (‘‘Linkage 

Rules’’). 

4Section 5(a) of the Plan. 

5Section 2(21) of the Plan. 

6Proposed Rule 1901. 

7Old Plan Sections 2(3) and 8(c)(i)(C); ISE Rule 

1902(d)(2). 

8Both the Old Plan and the Plan have a TradeThrough exemption for ‘‘Complex Trades,’’ 

including options trades tied to stock. See Old Plan 

section 7(c)(iii)(G), and Plan section 5(b)(viii). 

However, and while not free from doubt, the 

common application of that exemption has been to 

apply it only to trades announced to exchange 

members as a single trade at a net price. As so 

interpreted, that exemption would cover only trades 

executed in the ISE’s ‘‘Complex Order Mechanism.’’ 

See ISE Rule 722. 

9Release No. 34–57620 (April 4, 2008) (the ‘‘QCT 

Release’’). That release superseded a release 

initially granting the Qualified Contingent Trade 

exemption, Release No. 34–54389 (August 31, 

2006). 

10Consistent with the QCT Release we would 

require that the member demonstrate that the 

transaction is fully hedged using reasonable riskvaluation methodologies. See the QCT Release at 

note 9. 

11See ISE Rule 722, Supplementary Material .01 

and .02. 

notice is hereby given that, on June 15, 

2009, the International Securities 

Exchange, LLC (‘‘Exchange’’ or the 

‘‘ISE’’) filed with the Securities and 

Exchange Commission (the ‘‘SEC’’ or the 

‘‘Commission’’) the proposed rule 

change as described in Items I, II, and 

III below, which items have been 

prepared by the self-regulatory 

organization. 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 a 

Qualified Contingent Cross Order. This 

rule would be effective 

contemporaneously with the 

effectiveness of the rules implementing 

the Order Protection and Locked/ 

Crossed Market Plan (‘‘Plan’’).3 The text 

of the proposed rule change is available 

on the Exchange’s Internet Web site at 

http://www.ise.com, at the Exchange 

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 

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 parts of such statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The purpose of this filing is to 

provide for Qualified Contingent Cross 

Orders. The Exchange is proposing such 

an order type in conjunction with the 

Linkage Rules. Those rules, together 

with the underlying Plan, are based on 

Regulation NMS under the Securities 

Exchange Act of 1934, as amended 

(‘‘Act’’), and the rules implementing 

that regulation. Among other things, the 

Plan requires that its parties ‘‘establish, 

maintain and enforce written policies 

and procedures * * * that are 

reasonably designed to prevent TradeThroughs * * *.’’ 4 A Trade-Through is 

a transaction in an options series at a 

price that is inferior to the best price 

available in the market.5 Among other 

things, the Linkage Rules contain 

provisions designed to prevent TradeThroughs.6

The Plan will replace the Plan for the 

Purpose of Creating and Operating an 

Intermarket Option Linkage (‘‘Old 

Plan’’), and the Linkage Rules will 

replace the ISE’s current rules 

implementing the Old Plan. The Old 

Plan and the ISE’s current rules provide 

a limited Trade-Through exemption for 

‘‘Block Trades,’’ defined to be trades of 

500 or more contracts with a premium 

value of at least $150,000.7 However, as 

with Regulation NMS, the Plan does not 

provide a Block Trade exemption. The 

Exchange believes that the loss of the 

Block Trade exemption will adversely 

affect the ability of its members to effect 

large trades that are tied to stock.8 Thus, 

the Exchange is proposing the Qualified 

Contingent Trade Order as a limited 

substitute for the Block Trade 

exemption, to be implemented 

contemporaneously with the Linkage 

Rules. 

While Regulation NMS does not 

provide a Block Trade exemption from 

Trade-Through liability, the 

Commission, by order, has provided 

Trade-Through relief for ‘‘Qualified 

Contingent Trades’’ (‘‘QCTs’’).9 The 

QCT Release provides an exemption 

from Trade-Through liability in the 

equity market for multi-component, 

fully-hedged trades where one order is 

contingent on the execution of one or 

more additional orders. Building on this 

concept, we propose that when an ISE 

member effects a QCT trade in a 

Regulation NMS Stock that the member 

be permitted to cross the options leg of 

the trade on the ISE immediately upon 

entry if the order is for at least 500 

contracts, is part of a QCT, and is 

executed at a price at least equal to the 

national best bid or offer (‘‘NBBO’’). 

We propose to define a QCT trade 

substantively identical to the 

Commission’s definition in the QCT 

release. Thus, the trade would have to 

meet the following conditions: 

• At least one component must be an 

NMS Stock; 

• All the components must be 

effected with a product price 

contingency that either has been agreed 

to by all the respective counterparties or 

arranged for by a broker-dealer as 

principal or agent; 

• The execution of one component 

must be contingent upon the execution 

of all other components at or near the 

same time; 

• The specific relationship between 

the component orders (e.g., the spread 

between the prices of the component 

orders) must be determined by the time 

the contingent order is placed; 

• The component orders must bear a 

derivative relationship to one another, 

represent different classes of shares of 

the same issuer, or involve the securities 

of participants in mergers or with 

intentions to merge that have been 

announced or cancelled; and 

• The transaction must be fully 

hedged (without regard to any prior 

existing position) as a result of other 

components of the contingent trade.10

ISE will adopt policies and 

procedures to ensure that members use 

the Qualified Contingent Cross Order 

properly. First, we will require members 

to properly mark all Qualified 

Contingent Cross Orders as such. In 

addition, we will institute surveillance 

procedures to identify that the member 

executed the stock leg of the transaction 

at or near the same time as the options 

leg. 

We believe that the Qualified 

Contingent Cross Order is necessary to 

facilitate the execution of large stock/ 

options combination orders. Brokerdealers can execute these orders in 

various ways, such as on the ISE’s 

complex order book.11 However, brokerdealers often seek the flexibility to 

execute the various legs of such orders 

in different markets, and may seek to 

execute the options leg alone on the ISE. 

Under the Plan, and without a Block 

Trade exemption, it will be extremely 

difficult for ISE members to effect the 

execution of the options leg on the ISE. 

Federal Register / Vol. 74, No. 122 / Friday, June 26, 2009 / Notices 30653 

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. 

The Contingent Trade Order will 

address those concerns by permitting 

the member to provide its customer a 

net price for the entire trade, and then 

allowing the member to execute the 

options leg of the trade on the ISE at a 

price at least equal to the NBBO while 

using the CQT [sic] exemption to effect 

the trade in the equities leg at a price 

necessary to achieve the net price. 

While there is no exposure for price 

improvement for the options leg of a 

stock-option order with our proposed 

Qualified Contingent Cross Order, that 

order must be executed at the NBBO or 

better, [sic]. Moreover, since the price of 

a stock-options order is a net price 

derived from the price of the options leg 

and the price of the stock leg, we believe 

it is reasonable for any potential 

improvement of the net price to 

originate from the execution of the stock 

leg. On balance, we believe that 

providing members with the certainty 

that they can execute the options legs of 

these large complex orders for their 

customers, coupled with the flexibility 

members have with respect to the price 

at which the equity legs are executed, 

will provide customers with the 

flexibility needed to achieve their 

investment objectives. 

2. Statutory Basis 

The basis under the Act for this 

proposed rule change is the requirement 

under Section 6(b)(5) that an exchange 

have rules that are 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 for a free and open market 

and a national market system, and, in 

general, to protect investors and the 

public interest. In particular, the 

proposal will facilitate the ability of ISE 

members to execute large options orders 

that are tied to stock in an efficient 

manner, while also protecting the 

national market system against tradethroughs. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The proposed rule change does not 

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 

The Exchange has not solicited, and 

does not intend to solicit, comments on 

this proposed rule change. The 

Exchange has not received any 

unsolicited written comments from 

members or other interested parties. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Within 35 days of the date of 

publication of this notice in the Federal 

Register or within such longer period (i) 

as the Commission may designate up to 

90 days of such date 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 such proposed 

rule change, or 

(B) Institute proceedings to determine 

whether the proposed rule change 

should be disapproved. 

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–ISE–2009–35 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–ISE–2009–35. 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 the filing will also be available 

for inspection and copying at the 

principal office of the self-regulatory 

organization. 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–ISE– 

2009–35 and should be submitted on or 

before July 17, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.12

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–15025 Filed 6–25–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60151; File No. SR– 

NYSEAmex–2009–29] 

Self-Regulatory Organizations; NYSE 

Amex LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Include Floor Broker 

Agency Interest Containing Pegging 

and/or Discretionary Instructions, 

Eligible for Execution in the Closing 

Transaction, in the NYSE Amex Order 

Imbalance Information Datafeed 

Disseminated Prior to the Closing 

Transaction 

June 19, 2009. 

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 June 12, 

2009, NYSE Amex LLC (‘‘NYSE Amex’’ 

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 

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 include 

Floor Broker agency interest containing 

pegging and/or discretionary