Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Relating to Extending the Time Period by Which the Exchange Will Amend the NASD-PCX Agreement Pursuant to Rule 17d-2, 37965-37967 [E6-10334]
Download as PDF
<![CDATA[
Federal Register / Vol. 71, No. 127 / Monday, July 3, 2006 / Notices
dated February 15, 2006, (ADAMS
Accession No. ML060550077) as
supplemented on March 23, 2006.
(ADAMS Accession No. ML060960065)
The NRC Public Documents Room is
located at NRC Headquarters in
Rockville, MD, and can be contacted at
(800) 397–4209. Documents may be
examined, and/or copied for a fee, at the
NRC’s Public Document Room (PDR),
located at One White Flint North, 11555
Rockville Pike (first floor), Rockville,
Maryland. Publicly available records
will be accessible electronically from
the Agencywide Documents Access and
Management System’s (ADAMS) Public
Library component on the NRC Web
site, https://www.nrc.gov (the Public
Electronic Reading Room). Persons who
do not have access to ADAMS or who
encounter problems in accessing the
documents located in ADAMS should
contact the NRC PDR Reference staff by
telephone at 1–800–397–4209, or 301–
415–4737, or by e-mail at pdr@nrc.gov.
Dated at Rockville, Maryland, this 22nd
day of June, 2006.
For the Nuclear Regulatory Commission.
Keith McConnell,
Deputy Director, Decommissioning
Directorate, Division of Waste Management
and Environmental Protection, Office of
Nuclear Material Safety and Safeguards.
[FR Doc. E6–10355 Filed 6–30–06; 8:45 am]
BILLING CODE 7590–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–54046; File No. SR–
NYSEArca–2006–42]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change Relating to Extending the
Time Period by Which the Exchange
Will Amend the NASD–PCX Agreement
Pursuant to Rule 17d–2
sroberts on PROD1PC70 with NOTICES
June 26, 2006.
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,
2006, NYSE Arca, Inc. (‘‘NYSE Arca’’ 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 the Exchange. The Exchange filed the
proposal as a ‘‘non-controversial’’ rule
change pursuant to Section 19(b)(3)(A)
of the Act 3 and Rule 19b–4(f)(6)
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A).
2 17
VerDate Aug<31>2005
17:12 Jun 30, 2006
Jkt 208001
thereunder,4 which renders the proposal
effective upon filing with the
Commission.5 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 to amend
its undertaking 6 to extend for 90 days
from the date of this filing the time
period by which the Exchange will
amend and restate the agreement
between the National Association of
Securities Dealers, Inc. (‘‘NASD’’) and
the Exchange currently in place
pursuant to Rule 17d–2 under the Act 7
(the ‘‘NASD–PCX Agreement’’ or the
‘‘Agreement’’). As described in more
detail below, the revisions to the
NASD–PCX Agreement will expand the
scope of the NASD’s regulatory
responsibility.
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
Exchange 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
Exchange 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
On September 22, 2005, the
Commission approved a proposed rule
change submitted by the Exchange
relating to the acquisition of PCX
Holdings, Inc. (now known as NYSE
Arca Holdings, Inc.) 8 by Archipelago
4 17
CFR 240.19b–4(f)(6).
Exchange has asked the Commission to
waive the 5-day pre-filing notice requirement and
the 30-day operative delay. See 15 U.S.C.
78s(b)(3)(A), 17 CFR 240.19b–4(f)(6)(iii).
6 See Securities Exchange Act Release No. 52497
(September 22, 2005), 70 FR 56949 (September 29,
2005) (approving SR–PCX–2005–90, as amended).
7 17 CFR 240.17d–2. See Securities Exchange Act
Release No. 16858 (May 30, 1980), 45 FR 37927
(June 5, 1980) (File No. 4–267).
8 See Securities Exchange Act Release No. 53615
(April 7, 2006), 71 FR 19226 (April 13, 2006) (notice
of filing and immediate effectiveness of SR–PCX–
2006–24, regarding the name change from PCX
Holdings, Inc. to NYSE Arca Holdings, Inc.)
5 The
PO 00000
Frm 00079
Fmt 4703
Sfmt 4703
37965
Holdings, Inc.9 In that filing, the
Exchange (formerly known as the
Pacific Exchange, Inc.) committed to
amend the NASD–PCX Agreement
within 90 days of the Commission’s
approval of SR–PCX–2005–90 to expand
the scope of the NASD’s regulatory
functions under the NASD–PCX
Agreement so as to encompass all of the
regulatory oversight and enforcement
responsibilities with respect to the
broker-dealer affiliate of Archipelago
Holdings, Inc., Archipelago Securities,
L.L.C. (‘‘Archipelago Securities’’).10 The
Exchange submitted subsequent filings
on December 21, 2005 11 and March 21,
2006 12 to extend for 90 days the time
period within which to amend the
NASD–PCX Agreement. The Exchange
and the NASD (collectively, the
‘‘Parties’’) have executed an amended
and restated agreement and, on January
20, 2006, the Parties filed the amended
and restated agreement with the
Commission but have not yet received
Commission approval of the amended
and restated agreement.13
The Exchange believes that an
extension of time for an additional 90
days from the date of this filing to
amend the NASD–PCX Agreement will
give the Commission staff sufficient
time to publish and take action on the
proposal. There is currently a plan in
place (i.e., the NASD–PCX Agreement)
allocating to the NASD the
responsibility to receive regulatory
reports from Archipelago Securities, to
examine Archipelago Securities for
compliance and to enforce compliance
by Archipelago Securities with the Act,
the rules and regulations thereunder
and the rules of the NASD, and to carry
out other specified regulatory functions
with respect to Archipelago Securities.
9 See Securities Exchange Act Release No. 52497,
supra note 6.
10 Archipelago Securities acts as the outbound
order router for the NYSE Arca Marketplace and, as
such, is regulated as an exchange ‘‘facility’’ of the
Exchange and NYSE Arca Equities, Inc.
11 See Securities Exchange Act Release No. 52995
(December 21, 2005), 70 FR 77232 (December 29,
2005) (notice of filing and immediate effectiveness
of SR–PCX–2005–140, as amended).
12 See Securities Exchange Act Release No. 53545
(March 23, 2006), 71 FR 16183 (March 30, 2006)
(notice of filing and immediate effectiveness of SR–
NYSEArca–2006–06, as amended).
13 The Commission notes that the staff of the
Division of Market Regulation (‘‘Commission staff’’)
has been engaged in discussions with the Parties
regarding the amended and restated agreement filed
by the Parties. NYSE Arca continues to work with
the staff, and, together with the NASD, intends to
submit in the near future a revised amended and
restated agreement reflecting changes made in
response to Commission staff comments. Telephone
conversation between Janet Angstadt, Acting
General Counsel, NYSE Arca, Richard Holley III,
Special Counsel, and Sara Gillis, Attorney, Division
of Market Regulation, Commission, on June 26,
2006.
E:\FR\FM\03JYN1.SGM
03JYN1
37966
Federal Register / Vol. 71, No. 127 / Monday, July 3, 2006 / Notices
The Exchange notes that the current
NASD–PCX Agreement will remain in
full force and effect during the interim
period, and the Exchange will continue
to abide by the terms of the agreement.
The Exchange believes, therefore, that
the requested extension of time is
consistent with the Act and the rules
and regulations thereunder, will not
significantly affect the protection of
investors or the public interest, and
does not impose any significant burden
on competition.
2. Statutory Basis
The Exchange believes that the
proposed rule change is consistent with
Section 6(b) of the Act,14 in general, and
furthers the objectives of Section 6(b)(5)
of the Act,15 in particular, in that it 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.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
The Exchange does not believe that
the proposed rule change will impose
any burden on competition that is not
necessary or appropriate in furtherance
of the purposes of the Act.
sroberts on PROD1PC70 with NOTICES
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
Written comments on the proposed
rule change were neither solicited nor
received.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Because the foregoing rule: (i) Does
not significantly affect the protection of
investors or the public interest; (ii) does
not impose any significant burden on
competition; and (iii) by its terms, does
not become operative for 30 days from
the date on which it was filed, or such
shorter time as the Commission may
designate if consistent with the
protection of investors and the public
interest,16 the proposed rule change has
14 15
U.S.C. 78f(b).
U.S.C. 78f(b)(5).
16 Pursuant to Rule 19b–4(f)(6)(iii) under the Act,
the Exchange is required to give the Commission
written notice of its intent to file the proposed rule
15 15
VerDate Aug<31>2005
17:12 Jun 30, 2006
Jkt 208001
become effective pursuant to Section
19(b)(3)(A) of the Act 17 and Rule 19b–
4(f)(6) thereunder.18
The Exchange has requested that the
Commission waive the 30-day operative
delay, which would make the rule
change effective and operative upon
filing. The Commission believes that
waiving the 30-day operative delay is
consistent with the protection of
investors and the public interest. Such
waiver will allow the Exchange to
comply with its undertaking made in
connection with the Commission’s
approval of SR–PCX–2005–90 to amend
the NASD–PCX Agreement. The
Commission notes that the Exchange
has filed with the Commission, on
January 20, 2006, an executed amended
and restated agreement, and that the
Commission staff has been engaged in
continuous discussions with the Parties
regarding the amended and restated
agreement. The Commission further
notes that the Exchange has represented
that it continues to work with the
Commission staff, and that it intends to
submit in the near future a revised
amended and restated agreement
reflecting changes made in response to
Commission staff comments.19
Extending the compliance date for the
Exchange’s undertaking by an
additional 90 days will provide time for
the Exchange to finalize and file the
amended and restated agreement, as
well as provide time for publication of,
and action on, the amended and restated
agreement. The Commission further
notes that the current Commissionapproved NASD–PCX Agreement will
remain in full force and effect during
the interim period, and the Exchange
will continue to abide by the terms of
that Agreement. For these reasons, the
Commission designates the proposal to
be effective and operative upon filing
with the Commission.20
At any time within 60 days of the
filing of the proposed rule change, the
Commission may summarily abrogate
such rule change if it appears to the
Commission that such action is
necessary or appropriate in the public
interest, for the protection of investors,
change, along with a brief description and text of
the proposed rule change, at least five business days
prior to the date of filing of the proposed rule
change, or such shorter time as designated by the
Commission. The Exchange has requested that the
Commission waive the 5-day pre-filing notice
requirement. The Commission has determined to
waive this requirement for this filing.
17 15 U.S.C. 78s(b)(3)(A).
18 17 CFR 240.19b–4(f)(6).
19 See supra note 13.
20 For the purposes only of waiving the 30-day
operative delay, the Commission has considered the
proposed rule’s impact on efficiency, competition,
and capital formation. 15 U.S.C. 78c(f).
PO 00000
Frm 00080
Fmt 4703
Sfmt 4703
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
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 (https://www.sec.gov/
rules/sro.shtml); or
• Send an e-mail to rulecomments@sec.gov. Please include File
Number NYSEArca-2006–42 on the
subject line.
Paper Comments
• Send paper comments in triplicate
to Nancy M. Morris, Secretary,
Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549–1090.
All submissions should refer to File
Number NYSEArca-2006–42. 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 (https://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. Copies of the 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 NYSEArca-2006–42 and should
be submitted on or before July 24, 2006.
E:\FR\FM\03JYN1.SGM
03JYN1
Federal Register / Vol. 71, No. 127 / Monday, July 3, 2006 / Notices
For the Commission, by the Division of
Market Regulation, pursuant to delegated
authority.21
Nancy M. Morris,
Secretary.
[FR Doc. E6–10334 Filed 6–30–06; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–54043; File No. SR–
NYSEArca–2006–26]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing and Order
Granting Accelerated Approval of
Proposed Rule Change and
Amendment No. 1 Thereto Relating to
the Trading of Shares of Six Currency
Trusts Pursuant to Unlisted Trading
Privileges
June 26, 2006.
Pursuant to section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Exchange Act’’),1 and Rule 19b–4
thereunder,2 notice is hereby given that,
on June 6, 2006, the NYSE Arca, Inc.
(‘‘Exchange’’) filed with the Securities
and Exchange Commission
(‘‘Commission’’), through its wholly
owned subsidiary NYSE Arca Equities,
Inc. (‘‘NYSE Arca Equities’’ or
‘‘Corporation’’), the proposed rule
change as described in Items I and II
below, which items have been
substantially prepared by the Exchange.
On June 23, 2006, the Exchange filed
Amendment No. 1 to the proposed rule
change.3 The Commission is publishing
this notice to solicit comments on the
proposed rule change, as amended, from
interested persons, and is granting
accelerated approval to the proposed
rule change, as amended.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
Pursuant to NYSE Arca Equities Rule
8.202, which governs the trading of
Currency Trust Shares,4 the Exchange
proposes to trade pursuant to unlisted
trading privileges (‘‘UTP’’) shares
21 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 See Partial Amendment No. 1.
4 Currency Trust Shares are securities issued by
a trust that represent investors’ discrete identifiable
and undivided beneficial ownership interest in the
non-U.S. currency deposited into the trust. See
NYSE Arca Equities Rule 8.202 and Securities
Exchange Act Release No. 53253 (February 8, 2006),
71 FR 8029 (February 15, 2006) (SR–PCX–2005–
123) (order granting accelerated approval for the
Exchange to adopt generic listing and trading
standards for Currency Trust Shares and approving
the UTP trading of shares of the Euro Currency
Trust).
1 15
(‘‘Shares’’) of the following six trusts:
CurrencySharesTM Australian Dollar
Trust, which issues Australian Dollar
Shares; CurrencySharesTM) British
Pound Sterling Trust, which issues
British Pound Sterling Shares;
CurrencySharesTM Canadian Dollar
Trust, which issues Canadian Dollar
Shares; CurrencySharesTM Mexican
Peso Trust, which issues Mexican Peso
Shares; CurrencySharesTM Swedish
Krona Trust, which issues Swedish
Krona Shares; and CurrencySharesTM
Swiss Franc Trust, which issues Swiss
Franc Shares (collectively, the
‘‘Trusts’’).
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
Exchange 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 III below. The
Exchange has prepared summaries,
substantially 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
As mentioned above, the Exchange
proposes to trade, pursuant to UTP and
NYSE Arca Equities Rule 8.202, the
Shares. Each Share represents a
proportional interest, based on the total
number of Shares outstanding, in the
applicable foreign currency owned by
the specific Trust, less the estimated
accrued but unpaid expenses (both
asset-based and non-asset based) of such
Trust. On June 20, 2006, the
Commission approved a rule proposal
by the New York Stock Exchange LLC
(‘‘NYSE’’) to permit the original listing
and trading of the Shares by and on the
NYSE.5
Rydex Specialized Products LLC is
the sponsor of the Trusts (‘‘Sponsor’’),6
sroberts on PROD1PC70 with NOTICES
2 17
VerDate Aug<31>2005
17:12 Jun 30, 2006
Jkt 208001
5 See File No. SR–NYSE–2006–35, as amended
(‘‘NYSE Proposal’’), and Securities Exchange Act
Release No. 54020 (‘‘NYSE Order’’).
6 The Sponsor, on behalf of the Trusts, filed a
Form S–1 for each Trust on March 10, 2006
(collectively, ‘‘Registration Statements’’). See
Registration No. 333–132362 for the
CurrencyShares Australian Dollar Trust,
Registration No. 333–132361 for the
CurrencyShares British Pound Sterling Trust,
Registration No. 333–132363 for the
CurrencyShares Canadian Dollar Trust, Registration
No. 333–132367 for the CurrencyShares Mexican
PO 00000
Frm 00081
Fmt 4703
Sfmt 4703
37967
the Bank of New York is the trustee of
the Trusts (‘‘Trustee’’), JPMorgan Chase
Bank, N.A., London Branch, is the
depository for the Trusts (‘‘Depository’’),
and Rydex Distributors, Inc. is the
distributor for the Trusts (‘‘Distributor’’).
The Sponsor, Trustee, Depository, and
Distributor are not affiliated with the
Exchange or one another, with the
exception that the Sponsor and
Distributor are affiliated. The Exchange
currently trades pursuant to UTP the
shares of the Euro Currency Trust,
which has the same Sponsor, Trustee,
Depository and Distributor as the
Trusts.7
According to the Exchange, the
investment objective of each Trust is for
the Shares issued by the Trust to reflect
the price of its particular currency,8 less
the expenses of the Trust. Each Trust’s
assets will consist only of foreign
currency on demand deposit in a foreign
currency-denominated, interest-bearing
account at the Depository. The Sponsor
expects that the price of a Share will
fluctuate in response to fluctuations in
the price of the applicable foreign
currency and that the price of a Share
will reflect accumulated interest as well
as the estimated accrued but unpaid
expenses of the specific Trust.
a. The Shares
A description of the currencies
underlying each of the Trusts, the
foreign exchange industry, foreign
currency regulation, operation of the
Trusts, and the Shares is set forth in the
NYSE Proposal and the NYSE Order. To
summarize, issuances of Shares will be
made only in baskets of 50,000 Shares
or multiples thereof (‘‘Baskets’’). The
Trusts will issue and redeem the Shares
on a continuous basis, by or through
participants that have entered into
participant agreements (‘‘Authorized
Participants’’) 9 with the Trustee. The
Peso Trust, Registration No. 333–132366 for the
CurrencyShares Swedish Krona Trust, and
Registration No. 333–132364 for the Swiss Franc
Trust.
7 See Securities Exchange Act Release No. 53253,
supra note 4.
8 The CurrencySharesTM Australian Dollar Trust
holds the Australian Dollar; the CurrencySharesTM
British Pound Sterling Trust holds the British
Pound Sterling; the CurrencySharesTM Canadian
Dollar Trust holds the Canadian Dollar; the
CurrencySharesTM Mexican Peso Trust holds the
Mexican Peso; the CurrencySharesTM Swedish
Krona Trust holds the Swedish Krona; and the
CurrencySharesTM Swiss Franc Trust holds the
Swiss Franc.
9 An ‘‘Authorized Participant’’ is a person, who
at the time of submitting to the Trustee an order to
create or redeem one or more Baskets, is a
Depository Trust Company Participant that is a
registered broker-dealer or other securities market
participant such as a bank or other financial
institution that is not required to register as a
E:\FR\FM\03JYN1.SGM
Continued
03JYN1
]]>Agencies
[Federal Register Volume 71, Number 127 (Monday, July 3, 2006)]
[Notices]
[Pages 37965-37967]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E6-10334]
=======================================================================
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-54046; File No. SR-NYSEArca-2006-42]
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change Relating to
Extending the Time Period by Which the Exchange Will Amend the NASD-PCX
Agreement Pursuant to Rule 17d-2
June 26, 2006.
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, 2006, NYSE Arca, Inc. (``NYSE Arca'' 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 the Exchange. The Exchange filed the proposal as
a ``non-controversial'' 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.\5\ The Commission
is publishing this notice to solicit comments on the proposed rule
change from interested persons.
---------------------------------------------------------------------------
\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\ The Exchange has asked the Commission to waive the 5-day
pre-filing notice requirement and the 30-day operative delay. See 15
U.S.C. 78s(b)(3)(A), 17 CFR 240.19b-4(f)(6)(iii).
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange is proposing to amend its undertaking \6\ to extend
for 90 days from the date of this filing the time period by which the
Exchange will amend and restate the agreement between the National
Association of Securities Dealers, Inc. (``NASD'') and the Exchange
currently in place pursuant to Rule 17d-2 under the Act \7\ (the
``NASD-PCX Agreement'' or the ``Agreement''). As described in more
detail below, the revisions to the NASD-PCX Agreement will expand the
scope of the NASD's regulatory responsibility.
---------------------------------------------------------------------------
\6\ See Securities Exchange Act Release No. 52497 (September 22,
2005), 70 FR 56949 (September 29, 2005) (approving SR-PCX-2005-90,
as amended).
\7\ 17 CFR 240.17d-2. See Securities Exchange Act Release No.
16858 (May 30, 1980), 45 FR 37927 (June 5, 1980) (File No. 4-267).
---------------------------------------------------------------------------
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 Exchange 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 Exchange 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
On September 22, 2005, the Commission approved a proposed rule
change submitted by the Exchange relating to the acquisition of PCX
Holdings, Inc. (now known as NYSE Arca Holdings, Inc.) \8\ by
Archipelago Holdings, Inc.\9\ In that filing, the Exchange (formerly
known as the Pacific Exchange, Inc.) committed to amend the NASD-PCX
Agreement within 90 days of the Commission's approval of SR-PCX-2005-90
to expand the scope of the NASD's regulatory functions under the NASD-
PCX Agreement so as to encompass all of the regulatory oversight and
enforcement responsibilities with respect to the broker-dealer
affiliate of Archipelago Holdings, Inc., Archipelago Securities, L.L.C.
(``Archipelago Securities'').\10\ The Exchange submitted subsequent
filings on December 21, 2005 \11\ and March 21, 2006 \12\ to extend for
90 days the time period within which to amend the NASD-PCX Agreement.
The Exchange and the NASD (collectively, the ``Parties'') have executed
an amended and restated agreement and, on January 20, 2006, the Parties
filed the amended and restated agreement with the Commission but have
not yet received Commission approval of the amended and restated
agreement.\13\
---------------------------------------------------------------------------
\8\ See Securities Exchange Act Release No. 53615 (April 7,
2006), 71 FR 19226 (April 13, 2006) (notice of filing and immediate
effectiveness of SR-PCX-2006-24, regarding the name change from PCX
Holdings, Inc. to NYSE Arca Holdings, Inc.)
\9\ See Securities Exchange Act Release No. 52497, supra note 6.
\10\ Archipelago Securities acts as the outbound order router
for the NYSE Arca Marketplace and, as such, is regulated as an
exchange ``facility'' of the Exchange and NYSE Arca Equities, Inc.
\11\ See Securities Exchange Act Release No. 52995 (December 21,
2005), 70 FR 77232 (December 29, 2005) (notice of filing and
immediate effectiveness of SR-PCX-2005-140, as amended).
\12\ See Securities Exchange Act Release No. 53545 (March 23,
2006), 71 FR 16183 (March 30, 2006) (notice of filing and immediate
effectiveness of SR-NYSEArca-2006-06, as amended).
\13\ The Commission notes that the staff of the Division of
Market Regulation (``Commission staff'') has been engaged in
discussions with the Parties regarding the amended and restated
agreement filed by the Parties. NYSE Arca continues to work with the
staff, and, together with the NASD, intends to submit in the near
future a revised amended and restated agreement reflecting changes
made in response to Commission staff comments. Telephone
conversation between Janet Angstadt, Acting General Counsel, NYSE
Arca, Richard Holley III, Special Counsel, and Sara Gillis,
Attorney, Division of Market Regulation, Commission, on June 26,
2006.
---------------------------------------------------------------------------
The Exchange believes that an extension of time for an additional
90 days from the date of this filing to amend the NASD-PCX Agreement
will give the Commission staff sufficient time to publish and take
action on the proposal. There is currently a plan in place (i.e., the
NASD-PCX Agreement) allocating to the NASD the responsibility to
receive regulatory reports from Archipelago Securities, to examine
Archipelago Securities for compliance and to enforce compliance by
Archipelago Securities with the Act, the rules and regulations
thereunder and the rules of the NASD, and to carry out other specified
regulatory functions with respect to Archipelago Securities.
[[Page 37966]]
The Exchange notes that the current NASD-PCX Agreement will remain in
full force and effect during the interim period, and the Exchange will
continue to abide by the terms of the agreement. The Exchange believes,
therefore, that the requested extension of time is consistent with the
Act and the rules and regulations thereunder, will not significantly
affect the protection of investors or the public interest, and does not
impose any significant burden on competition.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with Section 6(b) of the Act,\14\ in general, and furthers the
objectives of Section 6(b)(5) of the Act,\15\ in particular, in that it
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.
---------------------------------------------------------------------------
\14\ 15 U.S.C. 78f(b).
\15\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
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
Written comments on the proposed rule change were neither solicited
nor received.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Because the foregoing rule: (i) Does not significantly affect the
protection of investors or the public interest; (ii) does not impose
any significant burden on competition; and (iii) by its terms, does not
become operative for 30 days from the date on which it was filed, or
such shorter time as the Commission may designate if consistent with
the protection of investors and the public interest,\16\ the proposed
rule change has become effective pursuant to Section 19(b)(3)(A) of the
Act \17\ and Rule 19b-4(f)(6) thereunder.\18\
---------------------------------------------------------------------------
\16\ Pursuant to Rule 19b-4(f)(6)(iii) under the Act, the
Exchange is required to give the Commission written notice of its
intent to file the proposed rule change, along with a brief
description and text of the proposed rule change, at least five
business days prior to the date of filing of the proposed rule
change, or such shorter time as designated by the Commission. The
Exchange has requested that the Commission waive the 5-day pre-
filing notice requirement. The Commission has determined to waive
this requirement for this filing.
\17\ 15 U.S.C. 78s(b)(3)(A).
\18\ 17 CFR 240.19b-4(f)(6).
---------------------------------------------------------------------------
The Exchange has requested that the Commission waive the 30-day
operative delay, which would make the rule change effective and
operative upon filing. The Commission believes that waiving the 30-day
operative delay is consistent with the protection of investors and the
public interest. Such waiver will allow the Exchange to comply with its
undertaking made in connection with the Commission's approval of SR-
PCX-2005-90 to amend the NASD-PCX Agreement. The Commission notes that
the Exchange has filed with the Commission, on January 20, 2006, an
executed amended and restated agreement, and that the Commission staff
has been engaged in continuous discussions with the Parties regarding
the amended and restated agreement. The Commission further notes that
the Exchange has represented that it continues to work with the
Commission staff, and that it intends to submit in the near future a
revised amended and restated agreement reflecting changes made in
response to Commission staff comments.\19\ Extending the compliance
date for the Exchange's undertaking by an additional 90 days will
provide time for the Exchange to finalize and file the amended and
restated agreement, as well as provide time for publication of, and
action on, the amended and restated agreement. The Commission further
notes that the current Commission-approved NASD-PCX Agreement will
remain in full force and effect during the interim period, and the
Exchange will continue to abide by the terms of that Agreement. For
these reasons, the Commission designates the proposal to be effective
and operative upon filing with the Commission.\20\
---------------------------------------------------------------------------
\19\ See supra note 13.
\20\ For the purposes only of waiving the 30-day operative
delay, the Commission has considered the proposed rule's impact on
efficiency, competition, and capital formation. 15 U.S.C. 78c(f).
---------------------------------------------------------------------------
At any time within 60 days of the filing of the proposed rule
change, the Commission may summarily abrogate such rule change 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
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 (https://
www.sec.gov/rules/sro.shtml); or
Send an e-mail to rule-comments@sec.gov. Please include
File Number NYSEArca-2006-42 on the subject line.
Paper Comments
Send paper comments in triplicate to Nancy M. Morris,
Secretary, Securities and Exchange Commission, 100 F Street, NE.,
Washington, DC 20549-1090.
All submissions should refer to File Number NYSEArca-2006-42. 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 (https://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. Copies of the 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
NYSEArca-2006-42 and should be submitted on or before July 24, 2006.
[[Page 37967]]
For the Commission, by the Division of Market Regulation,
pursuant to delegated authority.\21\
---------------------------------------------------------------------------
\21\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------
Nancy M. Morris,
Secretary.
[FR Doc. E6-10334 Filed 6-30-06; 8:45 am]
BILLING CODE 8010-01-P
