Order Pursuant to Section 11A of the Securities Exchange Act of 1934 and Rule 608(e) Thereunder Extending a De Minimis Exemption for Transactions in Certain Exchange-Traded Funds From the Trade-Through Provisions of the Intermarket Trading System, 38433-38434 [E6-10493]
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Federal Register / Vol. 71, No. 129 / Thursday, July 6, 2006 / Notices
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–54063]
Order Pursuant to Section 11A of the
Securities Exchange Act of 1934 and
Rule 608(e) Thereunder Extending a De
Minimis Exemption for Transactions in
Certain Exchange-Traded Funds From
the Trade-Through Provisions of the
Intermarket Trading System
June 28, 2006.
jlentini on PROD1PC65 with NOTICES
This order extends, through February
4, 2007, a de minimis exemption to the
provisions of the Intermarket Trading
System Plan (‘‘ITS Plan’’),1 a national
market system plan,2 governing
intermarket trade-throughs that
currently is due to expire on June 28,
2006. The de minimis exemption was
originally issued by the Commission on
August 28, 2002 3 and extended on May
30, 2003,4 on March 3, 2004,5 on
December 3, 2004,6 and on September 6,
2005.7
1 The self-regulatory organizations (‘‘SROs’’)
participating in the ITS Plan include the American
Stock Exchange LLC, the Boston Stock Exchange,
Inc., the Chicago Board Options Exchange, Inc., the
Chicago Stock Exchange, Inc., the National Stock
Exchange, Inc. (formerly the Cincinnati Stock
Exchange, Inc.), the National Association of
Securities Dealers, Inc. (‘‘NASD’’), the New York
Stock Exchange, Inc., the Pacific Exchange, Inc.,
and the Philadelphia Stock Exchange, Inc.
(collectively, the ‘‘participants’’). See Securities
Exchange Act Release No. 19456 (January 27, 1983),
48 FR 4938 (February 3, 1983).
2 Securities Exchange Act of 1934 (‘‘Act’’) Rule
608(c) (formerly Rule 11Aa3–2(d)), 17 CFR
242.608(c), promulgated under Section 11A, 15
U.S.C. 78k–1, of the Act requires each SRO to
comply with, and enforce compliance by its
members and their associated persons with, the
terms of any effective national market system plan
of which it is a sponsor or participant. Rule 608(e)
(formerly Rule 11Aa3–2(f)), 17 CFR 242.608(e),
under the Act authorizes the Commission to
exempt, either unconditionally or on specified
terms and conditions, any SRO, member of an SRO,
or specified security from the requirement of the
rule if the Commission determines that such
exemption is consistent with the public interest, the
protection of investors, the maintenance of fair and
orderly markets and the removal of impediments to,
and perfection of the mechanisms of, a national
market system.
3 See Securities Exchange Act Release No. 46428
(August 28, 2002), 67 FR 56607 (September 4, 2002)
(the ‘‘August 2002 Order’’). The August 2002 Order
granted relief through June 4, 2003.
4 See Securities Exchange Act Release No. 47950
(May 30, 2003), 68 FR 33748 (June 5, 2003) (the
‘‘May 2003 Order’’). The May 2003 Order granted
relief through March 4, 2004.
5 See Securities Exchange Act Release No. 49356
(March 3, 2004), 69 FR 11057 (March 9, 2004) (the
‘‘March 2004 Order’’). The March 2004 Order
granted relief through December 4, 2004.
6 See Securities Exchange Act Release No. 50795
(December 3, 2004), 69 FR 71445 (December 9,
2004) (the ‘‘December 2004 Order’’). The December
2004 Order granted relief through September 4,
2005.
7 See Securities Exchange Act Release No. 52382
(September 6, 2005), 70 FR 53695 (September 9,
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17:01 Jul 05, 2006
Jkt 208001
Specifically, this order continues the
de minimis exemption from compliance
with Section 8(d)(i) of the ITS Plan with
respect to two specific exchange-traded
funds (‘‘ETFs’’), the Dow Jones
Industrial Average ETF (‘‘DIA’’) and the
Standard & Poor’s 500 Index ETF
(‘‘SPY’’).8 By its terms, the September
2005 Order continued the exemption
from the trade-through provisions of the
ITS Plan of any transactions in the two
ETFs that are effected at prices at or
within three cents away from the best
bid and offer quoted in the Consolidated
Quote System (‘‘CQS’’) through June 28,
2006.
In the Commission’s previous orders
to issue and extend the de minimis
exemption,9 the Commission discussed
its basis for determining that the de
minimis exemption is consistent with
the public interest, the protection of
investors, the maintenance of fair and
orderly markets and the removal of
impediments to, and perfection of the
mechanisms of, a national market
system. In the September 2005 Order,
the Commission further noted that:
In March 2004 and in May 2003, the
Commission extended the three cent de
minimis exemption for additional ninemonth periods, in order to assess trading data
associated with the de minimis exemption
and to consider whether to adopt the de
minimis exemption on a permanent basis, to
adopt some other alternative solution, or to
allow the exemption to expire. As a result of
its review of trading data associated with the
de minimis exemption, the Commission has
proposed, as part of its market structure
initiatives, Regulation NMS under the Act,
which would include a new rule relating to
trade-throughs.
On April 6, 2005, the Commission
approved Regulation NMS under the
Act.10 In Regulation NMS, the
Commission adopted an approach that,
among other things, protects only
2005) (the ‘‘September 2005 Order’’). The
September Order granted relief through June 28,
2006.
8 The Commission limited the de minimis
exemption to these two securities because they
share certain characteristics that may make
immediate execution of their shares highly
desirable to certain investors. In particular, trading
in the two ETFs is highly liquid and market
participants may value an immediate execution at
a displayed price more than the opportunity to
obtain a slightly better price. Unlike prior orders,
the December 2004 and September 2005 extensions
of the de minimis exemption applied only to the
DIA and the SPY, and not the QQQ, because, on
December 1, 2004, trading of the QQQ transferred
from the American Stock Exchange to Nasdaq, and
thus trades in the QQQ ceased to be subject to the
trade-through provisions of the ITS Plan.
Accordingly, an exemption for the QQQ was no
longer necessary. See December 2004 Order and
September 2005 Order.
9 See supra notes 3 to 7.
10 See Securities Exchange Act Release No. 51808
(June 9, 2005), 70 FR 37496 (June 29, 2005).
PO 00000
Frm 00078
Fmt 4703
Sfmt 4703
38433
automated quotations and excludes
manual quotations from trade-through
protection, and renders the de minimis
exemption unnecessary. Given the
significant systems and other changes
necessary to implement Rule 610 and
Rule 611,11 the Commission originally
established delayed compliance dates
for Rule 610 and Rule 611, the first of
which was scheduled to begin on June
29, 2006.12 In the September 2005
Order, the Commission stated that until
Regulation NMS is implemented, the
reasons for maintaining the de minimis
exemption in effect continue to be valid,
and thus the Commission extended the
de minimis exemption though June 28,
2006, which was the date before the
initial compliance date for Rule 610 and
Rule 611.
On May 18, 2006, the Commission
extended the compliance dates for Rule
610 and Rule 611 to give trading centers
additional time to finalize the
development of their new or modified
trading systems, and to give the
securities industry sufficient time to
establish the necessary access to such
trading systems.13 The initial
compliance date was extended to a
series of five dates, beginning on
October 16, 2006, for different
functional stages of compliance, with
February 5, 2007 (the ‘‘Trading Phase
Date’’) being the final date for full
operation of Regulation NMS-compliant
trading systems for initial trade-through
protection under Rule 611, as described
in the NMS Extension Release.
Therefore, to maintain the status quo
and avoid requiring market participants
to make short-term trading or
programming changes pending the
extended implementation period for
Rule 610 and Rule 611 of Regulation
NMS, it is appropriate to extend the de
minimis exemption through February 4,
2007, the day before the Trading Phase
Date.14 The Commission emphasizes, as
11 Rule 610 generally prohibits national securities
exchanges and national securities associations from
imposing unfairly discriminatory terms that prevent
or inhibit access to quotations, and establishes a
limit on access fees, and requires each national
securities exchange and national securities
association to adopt, maintain, and enforce written
rules that prohibit their members from engaging in
a pattern or practice of displaying quotations that
lock or cross protected quotations. Rule 611
requires trading centers to establish, maintain, and
enforce written policies and procedures reasonably
designed to prevent the execution of trades at prices
inferior to protected quotations displayed by other
trading centers, subject to an applicable exception.
12 See supra note 10.
13 Securities Exchange Act Release No. 53829
(May 18, 2006), 71 FR 30037 (May 24, 2006) (‘‘NMS
Extension Release’’).
14 The Commission expects most trading centers
to be operating consistent with the requirements of
Rule 611 by the Trading Phase Date.
E:\FR\FM\06JYN1.SGM
06JYN1
38434
Federal Register / Vol. 71, No. 129 / Thursday, July 6, 2006 / Notices
it did in the previous orders,15 that the
de minimis exemption does not relieve
brokers and dealers of their best
execution obligations under the federal
securities laws and SRO rules.
Accordingly, it is ordered, pursuant to
Section 11A of the Act and Rule 608(e)
thereunder,16 that participants of the
ITS Plan and their members are hereby
exempt from Section 8(d) of the ITS
Plan during the period covered by this
Order with respect to transactions in
DIAs and SPYs that are executed at a
price that is no more than three cents
lower than the highest bid displayed in
CQS and no more than three cents
higher than the lowest offer displayed in
CQS. This Order extends the de minimis
exemption from June 29, 2006 through
February 4, 2007.
By the Commission.
Nancy M. Morris,
Secretary.
[FR Doc. E6–10493 Filed 7–5–06; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–54066; File No. SR–BSE–
2006–24]
Self-Regulatory Organizations; Boston
Stock Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of
Proposed Rule Change To Extend a
Pilot Program That Allows for No
Minimum Size Order Requirement for
the Price Improvement Period Process
on the Boston Options Exchange
June 29, 2006.
jlentini on PROD1PC65 with NOTICES
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 19,
2006, the Boston Stock Exchange, Inc.
(‘‘BSE’’ or ‘‘Exchange’’) 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
by BSE. The Exchange has designated
the proposed rule change as a ‘‘noncontroversial’’ rule change pursuant to
Section 19(b)(3)(A)(iii) 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
15See
supra notes 3 to 7.
CFR 242.608(e).
1 15 U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A)(iii).
4 17 CFR 240.19b–4(f)(6).
16 17
VerDate Aug<31>2005
17:01 Jul 05, 2006
Jkt 208001
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 text of the proposed rule change
is below. Proposed new language is
underlined; proposed deletions are in
[brackets].
*
*
*
*
*
Chapter V, Section 18
Supplementary Material to Section 18
.01 During the extended Pilot Period
[from August 7, 2005 to July 18, 2006],
there will be no minimum size
requirement for Customer Orders to be
eligible for the PIP process. During this
extended Pilot Period, BOXR will
continue to submit certain data,
periodically as required by the
Commission, to provide supporting
evidence that, among other things, there
is meaningful competition for all size
PIP orders, that there is significant price
improvement for all orders executed
through the PIP, and that there is an
active and liquid market functioning on
BOX outside of the PIP mechanism. Any
data which is submitted to the
Commission by BOXR will be provided
on a confidential basis. The Pilot Period
shall expire on July 18, 2007.
.02 No Change.
*
*
*
*
*
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
The purpose of the proposed rule
change is to extend a Pilot Program
under the Rules of the Boston Options
Exchange (‘‘BOX’’) for an additional
year. The Pilot Program allows BOX to
have no minimum size requirement for
orders entered into the Price
PO 00000
Frm 00079
Fmt 4703
Sfmt 4703
Improvement Period (‘‘PIP’’) process.5
The proposed rule change retains the
text of Supplementary Material .01 to
Section 18 of Chapter V of the BOX
Rules and seeks to extend the operation
of the PIP Pilot Program until July 18,
2007.
The Exchange notes that the PIP Pilot
Program provides small customer orders
with benefits not available under the
rules of other exchanges. One of the
important factors of the PIP Pilot
Program is that it guarantees members
the right to trade with their customer
orders that are less than 50 contracts. In
particular, any order entered into the
PIP is guaranteed an execution at the
end of the auction at a price at least a
penny better than the national best bid
or offer.
In further support of this proposed
rule change, and as required by the
Original PIP Pilot Program Approval
Order, the Exchange represents that it
has been submitting to the Commission
a monthly PIP Pilot Program Report,
offering detailed data from and analysis
of the PIP Pilot Program.
2. Statutory Basis
The Exchange believes that the data
demonstrates that there is sufficient
investor interest and demand to extend
the Pilot Program for another year. The
Exchange represents that the proposed
rule change is designed to provide
investors with real and significant price
improvement regardless of the size of
the order. Accordingly, the Exchange
believes that the proposal is consistent
with the requirements of Section 6(b) of
the Act,6 in general, and Section 6(b)(5)
of the Act,7 in particular, in that it is
designed to provide price improvement
to any order, which is consistent with
the public interest and protection of
investors from a best execution
standpoint. Additionally, the Exchange
believes that price improvement to any
size order creates competition for the
best execution of all orders, without
unduly burdening competition.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
The Exchange 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.
5 The Pilot Program is currently set to expire on
July 18, 2006. See Securities Exchange Act Release
No. 52149 (July 28, 2005), 70 FR 44704 (August 3,
2005). See also Securities Exchange Act Release No.
49068 (January 13, 2004), 69 FR 2768 (January 20,
2004) (‘‘Original PIP Pilot Program Approval
Order’’).
6 15 U.S.C. 78f(b).
7 7 15 U.S.C. 78f(b)(5).
E:\FR\FM\06JYN1.SGM
06JYN1
]]>Agencies
[Federal Register Volume 71, Number 129 (Thursday, July 6, 2006)]
[Notices]
[Pages 38433-38434]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E6-10493]
[[Page 38433]]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-54063]
Order Pursuant to Section 11A of the Securities Exchange Act of
1934 and Rule 608(e) Thereunder Extending a De Minimis Exemption for
Transactions in Certain Exchange-Traded Funds From the Trade-Through
Provisions of the Intermarket Trading System
June 28, 2006.
This order extends, through February 4, 2007, a de minimis
exemption to the provisions of the Intermarket Trading System Plan
(``ITS Plan''),\1\ a national market system plan,\2\ governing
intermarket trade-throughs that currently is due to expire on June 28,
2006. The de minimis exemption was originally issued by the Commission
on August 28, 2002 \3\ and extended on May 30, 2003,\4\ on March 3,
2004,\5\ on December 3, 2004,\6\ and on September 6, 2005.\7\
---------------------------------------------------------------------------
\1\ The self-regulatory organizations (``SROs'') participating
in the ITS Plan include the American Stock Exchange LLC, the Boston
Stock Exchange, Inc., the Chicago Board Options Exchange, Inc., the
Chicago Stock Exchange, Inc., the National Stock Exchange, Inc.
(formerly the Cincinnati Stock Exchange, Inc.), the National
Association of Securities Dealers, Inc. (``NASD''), the New York
Stock Exchange, Inc., the Pacific Exchange, Inc., and the
Philadelphia Stock Exchange, Inc. (collectively, the
``participants''). See Securities Exchange Act Release No. 19456
(January 27, 1983), 48 FR 4938 (February 3, 1983).
\2\ Securities Exchange Act of 1934 (``Act'') Rule 608(c)
(formerly Rule 11Aa3-2(d)), 17 CFR 242.608(c), promulgated under
Section 11A, 15 U.S.C. 78k-1, of the Act requires each SRO to comply
with, and enforce compliance by its members and their associated
persons with, the terms of any effective national market system plan
of which it is a sponsor or participant. Rule 608(e) (formerly Rule
11Aa3-2(f)), 17 CFR 242.608(e), under the Act authorizes the
Commission to exempt, either unconditionally or on specified terms
and conditions, any SRO, member of an SRO, or specified security
from the requirement of the rule if the Commission determines that
such exemption is consistent with the public interest, the
protection of investors, the maintenance of fair and orderly markets
and the removal of impediments to, and perfection of the mechanisms
of, a national market system.
\3\ See Securities Exchange Act Release No. 46428 (August 28,
2002), 67 FR 56607 (September 4, 2002) (the ``August 2002 Order'').
The August 2002 Order granted relief through June 4, 2003.
\4\ See Securities Exchange Act Release No. 47950 (May 30,
2003), 68 FR 33748 (June 5, 2003) (the ``May 2003 Order''). The May
2003 Order granted relief through March 4, 2004.
\5\ See Securities Exchange Act Release No. 49356 (March 3,
2004), 69 FR 11057 (March 9, 2004) (the ``March 2004 Order''). The
March 2004 Order granted relief through December 4, 2004.
\6\ See Securities Exchange Act Release No. 50795 (December 3,
2004), 69 FR 71445 (December 9, 2004) (the ``December 2004 Order'').
The December 2004 Order granted relief through September 4, 2005.
\7\ See Securities Exchange Act Release No. 52382 (September 6,
2005), 70 FR 53695 (September 9, 2005) (the ``September 2005
Order''). The September Order granted relief through June 28, 2006.
---------------------------------------------------------------------------
Specifically, this order continues the de minimis exemption from
compliance with Section 8(d)(i) of the ITS Plan with respect to two
specific exchange-traded funds (``ETFs''), the Dow Jones Industrial
Average ETF (``DIA'') and the Standard & Poor's 500 Index ETF
(``SPY'').\8\ By its terms, the September 2005 Order continued the
exemption from the trade-through provisions of the ITS Plan of any
transactions in the two ETFs that are effected at prices at or within
three cents away from the best bid and offer quoted in the Consolidated
Quote System (``CQS'') through June 28, 2006.
---------------------------------------------------------------------------
\8\ The Commission limited the de minimis exemption to these two
securities because they share certain characteristics that may make
immediate execution of their shares highly desirable to certain
investors. In particular, trading in the two ETFs is highly liquid
and market participants may value an immediate execution at a
displayed price more than the opportunity to obtain a slightly
better price. Unlike prior orders, the December 2004 and September
2005 extensions of the de minimis exemption applied only to the DIA
and the SPY, and not the QQQ, because, on December 1, 2004, trading
of the QQQ transferred from the American Stock Exchange to Nasdaq,
and thus trades in the QQQ ceased to be subject to the trade-through
provisions of the ITS Plan. Accordingly, an exemption for the QQQ
was no longer necessary. See December 2004 Order and September 2005
Order.
---------------------------------------------------------------------------
In the Commission's previous orders to issue and extend the de
minimis exemption,\9\ the Commission discussed its basis for
determining that the de minimis exemption is consistent with the public
interest, the protection of investors, the maintenance of fair and
orderly markets and the removal of impediments to, and perfection of
the mechanisms of, a national market system. In the September 2005
Order, the Commission further noted that:
---------------------------------------------------------------------------
\9\ See supra notes 3 to 7.
In March 2004 and in May 2003, the Commission extended the three
cent de minimis exemption for additional nine-month periods, in
order to assess trading data associated with the de minimis
exemption and to consider whether to adopt the de minimis exemption
on a permanent basis, to adopt some other alternative solution, or
to allow the exemption to expire. As a result of its review of
trading data associated with the de minimis exemption, the
Commission has proposed, as part of its market structure
initiatives, Regulation NMS under the Act, which would include a new
---------------------------------------------------------------------------
rule relating to trade-throughs.
On April 6, 2005, the Commission approved Regulation NMS under the
Act.\10\ In Regulation NMS, the Commission adopted an approach that,
among other things, protects only automated quotations and excludes
manual quotations from trade-through protection, and renders the de
minimis exemption unnecessary. Given the significant systems and other
changes necessary to implement Rule 610 and Rule 611,\11\ the
Commission originally established delayed compliance dates for Rule 610
and Rule 611, the first of which was scheduled to begin on June 29,
2006.\12\ In the September 2005 Order, the Commission stated that until
Regulation NMS is implemented, the reasons for maintaining the de
minimis exemption in effect continue to be valid, and thus the
Commission extended the de minimis exemption though June 28, 2006,
which was the date before the initial compliance date for Rule 610 and
Rule 611.
---------------------------------------------------------------------------
\10\ See Securities Exchange Act Release No. 51808 (June 9,
2005), 70 FR 37496 (June 29, 2005).
\11\ Rule 610 generally prohibits national securities exchanges
and national securities associations from imposing unfairly
discriminatory terms that prevent or inhibit access to quotations,
and establishes a limit on access fees, and requires each national
securities exchange and national securities association to adopt,
maintain, and enforce written rules that prohibit their members from
engaging in a pattern or practice of displaying quotations that lock
or cross protected quotations. Rule 611 requires trading centers to
establish, maintain, and enforce written policies and procedures
reasonably designed to prevent the execution of trades at prices
inferior to protected quotations displayed by other trading centers,
subject to an applicable exception.
\12\ See supra note 10.
---------------------------------------------------------------------------
On May 18, 2006, the Commission extended the compliance dates for
Rule 610 and Rule 611 to give trading centers additional time to
finalize the development of their new or modified trading systems, and
to give the securities industry sufficient time to establish the
necessary access to such trading systems.\13\ The initial compliance
date was extended to a series of five dates, beginning on October 16,
2006, for different functional stages of compliance, with February 5,
2007 (the ``Trading Phase Date'') being the final date for full
operation of Regulation NMS-compliant trading systems for initial
trade-through protection under Rule 611, as described in the NMS
Extension Release.
---------------------------------------------------------------------------
\13\ Securities Exchange Act Release No. 53829 (May 18, 2006),
71 FR 30037 (May 24, 2006) (``NMS Extension Release'').
---------------------------------------------------------------------------
Therefore, to maintain the status quo and avoid requiring market
participants to make short-term trading or programming changes pending
the extended implementation period for Rule 610 and Rule 611 of
Regulation NMS, it is appropriate to extend the de minimis exemption
through February 4, 2007, the day before the Trading Phase Date.\14\
The Commission emphasizes, as
[[Page 38434]]
it did in the previous orders,\15\ that the de minimis exemption does
not relieve brokers and dealers of their best execution obligations
under the federal securities laws and SRO rules.
---------------------------------------------------------------------------
\14\ The Commission expects most trading centers to be operating
consistent with the requirements of Rule 611 by the Trading Phase
Date.
\15\See supra notes 3 to 7.
---------------------------------------------------------------------------
Accordingly, it is ordered, pursuant to Section 11A of the Act and
Rule 608(e) thereunder,\16\ that participants of the ITS Plan and their
members are hereby exempt from Section 8(d) of the ITS Plan during the
period covered by this Order with respect to transactions in DIAs and
SPYs that are executed at a price that is no more than three cents
lower than the highest bid displayed in CQS and no more than three
cents higher than the lowest offer displayed in CQS. This Order extends
the de minimis exemption from June 29, 2006 through February 4, 2007.
---------------------------------------------------------------------------
\16\ 17 CFR 242.608(e).
By the Commission.
Nancy M. Morris,
Secretary.
[FR Doc. E6-10493 Filed 7-5-06; 8:45 am]
BILLING CODE 8010-01-P
