Self-Regulatory Organizations; The Options Clearing Corporation; Notice of Filing of a Proposed Rule Change Relating to Choice of Law and Forum Selection, 21062-21064 [E7-8054]

Download as PDF 21062 Federal Register / Vol. 72, No. 81 / Friday April 27, 2007 / Notices amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be available for inspection and copying in the Commission’s Public Reference Section, 100 F Street, NE., Washington, DC 20549. Copies of such filings also will be available for inspection and copying at the principal office of Nasdaq and on Nasdaq’s Web site at http:// www.complinet.com/file_store/pdf/ rulebooks/NASDAQ_SR–NASDAQ– 2007–021.pdf. 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– NASDAQ–2007–021 and should be submitted on or before May 18, 2007. For the Commission by the Division of Market Regulation, pursuant to delegated authority.14 Florence E. Harmon, Deputy Secretary. [FR Doc. E7–8055 Filed 4–26–07; 8:45 am] BILLING CODE 8010–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–55656; File No. SR–NYSE– 2007–15] Self-Regulatory Organizations; New York Stock Exchange LLC; Order Approving Proposed Rule Change Regarding the Amendment of NYSE Rule 300 Relating to Trading Licenses cprice-sewell on PROD1PC66 with NOTICES April 23, 2007. On February 13, 2007, the New York Stock Exchange LLC (‘‘NYSE’’ or ‘‘Exchange’’) filed with the Securities and Exchange Commission (‘‘Commission’’), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Act’’) 1 and Rule 19b–4 thereunder, 2 a proposed rule change to amend NYSE Rule 300 relating to trading licenses to charge a premium of $5,000, for a total annualized rate of $55,000, for those trading licenses purchased after the annual application period. The proposed rule change was published for comment in the Federal 14 17 CFR 200.30–3(a)(12). U.S.C. 78s(b)(1). 2 17 CFR 240.19b–4. 1 15 VerDate Aug<31>2005 15:18 Apr 26, 2007 Jkt 211001 Register on March 5, 2007.3 The Commission received no comments regarding the proposal. The Exchange previously required the payment of a 10% premium to encourage participation in its ‘‘Dutch’’ auction method of allocating trading licenses, but recently eliminated this premium when it adopted a fixed $50,000 annual fee for each trading license.4 The Exchange believes that the 10% premium for licenses purchased after the annual application period will provide the Exchange with greater predictability regarding the number of trading licenses issued. The Exchange represents that this predictability not only facilitates business planning and administration by member organizations and the NYSE, but also reduces both business and regulatory systems changes to reflect fluctuations in trading licenses issued. The Exchange confirms that, during the December 2006 trading license application period, it notified its members of its intent to submit a rule filing to apply the proposed premium for trading licenses purchased after the application period.5 The Exchange also confirms that the premium will only be effective for trading licenses purchased after the approval of this proposed rule change.6 The Commission finds that the proposed rule change is consistent with the Act, and particularly with Section 6(b)(4) 7 of the Act, which requires that an exchange have rules that provide for the equitable allocation of reasonable dues, fees, and other charges among its members and issuers and other persons using its facilities.8 The Commission believes that the Exchange’s proposed 10% premium for trading licenses purchased after the annual application period is reasonable and should help facilitate the Exchange’s administration of trading licenses and member organizations’ business planning with respect to the issuance of trading licenses. It is therefore ordered, pursuant to Section 19(b)(2) of the Act,9 that the 3 See Securities Exchange Act Release No. 55345 (February 26, 2007), 72 FR 9816. 4 See Securities Exchange Act Release No. 54998 (December 21, 2006), 71 FR 78496 (December 29, 2006) (SR–NYSE–2006–98). 5 E-mail communication between Leah Mesfin, Special Counsel, Division of Market Regulation, Commission, and Janet Kissane, Vice President and Associate General Counsel, NYSE, on April 13, 2007. 6 Id. 7 15 U.S.C. 78f(b)(4). 8 In approving this proposed rule change, the Commission notes that it has considered the proposed rule’s impact on efficiency, competition, and capital formation. See 15 U.S.C. 78c(f). 9 15 U.S.C. 78s(b)(2). PO 00000 Frm 00080 Fmt 4703 Sfmt 4703 proposed rule change (SR–NYSE–2007– 15) be, and hereby is, approved. For the Commission, by the Division of Market Regulation, pursuant to delegated authority.10 Florence E. Harmon, Deputy Secretary. [FR Doc. E7–8097 Filed 4–26–07; 8:45 am] BILLING CODE 8010–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–55653; File No. SR–OCC– 2006–09] Self-Regulatory Organizations; The Options Clearing Corporation; Notice of Filing of a Proposed Rule Change Relating to Choice of Law and Forum Selection April 20, 2007. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Act’’),1 notice is hereby given that on May 22, 2006, The Options Clearing Corporation (‘‘OCC’’) filed with the Securities and Exchange Commission (‘‘Commission’’) and on December 12, 2006, amended the proposed rule change as described in Items I, II, and III below, which items have been prepared primarily by OCC. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. I. Self-Regulatory Organization’s Statement of the Terms of Substance of the Proposed Rule Change The proposed rule change would provide for the addition of new general choice of law and forum selection provisions to OCC’s By-Laws. II. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, OCC 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. OCC has prepared summaries, set forth in sections (A), (B), and (C) below, of the most significant aspects of such statements.2 10 17 CFR 200.30–3(a)(12); 17 CFR 200.30– 3(a)(44). 1 15 U.S.C. 78s(b)(1). 2 The Commission has modified parts of these statements. E:\FR\FM\27APN1.SGM 27APN1 cprice-sewell on PROD1PC66 with NOTICES Federal Register / Vol. 72, No. 81 / Friday April 27, 2007 / Notices (A) Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change The proposed rule change would add new general choice of law and forum selection provisions to OCC’s By-Laws. The purpose of the proposed rule change is to ensure there are appropriate choice of law and forum selection provisions governing all contractual relations between OCC and each of its clearing members. The proposed provisions should provide greater clarity, consistency, and predictability in the application of the law to all contractual relations between OCC and each of its clearing members and in the choice of forum in the event of litigation on such matters. OCC’s By-Laws and Rules each currently contain choice of law provisions that apply in somewhat limited circumstances. This approach is problematic as it could lead to inconsistencies between the two provisions or because it may fail to properly specify a governing law with respect to certain contractual relations altogether. Article VI, Section 9(c) of OCC’s ByLaws provides that Illinois law, specifically the Illinois Uniform Commercial Code, is the governing law with respect to cleared contracts. A ‘‘cleared contract’’ is defined in Article I, Section 1 of OCC’s By-Laws as ‘‘a cleared security or commodity future or futures option that is cleared by [OCC].’’ A ‘‘cleared security’’ is defined as ‘‘an option contract (other than a futures option), a security future or a BOUND.’’ However, OCC has interactions and relationships with clearing members not directly involving cleared contracts (e.g., membership and financial requirements). Accordingly, the choice of law provisions in Article VI, Section 9(c) are not comprehensive. OCC Rule 614(m), which clarifies the limited obligations of OCC in connection with pledges of cleared securities, incorporates certain provisions of Article VI, Section 9 of the By-Laws by reference and also contains special provisions applicable in the event that, notwithstanding the choice of law provisions of Article VI, Section 9(c), the laws of a jurisdiction that has not adopted the 1994 revisions to Article 8 and 9 of the UCC are applicable to security interests in pledged securities. However, all 50 U.S. States, the District of Columbia, the U.S. Virgin Islands, and Puerto Rico have now adopted the 1994 revisions to Article 8 and 9 of the UCC, rendering the special provisions unnecessary. VerDate Aug<31>2005 15:18 Apr 26, 2007 Jkt 211001 Article V of OCC’s By-Laws (Clearing Members), Section 3 (Conditions to Admission), subparagraph (k) provides that as a condition to admission as a clearing member, non-U.S. securities firms must consent to the jurisdiction of Illinois courts and to the application of U.S. law in connection with any dispute with OCC arising from membership. However, this provision only applies to the limited context of disputes with OCC arising from membership. The proposed rule change would add a general choice of law provision to OCC’s By-Laws in order to provide consistency and predictability in the application of the law to all relations between OCC and its clearing members. This provision would be particularly useful with respect to collateral posted by non-U.S. clearing members where a clear choice of law provision could provide further assurance that OCC’s interests in such collateral are properly perfected. Such a provision would also decrease the likelihood of an inadvertent inconsistency among provisions of the various Articles of the By-Laws. Illinois law is the most logical choice to be the governing law under the proposed choice of law provision given OCC’s location and OCC’s familiarity with Illinois law. Selecting Illinois law, along with Federal law, as governing law would also result in the greatest consistency with current provisions of OCC’s By-Laws and Rules. In addition, selection of Illinois as the forum for resolving any claims or disputes arising out of or relating to OCC’s By-Laws or Rules would be most logical in light of the consistent application of Illinois law to relations between OCC and its clearing members. The following proposed revisions to OCC’s By-Laws and Rules are necessary to create a general choice of law provision: (1) New Choice of Law Provision: OCC proposes to add a new Section 10 (General Choice of Law and Forum Selection) to Article IX (General Provisions) of its By-Laws. New Section 10 would specify Illinois law as the governing law with respect to OCC’s ByLaws and Rules as well as any agreements between OCC and clearing members. It would also specify that any lawsuits between clearing members and OCC be brought in a federal court or in the absence of federal jurisdiction in a state court located in Chicago, Illinois. Existing Sections 10–12 of Article IX would be renumbered as Sections 11–13 but would otherwise remain unchanged. (2) Amendments to Other Sections of the By-Laws: OCC proposes that Article VI, Section 9(c) of the By-Laws be PO 00000 Frm 00081 Fmt 4703 Sfmt 4703 21063 removed in its entirety and replaced with a reference to the proposed Article IX, Section 10 of the By-Laws and with a notice provision that persons desiring to perfect security interests in cleared securities seek the advice of counsel. (3) Amendments to Rules: OCC proposes to make conforming amendments to Rule 604(b)(3)(ii) and to Interpretation and Policy .01 under Rule 614. These amendments are necessary in light of the adoption of the general choice of law provision described above. OCC further proposes that language in Rule 614(m) providing for a contingency in the event of the application of the law of a jurisdiction that has not adopted the 1994 amendments to Articles 8 and 9 of the UCC be deleted as no longer necessary. The proposed rule change is consistent with Section 17A of the Act because it is designed to assure the safeguarding of securities and funds which are in the custody or control of the OCC or for which OCC is responsible, removes impediments to and perfects the mechanism of a national system for the prompt and accurate clearance and settlement of securities transactions, and in general protects investors and the public interest by providing for clarity and predictability in the application of the law to all contractual relations between OCC and its clearing members, especially with respect to the perfection of interests in collateral. Other than as described in footnote 1 to Rule 604, the proposed rule change is not inconsistent with any other By-Laws or Rules of OCC, including those proposed to be amended. (B) Self-Regulatory Organization’s Statement on Burden on Competition OCC does not believe that the proposed rule change would impose any burden on competition. (C) Self-Regulatory Organization’s Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others Written comments were not and are not intended to be solicited with respect to the proposed rule change, and none have been received. 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 E:\FR\FM\27APN1.SGM 27APN1 21064 Federal Register / Vol. 72, No. 81 / Friday April 27, 2007 / Notices (ii) as to which the self-regulatory organization consents, the Commission will: (A) By order approve the 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: cprice-sewell on PROD1PC66 with NOTICES 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-OCC–2006–09 on the subject line. Number SR-OCC–2006–09 and should be submitted on or before May 18, 2007. For the Commission by the Division of Market Regulation, pursuant to delegated authority.3 Florence E. Harmon, Deputy Secretary. [FR Doc. E7–8054 Filed 4–26–07; 8:45 am] BILLING CODE 8010–01–P Dated: April 18, 2007. Marc Susser, Executive Secretary, Department of State. [FR Doc. E7–8111 Filed 4–26–07; 8:45 am] DEPARTMENT OF STATE [Public Notice 5762] Advisory Committee on Historical Diplomatic Documentation Notice of Meeting Summary: The Advisory Committee on Historical Diplomatic Documentation will meet in the Department of State, 2201 ‘‘C’’ Street, NW., Washington, DC, June 4–5, 2007, in Conference Room 1107. Prior notification and a valid government-issued photo ID (such as driver’s license, passport, U.S. Paper Comments government or military ID) are required • Send paper comments in triplicate for entrance into the building. Members to Nancy M. Morris, Secretary, of the public planning to attend must Securities and Exchange Commission, notify Chris Tudda, Office of the 100 F Street, NE., Washington, DC Historian (202–663–3054) no later than 20549–1090. May 31, 2007 to provide date of birth, All submissions should refer to File valid government-issued photo Number SR-OCC–2006–09. This file identification number and type (such as number should be included on the driver’s license number/state, passport subject line if e-mail is used. To help the number/country, or U.S. government ID Commission process and review your number/agency or military ID number/ comments more efficiently, please use branch), and relevant telephone only one method. The Commission will numbers. If you cannot provide one of post all comments on the Commission’s the enumerated forms of ID, please Internet Web site (http://www.sec.gov/ consult with Chris Tudda for acceptable rules/sro.shtml). Copies of the alternative forms of picture submission, all subsequent identification. amendments, all written statements The Committee will meet in open with respect to the proposed rule session from 1:30 p.m. through 3 p.m. change that are filed with the on Monday, June 4, 2007, in the Commission, and all written Department of State, 2201 ‘‘C’’ Street communications relating to the NW., Washington, DC, in Conference proposed rule change between the Room 1107, to discuss declassification Commission and any person, other than and transfer of Department of State those that may be withheld from the records to the National Archives and public in accordance with the Records Administration and the status provisions of 5 U.S.C. 552, will be of the Foreign Relations series. The available for inspection and copying in remainder of the Committee’s sessions the Commission’s Public Reference from 3:15 p.m. until 4:30 p.m. on Section, 100 F Street, NE., Washington, Monday, June 4, 2007, and 9 a.m. until DC 20549. Copies of such filing also will 1 p.m. on Tuesday, June 5, 2007, will be be available for inspection and copying closed in accordance with Section 10(d) at the principal office of OCC and on of the Federal Advisory Committee Act OCC’s Web site at http:// (Pub. L. 92–463). The agenda calls for www.optionsclearing.com. discussions of agency declassification All comments received will be posted decisions concerning the Foreign without change; the Commission does Relations series and other not edit personal identifying declassification issues. These are information from submissions. You matters not subject to public disclosure should submit only information that under 5 U.S.C. 552b(c)(1) and the public you wish to make available publicly. All 3 17 CFR 200.30–3(a)(12). submissions should refer to File VerDate Aug<31>2005 15:18 Apr 26, 2007 Jkt 211001 PO 00000 Frm 00082 Fmt 4703 Sfmt 4703 interest requires that such activities be withheld from disclosure. Questions concerning the meeting should be directed to Marc J. Susser, Executive Secretary, Advisory Committee on Historical Diplomatic Documentation, Department of State, Office of the Historian, Washington, DC 20520, telephone (202) 663–1123, (e-mail history@state.gov). BILLING CODE 4710–11–P DEPARTMENT OF TRANSPORTATION Federal Aviation Administration Fortieth (40th) Meeting, RTCA Special Committee 186 Automatic Dependent Surveillance-Broadcast (ADS–B) Federal Aviation Administration (FAA), DOT. ACTION: Notice of RTCA Special Committee 186 Automatic Dependent Surveillance-Broadcast (ADS–B) meeting. AGENCY: SUMMARY: The FAA is issuing this notice to advise the public of a meeting of RTCA Special Committee 186 Automatic Dependent Surveillance— Broadcast (ADS–B). DATES: The meeting will be held May 14–18, 2007, at 9 a.m. (Unless Otherwise noted). ADDRESSES: The meeting will be held at RTCA, Inc., 1828 L Street, NW., Suite 805 Washington, DC 20036. FOR FURTHER INFORMATION CONTACT: (1) RTCA Secretariat (Hal Moses), 1828 L Street, NW., Suite 805, Washington, DC 20036, (202) 833–9339; fax (202) 833– 9434; Web site http://www.rtca.org. SUPPLEMENTARY INFORMATION: Pursuant to section 10(a)(2) of the Federal Advisory Committee Act (Pub. L. 92– 463, 5 U.S.C., Appendix 2), notice is hereby given for a Special Committee 186 meeting. The agenda will include: • May 14: • All Day, CDTI Subgroup, ARINC Room. • May 15: • All Day, ASSAP Subgroup, MacIntosh-NBAA & Hilton-ATA Rooms. • All Day, CDTI Subgroup, Colson Board Room. • May 16: • All Day, ASSAP Subgroup, MacIntosh-NBAA & Hilton-ATA Room. • All Day, CDTI Subgroup, ARINC Room. • May 17: E:\FR\FM\27APN1.SGM 27APN1

Agencies

[Federal Register Volume 72, Number 81 (Friday, April 27, 2007)]
[Notices]
[Pages 21062-21064]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E7-8054]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-55653; File No. SR-OCC-2006-09]


Self-Regulatory Organizations; The Options Clearing Corporation; 
Notice of Filing of a Proposed Rule Change Relating to Choice of Law 
and Forum Selection

April 20, 2007.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ notice is hereby given that on May 22, 2006, The Options 
Clearing Corporation (``OCC'') filed with the Securities and Exchange 
Commission (``Commission'') and on December 12, 2006, amended the 
proposed rule change as described in Items I, II, and III below, which 
items have been prepared primarily by OCC. 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).
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The proposed rule change would provide for the addition of new 
general choice of law and forum selection provisions to OCC's By-Laws.

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

    In its filing with the Commission, OCC 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. OCC has prepared summaries, set forth in sections (A), 
(B), and (C) below, of the most significant aspects of such 
statements.\2\
---------------------------------------------------------------------------

    \2\ The Commission has modified parts of these statements.

---------------------------------------------------------------------------

[[Page 21063]]

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

    The proposed rule change would add new general choice of law and 
forum selection provisions to OCC's By-Laws. The purpose of the 
proposed rule change is to ensure there are appropriate choice of law 
and forum selection provisions governing all contractual relations 
between OCC and each of its clearing members. The proposed provisions 
should provide greater clarity, consistency, and predictability in the 
application of the law to all contractual relations between OCC and 
each of its clearing members and in the choice of forum in the event of 
litigation on such matters.
    OCC's By-Laws and Rules each currently contain choice of law 
provisions that apply in somewhat limited circumstances. This approach 
is problematic as it could lead to inconsistencies between the two 
provisions or because it may fail to properly specify a governing law 
with respect to certain contractual relations altogether.
    Article VI, Section 9(c) of OCC's By-Laws provides that Illinois 
law, specifically the Illinois Uniform Commercial Code, is the 
governing law with respect to cleared contracts. A ``cleared contract'' 
is defined in Article I, Section 1 of OCC's By-Laws as ``a cleared 
security or commodity future or futures option that is cleared by 
[OCC].'' A ``cleared security'' is defined as ``an option contract 
(other than a futures option), a security future or a BOUND.'' However, 
OCC has interactions and relationships with clearing members not 
directly involving cleared contracts (e.g., membership and financial 
requirements). Accordingly, the choice of law provisions in Article VI, 
Section 9(c) are not comprehensive.
    OCC Rule 614(m), which clarifies the limited obligations of OCC in 
connection with pledges of cleared securities, incorporates certain 
provisions of Article VI, Section 9 of the By-Laws by reference and 
also contains special provisions applicable in the event that, 
notwithstanding the choice of law provisions of Article VI, Section 
9(c), the laws of a jurisdiction that has not adopted the 1994 
revisions to Article 8 and 9 of the UCC are applicable to security 
interests in pledged securities. However, all 50 U.S. States, the 
District of Columbia, the U.S. Virgin Islands, and Puerto Rico have now 
adopted the 1994 revisions to Article 8 and 9 of the UCC, rendering the 
special provisions unnecessary.
    Article V of OCC's By-Laws (Clearing Members), Section 3 
(Conditions to Admission), subparagraph (k) provides that as a 
condition to admission as a clearing member, non-U.S. securities firms 
must consent to the jurisdiction of Illinois courts and to the 
application of U.S. law in connection with any dispute with OCC arising 
from membership. However, this provision only applies to the limited 
context of disputes with OCC arising from membership.
    The proposed rule change would add a general choice of law 
provision to OCC's By-Laws in order to provide consistency and 
predictability in the application of the law to all relations between 
OCC and its clearing members. This provision would be particularly 
useful with respect to collateral posted by non-U.S. clearing members 
where a clear choice of law provision could provide further assurance 
that OCC's interests in such collateral are properly perfected. Such a 
provision would also decrease the likelihood of an inadvertent 
inconsistency among provisions of the various Articles of the By-Laws.
    Illinois law is the most logical choice to be the governing law 
under the proposed choice of law provision given OCC's location and 
OCC's familiarity with Illinois law. Selecting Illinois law, along with 
Federal law, as governing law would also result in the greatest 
consistency with current provisions of OCC's By-Laws and Rules. In 
addition, selection of Illinois as the forum for resolving any claims 
or disputes arising out of or relating to OCC's By-Laws or Rules would 
be most logical in light of the consistent application of Illinois law 
to relations between OCC and its clearing members.
    The following proposed revisions to OCC's By-Laws and Rules are 
necessary to create a general choice of law provision:
    (1) New Choice of Law Provision: OCC proposes to add a new Section 
10 (General Choice of Law and Forum Selection) to Article IX (General 
Provisions) of its By-Laws. New Section 10 would specify Illinois law 
as the governing law with respect to OCC's By-Laws and Rules as well as 
any agreements between OCC and clearing members. It would also specify 
that any lawsuits between clearing members and OCC be brought in a 
federal court or in the absence of federal jurisdiction in a state 
court located in Chicago, Illinois. Existing Sections 10-12 of Article 
IX would be renumbered as Sections 11-13 but would otherwise remain 
unchanged.
    (2) Amendments to Other Sections of the By-Laws: OCC proposes that 
Article VI, Section 9(c) of the By-Laws be removed in its entirety and 
replaced with a reference to the proposed Article IX, Section 10 of the 
By-Laws and with a notice provision that persons desiring to perfect 
security interests in cleared securities seek the advice of counsel.
    (3) Amendments to Rules: OCC proposes to make conforming amendments 
to Rule 604(b)(3)(ii) and to Interpretation and Policy .01 under Rule 
614. These amendments are necessary in light of the adoption of the 
general choice of law provision described above. OCC further proposes 
that language in Rule 614(m) providing for a contingency in the event 
of the application of the law of a jurisdiction that has not adopted 
the 1994 amendments to Articles 8 and 9 of the UCC be deleted as no 
longer necessary.
    The proposed rule change is consistent with Section 17A of the Act 
because it is designed to assure the safeguarding of securities and 
funds which are in the custody or control of the OCC or for which OCC 
is responsible, removes impediments to and perfects the mechanism of a 
national system for the prompt and accurate clearance and settlement of 
securities transactions, and in general protects investors and the 
public interest by providing for clarity and predictability in the 
application of the law to all contractual relations between OCC and its 
clearing members, especially with respect to the perfection of 
interests in collateral. Other than as described in footnote 1 to Rule 
604, the proposed rule change is not inconsistent with any other By-
Laws or Rules of OCC, including those proposed to be amended.

(B) Self-Regulatory Organization's Statement on Burden on Competition

    OCC does not believe that the proposed rule change would impose any 
burden on competition.

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

    Written comments were not and are not intended to be solicited with 
respect to the proposed rule change, and none have been received.

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

[[Page 21064]]

(ii) as to which the self-regulatory organization consents, the 
Commission will:
    (A) By order approve the 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 rule-comments@sec.gov. Please include 
File Number SR-OCC-2006-09 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 SR-OCC-2006-09. This 
file number should be included on the subject line if e-mail is used. 
To help the Commission process and review your comments more 
efficiently, please use only one method. The Commission will post all 
comments on the Commission's Internet Web site (http://www.sec.gov/
rules/sro.shtml). Copies of the submission, all subsequent amendments, 
all written statements with respect to the proposed rule change that 
are filed with the Commission, and all written communications relating 
to the proposed rule change between the Commission and any person, 
other than those that may be withheld from the public in accordance 
with the provisions of 5 U.S.C. 552, will be available for inspection 
and copying in the Commission's Public Reference Section, 100 F Street, 
NE., Washington, DC 20549. Copies of such filing also will be available 
for inspection and copying at the principal office of OCC and on OCC's 
Web site at http://www.optionsclearing.com.

    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-OCC-2006-09 
and should be submitted on or before May 18, 2007.

    For the Commission by the Division of Market Regulation, 
pursuant to delegated authority.\3\
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    \3\ 17 CFR 200.30-3(a)(12).
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Florence E. Harmon,
Deputy Secretary.
 [FR Doc. E7-8054 Filed 4-26-07; 8:45 am]
BILLING CODE 8010-01-P