[Federal Register Volume 81, Number 106 (Thursday, June 2, 2016)]
[Notices]
[Pages 35415-35419]
[FR Doc No: 2016-12891]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-77934; File No. SR-NYSEArca-2016-80]

Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change Amending NYSE Arca
Equities Rule 7.31P(e) Regarding ALO Orders

May 26, 2016.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby
given that, on May 24, 2016, NYSE Arca, Inc. (the ``Exchange'' or
``NYSE Arca'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I and II
below, which Items have been prepared by the self-regulatory
organization. The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    The Exchange proposes to amend NYSE Arca Equities Rule 7.31P(e)
(Orders and Modifiers) regarding ALO Orders. The proposed rule change
is available on the Exchange's Web site at www.nyse.com, at the
principal office of the Exchange, and at the Commission's Public
Reference Room.

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

    In its filing with the Commission, the self-regulatory organization
included statements concerning the purpose of, and basis for, the
proposed rule change and discussed any comments it received on the
proposed rule change. The text of those 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 parts of such statements.

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

1. Purpose
    The Exchange proposes to amend NYSE Arca Equities Rule 7.31P(e)
(``Rule 7.31P'') regarding ALO Orders. These proposed changes would
revise how ALO Orders would price and trade on the Pillar trading
platform only.
    Overview
    Currently, an arriving ALO Order will trade only if its limit price
crosses the working price of a non-displayed order, which for purposes
of ALO Orders only, includes a displayed odd-lot sized order priced
better than the Best Bid (BB) or Best Offer (BO).\4\ An arriving ALO
Order will not trade with the BB or BO, even if such trade would
provide price improvement to the ALO Order. In addition, an arriving
ALO Order that would lock the BB or BO on the NYSE Arca Marketplace
will be assigned a working price and display price one minimum price
variation (``MPV'')

worse than the BB or BO.\5\ Because displayed odd lot orders are not
considered the BB or BO, an arriving ALO Order to buy with a limit
price equal to a resting displayed odd lot order to sell would lock the
odd lot order's displayed price on the Exchange's book.\6\
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    \4\ See Rule 7.31P(e)(2)(C) (defining nondisplayed order(s) as
sell (buy) orders priced below (above) the BO (BB)). The Exchange is
proposing a clarifying amendment to Rule 1.1(h) to specify that the
term ``BBO'' means the best bid or offer that is a protected
quotation, which is defined in Rule 1.1(eee) as having the same
meaning as that term is defined in Regulation NMS, on the NYSE Arca
Marketplace. Adding the phrase ``that is a protected quotation''
clarifies that the terms BBO, BB, and BO does not include odd lots
that do not aggregate to a round lot or more. The term ``NYSE Arca
Marketplace'' is defined in Rule 1.1(e) as the electronic securities
communications and trading facility designated by the Board of
Directors through which orders of Users are consolidated for
execution and/or display.
    \5\ See Rule 7.6 (Trading Differentials) (defining the MPV for
quoting and entry of orders in securities traded on the NYSE Arca
Marketplace).
    \6\ See Rule 7.31P(e)(2)(C)(ii).
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    The Exchange proposes to make two substantive changes to how ALO
Orders would operate on Pillar:
     An ALO Order that crosses the working price of any
displayed or non-displayed orders would trade with the resting
order(s); and
     An ALO Order that locks the price of any-sized display
order would be re-priced.
    The Exchange believes that these proposed changes would simplify
the display and execution of ALO Orders on Pillar by applying
consistent treatment of how such orders would behave. Specifically, an
ALO Order would trade regardless of whether it crosses the price of
displayed or non-displayed interest and would be re-priced regardless
of whether it locks the price of a round lot or odd lot displayed
interest. The Exchange further believes that the proposed changes would
harmonize the behavior of ALO Orders on the Exchange with the operation
of similar orders on other exchanges.\7\
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    \7\ See, e.g., BATS BZX Exchange, Inc. (``BZX'') Rules
11.9(c)(6) (BZX Post Only Order removes contraside liquidity if the
trade provides price improvement to the arriving BZX Post Only
Order) and Nasdaq Stock Market LLC (``Nasdaq'') Rule 4702(b)(4)(A)
(Post-Only Order that locks or crosses an order on the Nasdaq Book
will be either repriced or trade if it receives price improvement).
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Proposed Rule Change
    To effect the rule change, the Exchange proposes to delete current
Rules 7.31P(e)(2)(B)(i) and (B)(ii) and 7.31P(e)(2)(C), (C)(i), and
(C)(ii) and add new subparagraphs (i)-(iv) to Rule 7.31P(e)(2)(B) that
would merge the concepts currently set forth in Rules 7.31P(e)(2)(B)
and (C). The Exchange also proposes to move text from current Rule
7.31P(e)(B)(iii) and (iv) to new subsection (C), with proposed
modifications described below. The proposed amendments would include
both the substantive changes described above and non-substantive
clarifying changes.
    The Exchange proposes to amend Rule 7.31P(e)(2)(B) to describe how
ALO Orders to buy (sell) that, at the time of entry, are marketable
against an order of any size on the NYSE Arca Book or would lock or
cross a protected quotation, in violation of Rule 610(d) of Regulation
NMS, would be priced and trade. The Exchange proposes to replace the
phrase ``the BO (BB)'' in the current rule with the phrase ``an order
of any size to sell (buy) on the NYSE Arca Book'' to change the scope
of Rule 7.31P(e)(2)(B) to describe how an ALO Order would be priced and
executed when marketable against any displayed and non-displayed orders
on the NYSE Arca Book, and not only when marketable against the BO or
BB. The Exchange also proposes to add the clause ``or trade, or both''
to the current rule to specify that this section of the rule would
address not only how an ALO Order is priced, but also how it may trade,
or both.
    Proposed new Rule 7.31P(e)(2)(B)(i) would provide that if there are
no displayed or non-displayed orders on the NYSE Arca Book priced equal
to or better than the PBO (PBB),\8\ the ALO Order to buy (sell) would
have a working price equal to the PBO (PBB) and a display price one MPV
below (above) the PBO (PBB). Current Rule 7.31P(e)(2)(B)(i) provides
that if the BO (BB) is higher (lower) than the PBO (PBB), the ALO Order
to buy (sell) will have a working price of the PBO (PBB) and a display
price one MPV below (above) the PBO (PBB). The Exchange's proposal
would mean that an ALO Order would have a working price at the PBO
(PBB) and a display price one MPV worse than the PBO (PBB) if there are
any orders on the NYSE Arca Book, even if those orders are undisplayed
or odd lot orders and thus not part of the BO (BB).
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    \8\ See Rule 1.1(dd) (defining the terms ``Best Protected Bid''
or ``PBB'' as the highest Protected Bid and ``Best Protected Offer''
or ``PBO'' as the lowest Protected Offer).
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    Proposed new Rule 7.31P(e)(2)(B)(ii) would provide that if the
limit price of the ALO Order to buy (sell) crosses the working price of
any displayed or non-displayed order on the NYSE Arca Book priced equal
to or better than the PBO (PBB), it would trade as the liquidity taker
with such order(s). This proposed rule combines the text currently set
forth in Rule 7.31P(e)(2)(C)(i), which provides that an ALO Order will
trade as the liquidity taker if it crosses the working price of a non-
displayed order, with the proposed substantive change that an ALO Order
would also trade if it crosses the price of a displayed order. This
proposed amendment would also include a substantive change that if the
price of an ALO Order crosses non-displayed interest priced equal to
the Exchange's BBO, the ALO Order would trade. This proposed rule text
differs from current Rule 7.31P(e)(2) because currently, an ALO Order
would trade with non-displayed interest only if it is priced better
than the BBO. The Exchange proposes to make this change because the
participant sending the ALO Order would get the benefit of potential
price improvement without trading through the PBBO.\9\
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    \9\ For all securities priced over $1.00, the price improvement
that an ALO Order would receive for trading with an order under the
proposed rule would be greater than any fee for trading as the
liquidity taker. While this may not be true for all transactions for
securities priced under $1.00, the Exchange proposes to apply
consistent behavior to how an ALO Order trades, regardless of the
fees that would be charged.
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    Because trading with both displayed and non-displayed orders would
be addressed in this proposed rule text, the Exchange proposes to
delete Rule 7.31P(e)(2)(C)(i), which addresses trading with non-
displayed orders only. The Exchange also proposes to add, for clarity,
that any untraded quantity of the ALO Order would have a working price
equal to the PBO (PBB) and a display price one MPV below (above) the
PBO (PBB). This proposed rule text represents current functionality and
clarifies that after trading with any interest that it crosses, the ALO
Order would be priced consistent with proposed Rule
7.31P(e)(2)(B)(i).\10\
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    \10\ For example, assume the PBO on an Away Market is 10.10 and
the Exchange has an offer to sell 50 shares priced at 10.10 that is
ranked Priority 2--Display Orders. An arriving ALO Order to buy
priced at 10.11 for 200 shares would trade with the 50 share sell
order at 10.10 and the remaining 150 shares of that ALO Order would
be assigned a working price of 10.10 and a display price of 10.09.
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    Proposed Rule 7.31P(e)(2)(B)(iii) would provide that if the limit
price of the ALO Order locks the display price of any order ranked
Priority 2--Display Orders on the NYSE Arca Book priced equal to or
better than the PBO (PBB), it would be assigned a working price and
display price one MPV worse than the price of the displayed order on
the NYSE Arca Book.\11\ This proposed rule text is based, in part, on
current Rule 7.31P(e)(2)(B)(ii), which provides that if the BO (BB) is
equal to the PBO (PBB), an ALO Order to buy (sell) will have a working
price and display price one MPV below (above) the PBO (PBB). By
proposing to refer to any order ranked Priority 2--Display Orders, the
new rule would include the substantive change that the Exchange would
re-price an ALO Order that locks a display order of

any size, including an odd-lot order.\12\ Because the proposed rule is
inclusive of how an ALO order would be priced if it locks the BB or BO,
the Exchange proposes to delete current Rule 7.31P(e)(2)(B)(ii).
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    \11\ For example, assume the PBO is 10.10 and the Exchange has
an odd-lot order to sell ranked Priority 2--Display Order priced at
10.09. An ALO Order to buy priced at 10.09 that locks the price of
the odd-lot order to sell would be assigned a working price and
display price of 10.08.
    \12\ See Rule 7.36P(b)(1) (Odd-lot sized Limit Orders and the
displayed portion of a Reserve Orders are considered displayed for
ranking purposes) and 7.36P(e)(2) (Priority 2--Display Orders
defined as non-marketable Limit Orders with a displayed working
price).
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    Proposed Rule 7.31P(e)(2)(B)(iv) would provide that if the limit
price of the ALO Order locks the working price of any order ranked
Priority 3--Non-Display Orders \13\ on the NYSE Arca Book priced equal
to or better than the PBO (PBB), it would be assigned a working price
equal to the PBO (PBB) and a display price one MPV below (above) the
PBO (PBB). This proposed rule text is based on current Rule
7.31P(e)(2)(C)(ii), which provides that if the limit price of the ALO
Order to buy (sell) is equal to the working price of resting non-
displayed order(s) to sell (buy), it will post to the NYSE Arca Book
and will not trade with such order(s). By referring to orders ranked
Priority 3--Non-Display Orders rather than ``non-displayed orders,''
proposed Rule 7.31P(e)(2)(B)(iv) would not re-price ALO Orders when
they lock the working price of displayed odd lot orders. This
represents a substantive change from current Rule 7.31P(e)(2)(C), which
re-prices ALO Orders when they lock the working price of displayed odd
lot orders because such orders are not included in the BO or BB. In
addition, the proposed rule text would specify how the ALO Order would
be priced when it locks the non-displayed order, which is how an ALO
Order would be priced currently, i.e., if the resting non-displayed
order to sell (buy) equals the PBO (PBB), the ALO Order to buy (sell)
would be priced as provided for in proposed Rule 7.31P(e)(2)(B)(i).
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    \13\ See Rule 7.36P(e)(3) (Priority 3--Non-Display Orders
defined as Non-marketable Limit Orders for which the working price
is not displayed, including reserve interest of Reserve Orders).
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    Proposed Rule 7.31P(e)(2)(B)(iv)(a) would further provide that if
there are any displayed orders at the working price of an order ranked
Priority 3--Non-Display Orders, the ALO Order would be re-priced under
proposed Rule 7.31P(e)(2)(B)(iii). This proposed rule text clarifies
that if an ALO locks both displayed and non-displayed orders at the
same price, the rule governing re-pricing ALO Orders off of the resting
displayed order trumps displaying the ALO at the locking price.
    Proposed Rule 7.31P(e)(2)(B)(iv)(b) would provide that if the
resting order(s) is a Limit Non-Displayed Order or an Arca Only Order
to sell (buy) that has been designated with a Non-Display Remove
Modifier, the ALO Order will trade with such order(s) as the liquidity
provider.\14\ This rule text is based on the second clause of current
Rule 7.31P(e)(2)(C)(ii) with a clarifying, non-substantive change that
in such case, the ALO Order would be considered the liquidity
provider.\15\ Because ETP Holders have the option to include a Non-
Display Remove Modifier on Arca Only or Limit Non-Displayed Orders, and
therefore such orders could be eligible to trade with an arriving ALO
Order, absent such designation, if such orders are locked by an ALO
Order, they would not trade, even after the ALO Order rests on the
book. The Exchange therefore proposes a clarifying amendment to specify
that unless a resting order is designated with a Non-Display Remove
Modifier, an ALO Order would trade only with arriving interest.\16\
This proposed clarifying amendment is consistent with the current rule
governing MPL-ALO Orders on the Pillar trading platform.\17\
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    \14\ Because proposed Rule 7.31P(e)(2)(B)(iv) includes when an
order ranked Priority 3--Non-Display Orders is priced equal to the
contra-side PBBO, if the arriving ALO Order locks the price of
contra-side PBBO, it would trade with a resting non-displayed order
at that price that has been designated with the Non-Display Remove
Modifier and any remaining quantity of the ALO Order would be priced
consistent with proposed Rule 7.31P(e)(2)(B)(i).
    \15\ See also Rules 7.31P(d)(2)(B) (a Limit Non-Displayed Order
designated with a Non-Display Remove Modifier will trade as the
liquidity taker) and 7.31P(e)(1)(C) (an Arca Only Order designated
with a Non-Display Remove Modifier will trade as the liquidity
taker).
    \16\ For example, assume the PBO is 10.10 and the Exchange has a
Limit Non-Displayed Order to sell at 10.09 for 100 shares (Order A)
that does not include a Non-Display Remove Modifier. An arriving ALO
Order to buy 200 shares priced at 10.09 will lock that Limit Non-
Displayed Order. Assume the Exchange now receives another Limit Non-
Display Order to sell priced at 10.09 for 100 shares (Order B).
Order B, as an arriving order, will trade 100 shares with the ALO
Order. The remaining 100 shares of the ALO Order will continue to
lock Order A.
    \17\ See NYSE Arca Equities Rule 7.31P(d)(3)(F) (``A resting
MPL-ALO Order to buy (sell) will trade with an arriving order to
sell (buy) that is eligible to trade at the midpoint of the PBBO.'')
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    Proposed Rule 7.31P(e)(v) would provide that an ALO Order to buy
(sell) would not be assigned a working price or display price above
(below) the limit price of such order. This proposed rule change makes
clear that an ALO Order would never be priced outside of its limit
price, regardless of the contra-side PBBO or orders on the Exchange
book. For example, if the limit price of an ALO Order is worse than the
contra-side PBBO or orders ranked Priority 2--Display Orders, the ALO
Order would be assigned a display price and working price of its limit
price, and would not be priced based off of the PBBO or displayed
orders on the NYSE Arca Book, as provided for in proposed Rule
7.31P(e)(2)(B)(i)-(iv).
    Current Rules 7.31P(e)(2)(B)(iii) and (B)(iv) describe what happens
to a resting ALO Order when the PBBO re-prices. The Exchange proposes
to describe re-pricing of a resting ALO Order in a separate subsection
by adding a new subsection (C) to Rule 7.31P(e)(2). The Exchange also
proposes to specify that this section of the Rule would also address
how a resting ALO Order may trade when the PBBO re-prices. New Rule
7.31P(e)(2)(C) would provide that once resting on the NYSE Arca Book,
an ALO Order would be re-priced or trade, or both, as set forth in
Rules 7.31P(e)(2)(C)(i) and (ii).
    Proposed Rule 7.31P(e)(2)(C)(i) is based on current Rule
7.31P(e)(2)(B)(iii), which provides that if the PBO (PBB) re-prices
higher (lower), an ALO Order to buy (sell) will be assigned a new
working price and display price consistent with current Rules
7.31P(e)(2)(B)(i) and (ii). The Exchange proposes to amend the rule
text to make the following two substantive changes, discussed above:
(1) An ALO Order that locks a displayed odd-lot would be re-priced off
of that odd lot, and (2) if the limit price of an ALO Order crosses the
price of any order, it would trade. Accordingly, as proposed, Rule
7.31P(e)(2)(C)(i) would provide that if orders ranked Priority 2--
Display Order or the PBO (PBB) re-prices to a worse price, the ALO
Order would trade or be assigned a new working price and display price,
or both, consistent with Rules 7.31P(e)(2)(B)(i)-(iv). In other words,
with each such re-pricing of the displayed orders on the NYSE Arca Book
or PBBO, the Exchange would re-evaluate whether the ALO should trade
(e.g., if its limit price crosses any orders on the NYSE Arca Book) or
be re-priced (e.g., if its limit price locks any displayed or non-
displayed orders on the NYSE Arca Book), or both.
    Proposed Rule 7.31P(e)(2)(C)(ii) is based on current Rule
7.31P(e)(2)(B)(iv), which provides that if the PBO (PBB) re-prices to
be equal to or lower (higher) than its last display price or if its
limit price no longer locks or crosses the PBO (PBB), a resting ALO
Order will be re-priced pursuant to Rule 7.31P(e)(1)(A)(iii) and (iv).
The Exchange proposes a non-substantive clarifying change to replace
the second reference to ``it'' with the phrase ``the ALO Order to buy
(sell).''
    The Exchange proposes to amend the rules governing Day ISO ALOs to

conform to the proposed changes to ALO Orders discussed above.
Specifically, the Exchange proposes to amend the second sentence of
Rule 7.31P(e)(3)(D), which currently provides that a Day ISO ALO to buy
(sell) that, at the time of entry, is marketable against the BO (BB)
will not trade with orders on the NYSE Arca Book priced at the BO (BB)
or higher (lower), but may trade through or lock or cross a protected
quotation that was displayed at the time of arrival of the Day ISO ALO.
Consistent with the changes to ALO Orders described above, the Exchange
proposes to amend this second sentence to provide instead that an
arriving Day ISO ALO to buy (sell) may trade through or lock or cross a
protected quotation that was displayed at the time of arrival of the
Day ISO ALO, and would be re-priced or trade, or both, as described in
proposed Rules 7.31P(e)(3)(D)(i)-(iv).
    The Exchange proposes to delete current Rule 7.31P(e)(3)(D)(i) and
replace it with proposed Rules 7.31P(e)(3)(D)(i)-(iii), which are based
on proposed Rules 7.31P(e)(2)(B)(ii)-(iv). Proposed paragraphs
(e)(3)(D)(i)-(iii), unlike proposed paragraphs (e)(2)(B)(ii)-(iv), will
not refer to the PBBO because a Day ISO ALO may trade through or lock a
protected quotation, as follows:
     Proposed Rule 7.31P(e)(3)(D)(i) would provide that if the
limit price of the Day ISO ALO crosses the working price of any
displayed or non-displayed order on the NYSE Arca Book, it would trade
as the liquidity taker with such order(s). Any untraded quantity of the
Day ISO ALO would have a working price and display price equal to its
limit price.
     Proposed Rule 7.31P(e)(3)(D)(ii) would provide that if the
limit price of the Day ISO ALO locks the display price of any order
ranked Priority 2--Display Orders on the NYSE Arca Book, it would be
assigned a working price and display price one MPV worse than the price
of the displayed order on the NYSE Arca Book.
     Proposed Rule 7.31P(e)(3)(D)(iii) would provide that if
the limit price of the Day ISO ALO locks the working price of any order
ranked Priority 3--Non-Display Orders on the NYSE Arca Book, it would
have a working price and display price equal to the limit price of the
ALO Order. Similar to proposed Rule 7.31P(e)(2)(B)(iv)(a), proposed
Rule 7.31P(e)(3)(D)(iii)(a) would provide that if there are any
displayed orders at the working price of an order ranked Priority 3--
Non-Display Orders, the Day ISO ALO would be priced under proposed Rule
7.31P(e)(3)(D)(ii). In addition, similar to proposed Rule
7.31P(e)(2)(B)(iv)(b), if the resting order is a Non-Displayed Limit
Order or Arca Only Order that has been designated with a Non-Display
Remove Modifier, the Day ISO ALO would trade with such order(s) as the
liquidity provider.
    Proposed Rule 7.31P(e)(3)(D)(iv) is based on current Rule
7.31P(e)(3)(D)(ii), which provides that after being displayed, a Day
ISO ALO will be re-priced and re-displayed or trade, or both, based on
changes to orders ranked Priority 2--Display Orders or the PBO (PBB)
consistent with paragraphs (e)(2)(B)(iii) and (iv) of this Rule. The
Exchange proposes a non-substantive, clarifying amendment to replace
the term ``it'' with the term ``a Day ISO ALO.'' The Exchange also
proposes to update the cross references to provide that a Day ISO ALO
would be re-priced and re-displayed based on changes to the PBO (PBB)
consistent with Rule 7.31P(e)(2)(C)(i) and (ii).
* * * * *
    Because of the technology changes associated with this proposed
rule change, the Exchange will announce by Trader Update the
implementation date.
2. Statutory Basis
    The proposed rule change is consistent with Section 6(b) of the
Securities Exchange Act of 1934 (the ``Act''),\18\ in general, and
furthers the objectives of Section 6(b)(5),\19\ in particular, because
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 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.
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    \18\ 15 U.S.C. 78f(b).
    \19\ 15 U.S.C. 78f(b)(5).
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    Specifically, the Exchange believes that the proposed rule change
would remove impediments to and perfect the mechanism of a free and
open market and a national market system by simplifying the operation
of ALO Orders on Pillar by applying consistent treatment of how an ALO
Order would behave if it crosses the price of any displayed or non-
displayed interest (i.e., trade) or locks the price of any-sized
displayed interest (i.e., re-price). Currently, an ALO Order trades on
arrival if it would cross the price of non-displayed orders. The
Exchange believes that the proposed substantive change to extend
similar treatment when an ALO Order crosses the price of any displayed
orders that are priced equal to or better than the PBBO would remove
impediments to and perfect the mechanism of a free and open market and
a national market system because an ALO Order would have additional
opportunities to receive price improvement. In addition, the Exchange
believes that the proposed substantive change to re-price ALO Orders
that lock the price of any-sized displayed orders would remove
impediments to and perfect the mechanism of a free and open market and
a national market system by eliminating the potential for an ALO Order
to lock the price of a displayed odd lot order. The Exchange further
believes that the two proposed substantive changes would remove
impediments to and perfect the mechanism of a free and open market and
a national market system because they would harmonize the operation of
ALO Orders with how similar orders function on other exchanges when the
limit price of an ALO Order crosses the price of resting interest.\20\
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    \20\ See supra note 7.
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    The Exchange believes that the proposed non-substantive changes to
the proposed rule would remove impediments to and perfect the mechanism
of a free and open market and national market system by providing
greater clarity to the rule text and re-organizing the rule text along
similar functional lines. Finally, the Exchange believes that the
proposed amendment to the definition of BBO would remove impediments to
and perfect the mechanism of a free and open market and a national
market system because it would promote clarity in Exchange rules by
specifying that the BBO is the Exchange's protected quotation, and
therefore would not include odd lots that do not aggregate to a round
lot or more.

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. The Exchange believes that
the proposed rule change would reduce the burden on competition for its
ETP Holders because it would simplify the operation of ALO Orders on
Pillar by applying consistent treatment of how an ALO Order would
behave if it crosses the price of any displayed or non-displayed
interest (i.e., trade) or locks the price of any-sized displayed
interest (i.e., re-price). Currently, an ALO Order only trades if

it crosses a non-displayed order on the NYSE Arca Book. As proposed,
ALO Orders would trade if the limit price of such order crosses any
displayed or non-displayed orders on the NYSE Arca Book, thus providing
for similar treatment regardless of whether the contra-side order is
displayed or not. In addition, currently, an ALO Order is re-priced so
it would not lock the price of the BO or BB. As proposed, the Exchange
would provide for similar treatment so that an ALO Order would not lock
the price of a displayed order of any size. The proposed rule change
would further reduce the burden on competition for its ETP Holders by
harmonizing the operation of ALO Orders with how similar orders
function on other exchanges.\21\
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    \21\ See supra note 7.
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C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others

    No written comments were solicited or received with respect to the
proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action

    Because the proposed rule change does not (i) significantly affect
the protection of investors or the public interest; (ii) impose any
significant burden on competition; and (iii) become operative for 30
days from the date on which it was filed, or such shorter time as the
Commission may designate, it has become effective pursuant to Section
19(b)(3)(A) of the Act \22\ and Rule 19b-4(f)(6) thereunder.\23\
---------------------------------------------------------------------------

    \22\ 15 U.S.C. 78s(b)(3)(A).
    \23\ 17 CFR 240.19b-4(f)(6). As required under Rule 19b-
4(f)(6)(iii), the Exchange provided the Commission with written
notice of its intent to file the proposed rule change, along with a
brief description and the 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.
---------------------------------------------------------------------------

    A proposed rule change filed under Rule 19b-4(f)(6) \24\ normally
does not become operative for 30 days after the date of the filing.
However Rule 19b-4(f)(6)(iii) \25\ permits the Commission to designate
a shorter time if such action is consistent with the protection of
investors and the public interest. The Exchange has asked the
Commission to waive the 30-day operative delay so that the proposal may
become operative immediately upon filing. According to the Exchange,
the proposed rule change would consistently treat ALO Orders if they
cross the price of displayed or non-displayed interest (i.e.,
trade),\26\ which would increase the potential for price improvement
for ALO Orders. Also, according to the Exchange, the proposed rule
change would consistently treat ALO Orders if they lock the price of
any-sized displayed interest (i.e., re-price), which would reduce the
potential for ALO Orders to lock the displayed price of an odd lot
order and therefore reduce confusion in the market. In addition, the
Exchange states that it anticipates that it will be able to implement
the technology changes supporting this proposed rule change in less
than 30 days from the date of filing. The Commission believes the
waiver of the operative delay is consistent with the protection of
investors and the public interest. Therefore, the Commission hereby
waives the operative delay and designates the proposal operative upon
filing.\27\
---------------------------------------------------------------------------

    \24\ 17 CFR 240.19b-4(f)(6).
    \25\ 17 CFR 240.19b-4(f)(6)(iii).
    \26\ The Exchange states that this proposed change is based on
the rules of BZX and Nasdaq. See supra note 7.
    \27\ For purposes only of waiving the 30-day operative delay,
the Commission has considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
---------------------------------------------------------------------------

    At any time within 60 days of the filing of such proposed rule
change, the Commission summarily may temporarily suspend 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. If the Commission
takes such action, the Commission shall institute proceedings to
determine whether the proposed rule change should be approved or
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 email to<EMAIL_ADDRESS>Please include
File Number SR-NYSEARCA-2016-80 on the subject line.

Paper Comments

     Send paper comments in triplicate to Brent J. Fields,
Secretary, Securities and Exchange Commission, 100 F Street NE.,
Washington, DC 20549-1090.

All submissions should refer to File Number SR-NYSEARCA-2016-80. This
file number should be included on the subject line if email 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 Web site viewing and
printing in the Commission's Public Reference Room, 100 F Street NE.,
Washington, DC 20549 on official business days between the hours of
10:00 a.m. and 3:00 p.m. 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 SR-NYSEARCA-2016-80 and should
be submitted on or before June 23, 2016.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\28\
---------------------------------------------------------------------------

    \28\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Brent J. Fields,
Secretary.
[FR Doc. 2016-12891 Filed 6-1-16; 8:45 am]
 BILLING CODE 8011-01-P


[Federal Register Volume 83, Number 11 (Wednesday, January 17, 2018)]
[Proposed Rules]
[Pages 2373-2375]
[FR Doc No: 2018-00664]

=======================================================================
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DEPARTMENT OF TRANSPORTATION

Federal Aviation Administration

14 CFR Part 39

[Docket No. FAA-2017-1247; Product Identifier 2017-NM-085-AD]
RIN 2120-AA64

Airworthiness Directives; Bombardier, Inc., Airplanes

AGENCY: Federal Aviation Administration (FAA), DOT.

ACTION: Notice of proposed rulemaking (NPRM).

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

SUMMARY: We propose to adopt a new airworthiness directive (AD) for
certain Bombardier, Inc., Model BD-100-1A10 airplanes. This proposed AD
was prompted by a report indicating that certain lanyards for the
passenger oxygen masks located in the airplane's entry area are too
long. This proposed AD would require replacement of certain oxygen mask
lanyards with shorter lanyards. We are proposing this AD to address the
unsafe condition on these products.

DATES: We must receive comments on this proposed AD by March 5, 2018.

ADDRESSES: You may send comments, using the procedures found in 14 CFR
11.43 and 11.45, by any of the following methods:
     Federal eRulemaking Portal: Go to http://www.regulations.gov. Follow the instructions for submitting comments.
     Fax:<PHONE_NUMBER>.
     Mail: U.S. Department of Transportation, Docket
Operations, M-30, West Building Ground Floor, Room W12-140, 1200 New
Jersey Avenue SE, Washington, DC 20590.
     Hand Delivery: Deliver to Mail address above between 9
a.m. and 5 p.m., Monday through Friday, except Federal holidays.
    For service information identified in this NPRM, contact
Bombardier, Inc., 400 C[ocirc]te-Vertu Road West, Dorval, Qu[eacute]bec
H4S 1Y9, Canada; telephone:<PHONE_NUMBER>; fax:<PHONE_NUMBER>; email:
[email protected]; internet: http://www.bombardier.com. You
may view this referenced service information at the FAA, Transport
Standards Branch, 1601 Lind Avenue SW, Renton, WA. For information on
the availability of this material at the FAA, call<PHONE_NUMBER>.

Examining the AD Docket

    You may examine the AD docket on the internet at http://www.regulations.gov by searching for and locating Docket No. FAA-2017-
1247; or in person at the Docket Management Facility between 9 a.m. and
5 p.m., Monday through Friday, except Federal holidays. The AD docket
contains this NPRM, the regulatory evaluation, any comments received,
and other information. The street address for the Docket Operations
office (telephone:<PHONE_NUMBER>) is in the ADDRESSES section. Comments
will be available in the AD docket shortly after receipt.

FOR FURTHER INFORMATION CONTACT: Cesar Gomez, Aerospace Engineer,
Airframe and Mechanical Systems Section, FAA, New York ACO Branch, 1600
Stewart Avenue, Suite 410, Westbury, NY 11590; telephone:<PHONE_NUMBER>;
fax:<PHONE_NUMBER>.

SUPPLEMENTARY INFORMATION:

Comments Invited

    We invite you to send any written relevant data, views, or
arguments about this proposed AD. Send your comments to an address
listed under the ADDRESSES section. Include ``Docket No. FAA-2017-1247;
Product Identifier 2017-NM-085-AD'' at the beginning of your comments.
We specifically invite comments on the overall regulatory, economic,
environmental, and energy aspects of this NPRM. We will consider all
comments received by the closing date and may amend this NPRM based on
those comments.
    We will post all comments we receive, without change, to http://www.regulations.gov, including any personal information you provide. We
will also post a report summarizing each substantive verbal contact we
receive about this NPRM.

Discussion

    Transport Canada Civil Aviation (TCCA), which is the aviation
authority for Canada, has issued Canadian AD CF-2017-22, dated June 23,
2017 (referred to after this as the Mandatory Continuing Airworthiness
Information, or ``the MCAI''), to correct an unsafe condition for
certain Bombardier, Inc., Model BD-100-1A10 airplanes. The MCAI states:

    Bombardier, Inc., has discovered that the entry area passenger
oxygen mask lanyards are too long. Upon deployment during an
emergency, this may result in difficulties to start the oxygen flow
for tall individuals. This [Canadian] AD mandates the replacement of
the existing entry area passenger oxygen mask lanyards with shorter
ones for proper operation.

    You may examine the MCAI in the AD docket on the internet at http://www.regulations.gov by searching for and locating Docket No. FAA-2017-
1247.

Related Service Information Under 1 CFR Part 51

    Bombardier, Inc., has issued Service Bulletin 100-35-08, dated
April 11, 2017. This service information describes procedures for
replacing the lanyards in the passenger oxygen masks located in the
passenger entry area. This service information is reasonably available
because the interested parties have access to it through their normal
course of business or by the means identified in the ADDRESSES section.

FAA's Determination and Requirements of This Proposed AD

    This product has been approved by the aviation authority of another
country, and is approved for operation in the United States. Pursuant
to our bilateral agreement with the State of Design Authority, we have
been notified of the unsafe condition described in the MCAI and service
information referenced above. We are proposing this AD because we
evaluated all pertinent information and determined an unsafe condition
exists and is likely to exist or develop on other products of the same
type design.

Costs of Compliance

    We estimate that this proposed AD affects 187 airplanes of U.S.
registry.
    We estimate the following costs to comply with this proposed AD:

                                                 Estimated Costs
----------------------------------------------------------------------------------------------------------------
                                                                                Cost per       Cost on U.S.
              Action                        Labor cost            Parts cost        product         operators
----------------------------------------------------------------------------------------------------------------
Replacement.......................  1 work-hour x $85 per               (\1\)              $85          $15,895
                                     hour = $85.
----------------------------------------------------------------------------------------------------------------
\1\ We have received no definitive data that would enable us to provide cost estimates for the required parts.

    According to the manufacturer, some of the costs of this proposed
AD may be covered under warranty, thereby reducing the cost impact on
affected individuals. We do not control warranty coverage for affected
individuals. As a result, we have included all available costs in our
cost estimate.

Authority for This Rulemaking

    Title 49 of the United States Code specifies the FAA's authority to
issue rules on aviation safety. Subtitle I, section 106, describes the
authority of the FAA Administrator. ``Subtitle VII: Aviation
Programs,'' describes in more detail the scope of the Agency's
authority.

    We are issuing this rulemaking under the authority described in
``Subtitle VII, Part A, Subpart III, Section 44701: General
requirements.'' Under that section, Congress charges the FAA with
promoting safe flight of civil aircraft in air commerce by prescribing
regulations for practices, methods, and procedures the Administrator
finds necessary for safety in air commerce. This regulation is within
the scope of that authority because it addresses an unsafe condition
that is likely to exist or develop on products identified in this
rulemaking action.
    This proposed AD is issued in accordance with authority delegated
by the Executive Director, Aircraft Certification Service, as
authorized by FAA Order 8000.51C. In accordance with that order,
issuance of ADs is normally a function of the Compliance and
Airworthiness Division, but during this transition period, the
Executive Director has delegated the authority to issue ADs applicable
to transport category airplanes to the Director of the System Oversight
Division.

Regulatory Findings

    We determined that this proposed AD would not have federalism
implications under Executive Order 13132. This proposed AD would not
have a substantial direct effect on the States, on the relationship
between the national Government and the States, or on the distribution
of power and responsibilities among the various levels of government.
    For the reasons discussed above, I certify this proposed
regulation:
    1. Is not a ``significant regulatory action'' under Executive Order
12866;
    2. Is not a ``significant rule'' under the DOT Regulatory Policies
and Procedures (44 FR 11034, February 26, 1979);
    3. Will not affect intrastate aviation in Alaska; and
    4. Will not have a significant economic impact, positive or
negative, on a substantial number of small entities under the criteria
of the Regulatory Flexibility Act.

List of Subjects in 14 CFR Part 39

    Air transportation, Aircraft, Aviation safety, Incorporation by
reference, Safety.

The Proposed Amendment

    Accordingly, under the authority delegated to me by the
Administrator, the FAA proposes to amend 14 CFR part 39 as follows:

PART 39--AIRWORTHINESS DIRECTIVES

0
1. The authority citation for part 39 continues to read as follows:

    Authority:  49 U.S.C. 106(g), 40113, 44701.

Sec.  39.13  [Amended]

0
2. The FAA amends Sec.  39.13 by adding the following new airworthiness
directive (AD):

Bombardier, Inc.: Docket No. FAA-2017-1247; Product Identifier 2017-
NM-085-AD.

(a) Comments Due Date

    We must receive comments by March 5, 2018.

(b) Affected ADs

    None.

(c) Applicability

    This AD applies to Bombardier, Inc., Model BD-100-1A10
airplanes, certificated in any category, serial numbers 20003
through 20424 inclusive and 20426 through 20500 inclusive.

(d) Subject

    Air Transport Association (ATA) of America Code 35, Oxygen.

(e) Reason

    This AD was prompted by a report indicating that certain
lanyards for the passenger oxygen masks located in the airplane's
entry area are too long. The length of the oxygen mask lanyard might
cause the safety pin tethered to the opposite end of the lanyard to
remain engaged in the oxygen flow mechanism when the mask is pulled
to the passenger's face. We are issuing this AD to detect and
correct lanyards that are too long, which might result in
difficulties starting the flow of oxygen in an emergency.

(f) Compliance

    Comply with this AD within the compliance times specified,
unless already done.

(g) Lanyard Replacement

    Within 36 months after the effective date of this AD: For any
entry area passenger oxygen mask dispensing unit (POMDU) having part
number (P/N) 833-830-01, replace the lanyards in the POMDU with new
lanyards having P/N 289-65-10, in accordance with the Accomplishment
Instructions of Bombardier Service Bulletin 100-35-08, dated April
11, 2017.

(h) Other FAA AD Provisions

    The following provisions also apply to this AD:
    (1) Alternative Methods of Compliance (AMOCs): The Manager, New
York ACO Branch, FAA, has the authority to approve AMOCs for this
AD, if requested using the procedures found in 14 CFR 39.19. In
accordance with 14 CFR 39.19, send your request to your principal
inspector or local Flight Standards District Office, as appropriate.
If sending information directly to the manager of the certification
office, send it to ATTN: Program Manager, Continuing Operational
Safety, FAA, New York ACO Branch, 1600 Stewart Avenue, Suite 410,
Westbury, NY 11590; telephone:<PHONE_NUMBER>; fax:<PHONE_NUMBER>.
Before using any approved AMOC, notify your appropriate principal
inspector, or lacking a principal inspector, the manager of the
local flight standards district office/certificate holding district
office.
    (2) Contacting the Manufacturer: For any requirement in this AD
to obtain corrective actions from a manufacturer, the action must be
accomplished using a method approved by the Manager, New York ACO
Branch, FAA; or Transport Canada Civil Aviation (TCCA); or
Bombardier, Inc.'s TCCA Design Approval Organization (DAO). If
approved by the DAO, the approval must include the DAO-authorized
signature.

(i) Related Information

    (1) Refer to Mandatory Continuing Airworthiness Information
(MCAI) Canadian AD CF-2017-22, dated June 23, 2017, for related
information. This MCAI may be found in the AD docket on the internet
at http://www.regulations.gov by searching for and locating Docket
No. FAA-2017-1247.
    (2) For more information about this AD, contact Cesar Gomez,
Aerospace Engineer, Airframe and Mechanical Systems Section, FAA,
New York ACO Branch, 1600 Stewart Avenue, Suite 410, Westbury, NY
11590; telephone:<PHONE_NUMBER>; fax:<PHONE_NUMBER>.
    (3) For service information identified in this AD, contact
Bombardier, Inc., 400 C[ocirc]te-Vertu Road West, Dorval,
Qu[eacute]bec H4S 1Y9, Canada; telephone:<PHONE_NUMBER>; fax: 514-
855-7401; email: [email protected]; internet: http://www.bombardier.com. You may view this referenced service information
at the FAA, Transport Standards Branch, 1601 Lind Avenue SW, Renton,
WA. For information on the availability of this material at the FAA,
call<PHONE_NUMBER>.

    Issued in Renton, Washington, on January 5, 2018.
Michael Kaszycki,
Acting Director, System Oversight Division, Aircraft Certification
Service.
[FR Doc. 2018-00664 Filed 1-16-18; 8:45 am]
 BILLING CODE 4910-13-P


[Federal Register Volume 83, Number 157 (Tuesday, August 14, 2018)]
[Notices]
[Pages 40361-40365]
[FR Doc No: 2018-17392]

=======================================================================
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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-83796; File No. SR-CboeBZX-2017-005]

Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Order
Granting Approval of a Proposed Rule Change, as Modified by Amendment
No. 2, To List and Trade Shares of Twelve Monthly Series of the Cboe
Vest S&P 500[reg] Buffer Protect Strategy ETF Under the ETF Series
Solutions Trust Under Rule 14.11(c)(3), Index Fund Shares

August 8, 2018.

I. Introduction

    On November 21, 2017, Cboe BZX Exchange, Inc. (``Exchange'' or
``BZX'') 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 list and trade shares (``Shares'') of twelve
monthly series of the Cboe Vest S&P 500[reg] Buffer Protect Strategy
ETF of the ETF Series Solutions Trust (``Trust'') under BZX Rule
14.11(c)(3). The proposed rule change was published for comment in the
Federal Register on December 11, 2017.\3\
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 82217 (December 5,
2017), 82 FR 58243.
---------------------------------------------------------------------------

    On January 22, 2018, the Commission extended the time period within
which to approve the proposed rule change, disapprove the proposed rule
change, or institute proceedings to determine whether to approve or
disapprove the proposed rule change.\4\ On March 9, 2018, the
Commission instituted proceedings under Section 19(b)(2)(B) of the Act
\5\ to determine whether to approve or disapprove the proposed rule
change.\6\ On April 13, 2018, the Exchange filed Amendment No. 1 to the
proposed rule change.\7\ On June 6, 2018, the Commission designated a
longer period for Commission action on the proposed rule change.\8\ On
August 6, 2018, the Exchange filed Amendment No. 2 to the proposed rule
change.\9\ The Commission has received no comments on the proposed rule
change. This order grants approval of the proposed rule change, as
modified by Amendment No. 2.
---------------------------------------------------------------------------

    \4\ See Securities Exchange Act Release No. 82558, 83 FR 3820
(January 26, 2018).
    \5\ 15 U.S.C. 78s(b)(2)(B).
    \6\ See Securities Exchange Act Release No. 82842, 83 FR 11273
(March 14, 2018).
    \7\ Amendment No. 1, which amended and replaced the proposed
rule change in its entirety, is available at: https://www.sec.gov/comments/sr-cboebzx-2017-005/cboebzx2017005-3458514-162203.pdf.
    \8\ See Securities Exchange Act Release No. 83390, 83 FR 27355
(June 12, 2018).
    \9\ In Amendment No. 2, which amended and replaced the proposed
rule change, as modified by Amendment No. 1, in its entirety, the
Exchange: (a) Represented that the issuer will provide and maintain
a publicly available web tool for each of the Funds (as defined
herein) on its website that provides existing and prospective
shareholders with important information to help inform investment
decisions, including the start and end dates of the current outcome
periods, the time remaining in the outcome periods, each Fund's
current net asset value, each Fund's cap for the outcome period, the
maximum investment gain available up to the cap for a shareholder
purchasing Shares at the current net asset value, and information
regarding each Fund's buffer; (b) represented that, based on certain
potential limitations of the Investment Company Act of 1940 (``1940
Act'') associated with trading options on Cboe Exchange, Inc.
(``Cboe Options'') and any other exchanges owned or controlled by
Cboe Global Markets, Inc. (together with Cboe Options, collectively,
``Cboe Exchanges''), (i) the Funds will not be able to hold FLEX
Options (as defined herein) or Standardized S&P 500 Index Options
(as defined herein) until such time that appropriate exemptive and/
or no-action relief is obtained from the Commission and/or its staff
with respect to the Funds, and (ii) the Exchange will not list and
trade the Shares of the Funds on the Exchange until such time that
appropriate exemptive and/or no-action relief is obtained from the
Commission and/or its staff with respect to the Funds; (c) conformed
certain continued listing requirements to maintain consistency with
BZX listing rules; (d) added representations relating to protections
against market manipulation in the context of the underlying indexes
and index values; (e) supplemented its description of the Comparable
ETF Options (as defined herein); (f) provided a representation
relating to the Exchange's ability to access trade information for
certain fixed income instruments reported to FINRA's Trade Reporting
and Compliance Engine for surveillance purposes; and (g) made other
non-substantive, technical, and clarifying corrections to the
proposal. Because Amendment No. 2 adds certain limiting conditions
to the commencement of listing and trading the Shares on the
Exchange based on requirements of the 1940 Act, represents that the
issuer will provide and maintain an additional web-based tool to aid
investors with respect to the Funds, and otherwise does not
materially alter the substance of the proposed rule change or raise
unique or novel regulatory issues under the Act, Amendment No. 2 is
not subject to notice and comment. Amendment No. 2 to the proposed
rule change is available at: https://www.sec.gov/comments/sr-cboebzx-2017-005/cboebzx2017005-4171830-172318.pdf.
---------------------------------------------------------------------------

II. Exchange's Description of the Proposal, as Modified by Amendment
No. 2

    The Exchange proposes to list and trade the Shares of twelve
monthly series of the Cboe Vest S&P 500[reg] Buffer Protect Strategy
ETF (individually, ``Fund,'' and, collectively, ``Funds'') under BZX
Rule 14.11(c)(3), which governs the listing and trading of Index Fund
Shares. Each Fund will be an index-based exchange traded fund
(``ETF''): (1) Cboe Vest S&P 500[reg] Buffer

Protect Strategy (January) ETF; (2) Cboe Vest S&P 500[reg] Buffer
Protect Strategy (February) ETF; (3) Cboe Vest S&P 500[reg] Buffer
Protect Strategy (March) ETF; (4) Cboe Vest S&P 500[reg] Buffer Protect
Strategy (April) ETF; (5) Cboe Vest S&P 500[reg] Buffer Protect
Strategy (May) ETF; (6) Cboe Vest S&P 500[reg] Buffer Protect Strategy
(June) ETF; (7) Cboe Vest S&P 500[reg] Buffer Protect Strategy (July)
ETF; (8) Cboe Vest S&P 500[reg] Buffer Protect Strategy (August) ETF;
(9) Cboe Vest S&P 500[reg] Buffer Protect Strategy (September) ETF;
(10) Cboe Vest S&P 500[reg] Buffer Protect Strategy (October) ETF; (11)
Cboe Vest S&P 500[reg] Buffer Protect Strategy (November) ETF; and (12)
Cboe Vest S&P 500[reg] Buffer Protect Strategy (December) ETF. Each
Fund will be based on the Cboe S&P 500 Buffer Protect Index (Month)
Series, where ``Month'' is the corresponding month associated with the
roll date of the applicable Fund (individually, ``Index,'' and,
collectively, ``Indexes''). The Shares will be offered by the Trust,
which was established as a Delaware statutory trust on February 9,
2012. The Exchange represents that the Trust has filed a registration
statement on behalf of the Funds on Form N-1A (``Registration
Statement'') with the Commission.\10\
---------------------------------------------------------------------------

    \10\ See Registration Statement on Form N-1A for the Trust,
dated October 24, 2017 (File Nos. 333-179562 and 811-22668).
---------------------------------------------------------------------------

A. Description of the Funds and Underlying Indexes

    The Funds' adviser, Cboe Vest Financial, LLC (``Adviser''), and
Cboe Options (``Index Provider''), are not registered as broker-
dealers, but are affiliated with a broker-dealer.\11\ Each Fund's
investment objective would be to track, before fees and expenses, the
performance of its respective Index. The value of each Index would be
calculated daily by Cboe Options utilizing an option valuation model.
The Exchange submitted this proposed rule change because the Indexes
for the Funds would not meet the listing requirements of Rule
14.11(c)(3), which requires, among other things, that all securities in
the index or portfolio be U.S. Component Stocks \12\ listed on the
Exchange or another national securities exchange and be NMS Stocks as
defined in Rule 600 of Regulation NMS under the Act. Specifically, the
Indexes would consist of options on an index of U.S. Component Stocks.
Because the Indexes would consist of options, which are not NMS Stocks
as defined in Rule 600 of Regulation NMS under the Act, the Exchange
represents that the Indexes would not meet the criteria set forth in
BZX Rule 14.11(c)(3). As a result, the Exchange submitted this proposal
to list the Shares on the Exchange.
---------------------------------------------------------------------------

    \11\ The Exchange represents that the Index Provider has
implemented and will maintain a ``fire wall'' with respect to such
broker-dealer and its personnel regarding access to information
concerning the composition of, or changes to, the Indexes. In
addition, Index Provider personnel who make decisions regarding the
Index composition or methodology are subject to procedures designed
to prevent the use and dissemination of material, non-public
information regarding the Indexes, pursuant to BZX Rule
14.11(c)(3)(B)(iii). According to the Exchange, the Adviser has also
implemented and will maintain a ``fire wall'' with respect to such
broker-dealer and its personnel regarding access to information
concerning the composition of, or changes to, the portfolio, and
Adviser personnel who make decisions regarding a Fund's portfolio
are subject to procedures designed to prevent the use and
dissemination of material, non-public information regarding a Fund's
portfolio. In the event that (a) the Adviser or Index Provider
becomes registered as a broker-dealer or newly affiliated with
another broker-dealer, or (b) any new adviser or sub-adviser is a
registered broker-dealer or becomes affiliated with a broker-dealer,
it will implement and maintain a fire wall with respect to its
relevant personnel or such broker-dealer affiliate, as applicable,
regarding access to information concerning the composition of, or
changes to, the portfolio, and will be subject to procedures
designed to prevent the use and dissemination of material, non-
public information regarding such portfolio.
    \12\ As defined in Rule 14.11(c)(1)(D), the term ``U.S.
Component Stock'' shall mean an equity security that is registered
under Sections 12(b) or 12(g) of the Act, or an American Depositary
receipt, the underlying equity security of which is registered under
Sections 12(b) or 12(g) of the Act.
---------------------------------------------------------------------------

1. Cboe Vest S&P 500[reg] Buffer Protect Index
    Each Index is a rules-based options index that would consist
exclusively of FLexible EXchange Options on the S&P 500 Index (``FLEX
Options'') listed on Cboe Options.\13\ The Indexes are designed to
provide exposure to the large capitalization U.S. equity market with
lower volatility and downside risks than traditional equity indices,
except in environments of rapid appreciation in the U.S. equity market
over the course of one year. On a specified day of the applicable month
for each Index (``Roll Date''),\14\ the applicable Index would
implement a portfolio of put and call FLEX Options with expirations on
the next Roll Date that, if held to such Roll Date, would seek to
``buffer protect'' against the first 10% decline in the value of the
S&P 500 Index, while providing participation up to a maximum capped
gain in the value of the S&P 500 Index (``Capped Level''). The Capped
Level would be calculated as of each Roll Date based on the prices of
the applicable FLEX Options, such that the value of the portfolio of
FLEX Options that comprises each Index would be equivalent to the value
of a portfolio comprised of the S&P 500 Index constituents. As of the
2017 Roll Date, the Capped Level for the January Index was 11%, meaning
that the January Index is designed to provide participation up to a
maximum 11% gain in the value of the S&P 500 Index from the 2017 Roll
Date to the 2018 Roll Date, but would not provide any participation for
gains in the S&P 500 Index in excess of 11%.
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    \13\ More information about the Indexes and methodology is
available on the Index Provider's website at www.cboe.com.
    \14\ As described above, each of the twelve Indexes is designed
to provide returns over a defined year long period and, thus, there
would be an Index associated with each month. As such, the Roll Date
for a specific Index would be dependent on the monthly series for
which the Index is associated. For example, the Roll Date for the
Cboe[reg] S&P 500[reg] Buffer Protect Index January Series would be
in January and the Roll Date for the Cboe[reg] S&P 500[reg] Buffer
Protect Index February Series would be in February, a pattern which
would continue through the rest of the calendar year.
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    Each Index is designed to provide the following outcomes between
Roll Dates:
     If the S&P 500 Index declines more than 10%: The Index
declines 10% less than the S&P 500 Index (e.g., if the S&P 500 Index
returns -35%, the Index is designed to return -25%);
     If the S&P 500 Index declines between 0% and 10%: The
Index provides a total return of zero (0%);
     If the S&P 500 Index appreciates between 0% and the Capped
Level: The Index appreciates the same amount as the S&P 500 Index; and
     If the S&P 500 Index appreciates more than the Capped
Level: The Index appreciates by the amount of the Capped Level.
    Each Index would include a mix of purchased and written (sold) put
and call FLEX Options structured to achieve the results described
above. Such results would only be applicable for each full 12-month
period from one Roll Date to the next Roll Date, and the Index may not
return such results for shorter or longer periods. The value of each
Index would be calculated daily by Cboe Options utilizing a rules-based
options valuation model.
2. Holdings of the Funds
    Under Normal Market Conditions,\15\ each Fund would seek to track
the total return performance, before fees and expenses, of its
respective Index by investing all, or substantially all, of its assets
in a combination of some or all

of the following: The FLEX Options that make up each respective
underlying Index; standardized U.S. exchange-listed options contracts
on the S&P 500 Index (``Standardized S&P 500 Index Options'' and,
together with FLEX Options, collectively, ``S&P 500 Index Options'');
and U.S. exchange-listed options on one or more ETFs \16\ that track
the performance of the S&P 500 Index and have the same economic
characteristics as the FLEX Options that make up each Index
(``Comparable ETF Options'').\17\ The Fund may also hold cash and cash
equivalents.\18\
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    \15\ The term ``Normal Market Conditions'' includes, but is not
limited to, the absence of trading halts in the applicable financial
markets generally; operational issues causing dissemination of
inaccurate market information or system failures; or force majeure
type events such as natural or man-made disaster, act of God, armed
conflict, act of terrorism, riot or labor disruption, or any similar
intervening circumstance.
    \16\ For purposes of this proposal, the term ETF means Portfolio
Depositary Receipts and Index Fund Shares as defined in Rule
14.11(b) and 14.11(c), respectively, and their equivalents on other
national securities exchanges.
    \17\ The term ``Comparable ETF Options'' will at any time
include only the five ETFs based on the S&P 500 Index with the
greatest options consolidated average daily exchange trading volume
for the previous quarter. The Adviser expects that, to the extent
that the Funds use Comparable ETF Options, such options contracts
will primarily consist of options on the SPDR S&P 500 ETF (ticker:
SPY).
    \18\ For purposes of this filing, cash equivalents are short-
term instruments with maturities of less than three months,
including: (i) U.S. Government securities, including bills, notes,
and bonds differing as to maturity and rates of interest, which are
either issued or guaranteed by the U.S. Treasury or by U.S.
Government agencies or instrumentalities; (ii) certificates of
deposit issued against funds deposited in a bank or savings and loan
association; (iii) bankers acceptances, which are short-term credit
instruments used to finance commercial transactions; (iv) repurchase
agreements and reverse repurchase agreements; (v) bank time
deposits, which are monies kept on deposit with banks or savings and
loan associations for a stated period of time at a fixed rate of
interest; (vi) commercial paper, which are short-term unsecured
promissory notes; and (vii) money market funds.
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B. Conditions To Listing and Trading the Shares on the Exchange

    According to the Exchange, the Trust is registered with the
Commission as an open-end investment company. However, the Commission
has not yet issued an order(s) granting exemptive relief to the Trust
under the 1940 Act applicable to the activities of the Funds, and, as a
result, the Exchange represents that the Shares of the Funds will not
be listed and traded on the Exchange until such an order(s) is issued
and any conditions contained therein are satisfied.\19\
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    \19\ In addition, the Exchange represents that, to the extent
that any information in this proposal is or becomes inaccurate, the
Exchange will submit a proposed rule change to reflect any new
information before the Shares of the Funds will be listed on the
Exchange.
---------------------------------------------------------------------------

    Specifically, the Exchange represents that, because of certain
potential limitations of the 1940 Act associated with trading options
on the Cboe Exchanges, the Exchange will not list and trade the Shares
on the Exchange until such time that appropriate exemptive and/or no-
action relief is obtained from the Commission and/or its staff with
respect to the Funds. This restriction does not prevent the Adviser or
the Funds from engaging in other transactions or receiving other
services from the Cboe Exchanges or for which the Cboe Exchanges may
receive a benefit, such as pricing services, provided such transactions
and/or the receipt of such services is consistent with applicable
statutes, rules, regulations, and interpretive positions of the
Commission and its staff. As a result, because FLEX Options are listed
exclusively on Cboe Options, the Funds will not be able to hold FLEX
Options until such time that appropriate exemptive and/or no-action
relief is obtained from the Commission and/or its staff with respect to
the Funds. Similarly, because Standardized S&P 500 Index Options are
listed exclusively on Cboe Options, the Funds will not be able to hold
Standardized S&P 500 Index Options until such time that appropriate
exemptive and/or no-action relief is obtained from the Commission and/
or its staff with respect to the Funds.\20\
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    \20\ The Commission notes that additional information regarding
the Funds, the Trust, and the Shares, including information about
the FLEX Options, investment strategies, risks, creation and
redemption procedures, fees, portfolio holdings disclosure policies,
calculation of net asset value, distributions, and taxes, among
other things, can be found in Amendment 2 to the proposed rule
change and the Registration Statement, as applicable. See Amendment
2 and Registration Statement, supra notes 9 and 10 and accompanying
text, respectively.
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III. Discussion and Commission Findings

    After careful review, the Commission finds that the Exchange's
proposal to list and trade the Shares, as modified by Amendment No. 2,
is consistent with the Act and the rules and regulations thereunder
applicable to a national securities exchange.\21\ In particular, the
Commission finds that the proposed rule change is consistent with
Section 6(b)(5) of the Act,\22\ which requires, among other things,
that the Exchange's rules be designed to prevent fraudulent and
manipulative acts and practices, to promote just and equitable
principles of trade, to remove impediments to and perfect the mechanism
of a free and open market and a national market system, and, in
general, to protect investors and the public interest. The Commission
also finds that the proposal to list and trade the Shares on the
Exchange is consistent with Section 11A(a)(1)(C)(iii) of the Act \23\
which sets forth Congress' finding that it is in the public interest
and appropriate for the protection of investors and the maintenance of
fair and orderly markets to assure the availability to brokers, dealers
and investors of information with respect to quotations for and
transactions in securities.
---------------------------------------------------------------------------

    \21\ In approving this proposed rule change, the Commission has
considered the proposed rule's impact on efficiency, competition,
and capital formation. See 15 U.S.C. 78c(f).
    \22\ 15 U.S.C. 78f(b)(5).
    \23\ 15 U.S.C. 78k-1(a)(1)(C)(iii).
---------------------------------------------------------------------------

    As noted above, the Commission has not yet issued an order granting
exemptive relief to the Trust under the 1940 Act applicable to the
activities of the Funds. Because of certain potential limitations of
the 1940 Act associated with trading options on the Cboe Exchanges, the
Exchange will not list and trade the Shares until such time that
appropriate exemptive and/or no-action relief is obtained from the
Commission and/or its staff with respect to the Funds. As a result,
because FLEX Options are listed exclusively on Cboe Options, the Funds
will not be able to hold FLEX Options until such time that appropriate
exemptive and/or no-action relief is obtained from the Commission and/
or its staff with respect to the Funds. Similarly, because Standardized
S&P 500 Index Options are listed exclusively on Cboe Options, the Funds
will not be able to hold Standardized S&P 500 Index Options until such
time that appropriate exemptive and/or no-action relief is obtained
from the Commission and/or its staff with respect to the Funds. In
addition, the Exchange represents that, to the extent that any
information in this proposal is or becomes inaccurate, the Exchange
will submit a proposed rule change to reflect any new information
before the Shares of the Funds will be listed on the Exchange.
    Notwithstanding the conditions to commence listing and trading the
Shares on the Exchange, as set forth above, the Commission notes that,
according to the Exchange, except as it relates to the options portion
of the Indexes described above, the Funds will meet and be subject to
all other requirements of BZX Rule 14.11(c)(3) related to generic
listing standards of the Indexes and other applicable requirements for
series of Index Fund Shares on an initial and continued listing basis,
including requirements related to the dissemination of key information
such as the Index values,\24\

net asset value, and the intraday indicative values, rules governing
the trading of equity securities, trading hours, trading halts,
surveillance, suitability, and the information circular, as set forth
in Exchange rules applicable to Index Fund Shares and the orders
approving such rules.
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    \24\ The Exchange notes that BZX Rule 14.11(c)(3)(B)(ii)
requires that the index value must be disseminated by one or more
major market data vendors at least once every 15 seconds during
regular market session; provided however, that if the index value
does not change during some or all of the period when trading is
occurring on the Exchange, then the last official calculated index
value must remain available throughout the Exchange's trading hours.
The value of the Indexes will not change during the period when
trading is occurring on the Exchange and the last official
calculated Index value will remain available throughout the
Exchange's trading hours.
---------------------------------------------------------------------------

    In support of its proposal, the Exchange has made the following
additional representations:
    (1) The Exchange has in place a surveillance program for
transactions in ETFs to ensure the availability of information
necessary to detect and deter potential manipulation and other trading
abuses. The Exchange believes that its surveillance procedures are
adequate to properly monitor the trading of the Shares on the Exchange
during all trading sessions and to deter and detect violations of
Exchange rules and the applicable federal securities laws. Trading of
the Shares through the Exchange will be subject to the Exchange's
surveillance procedures for derivative products, including Index Fund
Shares. The Exchange represents that the Financial Industry Regulatory
Authority (``FINRA'') conducts certain cross-market surveillances on
behalf of the Exchange pursuant to a regulatory services agreement, and
the Exchange is responsible for FINRA's performance under this
regulatory services agreement. The Exchange or FINRA, on behalf of the
Exchange, will communicate as needed regarding trading in the Shares
and exchange-listed options contracts with other markets and other
entities that are members of the Intermarket Surveillance Group
(``ISG'') and may obtain trading information regarding trading in the
Shares and exchange-listed options contracts from such markets and
other entities. In addition, the Exchange may obtain information
regarding trading in the Shares and exchange-listed options contracts
from markets and other entities that are members of ISG or with which
the Exchange has in place a comprehensive surveillance sharing
agreement. The Exchange represents that all of the options contracts
held by the Funds will trade on markets that are a member of ISG or
affiliated with a member of ISG or with which the Exchange has in place
a comprehensive surveillance sharing agreement. The Exchange also
represents that the Funds will not hold any non-exchange-listed options
contracts. Additionally, the Exchange or FINRA, on behalf of the
Exchange, is able to access, as needed, trade information for certain
fixed income instruments reported to FINRA's Trade Reporting and
Compliance Engine. In addition, the Exchange also has a general policy
prohibiting the distribution of material, non-public information by its
employees.
    (2) Quotation and last-sale information for exchange-listed options
contracts cleared by The Options Clearing Corporation will be available
via the Options Price Reporting Authority, and the intra-day, closing
and settlement prices of exchange-listed options will be readily
available from the options exchanges, automated quotation systems,
published or other public sources, or online information services such
as Bloomberg or Reuters. Price information on Treasury bills and other
cash equivalents is available from major broker-dealer firms or market
data vendors, as well as from automated quotation systems, published or
other public sources, or online information services. On each business
day, before commencement of trading in the Shares on the Exchange
during Regular Trading Hours, the portfolio that will form the basis
for each Fund's calculation of the net asset value at the end of the
business day will be provided on the Advisor's website.
    (3) The issuer will provide and maintain a publicly available web
tool for each of the Funds on its website that provides existing and
prospective shareholders with certain information that may help inform
their investment decisions. For each Fund, the information provided
will include the start and end dates of the current outcome period, the
time remaining in the outcome period, current net asset value, the cap
for the outcome period, and the maximum investment gain available up to
the cap for a shareholder purchasing Shares at the current net asset
value. For each of the Funds, the web tool also will provide
information regarding the Fund's buffer. This information will include
the remaining buffer available for a shareholder purchasing Shares at
the current net asset value or the amount of losses that a shareholder
purchasing Shares at the current net asset value would incur before
benefitting from the protection of the buffer. The cover of each Fund's
prospectus, as well as the disclosure contained in ``Principal
Investment Strategies,'' will provide the specific web address for each
Fund's web tool.
    (4) BZX Rule 3.7(a) provides that a Member, before recommending a
transaction in any security, must have reasonable grounds to believe
that the recommendation is suitable for the customer based on any facts
disclosed by the customer, after reasonable inquiry by the Member, as
to the customer's other securities holdings and as to the customer's
financial situation and needs. Interpretation and Policy .01 to Rule
3.7 provides that no Member shall recommend to a customer a transaction
in any such product unless the Member has a reasonable basis for
believing at the time of making the recommendation that the customer
has such knowledge and experience in financial matters that he may
reasonably be expected to be capable of evaluating the risks of the
recommended transaction and is financially able to bear the risks of
the recommended position. Prior to the commencement of trading, the
Exchange will inform its Members of the suitability requirements of
Rule 3.7 in an Information Circular. Specifically, Members will be
reminded in the Information Circular that, in recommending transactions
in these securities, they must have a reasonable basis to believe that
(a) the recommendation is suitable for a customer given reasonable
inquiry concerning the customer's investment objectives, financial
situation, needs, and any other information known by such member, and
(b) the customer can evaluate the special characteristics, and is able
to bear the financial risks, of an investment in the Shares.
    (5) Each Fund's investments will be consistent with its investment
objective and will not be used to enhance leverage (although certain
derivatives and other investments may result in leverage).
    (6) Each Fund's investments will not be used to seek performance
that is the multiple or inverse multiple (i.e., 2x or -2x) of its
respective Index, and each Fund's use of derivative instruments will be
collateralized.
    (7) The Trust is required to comply with Rule 10A-3 under the Act
\25\ for the initial and continued listing of the Shares of the Funds,
and a minimum of 100,000 Shares for each Fund will be outstanding at
the commencement of trading on the Exchange.
---------------------------------------------------------------------------

    \25\ See 17 CFR 240.10A-3.
---------------------------------------------------------------------------

    (8) All statements and representations made in this filing
regarding (a) the description of the portfolios, reference assets, and
indexes, (b) limitations on portfolio holdings or reference assets, (c)
dissemination and availability of index, reference asset, and intraday
indicative

values, or (d) the applicability of Exchange rules specified in this
filing shall constitute continued listing requirements for listing the
Shares on the Exchange. The issuer has represented to the Exchange that
it will advise the Exchange of any failure by a Fund or Shares to
comply with the continued listing requirements, and, pursuant to its
obligations under Section 19(g)(1) of the Act, the Exchange will
surveil for compliance with the continued listing requirements. If a
Fund or Shares is not in compliance with the applicable listing
requirements, then, with respect to such Fund or Shares, the Exchange
will commence delisting procedures under BZX Rule 14.12.
    This approval order is based on all of the Exchange's
representations and description of the Funds, including those set forth
above and in Amendment No. 2 to the proposed rule change. Except as
described herein, the Commission notes that the Shares must comply with
all other applicable requirements of BZX Rule 14.11(c) to be listed and
traded on the Exchange on an initial and continuing basis. The
Commission further notes that the Shares of the Funds will not be
listed and traded on the Exchange until any and all exemptive and/or
no-action relief required under the 1940 Act has been obtained with
respect to the Funds and the Shares and any conditions related thereto
are satisfied.
    For the foregoing reasons, the Commission finds that the proposed
rule change, as modified by Amendment No. 2, is consistent with Section
6(b)(5) of the Act \26\ and the rules and regulations thereunder
applicable to a national securities exchange.
---------------------------------------------------------------------------

    \26\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

IV. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\27\ that the proposed rule change (SR-CboeBZX-2017-005), as
modified by Amendment No. 2, be, and it hereby is, approved.
---------------------------------------------------------------------------

    \27\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\28\
---------------------------------------------------------------------------

    \28\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-17392 Filed 8-13-18; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 80, Number 100 (Tuesday, May 26, 2015)]
[Notices]
[Pages 30066-30067]
[FR Doc No: 2015-12603]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Project Nos. 175-028 and 1988-086]

Pacific Gas and Electric Company; Notice of Application Accepted
for Filing, Soliciting Comments, Motions To Intervene, and Protests

    Take notice that the following hydroelectric application has been
filed with the Commission and is available for public inspection:
    a. Type of Application: Application for Temporary Variance of
Minimum Flow Requirements.
    b. Project Nos.: 175-028 and 1988-086.
    c. Date Filed: May 12, 2015.
    d. Applicant: Pacific Gas and Electric Company (licensee).
    e. Name of Projects: Balch and Haas-Kings River.
    f. Location: North Fork Kings River in Fresno County, California.
    g. Filed Pursuant to: Federal Power Act, 16 U.S.C. 791(a)-825(r).
    h. Applicant Contact: Mr. Jaime Hoffman, License Coordinator,
Pacific Gas and Electric Company, Mail Code: N13E, P.O. Box 770000, San
Francisco, CA 94177, Phone:<PHONE_NUMBER>.
    i. FERC Contact: Mr. John Aedo,<PHONE_NUMBER>, or
<EMAIL_ADDRESS>    j. Deadline for filing comments, motions to intervene, protests,
and recommendations is 15 days from the issuance date of this notice by
the Commission (June 3, 2015). The Commission strongly encourages
electronic filing. Please file motions to intervene, protests,
comments, or recommendations using the Commission's eFiling system at
http://www.ferc.gov/docs-filing/efiling.asp. Commenters can submit
brief comments up to 6,000 characters, without prior registration,
using the eComment system at http://www.ferc.gov/docs-filing/ecomment.asp. You must include your name and contact information at the
end of your comments. For assistance, please contact FERC Online
Support at<EMAIL_ADDRESS>(866) 208-3676 (toll free), or
(202) 502-8659 (TTY). In lieu of electronic filing, please send a paper
copy to: Secretary, Federal Energy Regulatory Commission, 888 First
Street NE., Washington, DC 20426. Please include the project numbers
(P-175-028 and 1988-086) on any comments, motions to intervene,
protests, or recommendations filed.
    k. Description of Request: The licensee requests a temporary
variance of the minimum flow requirements in Helms Creek, North Fork
Kings River

and Dinkey Creek from June 1 to December 31, 2015. The licensee
requests Commission approval to adjust the instantaneous minimum flow
requirement to a 24-hour average flow regime. The licensee also
proposes to maintain minimum flows, such that the instantaneous
requirement is decreased: From 4 to 3 cfs in Helms Creek below
Courtright Dam (gage KI-17) from June 1 to November 30; from 2.5 to 2
cubic feet per second (cfs) in Helms Creek below Courtright Dam; from
15 to 10 cfs in the North Fork Kings River below Wishon Dam (gage KI-
27); from 15 to 10 cfs in the Dinkey Creek Siphon at Balch (gage KI-
31); from 2.5 to 2 cfs in the North Fork Kings River below Balch
Diversion Dam (gage KI-9); from 10 to 7 cfs in the North Fork Kings
River above Dinkey Creek (gage KI-21); and from 25 to 17 cfs in the
North Fork Kings River below Dinkey Creek (gage KI-22). The licensee
states that the flow reductions are necessary due to the ongoing
drought conditions and historic low snowpack levels this year.
    l. Locations of the Application: A copy of the application is
available for inspection and reproduction at the Commission's Public
Reference Room, located at 888 First Street NE., Room 2A, Washington,
DC 20426, or by calling<PHONE_NUMBER>. This filing may also be viewed
on the Commission's Web site at http://www.ferc.gov/docs-filing/elibrary.asp. Enter the docket number excluding the last three digits
in the docket number field to access the document. You may also
register online at http://www.ferc.gov/docs-filing/esubscription.asp to
be notified via email of new filings and issuances related to this or
other pending projects. For assistance, call 1-866-208-3676 or email
<EMAIL_ADDRESS>for TTY, call<PHONE_NUMBER>. A copy is
also available for inspection and reproduction at the address in item
(h) above.
    m. Individuals desiring to be included on the Commission's mailing
list should so indicate by writing to the Secretary of the Commission.
    n. Comments, Protests, or Motions to Intervene: Anyone may submit
comments, a protest, or a motion to intervene in accordance with the
requirements of Rules of Practice and Procedure, 18 CFR 385.210, .211,
.214. In determining the appropriate action to take, the Commission
will consider all protests or other comments filed, but only those who
file a motion to intervene in accordance with the Commission's Rules
may become a party to the proceeding. Any comments, protests, or
motions to intervene must be received on or before the specified
comment date for the particular application.
    o. Filing and Service of Responsive Documents: Any filing must (1)
bear in all capital letters the title ``COMMENTS'', ``PROTEST'', or
``MOTION TO INTERVENE'' as applicable; (2) set forth in the heading the
name of the applicant and the project number of the application to
which the filing responds; (3) furnish the name, address, and telephone
number of the person protesting or intervening; and (4) otherwise
comply with the requirements of 18 CFR 385.2001 through 385.2005. All
comments, motions to intervene, or protests must set forth their
evidentiary basis and otherwise comply with the requirements of 18 CFR
4.34(b). All comments, motions to intervene, or protests should relate
to project works which are the subject of proposed action. Agencies may
obtain copies of the application directly from the applicant. A copy of
any protest or motion to intervene must be served upon each
representative of the applicant specified in the particular
application. If an intervener files comments or documents with the
Commission relating to the merits of an issue that may affect the
responsibilities of a particular resource agency, they must also serve
a copy of the document on that resource agency. A copy of all other
filings in reference to this application must be accompanied by proof
of service on all persons listed in the service list prepared by the
Commission in this proceeding, in accordance with 18 CFR 4.34(b) and
385.2010.

    Dated: May 19, 2015.
Kimberly D. Bose,
Secretary.
[FR Doc. 2015-12603 Filed 5-22-15; 8:45 am]
 BILLING CODE 6717-01-P