[Federal Register Volume 79, Number 26 (Friday, February 7, 2014)]
[Notices]
[Pages 7487-7496]
[FR Doc No: 2014-02620]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-71468; File No. SR-NYSEARCA-2014-11]

Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
of Proposed Rule Change To List and Trade Shares of the SPDR SSgA Risk
Aware ETF; SPDR SSgA Large Cap Risk Aware ETF; and SPDR SSgA Small Cap
Risk Aware ETF Under NYSE Arca Equities Rule 8.600

February 3, 2014.
    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 January 24, 2014, 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, II,
and III below, which Items have been prepared by the self-regulatory
organization. The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
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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 list and trade shares of the following
under NYSE Arca Equities Rule 8.600 (``Managed Fund Shares''): SPDR
SSgA Risk Aware ETF; SPDR SSgA Large Cap Risk Aware ETF; and SPDR SSgA
Small Cap Risk Aware ETF. The text of 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 list and trade shares (``Shares'') of SPDR
SSgA Risk Aware ETF; SPDR SSgA Large Cap Risk Aware ETF; and SPDR SSgA
Small Cap Risk Aware ETF (each, a ``Fund'' and, collectively, the
``Funds'') under NYSE Arca Equities Rule 8.600, which governs the
listing and trading of Managed Fund Shares \4\ on the Exchange.\5\ The
Shares will be offered by SSgA Active ETF Trust (the ``Trust''), which
is organized as a Massachusetts business trust and is registered with
the Securities and Exchange Commission (the ``Commission'') as an open-
end management investment company.\6\ SSgA Funds Management, Inc. (the
``Adviser'') will serve as the investment adviser to the Funds. State
Street Global Markets, LLC (the ``Distributor'' or ``Principal
Underwriter'') will be the principal underwriter and distributor of the
Funds' Shares. State Street Bank and Trust Company (the
``Administrator,'' ``Custodian'' or ``Transfer Agent'') will serve as
administrator, custodian and transfer agent for the Funds.
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    \4\ A Managed Fund Share is a security that represents an
interest in an investment company registered under the Investment
Company Act of 1940 (15 U.S.C. 80a-1) (``1940 Act'') organized as an
open-end investment company or similar entity that invests in a
portfolio of securities selected by its investment adviser
consistent with its investment objectives and policies. In contrast,
an open-end investment company that issues Investment Company Units,
listed and traded on the Exchange under NYSE Arca Equities Rule
5.2(j)(3), seeks to provide investment results that correspond
generally to the price and yield performance of a specific foreign
or domestic stock index, fixed income securities index or
combination thereof.
    \5\ The Commission has previously approved listing and trading
on the Exchange of a number of actively managed funds under Rule
8.600. See, e.g., Securities Exchange Act Release Nos. 57801 (May 8,
2008), 73 FR 27878 (May 14, 2008) (SR-NYSEArca-2008-31) (order
approving Exchange listing and trading of twelve actively-managed
funds of the WisdomTree Trust); 62502 (July 15, 2010), 63076
(October 12, 2010), 75 FR 63874 (October 18, 2010) (SR-NYSEArca-
2010-79) (order approving listing of Cambria Global Tactical ETF);
66343 (February 7, 2012), 77 FR 7647 (February 13, 2012) (SR-
NYSEArca-2011-85) (order approving listing of five funds of the SSgA
Active ETF Trust); and 70342 (September 6, 2013), 78 FR 56256
(September 12, 2013) (SR-NYSEArca-2013-71) (order approving listing
of the SPDR SSgA Ultra Short Term Bond ETF; SPDR SSgA Conservative
Ultra Short Term Bond ETF; and SPDR SSgA Aggressive Ultra Short Term
Bond ETF).
    \6\ The Trust is registered under the 1940 Act. On December 14,
2012, the Trust filed with the Commission an amendment to its
registration statement on Form N-1A under the Securities Act of 1933
(15 U.S.C. 77a) (``Securities Act''), and under the 1940 Act
relating to the Funds (Files Nos. 333-173276 and 811-22542)
(``Registration Statement''). The description of the operation of
the opeation of the Trust and the Funds herein is based, in part, on
the Registration Statement. In addition, the Commission has issued
an order granting certain exemptive relief to the Trust under the
1940 Act. See Investment Company Act Release No. 29524 (December 13,
21010) (File No. 812-13487) (``Exemptive Order'').
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    Commentary .06 to Rule 8.600 provides that, if the investment
adviser to the investment company issuing Managed Fund Shares is
affiliated with a broker-dealer, such investment adviser shall erect a
``fire wall'' between the investment adviser and the broker-dealer with
respect to access to information concerning the composition and/or
changes to such investment company portfolio.\7\ In addition,
Commentary .06 further requires that personnel who make decisions on
the open-end fund's portfolio composition must be subject to procedures
designed to prevent the use and dissemination of material nonpublic
information regarding the open-end fund's portfolio. The Adviser is not
registered as a broker-dealer but is affiliated with a broker-dealer
and has implemented a ``fire wall'' with respect to such broker-dealer
regarding access to information concerning the composition and/or
changes to the Funds' portfolios. In the event (a) the Adviser or any
sub-adviser becomes, or becomes newly affiliated with, a broker-dealer,
or (b) any new adviser or sub-adviser is, or becomes affiliated with, a
broker-dealer, it will implement a fire wall with respect to its
relevant personnel or broker-dealer affiliate regarding access to
information concerning the composition and/or changes to a portfolio,
and will be subject to procedures designed to prevent the use and
dissemination of

material non-public information regarding such portfolio.
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    \7\ An investment adviser to an open-end fund is required to be
registered under the Investment Advisers Act of 1940 (the ``Advisers
Act''). As a result, the Adviser and its related personnel are
subject to the provisions of Rule 204A-1 under the Advisers Act
relating to codes of ethics. This Rule requires investment advisers
to adopt a code of ethics that reflects the fiduciary nature of the
relationship to clients as well as compliance with other applicable
securities laws. Accordingly, procedures designed to prevent the
communication and misuse of non-public information by an investment
adviser must be consistent with Rule 204A-1 under the Advisers Act.
In addition, Rule 206(4)-7 under the Advisers Act makes it unlawful
for an investment adviser to provide investment advice to clients
unless such investment adviser has (i) adopted and implemented
written policies and procedures reasonably designed to prevent
violation, by the investment adviser and its supervised persons, of
the Advisers Act and the Commission rules adopted thereunder; (ii)
implemented, at a minimum, an annual review regarding the adequacy
of the policies and procedures established pursuant to subparagraph
(i) above and the effectiveness of their implementation; and (iii)
designated an individual (who is a supervised person) responsible
for administering the policies and procedures adopted under
subparagraph (i) above.
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    The Funds are intended to be managed in a ``master-feeder''
structure, under which each Fund will invest substantially all of its
assets in a corresponding portfolio (each, a ``Portfolio'') (i.e. a
``master fund''), which is a separate mutual fund registered under the
1940 Act that has an identical investment objective. As a result, each
Fund (i.e., a ``feeder fund'') will have an indirect interest in all of
the securities and other assets owned by each corresponding Portfolio.
Because of this indirect interest, each Fund's investment returns
should be the same as those of the corresponding Portfolio, adjusted
for the expenses of the Fund. In extraordinary instances, each Fund
reserves the right to make direct investments in securities.
    The Adviser will manage the investments of each respective
Portfolio. Under the master-feeder arrangement, investment advisory
fees charged at the master-fund level are deducted from the advisory
fees charged at the feeder-fund level. This arrangement avoids a
``layering'' of fees, e.g., a Fund's total annual operating expenses
would be no higher as a result of investing in a master-feeder
arrangement than they would be if the Fund pursued its investment
objectives directly. Each Fund may discontinue investing through the
master-feeder arrangement and pursue its investment objectives directly
if the Fund's Board of Trustees determines that doing so would be in
the best interests of shareholders.
    The Funds will not be index Funds. The Funds will be actively
managed and will not seek to replicate the performance of a specified
index.
SPDR SSgA Risk Aware ETF
    According to the Registration Statement, the SPDR SSgA Risk Aware
ETF will seek to provide competitive returns compared to the broad U.S.
equity market and capital appreciation.
    According to the Registration Statement, under normal
circumstances,\8\ the Fund will invest all of its assets in the SSgA
Risk Aware Portfolio (the ``Risk Aware Portfolio''), a separate series
of the SSgA Master Trust with an identical investment objective as the
Fund. As a result, the Fund will invest indirectly through the Risk
Aware Portfolio.
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    \8\ The term ``under normal circumstances'' includes, but is not
limited to, the absence of extreme volatility or trading halts in
the equity markets or the financial markets generally; operational
issues causing dissemination of inaccurate market information; or
force majeure type events such as systems failure, natural or man-
made disaster, act of God, armed conflict, act of terrorism, riot or
labor disruption or any similar intervening circumstance.
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    According to the Registration Statement, in seeking its objective,
the Risk Aware Portfolio will invest in a diversified selection of
equity securities included in the Russell 3000 Index that the Adviser
believes are aligned with predicted investor risk preferences.\9\ The
Russell 3000 Index measures the performance of the largest 3,000 U.S.
companies, including business development companies, representing
approximately 98% of the investable U.S. equity market. The Russell
3000 Index is constructed to provide a comprehensive, unbiased, and
stable barometer of the broad market and is completely reconstituted
annually to ensure new and growing equities are reflected. As of
September 30, 2013, the Russell 3000 Index was comprised of 2,965
stocks.
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    \9\ The Portfolios will invest only in equity securities that
trade in markets that are members of the Intermarket Surveillance
Group (``ISG'') or are parties to a comprehensive surveillance
sharing agreement with the Exchange.
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    According to the Registration Statement, in selecting securities
for the Risk Aware Portfolio, the Adviser will utilize a proprietary
quantitative investment process to measure and predict investor risk
preferences. This investment process recognizes that the attributes
that render a particular security ``risky'' or ``safe'' from an
investor's perspective will change over time. The process therefore
will begin with a broad set of plausible dimensions of risk, or factors
that may be viewed by investors as contributing to a security's risk
level at any given time. This set will include, among many other items,
market beta, liquidity, and exposure to certain commodities, leading
economic indicators, currency, credit risk, and performance differences
between cyclical and defensive sectors. The Adviser will then use a
sequence of procedures to develop a subset of attributes representing
those it believes to be relevant to investors at a given time. This
subset will help form the Adviser's forecast for aggregate risk
appetite and assist the Adviser in generating the groups of securities
likely to benefit the most and least in light of that forecast.
Different predictions of risk appetite may result in portfolios that
are more defensive or risk-seeking, based on what the market considers
safe and/or risky at a given time. For example, during periods of
anticipated investor preference for low risk, the Adviser will adjust
the Risk Aware Portfolio's composition to be defensive and may increase
exposure to large cap companies. On the other hand, during periods of
anticipated investor preference for high risk, the Adviser will adjust
the Risk Aware Portfolio's composition to be risk-seeking and may
increase exposure to small cap companies. Similarly, exposures to
value, growth, quality and other themes will vary depending on how they
align with investor risk appetite at a given time. In periods of
anticipated investor preference for moderate risk, the Risk Aware
Portfolio's composition will more closely reflect the weighted
composition of the Russell 3000 Index. The Adviser believes the ebbing
and flowing of risk preferences give this strategy the potential to
provide competitive returns relative to the Russell 3000 Index over the
long term. The Risk Aware Portfolio will be non-diversified for
purposes of the 1940 Act, and as a result may invest a greater
percentage of its assets in a particular issuer than a diversified
fund. However, it is expected that the Risk Aware Portfolio will have
exposure to a diversified mix of equity securities.
SPDR SSgA Large Cap Risk Aware ETF
    According to the Registration Statement, the SPDR SSgA Large Cap
Risk Aware ETF will seek to provide competitive returns compared to the
large cap U.S. equity market and capital appreciation.
    According to the Registration Statement, under normal
circumstances,\10\ the Fund will invest all of its assets in the SSgA
Large Cap Risk Aware Portfolio (the ``Large Cap Portfolio''), a
separate series of the SSgA Master Trust with an identical investment
objective as the Fund. As a result, the Fund will invest indirectly
through the Large Cap Portfolio.
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    \10\ See supra note 8.
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    According to the Registration Statement, in seeking its objective,
the Large Cap Portfolio will invest in a diversified selection of
equity securities included in the Russell 1000 Index that the Adviser
believes are aligned with predicted investor risk preferences.\11\ The
Russell 1000 Index measures the performance of the large-cap segment of
the U.S. equity universe. It is a subset of the Russell 3000[supreg]
Index and includes approximately 1,000 of the largest securities, which
may include business development companies, based on a combination of
their market cap and current index membership. The Russell 1000 Index
represents approximately 92% of the U.S. market. The Russell 1000 Index
is constructed to provide a comprehensive and unbiased barometer for
the large-cap segment and is

completely reconstituted annually to ensure new and growing equities
are reflected. As of September 30, 2013, the Russell 1000 Index was
comprised of 1,003 stocks.
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    \11\ See supra note 9.
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    According to the Registration Statement, under normal
circumstances, the Large Cap Portfolio will invest at least 80% of its
net assets (plus the amount of borrowings for investment purposes) in
securities of large-cap companies. The Large Cap Portfolio considers
large-cap companies to be companies with market capitalizations falling
within the range of the Russell 1000 Index at the time of initial
purchase. In selecting securities for the Large Cap Portfolio, the
Adviser will utilize a proprietary quantitative investment process to
measure and predict investor risk preferences. This investment process
recognizes that the attributes that render a particular security
``risky'' or ``safe'' from an investor's perspective will change over
time. The process therefore will begin with a broad set of plausible
dimensions of risk, or factors that may be viewed by investors as
contributing to a security's risk level at any given time. This set
includes, among many other items, market beta, liquidity, and exposure
to certain commodities, leading economic indicators, currency, credit
risk, and performance differences between cyclical and defensive
sectors. The Adviser then will use a sequence of procedures to develop
a subset of attributes representing those it believes to be relevant to
investors at a given time. This subset will help form the Adviser's
forecast for aggregate risk appetite and assist the Adviser in
generating the groups of securities likely to benefit the most and
least in light of that forecast. Different predictions of risk appetite
may result in portfolios that are more defensive or risk-seeking, based
on what the market considers safe and/or risky at a given time. For
example, during periods of anticipated investor preference for low
risk, the Adviser will adjust the Large Cap Portfolio's composition to
be defensive. On the other hand, during periods of anticipated investor
preference for high risk, the Adviser will adjust the Large Cap
Portfolio's composition to be risk-seeking. Similarly, exposures to
value, growth, quality and other themes will vary depending on how they
align with investor risk appetite at a given time. In periods of
anticipated investor preference for moderate risk, the Large Cap
Portfolio's composition will more closely reflect the weighted
composition of the Russell 1000 Index. The Adviser believes the ebbing
and flowing of risk preferences give this strategy the potential to
provide competitive returns relative to the Russell 1000 Index over the
long term. The Large Cap Portfolio will be non-diversified for purposes
of the 1940 Act, and as a result may invest a greater percentage of its
assets in a particular issuer than a diversified fund. However, it is
expected that the Large Cap Portfolio will have exposure to a
diversified mix of equity securities.
SPDR SSgA Small Cap Risk Aware ETF
    According to the Registration Statement, the SPDR SSgA Small Cap
Risk Aware ETF will seek to provide competitive returns compared to the
small cap U.S. equity market and capital appreciation.
    According to the Registration Statement, under normal
circumstances,\12\ the Fund will invest all of its assets in the SSgA
Small Cap Risk Aware Portfolio (the ``Small Cap Portfolio''), a
separate series of the SSgA Master Trust with an identical investment
objective as the Fund. As a result, the Fund will invest indirectly
through the Small Cap Portfolio.
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    \12\ See supra note 8.
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    According to the Registration Statement, in seeking its objective,
the Small Cap Portfolio will invest in a diversified selection of
equity securities included in the Russell 2000 Index that the Adviser
believes are aligned with predicted investor risk preferences.\13\ The
Russell 2000 Index measures the performance of the small-cap segment of
the U.S. equity market. The Russell 2000 Index is a subset of the
Russell 3000[supreg] Index representing approximately 10% of the total
market capitalization of the Russell 3000[supreg] Index. The Russell
2000 Index includes approximately 2000 of the smallest securities,
including business development companies, based on a combination of
their market cap and current index membership. The Russell 2000 Index
is constructed to provide a comprehensive and unbiased small-cap
barometer and is completely reconstituted annually to ensure larger
stocks do not distort the performance and characteristics of the true
small-cap opportunity set. As of September 30, 2013, the Russell 2000
Index was comprised of 1,962 securities.
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    \13\ See supra note 9.
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    According to the Registration Statement, under normal
circumstances, the Small Cap Portfolio will invest at least 80% of its
net assets (plus the amount of borrowings for investment purposes) in
securities of small-cap companies. The Small Cap Portfolio considers
small-cap companies to be companies with market capitalizations falling
within the range of the Russell 2000 Index at the time of initial
purchase. In selecting securities for the Small Cap Portfolio, the
Adviser will utilize a proprietary quantitative investment process to
measure and predict investor risk preferences. This investment process
recognizes that the attributes that render a particular security
``risky'' or ``safe'' from an investor's perspective will change over
time. The process therefore will begin with a broad set of plausible
dimensions of risk, or factors that may be viewed by investors as
contributing to a security's risk level at any given time. This set
will include, among many other items, market beta, liquidity, and
exposure to certain commodities, leading economic indicators, currency,
credit risk, and performance differences between cyclical and defensive
sectors. The Adviser then will use a sequence of procedures to develop
a subset of attributes representing those it believes to be relevant to
investors at a given time. This subset will help form the Adviser's
forecast for aggregate risk appetite and assist the Adviser in
generating the groups of securities likely to benefit the most and
least in light of that forecast. Different predictions of risk appetite
may result in portfolios that are more defensive or risk-seeking, based
on what the market considers safe and/or risky at a given time. For
example, during periods of anticipated investor preference for low
risk, the Adviser will adjust the Small Cap Portfolio's composition to
be defensive. On the other hand, during periods of anticipated investor
preference for high risk, the Adviser will adjust the Small Cap
Portfolio's composition to be risk-seeking. Similarly, exposures to
value, growth, quality and other themes will vary depending on how they
align with investor risk appetite at a given time. In periods of
anticipated investor preference for moderate risk, the Small Cap
Portfolio's composition will more closely reflect the weighted
composition of the Russell 2000 Index. The Adviser believes the ebbing
and flowing of risk preferences give this strategy the potential to
provide competitive returns relative to the Russell 2000 Index over the
long term. The Small Cap Portfolio will be non-diversified for purposes
of the 1940 Act, and as a result may invest a greater percentage of its
assets in a particular issuer than a diversified fund. However, it is
expected that the Small Cap Portfolio will have exposure to a
diversified mix of equity securities.
Other Investments
    While, under normal circumstances, the Adviser, with respect to
each

Portfolio, will invest at least 80% of such Portfolio's net assets in
equity securities, as described above, the Adviser may invest up to 20%
of a Portfolio's net assets in other securities and financial
instruments, as described below.
    According to the Registration Statement, each Fund may (either
indirectly through its investments in the corresponding Portfolio or,
in the absence of normal circumstances,\14\ directly) invest in the
following types of investments. The investment practices of the
Portfolios are the same in all material respects to those of the Funds.
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    \14\ See supra note 8.
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    According to the Registration Statement, in the absence of normal
circumstances, a Fund may (either directly or through the corresponding
Portfolio) temporarily depart from its normal investment policies and
strategies provided that the alternative is consistent with the Fund's
investment objective and is in the best interest of the Fund. For
example, a Fund may hold a higher than normal proportion of its assets
in cash in times of extreme market stress.
    According to the Registration Statement, each Portfolio may invest
in short term instruments, including money market instruments
(including money market funds advised by the Adviser), cash and cash
equivalents on an ongoing basis to provide liquidity or for other
reasons. Money market instruments are generally short-term investments
that may include but are not limited to: (i) Shares of money market
funds (including those advised by the Adviser); (ii) obligations issued
or guaranteed by the U.S. Government, its agencies or instrumentalities
(including government-sponsored enterprises); (iii) negotiable
certificates of deposit (``CDs''), bankers' acceptances, fixed time
deposits and other obligations of U.S. and foreign banks (including
foreign branches) and similar institutions; (iv) commercial paper rated
at the date of purchase ``Prime-1'' by Moody's Investor's Service or
``A-1'' by Standard & Poor's, or if unrated, of comparable quality as
determined by the Adviser; (v) non-convertible corporate debt
securities (e.g., bonds and debentures) with remaining maturities at
the date of purchase of not more than 397 days and that satisfy the
rating requirements set forth in Rule 2a-7 under the 1940 Act; and (vi)
short-term U.S. dollar-denominated obligations of foreign banks
(including U.S. branches) that, in the opinion of the Adviser, are of
comparable quality to obligations of U.S. banks which may be purchased
by a Portfolio. Commercial paper consists of short-term, promissory
notes issued by banks, corporations and other entities to finance
short-term credit needs. Any of these instruments may be purchased on a
current or a forward-settled basis.
    According to the Registration Statement, each Portfolio may invest
in repurchase agreements with commercial banks, brokers or dealers to
generate income from its excess cash balances and to invest securities
lending cash collateral. A repurchase agreement is an agreement under
which a fund acquires a financial instrument (e.g., a security issued
by the U.S. Government or an agency thereof, a banker's acceptance or a
certificate of deposit) from a seller, subject to resale to the seller
at an agreed upon price and date (normally, the next business day).
    According to the Registration Statement, each Portfolio may invest
in convertible securities. Convertible securities are bonds,
debentures, notes, preferred stocks or other securities that may be
converted or exchanged (by the holder or by the issuer) into shares of
the underlying common stock (or cash or securities of equivalent value)
at a stated exchange ratio. A convertible security may also be called
for redemption or conversion by the issuer after a particular date and
under certain circumstances (including a specified price) established
upon issue.
    According to the Registration Statement, each Portfolio may invest
in U.S. Government obligations. U.S. Government obligations are a type
of bond. U.S. Government obligations include securities issued or
guaranteed as to principal and interest by the U.S. Government, its
agencies or instrumentalities.
    According to the Registration Statement, each Portfolio may invest
in U.S. agency mortgage pass-through securities. The term ``U.S. agency
mortgage pass-through security'' refers to a category of pass-through
securities backed by pools of mortgages and issued by one of several
U.S. Government-sponsored enterprises: The Government National Mortgage
Association (``Ginnie Mae''), Federal National Mortgage Association
(``Fannie Mae''), or Federal Home Loan Mortgage Corporation (``Freddie
Mac'').
    According to the Registration Statement, the Portfolios will seek
to obtain exposure to U.S. agency mortgage pass-through securities
primarily through the use of ``to-be-announced'' or ``TBA
transactions.'' ``TBA'' refers to a commonly used mechanism for the
forward settlement of U.S. agency mortgage pass-through securities, and
not to a separate type of mortgage-backed security. Most transactions
in mortgage pass-through securities occur through the use of TBA
transactions.\15\
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    \15\ According to the Registration Statement, to minimize the
risk of default by a counterparty, a Portfolio will enter into TBA
transactions only with established counterparties (such as major
broker-dealers) and the Adviser will monitor the creditworthiness of
such counterparties.
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    According to the Registration Statement, each Portfolio may
purchase U.S. exchange-listed common stocks and U.S. exchange-listed
preferred securities of foreign corporations. Investments in common
stock of foreign corporations may also be in the form of American
Depositary Receipts (``ADRs''), Global Depositary Receipts (``GDRs'')
and European Depositary Receipts (``EDRs'') (collectively ``Depositary
Receipts''). A Portfolio may invest in unsponsored Depositary Receipts.
    According to the Registration Statement, each Portfolio may invest
in bonds, including corporate bonds as well as U.S. registered, dollar-
denominated bonds of foreign corporations, governments, agencies and
supra-national entities. Each Portfolio may invest up to 10% of its net
assets in high yield debt securities.
    According to the Registration Statement, the Portfolios may invest
in inflation-protected public obligations, commonly known as ``TIPS,''
of the U.S. Treasury, as well as TIPS of major governments and emerging
market countries, excluding the United States. TIPS are a type of
security issued by a government that are designed to provide inflation
protection to investors.
    According to the Registration Statement, each Portfolio may invest
in variable and floating rate securities.\16\ Variable rate securities
are instruments issued or guaranteed by entities such as (1) the U.S.
government or an agency or instrumentality thereof, (2) corporations,
(3) financial institutions, (4) insurance companies, or (5) trusts that
have a rate of interest subject to adjustment at regular intervals but
less frequently than annually.
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    \16\ A variable rate security provides for the automatic
establishment of a new interest rate on set dates. A floating rate
security provides for the automatic adjustment of its interest rate
whenever a specified interest rate changes. Interest rates on these
securities are ordinarily tied to, and are a percentage of, a widely
recognized interest rate, such as the yield on 90-day US Treasury
bills or the prime rate of a specified bank.
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    According to the Registration Statement, each Portfolio may invest
in Variable Rate Demand Obligations (``VRDOs''). VRDOs are short-term
tax exempt fixed income instruments whose

yield is reset on a periodic basis. VRDO securities tend to be issued
with long maturities of up to 30 or 40 years; however, they are
considered short-term instruments because they include a put feature
which coincides with the periodic yield reset.
    According to the Registration Statement, each Portfolio may invest
in restricted securities. Restricted securities are securities that are
not registered under the Securities Act, but which can be offered and
sold to ``qualified institutional buyers'' under Rule 144A under the
Securities Act.\17\
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    \17\ According to the Registration Statement, when Rule 144A
restricted securities present an attractive investment opportunity
and meet other selection criteria, a Portfolio may make such
investments whether or not such securities are ``illiquid''
depending on the market that exists for the particular security. The
Board has delegated the responsibility for determining the liquidity
of Rule 144A restricted securities that a Portfolio may invest in to
the Adviser. See note 26, infra.
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    According to the Registration Statement, each Portfolio may conduct
foreign currency transactions on a spot (i.e., cash) or forward basis
(i.e., by entering into forward contracts to purchase or sell foreign
currencies). At the discretion of the Adviser, the Portfolios may enter
into forward currency exchange contracts for hedging purposes to help
reduce the risks and volatility caused by changes in foreign currency
exchange rates, or to gain exposure to certain currencies.
    According to the Registration Statement, each Portfolio may invest
in the securities of other investment companies, including affiliated
funds, money market funds and closed-end funds, subject to applicable
limitations under Section 12(d)(1) of the 1940 Act. According to the
Registration Statement, each Portfolio may invest in exchange-traded
products (``ETPs'').\18\ ETPs include exchange-traded funds registered
under the 1940 Act; exchange traded commodity trusts; and exchange
traded notes (``ETNs'').\19\
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    \18\ For each of the Portfolios, ETPs include Investment Company
Units (as described in NYSE Arca Equities Rule 5.2(j)(3)); Index-
Linked Securities (as described in NYSE Arca Equities Rule
5.2(j)(6)); Portfolio Depositary Receipts (as described in NYSE Arca
Equities Rule 8.100); Trust Issued Receipts (as described in NYSE
Arca Equities Rule 8.200); Commodity-Based Trust Shares (as
described in NYSE Arca Equities Rule 8.201); Currency Trust Shares
(as described in NYSE Arca Equities Rule 8.202); Commodity Index
Trust Shares (as described in NYSE Arca Equities Rule 8.203); Trust
Units (as described in NYSE Arca Equities Rule 8.500); Managed Fund
Shares (as described in NYSE Arca Equities Rule 8.600), and closed-
end funds. The ETPs all will be listed and traded in the U.S. on
registered exchanges. While a Fund may invest in inverse ETPs, a
Fund will not invest in leveraged or inverse leveraged ETPs (e.g.,
2X or 3X).
    \19\ ETNs are debt obligations of investment banks which are
traded on exchanges and the returns of which are linked to the
performance of market indexes. In addition to trading ETNs on
exchanges, investors may redeem ETNs directly with the issuer on a
weekly basis, typically in a minimum amount of 50,000 units, or hold
the ETNs until maturity.
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    According to the Registration Statement, the Adviser may invest up
to 20% of its total assets in one or more ETPs that are qualified
publicly traded partnerships (``QPTPs'') and whose principal activities
are the buying and selling of commodities or options, futures, or
forwards with respect to commodities.\20\ A QPTP is an entity that is
treated as a partnership for federal income tax purposes, subject to
certain requirements. Income from QPTPs is generally qualifying income
for purposes of Subchapter M of the Internal Revenue Code.\21\
---------------------------------------------------------------------------

    \20\ Examples of such entities are the PowerShares DB Energy
Fund, PowerShares DB Oil Fund, PowerShares DB Precious Metals Fund,
PowerShares DB Gold Fund, PowerShares DB Silver Fund, PowerShares DB
Base Metals Fund, and PowerShares DB Agriculture Fund, which are
listed and traded on the Exchange pursuant to NYSE Arca Equities
Rule 8.200.
    \21\ 26 U.S.C. 851 et seq.
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    According to the Registration Statement, the Portfolios may invest
in real estate investment trusts (``REITs'').
    According to the Registration Statement, each Portfolio may enter
into reverse repurchase agreements.
    Neither the Funds nor the Portfolios will invest in options
contracts, futures contracts, or swap agreements.
    The Funds' investments will be consistent with the Funds'
investment objectives and will not be used to enhance leverage.
    According to the Registration Statement, each Fund is classified as
``non-diversified.'' \22\
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    \22\ According to the Registration Statement, each Fund will be
``non-diversified'' under the 1940 Act and may invest more of its
assets in fewer issuers than ``diversified'' funds. The
diversification standard is set forth in Section 5(b)(1) of the 1940
Act (15 U.S.C. 80a-5(b)(1)).
---------------------------------------------------------------------------

    According to the Registration Statement, the Funds do not intend to
concentrate their investments in any particular industry.\23\
---------------------------------------------------------------------------

    \23\ See Form N-1A, Item 9. The Commission has taken the
position that a fund is concentrated if it invests more than 25% of
the value of its total assets in any one industry. See, e.g.,
Investment Company Act Release No. 9011 (October 30, 1975), 40 FR
54241 (November 21, 1975).
---------------------------------------------------------------------------

    According to the Registration Statement, the Funds intend to
qualify for and to elect treatment as a separate regulated investment
company (``RIC'') under Subchapter M of the Internal Revenue Code.\24\
---------------------------------------------------------------------------

    \24\ 26 U.S.C. 851 et seq.
---------------------------------------------------------------------------

    Each Portfolio may hold up to an aggregate amount of 15% of its net
assets in illiquid securities (calculated at the time of investment),
including Rule 144A securities deemed illiquid by the Adviser.\25\ Each
Portfolio will monitor its portfolio liquidity on an ongoing basis to
determine whether, in light of current circumstances, an adequate level
of liquidity is being maintained, and will consider taking appropriate
steps in order to maintain adequate liquidity if, through a change in
values, net assets, or other circumstances, more than 15% of a Fund's
net assets are held in illiquid securities. Illiquid securities include
securities subject to contractual or other restrictions on resale and
other instruments that lack readily available markets as determined in
accordance with Commission staff guidance.\26\
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    \25\ In reaching liquidity decisions, the Adviser may consider
the following factors: the frequency of trades and quotes for the
security; the number of dealers wishing to purchase or sell the
security and the number of other potential purchasers; dealer
undertakings to make a market in the security; and the nature of the
security and the nature of the marketplace in which it trades (e.g.,
the time needed to dispose of the security, the method of soliciting
offers, and the mechanics of transfer).
    \26\ The Commission has stated that long-standing Commission
guidelines have required open-end funds to hold no more than 15% of
their net assets in illiquid securities and other illiquid assets.
See Investment Company Act Release No. 28193 (March 11, 2008), 73 FR
14618 (March 18, 2008), footnote 34. See also, Investment Company
Act Release No. 5847 (October 21, 1969), 35 FR 19989 (December 31,
1970) (Statement Regarding ``Restricted Securities''); Investment
Company Act Release No. 18612 (March 12, 1992), 57 FR 9828 (March
20, 1992) (Revisions of Guidelines to Form N-1A). A fund's portfolio
security is illiquid if it cannot be disposed of in the ordinary
course of business within seven days at approximately the value
ascribed to it by the fund. See Investment Company Act Release No.
14983 (March 12, 1986), 51 FR 9773 (March 21, 1986) (adopting
amendments to Rule 2a-7 under the 1940 Act); Investment Company Act
Release No. 17452 (April 23, 1990), 55 FR 17933 (April 30, 1990)
(adopting Rule 144A under the 1933 Act).
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Net Asset Value
    According to the Registration Statement, each Fund will calculate
net asset value (``NAV'') using the NAV of the respective Portfolio.
NAV per Share for each Portfolio will be computed by dividing the value
of the net assets of the Portfolio (i.e., the value of its total assets
less total liabilities) by the total number of Shares outstanding,
rounded to the nearest cent. Expenses and fees, including the
management fees, will be accrued daily and taken into account for
purposes of determining NAV. The NAV of a Portfolio will be calculated
by the Custodian and determined at the close of the regular trading
session on the New York Stock Exchange (ordinarily 4:00 p.m. Eastern
time (``E.T.'')) on each day that such exchange is open, provided that
assets (and, accordingly, a Portfolio's NAV) may be valued as of the
announced closing time for trading in

instruments on any day that the applicable exchange or market on which
a Portfolio's investments are traded announces an early closing time.
Creation/redemption order cut-off times may also be earlier on such
days.
    According to the Adviser, each Portfolio's investments will be
valued at market value or, in the absence of market value with respect
to any investment, at fair value in accordance with valuation
procedures adopted by the Board of Trustees of the SSgA Master Trust
and the Board of Trustees of the SSgA Active ETF Trust \27\ (the
``Board'') and in accordance with the 1940 Act. Common stocks and
equity securities (including shares of REITs and ETPs, such as QPTPs)
traded on a recognized domestic securities exchange will be valued at
the last reported sale price or the official closing price on that
exchange where the stock is primarily traded on the day that the
valuation is made. Portfolio securities traded in the over-the-counter
market will be valued at the last reported sale price on the valuation
date. Foreign equities and listed ADRs will be valued at the last sale
or official closing price on the relevant exchange on the valuation
date. If, however, neither the last sales price nor the official
closing price is available, each of these securities will be valued at
either the last reported sale price or official closing price as of the
close of regular trading of the principal market on which the security
is listed consistent with the respective primary benchmark.
---------------------------------------------------------------------------

    \27\ The Board of Trustees of the SSgA Master Trust and the
Board of Trustees of the SSgA Active ETF Trust have adopted the same
valuation procedures.
---------------------------------------------------------------------------

    According to the Adviser, fixed income securities, including
mortgage-backed securities, treasuries, and corporate bonds will
generally be valued at bid prices received from independent pricing
services as of the announced closing time for trading in fixed-income
instruments in the respective market or exchange. In determining the
value of a fixed income investment, pricing services determine
valuations for normal institutional-size trading units of such
securities using valuation models or matrix pricing, which incorporates
yield and/or price with respect to bonds that are considered comparable
in characteristics such as rating, interest rate and maturity date and
quotations from securities dealers to determine current value. Short-
term investments that mature in less than 60 days when purchased will
be valued at cost adjusted for amortization of premiums and accretion
of discounts.
    Any assets or liabilities denominated in currencies other than the
U.S. dollar will be converted into U.S. dollars at the current market
rates on the date of valuation as quoted by one or more sources.
Forward foreign currency contracts will be valued based upon the
difference in the forward exchange rates at the dates of entry into the
contracts and the forward rates as of the current valuation date as
quoted by one or more independent sources.
    If a security's market price is not readily available or does not
otherwise accurately reflect the fair value of the security, the
security will be valued by another method that the Board believes will
better reflect fair value in accordance with the Trust's valuation
policies and procedures and in accordance with the 1940 Act. The Board
has delegated the process of valuing securities for which market
quotations are not readily available or do not otherwise accurately
reflect the fair value of the security to the Pricing and Investment
Committee (the ``Committee'').\28\ The Committee, subject to oversight
by the Board, may use fair value pricing in a variety of circumstances,
including but not limited to, situations when trading in a security has
been suspended or halted. Accordingly, a Portfolio's NAV may reflect
certain securities' fair values rather than their market prices. Fair
value pricing involves subjective judgments and it is possible that the
fair value determination for a security is materially different than
the value that could be received on the sale of the security.
---------------------------------------------------------------------------

    \28\ The Pricing and Investment Committee has implemented
procedures designed to prevent the use and dissemination of
material, non-public information regarding the Portfolios and the
Funds.
---------------------------------------------------------------------------

    The pre-established pricing methods and valuation policies and
procedures outlined above may change, subject to the review and
approval of the Committee and Board, as necessary.
    The Shares will conform to the initial and continued listing
criteria under NYSE Arca Equities Rule 8.600. The Exchange represents
that, for initial and/or continued listing, the Funds will be in
compliance with Rule 10A-3 \29\ under the Exchange Act, as provided by
NYSE Arca Equities Rule 5.3. A minimum of 100,000 Shares for each Fund
will be outstanding at the commencement of trading on the Exchange. The
Exchange will obtain a representation from the issuer of the Shares
that the NAV per Share of each Fund will be calculated daily and that
the NAV and the Disclosed Portfolio of each Fund will be made available
to all market participants at the same time.
---------------------------------------------------------------------------

    \29\ 17 CFR 240.10A-3.
---------------------------------------------------------------------------

Creation and Redemption of Shares
    According to the Registration Statement, each Fund will offer and
issue Shares only in aggregations of a specified number of Shares
(each, a ``Creation Unit''). Creation Unit sizes will be 50,000 Shares
per Creation Unit. The Creation Unit size for a Fund may change. Each
Fund will issue and redeem Shares only in Creation Units at the NAV
next determined after receipt of an order on a continuous basis on a
Business Day. The NAV of a Fund will be determined once each Business
Day, normally as of the close of trading on the New York Stock Exchange
(normally, 4:00 p.m., E.T.). An order to purchase or redeem Creation
Units will be deemed to be received on the Business Day on which the
order is placed provided that the order is placed in proper form prior
to the applicable cut-off time (typically required by 2:00 p.m. E.T.).
A ``Business Day'' with respect to a Fund will be, generally, any day
on which the New York Stock Exchange is open for business.
    The consideration for purchase of a Creation Unit of a Fund will
generally consist of the in-kind deposit of a designated portfolio of
securities (the ``Deposit Securities'') per each Creation Unit and a
specified cash payment (the ``Cash Component''). However, consideration
may consist of the cash value of the Deposit Securities (``Deposit
Cash'') and the Cash Component.
    Together, the Deposit Securities or Deposit Cash, as applicable,
and the Cash Component will constitute the ``Fund Deposit,'' which
represents the minimum initial and subsequent investment amount for a
Creation Unit of any Fund. The ``Cash Component'' is an amount equal to
the difference between the NAV of the Shares (per Creation Unit) and
the market value of the Deposit Securities or Deposit Cash, as
applicable. The Cash Component serves the function of compensating for
any differences between the NAV per Creation Unit and the market value
of the Deposit Securities or Deposit Cash, as applicable.
    The Custodian, through the National Securities Clearing Corporation
(``NSCC'') will make available on each Business Day, immediately prior
to the opening of business on the Exchange (currently 9:30 a.m., E.T.),
the list of the names and the required number of shares of each Deposit
Security or the required amount of Deposit Cash, as applicable, to be
included in the current Fund Deposit (based on information at

the end of the previous Business Day) for a Fund.
    The Trust reserves the right to permit or require the substitution
of an amount of cash (i.e., a ``cash in lieu'' amount) to be added to
the Cash Component to replace any Deposit Security including, without
limitation, situations where the Deposit Security: (i) May not be
available in sufficient quantity for delivery, (ii) may not be eligible
for transfer through the systems of the Depository Trust Company for
corporate securities and municipal securities or the Federal Reserve
System for U.S. Treasury securities; (iii) may not be eligible for
trading by an authorized participant or the investor for which it is
acting; (iv) would be restricted under the securities laws or where the
delivery of the Deposit Security to the authorized participant would
result in the disposition of the Deposit Security by the authorized
participant becoming restricted under the securities laws, or (v) in
certain other situations in accordance with the Exemptive Order.\30\
---------------------------------------------------------------------------

    \30\ To be eligible to be an authorized participant, an entity
must (a) enter into a participant agreement and (b) be a broker-
dealer or other participant in the clearing process through the
Continuous Net Settlement System of the National Securities Clearing
Corporation or a DTC participant.
---------------------------------------------------------------------------

    Shares may be redeemed only in Creation Units at their NAV next
determined after receipt of a redemption request in proper form by a
Fund through the Transfer Agent and only on a Business Day.
    With respect to each Fund, the Custodian, through the NSCC, will
make available immediately prior to the opening of business on the
Exchange (currently 9:30 a.m. E.T.) on each Business Day, the list of
the names and share quantities of each Fund's portfolio securities that
will be applicable (subject to possible amendment or correction) to
redemption requests received in proper form on that day (``Fund
Securities'').
    Redemption proceeds for a Creation Unit will be paid either in-kind
or in cash or a combination thereof, as determined by the Trust. With
respect to in-kind redemptions of a Fund, redemption proceeds for a
Creation Unit will consist of Fund Securities as announced by the
Custodian on the Business Day of the request for redemption received in
proper form plus cash in an amount equal to the difference between the
NAV of the Shares being redeemed, as next determined after a receipt of
a request in proper form, and the value of the Fund Securities (the
``Cash Redemption Amount''), less a fixed redemption transaction fee
and any applicable additional variable charge.
    The Trust may, in its discretion, exercise its option to redeem
Shares in cash, and the redeeming Shareholders will be required to
receive their redemption proceeds in cash, as described in the
Registration Statement. The investor will receive a cash payment equal
to the NAV of its Shares based on the NAV of Shares of the relevant
Fund next determined after the redemption request is received in proper
form.
Availability of Information
    The Funds' Web site (www.spdrs.com), which will be publicly
available prior to the public offering of Shares, will include a form
of the prospectus for the Funds that may be downloaded. The Funds' Web
site will include additional quantitative information updated on a
daily basis, including, for the Funds, (1) daily trading volume, the
prior business day's reported closing price, NAV and mid-point of the
bid/ask spread at the time of calculation of such NAV (the ``Bid/Ask
Price''),\31\ and a calculation of the premium and discount of the Bid/
Ask Price against the NAV, and (2) data in chart format displaying the
frequency distribution of discounts and premiums of the daily Bid/Ask
Price against the NAV, within appropriate ranges, for each of the four
previous calendar quarters. On each business day, before commencement
of trading in Shares in the Core Trading Session on the Exchange, the
Funds will disclose on their Web site the Disclosed Portfolio as
defined in NYSE Arca Equities Rule 8.600(c)(2) that will form the basis
for the Funds' calculation of NAV at the end of the business day.\32\
---------------------------------------------------------------------------

    \31\ The Bid/Ask Price of the Funds will be determined using the
mid-point of the highest bid and the lowest offer on the Exchange as
of the time of calculation of the Funds' NAV. The records relating
to Bid/Ask Prices will be retained by the Funds and their service
providers.
    \32\ Under accounting procedures followed by the Funds, trades
made on the prior business day (``T'') will be booked and reflected
in NAV on the current business day (``T+1''). Accordingly, the Funds
will be able to disclose at the beginning of the business day the
portfolio that will form the basis for the NAV calculation at the
end of the business day.
---------------------------------------------------------------------------

    On a daily basis, the Adviser will disclose for each portfolio
security and other financial instrument of the Funds and of the
Portfolios the following information on the Funds' Web site: ticker
symbol (if applicable), name of security and financial instrument,
number of shares or dollar value of financial instruments held in the
portfolio, and percentage weighting of the security and financial
instrument in the portfolio. The Web site information will be publicly
available at no charge.
    In addition, a basket composition file, which includes the security
names and share quantities required to be delivered in exchange for a
Fund's Shares, together with estimates and actual cash components, will
be publicly disseminated daily prior to the opening of the New York
Stock Exchange via NSCC. The basket represents one Creation Unit of
each Fund.
    Investors can also obtain the Trust's Statement of Additional
Information (``SAI''), the Funds' Shareholder Reports, and the Trust's
Form N-CSR and Form N-SAR, filed twice a year. The Trust's SAI and
Shareholder Reports are available free upon request from the Trust, and
those documents and the Form N-CSR and Form N-SAR may be viewed on-
screen or downloaded from the Commission's Web site at www.sec.gov.
Information regarding market price and trading volume of the Shares
will be continually available on a real-time basis throughout the day
on brokers' computer screens and other electronic services. Information
regarding the previous day's closing price and trading volume
information for the Shares will be published daily in the financial
section of newspapers. Quotation and last sale information for the
Shares and underlying U.S. exchange-traded equities, including
exchange-traded ETPs, will be available via the Consolidated Tape
Association (``CTA'') high-speed line and from the national securities
exchange on which they are listed. Pricing information regarding each
asset class in which the Funds or Portfolios will invest is generally
available through nationally recognized data service providers through
subscription arrangements. Quotation information from brokers and
dealers or pricing services will be available for fixed income
securities, including U.S. Government obligations, other money market
instruments, repurchase and reverse repurchase agreements, convertible
securities, U.S. agency mortgage pass-through securities, unsponsored
Depositary Receipts, corporate bonds, TIPS, variable floating rate
securities (including VRDOs), and spot and forward currency
transactions held by the Funds and Portfolios.
    Every fifteen seconds during NYSE Arca Core Trading Session, an
indicative optimized portfolio value (``IOPV'') relating to each Fund
will be disseminated by one or more major

market data vendors.\33\ The IOPV is the Portfolio Indicative Value as
defined in NYSE Arca Equities Rule 8.600 (c)(3).\34\ The dissemination
of the IOPV, together with the Disclosed Portfolio, will allow
investors to determine the value of the underlying portfolio of the
Funds and of the Portfolios on a daily basis and to provide a close
estimate of that value throughout the trading day. The intra-day,
closing and settlement prices of the Portfolio securities and other
assets held by the Funds and Portfolios are also readily available from
the national securities exchanges trading such securities or other
assets, automated quotation systems, published or other public sources,
or on-line information services such as Bloomberg or Reuters.
---------------------------------------------------------------------------

    \33\ The IOPV calculations are estimates of the value of the
Funds' NAV per Share using market data converted into U.S. dollars
at the current currency rates. The IOPV price is based on quotes and
closing prices from the securities' local market and may not reflect
events that occur subsequent to the local market's close. Premiums
and discounts between the IOPV and the market price may occur. This
should not be viewed as a ``real-time'' update of the NAV per Share
of the Funds, which is calculated only once a day.
    \34\ Currently, it is the Exchange's understanding that several
major market data vendors display and/or make widely available IOPVs
taken from CTA or other data feeds.
---------------------------------------------------------------------------

    Additional information regarding the Trust and the Shares,
including investment strategies, risks, creation and redemption
procedures, fees, portfolio holdings disclosure policies, distributions
and taxes is included in the Registration Statement. All terms relating
to the Funds that are referred to, but not defined in, this proposed
rule change are defined in the Registration Statement.
Trading Halts
    With respect to trading halts, the Exchange may consider all
relevant factors in exercising its discretion to halt or suspend
trading in the Shares of the Funds.\35\ Trading in Shares of the Funds
will be halted if the circuit breaker parameters in NYSE Arca Equities
Rule 7.12 have been reached. Trading also may be halted because of
market conditions or for reasons that, in the view of the Exchange,
make trading in the Shares inadvisable. These may include: (1) The
extent to which trading is not occurring in the securities and/or the
financial instruments comprising the Disclosed Portfolios of the Funds;
or (2) whether other unusual conditions or circumstances detrimental to
the maintenance of a fair and orderly market are present. Trading in
the Shares will be subject to NYSE Arca Equities Rule 8.600(d)(2)(D),
which sets forth circumstances under which Shares of a Fund may be
halted.
---------------------------------------------------------------------------

    \35\ See NYSE Arca Equities Rule 7.12, Commentary .04.
---------------------------------------------------------------------------

Trading Rules
    The Exchange deems the Shares to be equity securities, thus
rendering trading in the Shares subject to the Exchange's existing
rules governing the trading of equity securities. Shares will trade on
the NYSE Arca Marketplace from 4:00 a.m. to 8:00 p.m. Eastern Time in
accordance with NYSE Arca Equities Rule 7.34 (Opening, Core, and Late
Trading Sessions). The Exchange has appropriate rules to facilitate
transactions in the Shares during all trading sessions. As provided in
NYSE Arca Equities Rule 7.6, Commentary .03, the minimum price
variation (``MPV'') for quoting and entry of orders in equity
securities traded on the NYSE Arca Marketplace is $0.01, with the
exception of securities that are priced less than $1.00 for which the
MPV for order entry is $0.0001.
Surveillance
    The Exchange represents that trading in the Shares will be subject
to the existing trading surveillances, administered by the Financial
Industry Regulatory Authority (``FINRA'') on behalf of the Exchange,
which are designed to detect violations of Exchange rules and
applicable federal securities laws.\36\ The Exchange represents that
these procedures are adequate to properly monitor Exchange trading of
the Shares in all trading sessions and to deter and detect violations
of Exchange rules and applicable federal securities laws.
---------------------------------------------------------------------------

    \36\ FINRA surveils trading on the Exchange pursuant to a
regulatory services agreement. The Exchange is responsible for
FINRA's performance under this regulatory services agreement.
---------------------------------------------------------------------------

    The surveillances referred to above generally focus on detecting
securities trading outside their normal patterns, which could be
indicative of manipulative or other violative activity. When such
situations are detected, surveillance analysis follows and
investigations are opened, where appropriate, to review the behavior of
all relevant parties for all relevant trading violations. FINRA, on
behalf of the Exchange, will communicate as needed regarding trading in
the Shares and underlying equity securities (including, without
limitation, sponsored ADRs and ETPs) and other exchange-traded
securities with other markets and other entities that are members of
ISG and FINRA, on behalf of the Exchange, may obtain trading
information regarding trading in the Shares and underlying equity
securities (including, without limitation, sponsored ADRs and ETPs) and
other exchange-traded securities from such markets and other entities.
In addition, the Exchange may obtain information regarding trading in
the Shares and underlying equity securities (including, without
limitation, sponsored ADRs and ETPs) and other exchange-traded
securities from markets and other entities that are members of ISG or
with which the Exchange has in place a comprehensive surveillance
sharing agreement.\37\
---------------------------------------------------------------------------

    \37\ For a list of the current members of ISG, see
www.isgportal.org. The Exchange notes that not all components of the
Disclosed Portfolios for the Funds may trade on markets that are
members of ISG or with which the Exchange has in place a
comprehensive surveillance sharing agreement.
---------------------------------------------------------------------------

    In addition, the Exchange also has a general policy prohibiting the
distribution of material, non-public information by its employees.
Information Bulletin
    Prior to the commencement of trading, the Exchange will inform its
Equity Trading Permit Holders in an Information Bulletin (``Bulletin'')
of the special characteristics and risks associated with trading the
Shares. Specifically, the Bulletin will discuss the following: (1) The
procedures for purchases and redemptions of Shares in Creation Units
(and that Shares are not individually redeemable); (2) NYSE Arca
Equities Rule 9.2(a), which imposes a duty of due diligence on its
Equity Trading Permit Holders to learn the essential facts relating to
every customer prior to trading the Shares; (3) the risks involved in
trading the Shares during the Opening and Late Trading Sessions when an
updated IOPV will not be calculated or publicly disseminated; (4) how
information regarding the IOPV is disseminated; (5) the requirement
that Equity Trading Permit Holders deliver a prospectus to investors
purchasing newly issued Shares prior to or concurrently with the
confirmation of a transaction; and (6) trading information.
    In addition, the Bulletin will reference that the Funds are subject
to various fees and expenses described in the Registration Statement.
The Bulletin will discuss any exemptive, no-action, and interpretive
relief granted by the Commission from any rules under the Exchange Act.
The Bulletin will also disclose that the NAV for the Shares will be
calculated after 4:00 p.m. Eastern Time each trading day.
2. Statutory Basis
    The basis under the Exchange Act for this proposed rule change is
the

requirement under Section 6(b)(5) \38\ that an exchange have rules that
are designed to prevent fraudulent and manipulative acts and practices,
to promote just and equitable principles of trade, to remove
impediments to, and perfect the mechanism of a free and open market
and, in general, to protect investors and the public interest.
---------------------------------------------------------------------------

    \38\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Exchange believes that the proposed rule change is designed to
prevent fraudulent and manipulative acts and practices in that the
Shares will be listed and traded on the Exchange pursuant to the
initial and continued listing criteria in NYSE Arca Equities Rule
8.600. The Exchange has in place surveillance procedures that are
adequate to properly monitor trading in the Shares in all trading
sessions and to deter and detect violations of Exchange rules and
applicable federal securities laws. The Adviser is not registered as a
broker-dealer but is affiliated with a broker-dealer and has
implemented a ``fire wall'' with respect to such broker-dealer
regarding access to information concerning the composition and/or
changes to the Funds' portfolios. In addition, the Trust's Pricing and
Investment Committee has implemented procedures designed to prevent the
use and dissemination of material, non-public information regarding the
Portfolios and the Funds. The Portfolios will invest only in equity
securities that trade in markets that are members of the ISG or are
parties to a comprehensive surveillance sharing agreement with the
Exchange. Neither the Funds nor the Portfolios will invest in options
contracts, futures contracts, or swap agreements. While the Funds may
invest in inverse ETFs, the Funds will not invest in leveraged or
inverse leveraged ETFs (e.g., 2X or 3X). Each Portfolio may hold up to
an aggregate amount of 15% of its net assets in illiquid securities
(calculated at the time of investment), including Rule 144A securities
deemed illiquid by the Adviser. FINRA, on behalf of the Exchange, will
communicate as needed regarding trading in the Shares and underlying
equity securities (including, without limitation, sponsored ADRs and
ETPs) and other exchange-traded securities with other markets and other
entities that are members of ISG and FINRA, on behalf of the Exchange,
may obtain trading information regarding trading in the Shares and
underlying equity securities (including, without limitation, sponsored
ADRs and ETPs) and other exchange-traded securities from such markets
and other entities. In addition, the Exchange may obtain information
regarding trading in the Shares and underlying equity securities
(including, without limitation, sponsored ADRs and ETPs) and other
exchange-traded securities from markets and other entities that are
members of ISG or with which the Exchange has in place a comprehensive
surveillance sharing agreement.
    The proposed rule change is designed to promote just and equitable
principles of trade and to protect investors and the public interest in
that the Exchange will obtain a representation from the issuer of the
Shares that the NAV per Share will be calculated daily and that the NAV
and the Disclosed Portfolios will be made available to all market
participants at the same time. In addition, a large amount of
information is publicly available regarding the Funds and the Shares,
thereby promoting market transparency. Quotation and last sale
information for the Shares and underlying U.S. exchange-traded
equities, including exchange-traded ETPs, will be available via the
Consolidated Tape Association (``CTA'') high-speed line and from the
national securities exchange on which they are listed. Quotation
information from brokers and dealers or pricing services will be
available for fixed income securities, including U.S. Government
obligations, other money market instruments, repurchase and reverse
repurchase agreements, convertible securities, U.S. agency mortgage
pass-through securities, unsponsored Depositary Receipts, corporate
bonds, TIPs, variable floating rate securities (including VRDOs), and
spot and forward currency transactions held by the Funds and
Portfolios. Pricing information regarding each asset class in which the
Funds or Portfolios will invest is generally available through
nationally recognized data service providers through subscription
arrangements. The Funds' portfolio holdings will be disclosed on their
Web site daily after the close of trading on the Exchange and prior to
the opening of trading on the Exchange the following day. Moreover, the
IOPV will be widely disseminated by one or more major market data
vendors at least every 15 seconds during the Exchange's Core Trading
Session. On each business day, before commencement of trading in Shares
in the Core Trading Session on the Exchange, the Funds will disclose on
their Web site the Disclosed Portfolio that will form the basis for the
Funds' calculation of NAV at the end of the business day. Information
regarding market price and trading volume of the Shares will be
continually available on a real-time basis throughout the day on
brokers' computer screens and other electronic services, and quotation
and last sale information will be available via the CTA high-speed
line. The Web site for the Funds will include a form of the prospectus
for the Funds and additional data relating to NAV and other applicable
quantitative information. Moreover, prior to the commencement of
trading, the Exchange will inform its Equity Trading Permit Holders in
an Information Bulletin of the special characteristics and risks
associated with trading the Shares. Trading in Shares of the Funds will
be halted if the circuit breaker parameters in NYSE Arca Equities Rule
7.12 have been reached or because of market conditions or for reasons
that, in the view of the Exchange, make trading in the Shares
inadvisable, and trading in the Shares will be subject to NYSE Arca
Equities Rule 8.600(d)(2)(D), which sets forth circumstances under
which Shares of the Funds may be halted. In addition, as noted above,
investors will have ready access to information regarding the Funds'
holdings, the IOPV, the Disclosed Portfolio, and quotation and last
sale information for the Shares.
    The proposed rule change is designed to perfect the mechanism of a
free and open market and, in general, to protect investors and the
public interest in that it will facilitate the listing and trading of
additional types of actively-managed exchange-traded products that will
enhance competition among market participants, to the benefit of
investors and the marketplace. As noted above, the Exchange has in
place surveillance procedures relating to trading in the Shares and may
obtain information via ISG from other exchanges that are members of ISG
or with which the Exchange has entered into a comprehensive
surveillance sharing agreement. In addition, as noted above, investors
will have ready access to information regarding the Funds' holdings,
the IOPV, the Disclosed Portfolio, and quotation and last sale
information for the Shares.

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 Exchange Act. The Exchange notes
that the proposed rule change will facilitate the listing and trading
of additional types of actively-managed exchange-traded products that
will enhance competition among market participants, to the benefit of
investors and the marketplace.

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

    Within 45 days of the date of publication of this notice in the
Federal Register or within such longer period (i) as the Commission may
designate up to 90 days of such date if it finds such longer period to
be appropriate and publishes its reasons for so finding or (ii) as to
which the self-regulatory organization consents, the Commission will:
    (A) by order approve or disapprove 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 email to<EMAIL_ADDRESS>Please include
File Number SR-NYSEARCA-2014-11 on the subject line.

Paper Comments

     Send paper comments in triplicate to Elizabeth M. Murphy,
Secretary, Securities and Exchange Commission, 100 F Street NE.,
Washington, DC 20549-1090.

All submissions should refer to File Number SR-NYSEARCA-2014-11. 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 such 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-2014-11 and should
be submitted on or before February 28, 2014.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\39\
---------------------------------------------------------------------------

    \39\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-02620 Filed 2-6-14; 8:45 am]
BILLING CODE 8011-01-P


% Once daily oral exposure
% Youth, Body weight set to 67.3 kg
% Dose to reach average blood cpfos conc = 0.004 ug/L
% Cecilia Tan
% August 30, 2016

% Setting model parameters
use human_parameters_MRP
use preg_female_parameters
BWSW=1;		% Set BW to a fixed value
BWST=67.3;	 % Set BW
PREG=0;		% Not pregnant
TSTOP=504;	%Simulation time = 21 days

%21-day exposure
DT = xlsRead("Food.xls", "youth", "A1:A22"); % Dosing Times
DORAL=xlsRead("Food.xls", "youth", "E1:E22"); % Dose in ug/kg/day

prepare time rbcce
start@nocallback

prepare @clear@all
start @NoCallback
simall = [_time _rbcce _urinetcpy _cv*350.6 _cvo*334.5 _blauc*350.6 _blauco*334.5 _blaucavg*350.6 _blaucoavg*334.5];	%conc unit = ug/L

save simall @file='food_youth_cc' @format=ascii


[Federal Register: June 2, 2009 (Volume 74, Number 104)]
[Notices]
[Page 26451-26453]
[DOCID:fr02jn09-116]

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

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-59978; File No. SR-NYSEArca-2009-41]

Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of a Proposed Rule Change To Amend Exchange
Rules Related to Doing a Public Business in Options

May 27, 2009.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby
given that, on May 7, 2009, NYSE Arca, Inc. (``NYSE Arca'' or the
``Exchange'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I and II
below, which Items have been substantially prepared by the Exchange.\4\
The Commission is publishing this notice to solicit comments on the
proposed rule change from interested persons.
---------------------------------------------------------------------------

    \1\ 15 U.S.C.78s(b)(1).
    \2\ 15 U.S.C. 78a et seq.
    \3\ 17 CFR 240.19b-4.
    \4\ The Exchange and Commission staff agreed to several
clarifying changes in text of Items I, II, and III during a
telephone conversation between Andrew Stevens, Chief Counsel U.S.
Equities and Derivatives, Exchange, and Darren Vieira, Attorney
Advisor, Division of Trading and Markets, Commission on May 21,
2008.
---------------------------------------------------------------------------

I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    The Exchange proposes to amend Exchange Rule 9.18--Doing a Public
Business in Options. The text of the proposed rule change is available
on the Exchange's Web site at http://www.nyse.com, at the Exchange's
principal office 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 Exchange included statements
concerning the purpose of, and basis for, the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
sections A, B, and C below.

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

1. Purpose
    The purpose of the proposed rule change is to amend Exchange Rule
9.18(f) to provide that the market on which an options transaction is
executed need not be disclosed on a written confirmation furnished to a
customer of an Options Trading Permit Holder (``OTP Holder'') or
Options Trading Permit Firm (``OTP Firm'').\5\

Pursuant to proposed Rule 9.18(f), the OTP Holders and OTP Firms would
continue to be required to furnish a written confirmation that contains
a description of each transaction in the option contracts which shows:
The type of option; the underlying security (e.g., stock or exchange
traded fund); the expiration month; the exercise price; the number of
option contracts; the premium and commissions; the transaction and
settlement dates; whether the transaction was a purchase or a sale
(writing) transaction; and whether the transaction was effected on a
principal or agency basis.
---------------------------------------------------------------------------

    \5\ The proposed filing is being done pursuant to an industry-
wide initiative under the auspices of the Options Self-Regulatory
Council (``OSRC''), which is a committee comprised of
representatives from each of the options exchanges functioning
pursuant to the OSRC Plan (the ``Plan''). See Securities Exchange
Act Release No. 20158 (September 8, 1983), 48 FR 41256 (September
14, 1983). The Plan is not a National Market System (``NMS'') plan
under Section 11A of the Act, but rather is a plan to allocate
regulatory responsibilities under Rule 17d-2 under the Act. 17 CFR
240.17d-2. As a result of the introduction of multiply listed
options and the introduction of the Plan for the Purpose of Creating
and Operating an Intermarket Options Market Linkage (``Options
Linkage Plan''), the contracts in a customer options order could be
executed on more than one options exchange, and the significance of
the options exchange, or exchanges, that execute a particular
options transaction has diminished significantly. See Securities
Exchange Act Release No. 43086 (July 28, 2000), 65 FR 48023 (August
4, 2000). Furthermore, the OSRC believes that in light of best
execution and disclosure requirements, the usefulness of including
on an options confirmation the name of the options exchange, or
exchanges, on which the options transaction was effected does not
outweigh the operational difficulties of capturing the information
given the multiple trading of options and the application of the
Options Linkage Plan industry wide.
---------------------------------------------------------------------------

    The Exchange believes that with the expansion of multi-listing of
options and the introduction of new options exchanges, it has become
operationally inefficient to require the disclosure of the market
center on which an order was executed on the confirmation. As an
example, a customer may have a single option order containing numerous
option contracts executed on multiple exchanges. As such, it would be
inefficient for the executing firm to be required to identify the
exchange symbol for each contract executed on that customer's order.
This proposal would clarify that written confirmations furnished to a
customer will not need to specify the exchange or exchanges on which
such option contracts were executed.
    This proposal is similar to rule change proposals that have been
filed by the American Stock Exchange LLC, the Financial Industry
Regulatory Authority, Inc., the Chicago Board Options Exchange, the
NASDAQ OMX PHLX, Inc., the Boston Stock Exchange, Inc., and the
International Securities Exchange, LLC and approved by the
Commission.\6\
---------------------------------------------------------------------------

    \6\ See Securities Exchange Act Release No. 58814 (October 20,
2008), 73 FR 63527 (October 24, 2008) (approval order); Securities
Exchange Act Release No. 58932 (November 12, 2008), 73 FR 69696
(November 19, 2008) (approval order); Securities Exchange Act
Release No. 58980 (November 19, 2008), 73 FR 72091 (November 26,
2008) (approval order); Securities Exchange Act Release No. 59166
(December 29, 2008), 74 FR 328 (January 5, 2009) (approval order);
Securities Exchange Act Release No. 59434 (February 23, 2009), 74 FR
9012 (February 27, 2009) (approval order); and Securities Exchange
Act Release No. 59806 (April 21, 2009), 74 FR 19254 (April 28, 2009)
(approval order).
---------------------------------------------------------------------------

2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent
with the requirements of Section 6(b) of the Act \7\ in general, and
furthers the objectives of Section 6(b)(5) of the Act \8\ in
particular, because it is designed to prevent fraudulent and
manipulative acts and practices, to promote just and equitable
principles of trade, and to protect investors and the public interest,
and that it is designed to foster cooperation and coordination with
persons engaged in regulating, clearing, settling, and processing
information with respect to, and facilitating transactions in,
securities, to remove impediments to and perfect the mechanism of a
free and open market and a national market system, and, in general, to
protect investors and the public interest.
---------------------------------------------------------------------------

    \7\ 15 U.S.C. 78f(b).
    \8\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    Additionally, this proposed rule change would promote consistency
between NYSE Arca and other self-regulatory organization rules and
clarify the Exchange's options confirmation procedure rules to better
reflect the realities of the modern options market.

B. Self-Regulatory Organization's Statement on Burden on Competition

    The proposed rule change does not impose any burden on competition
that is not necessary or appropriate in furtherance of the purposes of
the Act.

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

    Written comments were neither solicited nor received.

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

    The Exchange has filed the proposed rule change pursuant to Section
19(b)(3)(A)(iii) of the Act \9\ and Rule 19b-4(f)(6) thereunder.\10\
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 prior to
30 days from the date on which it was filed, or such shorter time as
the Commission may designate, if consistent with the protection of
investors and the public interest, the proposed rule change has become
effective pursuant to Section 19(b)(3)(A) of the Act \11\ and Rule 19b-
4(f)(6)(iii) thereunder.\12\
---------------------------------------------------------------------------

    \9\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \10\ 17 CFR 240.19b-4(f)(6).
    \11\ 15 U.S.C. 78s(b)(3)(A).
    \12\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii)
requires the Exchange to give the Commission written notice of the
Exchange's intent to file the proposed rule change along with a
brief description and text of the proposed rule change, at least
five business days prior to the date of filing of the proposed rule
change, or such shorter time as designated by the Commission. The
Exchange has satisfied the pre-filing requirement.
---------------------------------------------------------------------------

    A proposed rule change filed under Rule 19b-4(f)(6) \13\ normally
does not become operative prior to 30 days after the date of the
filing. However, pursuant to Rule 19b-4(f)(6)(iii),\14\ the Commission
may 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. Because the proposed rule
change is based on rule changes previously approved by the Commission
and the proposed rule change does not present any novel issues, the
Commission believes that waiving the 30-day operative delay period to
permit the proposed rule change to be implemented immediately is
consistent with the protection of investors and the public interest.
The proposed rule will promote consistency between the rules of the
NYSE Arca and other self-regulatory organizations. Thus, the
Commission, consistent with the protection of investors and the public
interest, has determined to waive the 30-day operative delay so that
the proposal may become operative immediately upon filing.\15\
---------------------------------------------------------------------------

    \13\ 17 CFR 240.19b-4(f)(6).
    \14\ 17 CFR 240.19b-4(f)(6)(iii).
    \15\ For purposes only of waiving the operative date of the
proposal, the Commission has considered the proposed Rule's impact
on efficiency, competition and capital formation. 15 U.S.C. 78c(f).
---------------------------------------------------------------------------

    At any time within 60 days of the filing of the proposed rule
change, the Commission may summarily abrogate such rule change if it
appears to the Commission that such action is necessary or appropriate
in the public interest, for the protection of investors, or otherwise
in furtherance of the purposes of the Act.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://
www.sec.gov/rules/sro.shtml); or
     Send an e-mail to<EMAIL_ADDRESS>Please include
File No. SR-NYSEArca-2009-41 on the subject line.

Paper Comments

     Send paper comments in triplicate to Elizabeth M. Murphy,
Secretary, Securities and Exchange Commission, 100 F Street, NE.,
Washington, DC 20549.

All submissions should refer to File Number SR-NYSEArca-2009-41. This
file number should be included on the subject line if e-mail is used.
To help the Commission process and review your comments more
efficiently, please use only one method. The Commission will post all
comments on the Commission's Internet Web site (http://www.sec.gov/
rules/sro.shtml). Copies of the submission, all subsequent amendments,
all written statements with respect to the proposed rule change that
are filed with the Commission, and all written communications relating
to the proposed rule change between the Commission and any person,
other than those that may be withheld from the public in accordance
with the provisions of 5 U.S.C. 552, will be available for inspection
and copying in the Commission's Public Reference Room, 100 F Street,
NE., Washington, DC 20549-1090 on official business days between the
hours of 10 a.m. and 3 p.m. Copies of such filing also will be
available for inspection and copying at NYSE Arca's principal office
and on its Internet Web site at http://www.nyse.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-NYSEArca-2009-41 and should
be submitted on or before June 23, 2009.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\16\
---------------------------------------------------------------------------

    \16\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Florence E. Harmon,
Deputy Secretary.
[FR Doc. E9-12715 Filed 6-1-09; 8:45 am]

BILLING CODE 8010-01-P