(a) Definitions. As used in this Sec.  240.19b-4:
    (1) The term advance notice means a notice required to be made by a
designated clearing agency pursuant to Section 806(e) of the Payment,
Clearing and Settlement Supervision Act (12 U.S.C. 5465);
    (2) The term designated clearing agency means a clearing agency
that is registered with the Commission, and for which the Commission is
the Supervisory Agency (as determined in accordance with section 803(8)
of the Payment, Clearing and Settlement Supervision Act), that has been
designated by the Financial Stability Oversight Council pursuant to
section 804 of the Payment, Clearing and Settlement Supervision Act (12
U.S.C. 5463) as systemically important or likely to become systemically
important;
    (3) The term Payment, Clearing and Settlement Supervision Act means
Title VIII of the Dodd-Frank Wall Street Reform and Consumer Protection
Act (124 Stat. 1802, 1803, 1807, 1809, 1811, 1814, 1816, 1818, 1820,
1821; 12 U.S.C. 5461 et seq.);
    (4) The term proposed rule change has the meaning set forth in
Section 19(b)(1) of the Act (15 U.S.C. 78s(b)(1));
    (5) The term security-based swap submission means a submission
required to be made by a clearing agency pursuant to section 3C(b)(2)
of the Act (15 U.S.C. 78c-3(b)(2)) for each security-based swap, or any
group, category, type or class of security-based swaps, that such
clearing agency plans to accept for clearing;
    (6) The term stated policy, practice, or interpretation means:
    (i) Any material aspect of the operation of the facilities of the
self-regulatory organization; or
    (ii) Any statement made generally available to the membership of,
to all participants in, or to persons having or seeking access
(including, in the case of national securities exchanges or registered
securities associations, through a member) to facilities of, the self-
regulatory organization (``specified persons''), or to a group or
category of specified persons, that establishes or changes any
standard, limit, or guideline with respect to:
    (A) The rights, obligations, or privileges of specified persons or,
in the case of national securities exchanges or registered securities
associations, persons associated with specified persons; or
    (B) The meaning, administration, or enforcement of an existing
rule.
* * * * *
    (l) The self-regulatory organization shall post each proposed rule
change, and any amendments thereto, on its Web site within two business
days after the filing of the proposed rule change, and any amendments
thereto, with the Commission. If a self-regulatory organization does
not post a proposed rule change on its Web site on the same day that it
filed the proposal with the Commission, then the self-regulatory
organization shall inform the Commission of the date on which it posted
such proposal on its Web site. Such proposed rule change and amendments
shall be maintained on the self-regulatory organization's Web site
until:
* * * * *
    (n)(1) A designated clearing agency shall provide an advance notice
to the Commission of any proposed change to its rules, procedures, or
operations that could materially affect the nature or level of risks
presented by such designated clearing agency. Such advance notice shall
be submitted to the Commission electronically on Form 19b-4 (referenced
in 17 CFR 249.819). The Commission shall, upon the filing of any
advance notice, provide for prompt publication thereof.
    (2)(i) For purposes of this paragraph (n), the phrase materially
affect the nature or level of risks presented, when used to qualify
determinations on a change to rules, procedures, or operations at the
designated clearing agency, means matters as to which there is a
reasonable possibility that the change could affect the performance of
essential clearing and settlement functions or the overall nature or
level of risk presented by the designated clearing agency.
    (ii) Changes to rules, procedures or operations that could
materially affect the nature or level or risks presented by a
designated clearing agency utility may include, but are not limited to,
changes that materially affect participant and product eligibility,
risk management, daily or intraday settlement procedures, default
procedures, system safeguards, governance or financial resources of the
designated clearing agency.
    (iii) Changes to rules, procedures or operations that may not
materially affect the nature or level or risks presented by a
designated clearing agency include, but are not limited to:
    (A) Changes to an existing procedure, control, or service that do
not modify the rights or obligations of the designated financial market
utility or persons using its payment, clearing, or settlement services
and that do not adversely affect the safeguarding of securities,
collateral, or funds in the custody or control of the designated
financial market utility or for which it is responsible; or
    (B) Changes concerned solely with the administration of the
designated financial market utility or related to the routine, daily
administration, direction, and control of employees;
    (3) The designated clearing agency shall post the advance notice,
and any amendments thereto, on its Web site within two business days
after the filing of the advance notice, and any amendments, thereto the
Commission. Such advance notice and amendments shall be maintained on
the designated clearing agency's Web site until the earlier of:
    (i) The date the designated clearing agency withdraws the advance
notice or is notified that the advance notice is not properly filed; or
    (ii) The date the designated clearing agency posts a notice of
effectiveness as required by paragraph (n)(4)(ii) of this section.
    (4)(i) The designated clearing agency shall post a notice on its
Web site within two business days of the date that any change to its
rules, procedures, or operations referred to in an advance notice has
been permitted to take effect as such date is determined in accordance
with Section 806(e) of the Payment, Clearing and Settlement Supervision
Act (12 U.S.C. 5465)
    (ii) The designated clearing agency shall post a notice on its Web
site within two business days of the effectiveness of any change to its
rules, procedures, or operations referred to in an advance notice.
    (5) A designated clearing agency shall provide copies of all
materials submitted to the Commission relating to an advance notice
with the Board of Governors of the Federal Reserve System
contemporaneously with such submission to the Commission.
    (o)(1) A clearing agency shall submit to the Commission a security-
based swap submission and provide notice to its members of such
security-based swap submission.
    (2) Every clearing agency that is registered with the Commission
that plans to accept a security-based swap, or any group, category,
type or class of security-based swaps for clearing shall submit to the
Commission electronically on Form 19b-4 (referenced in CFR 249.819) the
information required to be submitted for a security-based swap
submission, as provided in Sec.  240.19b-4 of this chapter and Form
19b-4. Any information submitted to the Commission electronically on
Form 19b-4 that is not complete or otherwise in compliance with Sec.
240.19b-4 of this chapter and Form 19b-4, shall not be

considered a security-based swap submission and the Commission shall so
inform the clearing agency within twenty-one business days of the
submission on Form 19b-4.
    (3) A security-based swap submission submitted by a clearing agency
to the Commission shall include a statement that includes, but is not
limited to:
    (i) How the security-based swap submission is consistent with
Section 17A of the Act (15 U.S.C. 78q-1); and
    (ii) Information that will assist the Commission in the
quantitative and qualitative assessment of the factors specified in
Section 3C of the Act (15 U.S.C. 78c-3), including, but not limited to:
    (A) The existence of significant outstanding notional exposures,
trading liquidity and adequate pricing data;
    (B) The availability of a rule framework, capacity, operational
expertise and resources, and credit support infrastructure to clear the
contract on terms that are consistent with the material terms and
trading conventions on which the contract is then traded;
    (C) The effect on the mitigation of systemic risk, taking into
account the size of the market for such contract and the resources of
the clearing agency available to clear the contract;
    (D) The effect on competition, including appropriate fees and
charges applied to clearing;
    (E) The existence of reasonable legal certainty in the event of the
insolvency of the relevant clearing agency or one or more of its
clearing members with regard to the treatment of customer and security-
based swap counterparty positions, funds, and property;
    (F) How the rules of the clearing agency prescribe that all
security-based swaps submitted to the clearing agency with the same
terms and conditions are economically equivalent within the clearing
agency and may be offset with each other within the clearing agency, as
applicable to the security-based swaps described in the security-based
swap submission.
    (G) How the rules of the clearing agency provide for non-
discriminatory clearing of a security-based swap executed bilaterally
or on or through the rules of an unaffiliated national securities
exchange or security-based swap execution facility, as applicable to
the security-based swaps described in the security-based swap
submission.
    (4) A clearing agency shall submit security-based swaps to the
Commission for review by group, category, type or class of security-
based swaps, to the extent reasonable and practicable to do so.
    (5) A clearing agency shall post each security-based swap
submission, and any amendments thereto, on its Web site within two
business days after the submission of the security-based swap
submission, and any amendments thereto, with the Commission. Such
security-based swap submission and amendments shall be maintained on
the clearing agency's Web site until the Commission makes a
determination regarding the security-based swap submission or the
clearing agency withdraws the security-based swap submission, or is
notified that the security-based swap submission is not properly filed.
    (6) Upon receipt of a security-based swap submission pursuant to
this section, the Commission shall review the security-based swap
submission and determine whether the security-based swap, or group,
category, type or class of security-based swaps, described in the
submission is required to be cleared.
    (i) When making a determination, the Commission will take into
account the factors addressed in the security-based swap submission and
any additional factors the Commission determines to be appropriate. The
clearing agency shall provide any additional information requested by
the Commission as necessary to assess any of the factors it determines
to be appropriate in order to make the determination of whether the
clearing requirement applies.
    (ii) In making a determination that the clearing requirement shall
apply, the Commission may include such terms and conditions to the
requirement as the Commission determines to be appropriate in the
public interest.
    (7) Notices of orders issued pursuant to Section 3C of the Act (15
U.S.C. 78c-3), regarding security-based swap submissions will be given
by prompt publication thereof, together with a statement of written
reasons therefor.

PART 249--FORMS, SECURITIES EXCHANGE ACT OF 1934

    4. The general authority citation for part 249 is revised to read
as follows:

    Authority: 15 U.S.C. 78a et seq. and 7201 et seq.; 12 U.S.C.
5461 et seq; and 18 U.S.C. 1350, unless otherwise noted.
* * * * *
    Section 249.819 is also issued under 12 U.S.C. 5465(e).
    5. Revise Sec.  249.819 to read as follows:

Sec.  249.819  Form 19b-4, for electronic filings with respect to
proposed rule changes, advance notices and security-based swap
submissions by all self-regulatory organizations.

    This form shall be used by all self-regulatory organizations, as
defined in Section 3(a)(26) of the Securities Exchange Act of 1934 (15
U.S.C. 78c(a)(26)), to file electronically proposed rule changes with
the Commission pursuant to Section 19(b) of the Act and Sec.  240.19b-4
of this chapter, advance notices with the Commission pursuant to
Section 806(e) of the Payment, Clearing and Settlement Supervision Act
(12 U.S.C. 5465) and Sec.  240.19b-4 of this chapter and security-based
swap submissions with the Commission pursuant to Section 3C(b)(2) of
the Act (15 U.S.C. 78c-3(b)(2)) and Sec.  240.19b-4 of this chapter.
    6. Form 19b-4 (referenced in Sec.  249.819) is revised to read as
follows:

    Note: The text of Form 19b-4 does not and the amendments will
not appear in the Code of Federal Regulations.

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General Instructions for Form 19b-4

A. Use of the Form

    All self-regulatory organization proposed rule changes, except
filings with respect to proposed rule changes by self-regulatory
organizations submitted pursuant to Section 19(b)(7) of the Securities
Exchange Act of 1934 (``Act''), security-based swap submissions, and
advance notices shall be filed in an electronic format through the
Electronic Form 19b-4 Filing System (``EFFS''), a secure Web site
operated by the Commission. This form shall be used for filings of
proposed rule changes by all self-regulatory organizations pursuant to
Section 19(b) of the Act, except filings with respect to proposed rule
changes by self-regulatory organizations submitted pursuant to Section
19(b)(7) of the Act.\171\ National securities exchanges, registered
securities associations, registered clearing agencies, and the
Municipal Securities Rulemaking Board are self-regulatory organizations
for purposes of

this form. This form shall be used for all security-based swap
submissions and advance notices filed by registered clearing agencies.
A proposed change that is required to be filed with the Commission
under more than one of these three processes (a proposed rule change,
security-based swap submission, or advance notice) shall be submitted
on the same Form 19b-4.
---------------------------------------------------------------------------

    \171\ Because Section 19(b)(7)(C) of the Act states that filings
abrogated pursuant to this Section should be re-filed pursuant to
paragraph (b)(1) of Section 19 of the Act, SROs are required to file
electronically such proposed rule changes in accordance with this
form.
---------------------------------------------------------------------------

B. Need for Careful Preparation of the Completed Form, Including
Exhibits

    This form, including the exhibits, is intended to elicit
information necessary for the public to provide meaningful comment on
the proposed rule change, security-based swap submission, or advance
notice and for the Commission to determine whether the proposed rule
change, security-based swap submission, or advance notice is consistent
with the requirements of the Act and the rules and regulations
thereunder or the Payment, Clearing and Settlement Supervision Act and
the rules and regulations thereunder applicable to the self-regulatory
organization. The self-regulatory organization must provide all the
information called for by the form, including the exhibits, and must
present the information in a clear and comprehensible manner.
    The proposed rule change, security-based swap submission, or
advance notice shall be considered filed on the date on which the
Commission receives the proposed rule change, security-based swap
submission, or advance notice if the filing complies with all
requirements of this form. Any filing that does not comply with the
requirements of this form may be returned to the self-regulatory
organization. Any filing so returned shall for all purposes be deemed
not to have been filed with the Commission. See also Rule 0-3 under the
Act (17 CFR 240.0-3).

C. Documents Comprising the Completed Form

    The completed form filed with the Commission shall consist of the
Form 19b-4 Page 1, numbers and captions for all items, responses to all
items, and exhibits required in Item 11. In responding to an item, the
completed form may omit the text of the item as contained herein if the
response is prepared to indicate to the reader the coverage of the item
without the reader having to refer to the text of the item or its
instructions. Each filing shall be marked on the Form 19b-4 with the
initials of the self-regulatory organization, the four-digit year, and
the number of the filing for the year (e.g., SRO-YYYY-XX). If the SRO
is filing Exhibits 2 or 3 via paper, the exhibits must be filed within
5 calendar days of the electronic submission of all other required
documents.

D. Amendments

    If information on this form is or becomes inaccurate before the
Commission takes action on the proposed rule change or the security-
based swap submission, or prior to the expiration of the statutory
review period with respect to advance notices (as determined in
accordance with 806(e) of the Payment, Clearing and Settlement
Supervision Act), the self-regulatory organization shall correct any
such inaccuracy. Amendments shall be filed as specified in Instruction
F.
    Amendments to a filing shall include the Form 19b-4 Page 1 marked
to number consecutively the amendments, numbers and captions for each
amended item, amended response to the item, and required exhibits. The
amended response to Item 3 shall explain the purpose of the amendment
and, if the amendment changes the purpose of or basis for the proposed
rule change, security-based swap submission, or advance notice, the
amended response shall also provide a revised purpose and basis
statement. Exhibit 1 or Exhibit 1A, as applicable, shall be re-filed if
there is a material change from the immediately preceding filing in the
language of the proposed rule change or in the information provided
relating to the proposed rule change, security-based swap submission,
or advance notice.
    If the amendment alters the text of an existing rule, the amendment
shall include the text of the existing rule, marked in the manner
described in Item 1(a) using brackets to indicate words to be deleted
from the existing rule and underscoring to indicate words to be added.
The purpose of this marking requirement is to maintain a current copy
of how the text of the existing rule is being changed.
    If the amendment alters the text of the proposed rule change as it
appeared in the immediately preceding filing (even if the proposed rule
change does not alter the text of an existing rule), the amendment
shall include, as Exhibit 4, the entire text of the rule as altered.
This full text shall be marked, in any convenient manner, to indicate
additions to and deletions from the immediately preceding filing. The
purpose of Exhibit 4 is to permit the staff to identify immediately the
changes made from the text of the rule with which it has been working.
    If the self-regulatory organization is amending only part of the
text of a lengthy proposed rule change, it may, with the Commission's
permission, file only those portions of the text of the proposed rule
change in which changes are being made if the filing (i.e., partial
amendment) is clearly understandable on its face. Such partial
amendment shall be clearly identified and marked to show deletions and
additions.
    If, after the Form 19b-4 is filed but before the Commission takes
final action on it, the self-regulatory organization receives or
prepares any correspondence or other communications reduced to writing
(including comment letters) to and from such self-regulatory
organization concerning the proposed rule change, security-based swap
submission, or advance notice, the communications shall be filed as
Exhibit 2. If information in the communication makes the filing
inaccurate, the filing shall be amended to correct the inaccuracy. If
such communications cannot be filed electronically in accordance with
Instruction F, the communications shall be filed in accordance with
Instruction G.

E. Completion of Action by the Self-Regulatory Organization on the
Proposed Rule Change

    The Commission will not approve a proposed rule change or make a
determination regarding a security-based swap submission or raise no
objection to an advance notice before the self-regulatory organization
has completed all action required to be taken under its constitution,
articles of incorporation, bylaws, rules, or instruments corresponding
thereto (excluding action specified in any such instrument with respect
to (i) compliance with the procedures of the Act or (ii) the formal
filing of amendments pursuant to State law).

F. Signature and Filing of the Completed Form

    All proposed rule changes, security-based swap submissions, advance
notices, amendments, extensions, and withdrawals of proposed rule
changes, security-based swap submissions, and advance notices shall be
filed through the EFFS. In order to file Form 19b-4 through EFFS, self-
regulatory organizations must request access to the SEC's External
Application Server by completing a request for an external account user
ID and password. Initial requests will be received by contacting the
Trading and Markets Administrator located on our Web site (http://www.sec.gov). An e-mail will be sent to the requestor that will provide
a link to

a secure Web site where basic profile information will be requested.
    A duly authorized officer of the self-regulatory organization shall
electronically sign the completed Form 19b-4 as indicated on Page 1 of
the Form. In addition, a duly authorized officer of the self-regulatory
organization shall manually sign one copy of the completed Form 19b-4,
and the manually signed signature page shall be maintained pursuant to
Section 17 of the Act. A registered clearing agency for which the
Commission is not the appropriate regulatory agency also shall file
with its appropriate regulatory agency three copies of the form, one of
which shall be manually signed, including exhibits. A clearing agency
that also is a designated clearing agency shall file with the Board of
Governors of the Federal Reserve System three copies of the form, one
of which shall be manually signed, including exhibits. The Municipal
Securities Rulemaking Board also shall file copies of the form,
including exhibits, with the Board of Governors of the Federal Reserve
System, the Comptroller of the Currency, and the Federal Deposit
Insurance Corporation.

G. Procedures for Submission of Paper Documents for Exhibits 2 and 3

    To the extent that Exhibits 2 and 3 cannot be filed electronically
in accordance with Instruction F, four copies of Exhibits 2 and 3 shall
be filed with the Division of Trading and Markets, Securities and
Exchange Commission, 100 F Street, NE., Washington, DC 20549. Page 1 of
the electronic Form 19b-4 shall accompany paper submissions of Exhibits
2 and 3. If the SRO is filing Exhibits 2 and 3 via paper, they must be
filed within five calendar days of the electronic filing of all other
required documents.

H. Withdrawals of Proposed Rule Changes, Security-Based Swap
Submissions or Advance Notices

    If a self-regulatory organization determines to withdraw a proposed
rule change, security-based swap submission, or advance notice, it must
complete Page 1 of the Form 19b-4 and indicate by selecting the
appropriate check box to withdraw the filing.

I. Procedures for Granting an Extension of Time for Commission Final
Action

    After the Commission publishes notice of a proposed rule change or
security-based swap submission, if a self-regulatory organization
wishes to grant the Commission an extension of the time to take final
action as specified in Section 19(b)(2) or Section 3C, the self-
regulatory organization shall indicate on the Form 19b-4 Page 1 the
granting of said extension as well as the date the extension expires.

Information To Be Included in the Completed Form (``Form 19b-4
Information'')

1. Text of the Proposed Rule Change

    (a) Include the text of the proposed rule change, security-based
swap submission, or advance notice. Text of the proposed rule change
also should be included either in Exhibit 5 or Exhibit 1 (or Exhibit 1A
in the filing of a clearing agency). Changes in, additions to, or
deletions from, any existing rule shall be set forth with brackets used
to indicate words to be deleted and underscoring used to indicate words
to be added.
    If any form, report, or questionnaire is
    (i) Proposed to be used in connection with the implementation or
operation of the proposed rule change, security-based swap submission,
or advance notice, or
    (ii) Prescribed or referred to in the proposed rule change,
security-based swap submission, or advance notice;

then the form, report, or questionnaire must be attached to and shall
be considered as part of the proposed rule change, security-based swap
submission, or advance notice. If completion of the form, report, or
questionnaire is voluntary or is required pursuant to an existing rule
of the self-regulatory organization, then the form, report, or
questionnaire, together with a statement identifying any existing rule
that requires completion of the form, report, or questionnaire, shall
be attached as Exhibit 3. If the form, report, or questionnaire cannot
be filed electronically in accordance with Instruction F, the documents
shall be filed in accordance with Instruction G.
    (b) If the self-regulatory organization reasonably expects that the
proposed rule change, security-based swap submission, or advance notice
will have any direct effect, or significant indirect effect, on the
application of any other rule of the self-regulatory organization, set
forth the designation or title of any such rule and describe the
anticipated effect of the proposed rule change, security-based swap
submission, or advance notice on the application of such other rule.
    (c) Include the file numbers for prior filings with respect to any
existing rule specified in response to Item 1(b).

2. Procedures of the Self-Regulatory Organization

    Describe action on the proposed rule change, security-based swap
submission, or advance notice taken by the members or board of
directors or other governing body of the self-regulatory organization.
See Instruction E.

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

    Provide a statement of the purpose of the proposed rule change and
its basis under the Act and the rules and regulations thereunder
applicable to the self-regulatory organization. With respect to
proposed rule changes filed pursuant to Section 19(b)(1) of the Act,
except for proposed rule changes that have been abrogated pursuant to
Section 19(b)(7)(C) of the Act, the statement should be sufficiently
detailed and specific to support a finding that the proposed rule
change is consistent with the requirements of the Act and the rules and
regulations thereunder applicable to the self-regulatory organization.
With respect to proposed rule changes filed pursuant to Section
19(b)(1) of the Act that have been abrogated pursuant to Section
19(b)(7)(C) of the Act, the statement should be sufficiently detailed
and specific to support a finding under Section 19(b)(7)(D) of the Act
that the proposed rule change does not unduly burden competition or
efficiency, does not conflict with the securities laws, and is not
inconsistent with the public interest or the protection of investors.
At a minimum, the statement should:
    (a) Describe the reasons for adopting the proposed rule change, any
problems the proposed rule change is intended to address, the manner in
which the proposed rule change will operate to resolve those problems,
the manner in which the proposed rule change will affect various
persons (e.g., brokers, dealers, issuers, and investors), and any
significant problems known to the self-regulatory organization that
persons affected are likely to have in complying with the proposed rule
change; and
    (b) Explain why the proposed rule change is consistent with the
requirements of the Act and the rules and regulations thereunder
applicable to the self-regulatory organization. A mere assertion that
the proposed rule change is consistent with those requirements is not
sufficient. With respect to a proposed rule change filed pursuant to
Section 19(b)(1) of the Act that has been abrogated pursuant to Section

19(b)(7)(C) of the Act, explain why the proposed rule change does not
unduly burden competition or efficiency, does not conflict with the
securities laws, and is not inconsistent with the public interest and
the protection of investors, in accordance with Section 19(b)(7)(D) of
the Act. A mere assertion that the proposed rule change satisfies these
requirements is not sufficient. In the case of a registered clearing
agency, also explain how the proposed rule change will be implemented
consistently with the safeguarding of securities and funds in its
custody or control or for which it is responsible. Certain limitations
that the Act imposes on self-regulatory organizations are summarized in
the notes that follow.
    Failure to describe and justify the proposed rule change in the
manner described above may result in the Commission not having
sufficient information to make an affirmative finding that the proposed
rule change is consistent with the Act and the rules and regulations
issued thereunder that are applicable to the self-regulatory
organization.

    Note 1. National Securities Exchanges and Registered Securities
Associations. Under Sections 6 and 15A of the Act, rules of a
national securities exchange or registered securities association
may not permit unfair discrimination between customers, issuers,
brokers, or dealers, and may not regulate, by virtue of any
authority conferred by the Act, matters not related to the purposes
of the Act or the administration of the self-regulatory
organization. Rules of a registered securities association may not
fix minimum profits or impose any schedule of or fix rates of
commissions, allowances, discounts, or other fees to be charged by
its members.
    Under Section 11A(c)(5) of the Act, a national securities
exchange or registered securities association may not limit or
condition the participation of any member in any registered clearing
agency.

    Note 2. Registered Clearing Agencies. Under Section 17A of the
Act, rules of a registered clearing agency may not permit unfair
discrimination in the admission of participants or among
participants in the use of the clearing agency, may not regulate, by
virtue of any authority conferred by the Act, matters not related to
the purposes of Section 17A of the Act or the administration of the
clearing agency, and may not impose any schedule of prices, or fix
rates or other fees, for services rendered by its participants.

    Note 3. Municipal Securities Rulemaking Board. Under Section 15B
of the Act, rules of the Municipal Securities Rulemaking Board may
not permit unfair discrimination between customers, issuers,
municipal securities brokers, or municipal securities dealers, may
not fix minimum profits, or impose any schedule or fix rates of
commissions, allowances, discounts, or other fees to be charged by
municipal securities brokers or municipal securities dealers, and
may not regulate, by virtue of any authority conferred by the Act,
matters not related to the purposes of the Act with respect to
municipal securities or the administration of the Board.

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

    State whether the proposed rule change will have an impact on
competition and, if so, (i) state whether the proposed rule change will
impose any burden on competition or whether it will relieve any burden
on, or otherwise promote, competition and (ii) specify the particular
categories of persons and kinds of businesses on which any burden will
be imposed and the ways in which the proposed rule change will affect
them. If the proposed rule change amends an existing rule, state
whether that existing rule, as amended by the proposed rule change,
will impose any burden on competition. If any impact on competition is
not believed to be a significant burden on competition, explain why.
Explain why any burden on competition is necessary or appropriate in
furtherance of the purposes of the Act. In providing those
explanations, set forth and respond in detail to written comments as to
any significant impact or burden on competition perceived by any person
who has made comments on the proposed rule change to the self-
regulatory organization. A mere assertion that the proposed rule change
satisfies these requirements is not sufficient. The statement
concerning burdens on competition should be sufficiently detailed and
specific to support a Commission finding that the proposed rule change
does not impose any unnecessary or inappropriate burden on competition.
Failure to describe and justify the proposed rule change in the manner
described above may result in the Commission not having sufficient
information to make an affirmative finding that the proposed rule
change is consistent with the Act and the rules and regulations issued
thereunder that are applicable to the self-regulatory organization.

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

    If written comments were received (whether or not comments were
solicited) from members of or participants in the self-regulatory
organization or others, summarize the substance of all such comments
received and respond in detail to any significant issues that those
comments raised about the proposed rule change. If an issue is
summarized and responded to in detail under Item 3 or Item 4, that
response need not be duplicated if appropriate cross-reference is made
to the place where the response can be found. If comments were not or
are not to be solicited, so state.

6. Extension of Time Period for Commission Action

    State whether the self-regulatory organization consents to an
extension of the time period specified in Section 19(b)(2) or Section
19(b)(7)(D) of the Act and the duration of the extension, if any, to
which the self-regulatory organization consents.

7. Basis for Summary Effectiveness Pursuant to Section 19(b)(3) or for
Accelerated Effectiveness Pursuant to Section 19(b)(2) or Section
19(b)(7)(D)

    (a) If the proposed rule change is to take, or to be put into,
effect, pursuant to Section 19(b)(3), state whether the filing is made
pursuant to paragraph (A) or (B) thereof.
    (b) In the case of paragraph (A) of Section 19(b)(3), designate
that the proposed rule change:
    (i) Is a stated policy, practice, or interpretation with respect to
the meaning, administration, or enforcement of an existing rule,
    (ii) Establishes or changes a due, fee, or other charge,
    (iii) Is concerned solely with the administration of the self-
regulatory organization,
    (iv) Effects a change in an existing service of a registered
clearing agency that (A) does not adversely affect the safeguarding of
securities or funds in the custody or control of the clearing agency or
for which it is responsible and (B) does not significantly affect the
respective rights or obligations of the clearing agency or persons
using the service, and set forth the basis on which such designation is
made,
    (v) Effects a change in an existing order-entry or trading system
of a self-regulatory organization that (A) does not significantly
affect the protection of investors or the public interest; (B) does not
impose any significant burden on competition; and (C) does not have the
effect of limiting the access to or availability of the system, or
    (vi) Effects a change that (A) does not significantly affect the
protection of investors or the public interest; (B) does not impose any
significant burden on competition; and (C) by its terms, does not
become operative for 30 days after the date of the filing, or such
shorter time as the Commission may designate if consistent with the
protection of

investors and the public interest; provided that the self-regulatory
organization has given the Commission written notice of its intent to
file the proposed rule change, along with a brief description and text
of the proposed rule change, at least five business days prior to the
date of filing of the proposed rule change, or such shorter time as
designated by the Commission. If it is requested that the proposed rule
change become operative in less than 30 days, provide a statement
explaining why the Commission should shorten this time period.
    (c) In the case of paragraph (B) of Section 19(b)(3), set forth the
basis upon which the Commission should, in the view of the self-
regulatory organization, determine that the protection of investors,
the maintenance of fair and orderly markets, or the safeguarding of
securities and funds requires that the proposed rule change should be
put into effect summarily by the Commission.

    Note: The Commission has the power under Section 19(b)(3)(C) of
the Act to summarily temporarily suspend within sixty days of its
filing any proposed rule change which has taken effect upon filing
pursuant to Section 19(b)(3)(A) of the Act or was put into effect
summarily by the Commission pursuant to Section 19(b)(3)(B) of the
Act. In exercising its summary power under Section 19(b)(3)(B), the
Commission is required to make one of the findings described above
but may not have a full opportunity to make a determination that the
proposed rule change otherwise is consistent with the requirements
of the Act and the rules and regulations thereunder. The Commission
will generally exercise its summary power under Section 19(b)(3)(B)
on condition that the proposed rule change to be declared effective
summarily shall also be subject to the procedures of Section
19(b)(2) of the Act. Accordingly, in most cases, a summary order
under Section 19(b)(3)(B) shall be effective only until such time as
the Commission shall enter an order, pursuant to Section 19(b)(2)(A)
of the Act, to approve such proposed rule change or, depending on
the circumstances, until such time as the Commission shall institute
proceedings to determine whether to disapprove such proposed rule
change or, alternatively, such time as the Commission shall, at the
conclusion of such proceedings, enter an order, pursuant to Section
19(b)(2)(B), approving or disapproving such proposed rule change.

    (d) If accelerated effectiveness pursuant to Section 19(b)(2) or
Section 19(b)(7)(D) of the Act is requested, provide a statement
explaining why there is good cause for the Commission to accelerate
effectiveness.

8. Proposed Rule Change Based on Rules of Another Self-Regulatory
Organization or of the Commission

    State whether the proposed rule change is based on a rule either of
another self-regulatory organization or of the Commission, and, if so,
identify the rule and explain any differences between the proposed rule
change and that rule, as the filing self-regulatory organization
understands it. In explaining any such differences, give particular
attention to differences between the conduct required to comply with
the proposed rule change and that required to comply with the other
rule.

9. Security-Based Swap Submissions Filed Pursuant to Section 3C of the
Act

    (a) A clearing agency shall submit to the Commission on this Form
19b-4, a security-based swap submission for any security-based swap, or
any group, category, type or class of security-based swaps that the
clearing agency plans to accept for clearing.
    (b) The clearing agency shall include in the security-based swaps
submission a statement that includes, but is not limited to:
    (i) How the security-based swap submission is consistent with
Section 17A of the Act (15 U.S.C. 78q-1);
    (ii) Information that will assist the Commission in the
quantitative and qualitative assessment of the factors specified in
Section 3C of the Act (15 U.S.C. 78c-3), including, but not limited to:
    (A) The existence of significant outstanding notional exposures,
trading liquidity and adequate pricing data;
    (B) The availability of a rule framework, capacity, operational
expertise and resources, and credit support infrastructure to clear the
contract on terms that are consistent with the material terms and
trading conventions on which the contract is then traded;
    (C) The effect on the mitigation of systemic risk, taking into
account the size of the market for such contract and the resources of
the clearing agency available to clear the contract;
    (D) The effect on competition, including appropriate fees and
charges applied to clearing;
    (E) The existence of reasonable legal certainty in the event of the
insolvency of the relevant clearing agency or one or more of its
clearing members with regard to the treatment of customer and security-
based swap counterparty positions, funds, and property;
    (F) How the rules of the clearing agency prescribe that all
security-based swaps submitted to the clearing agency with the same
terms and conditions are economically equivalent within the clearing
agency and may be offset with each other within the clearing agency, as
applicable to the security-based swaps described in the security-based
swap submission.
    (G) How the rules of the clearing agency provide for non-
discriminatory clearing of a security-based swap executed bilaterally
or on or through the rules of an unaffiliated national securities
exchange or security-based swap execution facility, as applicable to
the security-based swaps described in the security-based swap
submission.

    Note: In connection with the factor specified in Item
9(b)(ii)(A) above, the clearing agency could address pricing
sources, models and procedures demonstrating an ability to obtain
price data to measure credit exposures in a timely and accurate
manner, as well as measures of historical market liquidity and
trading activity, and expected market liquidity and trading activity
if the security-based swap is required to be cleared (including
information on the sources of such measures). With respect to the
discussion of the factor specified in Item 9(b)(ii)(B) above, the
statement describing the availability of a rule framework could
include a discussion of the rules, policies or procedures applicable
to the clearing of the relevant security-based swap. Additionally,
the discussion of credit support infrastructure specified in Item
9(b)(ii)(B) above could include the methods to address and
communicate requests for, and posting of, collateral. With respect
to the factor specified in Item 9(b)(ii)(C) above, the discussion of
systemic risk could include a statement on the clearing agency's
risk management procedures, including among other things the
measurement and monitoring of credit exposures, initial and
variation margin methodology, methodologies for stress testing and
back testing, settlement procedures and default management
procedures. With respect to the factor specified in Item 9(b)(ii)(D)
above, the discussion of fees and charges could address any volume
incentive programs that may apply or impact the fees and charges.
With respect to the factor specified in Item 9(b)(ii)(E) above, the
discussion could address segregation of accounts and all other
customer protection measures under insolvency.
    In describing the security-based swap, or any group, category,
type or class of security-based swaps, that a clearing agency plans
to accept for clearing, the clearing agency could include the
relevant product specifications, including copies of any
standardized legal documentation, generally accepted contract terms,
standard practices for managing and communicating any life cycle
events associated with the security-based swap and related
adjustments, and the manner in which the information contained in
the confirmation of the security-based swap trade is transmitted.
The clearing agency also could discuss its financial and operational
capacity to provide clearing services to all

customers subject to the clearing requirements as applicable to the
particular security-based swap. Finally, the clearing agency could
include an analysis of the effect of a clearing requirement on the
market for the group, category, type, or class of security-based
swaps, both domestically and globally, including the potential
effect on market liquidity, trading activity, use of security-based
swaps by direct and indirect market participants and any potential
market disruption or benefits. This analysis could include whether
the members of the clearing agency are operationally and financially
capable of absorbing clearing business (including indirect access
market participants) that may result from a determination that the
security-based swap (or group, category, type or class of security-
based swap) is required to be cleared.

    (c) A clearing agency shall submit security-based swaps to the
Commission for review by group, category, type or class of security-
based swaps, to the extent reasonable and practicable to do so.
    (d) A clearing agency shall file as an amendment to this Form 19b-4
any additional information necessary to assess any of the factors the
Commission determines to be appropriate in order to make a
determination regarding the clearing requirement.
    (e) A security-based swap submission pursuant to Section 3C that
also is required to be filed as a proposed rule change under Section
19(b) or an advance notice under Section 806(e) of the Payment,
Clearing and Settlement Supervision Act shall not take effect until
determinations are obtained under each of the other applicable
statutory provisions.

10. Advance Notices Filed Pursuant to Section 806(e) of the Payment,
Clearing and Settlement Supervision Act

    (a) A designated clearing agency shall provide notice on this Form
19b-4 sixty (60) days in advance of any proposed change to its rules,
procedures, or operations that could, as defined in Rule 19b-4,
materially affect the nature or level of risks presented by the
designated clearing agency.
    (b) A designated clearing agency shall include in the notice a
description of:
    (i) The nature of the change and expected effects on risks to the
designated clearing agency, its participants, or the market; and
    (ii) How the designated financial market utility plans to manage
any identified risks.
    (c) A designated clearing agency shall file as amendment to this
Form 19b-4 any additional information that is required to be filed by
the Commission as necessary to assess the effect the proposed change
would have on the nature or level of risks associated with the
designated clearing agency's payment, clearing, or settlement
activities and the sufficiency of any proposed risk management
techniques.
    (d) A designated clearing agency that implements a proposed change
on an emergency basis must file notice with the Commission on Form 19b-
4 within 24 hours of implementing the change. In addition to the
information required for advance notices, the notice of an emergency
change shall include a description of the nature of the emergency and
the reason the change was necessary for the designated clearing agency
to continue to operate in a safe and sound manner. Any change
implemented by a designated clearing agency on an emergency basis also
must comply with Section 19(b) and Section 3C of the Act to the extent
those sections are applicable.
    (e) A proposed change filed pursuant to Section 806(e) that is also
required to be filed as a proposed rule change under Section 19(b) or a
security-based swap submission under Section 3C shall not take effect
until determinations are obtained under each of the other applicable
statutory provisions.

11. Exhibits

    List of exhibits to be filed, as specified in Instructions C and D:
    Exhibit 1. Completed Notice of Proposed Rule Change for publication
in the Federal Register. Amendments to Exhibit 1 should be filed in
accordance with Instructions D and F.
    Exhibit 1A. Completed Notice of Proposed Rule Change, Security-
Based Swap Submission, or Advance Notice for publication in the Federal
Register. Amendments to Exhibit 1A should be filed in accordance with
Instructions D and F.
    Exhibit 2 (a) Copies of notices issued by the self-regulatory
organization soliciting comment on the proposed rule change, security-
based swap submission, or advance notice and copies of all written
comments on the proposed rule change, security-based swap submission,
or advance notice received by the self-regulatory organization (whether
or not comments were solicited), presented in alphabetical order,
together with an alphabetical listing of such comments. If such notices
and comments cannot be filed electronically in accordance with
Instruction F, the notices and comments shall be filed in accordance
with Instruction G.
    (b) Copies of any transcript of comments on the proposed rule
change, security-based swap submission, or advance notice made at any
public meeting or, if a transcript is not available, a copy of the
summary of comments on the proposed rule change made at such meeting.
If such transcript of comments or summary of comments cannot be filed
electronically in accordance with Instruction F, the transcript of
comments or summary of comments shall be filed in accordance with
Instruction G.
    (c) If after the proposed rule change, security-based swap
submission, or advance notice is filed but before the Commission takes
final action on it, the self-regulatory organization prepares or
receives any correspondence or other communications reduced to writing
(including comment letters) to and from such self-regulatory
organization concerning the proposed rule change, the communications
shall be filed in accordance with Instruction F. If such communications
cannot be filed electronically in accordance with Instruction F, the
communications shall be filed in accordance with Instruction G.
    Exhibit 3. Copies of any form, report, or questionnaire covered by
Item 1(a). If such form, report, or questionnaire cannot be filed
electronically in accordance with Instruction F, the form, report, or
questionnaire shall be filed in accordance with Instruction G.
    Exhibit 4. For amendments to a filing, marked copies, if required
by Instruction D, of the text of the proposed rule change as amended.
    Exhibit 5. The SRO may choose to attach as Exhibit 5 proposed
changes to rule text in place of providing it in Item I and which may
otherwise be more easily readable if provided separately from Form 19b-
4. Exhibit 5 shall be considered part of the proposed rule change.
SPECIFIC INSTRUCTIONS FOR EXHIBIT 1--NOTICE OF PROPOSED RULE CHANGE
EXHIBIT 1

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34- ; File No. SR ]

[Date]

Self-Regulatory Organizations; [Name of Self-Regulatory Organization];
Notice of Filing [and Immediate Effectiveness] of a Proposed Rule
Change Relating to [brief description of subject matter of proposed
rule change]

General Instructions

A. Format Requirements

    The notice must comply with the guidelines for publication in the
Federal Register, as well as any requirements for

electronic filing as published by the Commission (if applicable). For
example, all references to the Federal securities laws must include the
corresponding cite to the United States Code in a footnote. All
references to SEC rules must include the corresponding cite to the Code
of Federal Regulations in a footnote. All references to Securities
Exchange Act Releases must include the release number, release date,
Federal Register cite, Federal Register date, and corresponding file
number (e.g., SR-[SRO]-XX-XX). A material failure to comply with these
guidelines will result in the proposed rule change being deemed not
properly filed. See also Rule 0-3 under the Act (17 CFR 240.0-3). Leave
a 1-inch margin at the top, bottom, and right hand side, and a 1\1/2\
inch margin at the left hand side. Number all pages consecutively,
consistent with Rule 0-3 under the Act (17 CFR 240.0-3). Double space
all primary text and single space lists of items, quoted material when
set apart from primary text, footnotes, and notes to tables.

B. Need for Careful Preparation of the Notice

    The self-regulatory organization must provide all information
required in the notice and present it in a clear and comprehensible
manner. It is the responsibility of the self-regulatory organization to
prepare Items I, II and III of the notice. The Commission cautions
self-regulatory organizations to pay particular attention to assure
that the notice accurately reflects the information provided in the
Form 19b-4 it accompanies. Any filing that does not comply with the
requirements of Form 19b-4, including the requirements applicable to
the notice, may be returned to the self-regulatory organization. Any
document so returned shall for all purposes be deemed not to have been
filed with the Commission. See Instruction B to Form 19b-4.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of
1934, 15 U.S.C. 78s(b)(1), notice is hereby given that on (date),\*\
the (name of self-regulatory organization) filed with the Securities
and Exchange 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.
---------------------------------------------------------------------------

    \*\ To be completed by the Commission. This date will be the
date on which the Commission receives the proposed rule change if
the filing complies with all requirements of this form. See
Instruction B to Form 19b-4.
---------------------------------------------------------------------------

Information To Be Included in the Completed Notice

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

    (Supply a brief statement of the terms of substance of the proposed
rule change. If the proposed rule change is relatively brief, a
separate statement need not be prepared, and the text of the proposed
rule change may be inserted in lieu of the statement of the terms of
substance. If the proposed rule change amends an existing rule,
indicate changes in the rule by brackets for words to be deleted and
underlined for words to be added.)

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 these statements may be examined at
the places specified in Item IV below. The self-regulatory organization
has prepared summaries, set forth in sections A, B, and C below, of the
most significant aspects of such statements. (Reproduce the headings,
and summarize briefly the most significant aspects of the responses, to
Items 3, 4, and 5 of Form 19b-4, redesignating them as A, B, and C,
respectively.)

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

    (If the proposed rule change is to be considered by the Commission
pursuant to Section 19(b)(2) of the Act, the following paragraph should
be used.)
    Within 45 days of the date of publication of this notice in the
Federal Register or within such longer period up to 90 days (i) as the
Commission may designate 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 such proposed rule change, or
    (B) Institute proceedings to determine whether the proposed rule
change should be disapproved.
    (If the proposed rule change is to take, or to be put into, effect
pursuant to Section 19(b)(3)(A) of the Act and paragraph (f)(6) of Rule
19b-4 thereunder, the following paragraph should be used.)
    Because the foregoing proposed rule change does not:
    (i) Significantly affect the protection of investors or the public
interest;
    (ii) Impose any significant burden on competition; and
    (iii) Become operative for 30 days from the date on which it was
filed, or such shorter time as the Commission may designate, it has
become effective pursuant to Section 19(b)(3)(A) of the Act and Rule
19b-4(f)(6) thereunder.
    At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act.
    (If the proposed rule change is to take, or to be put into, effect
pursuant to Section 19(b)(3)(A) of the Act and subparagraphs (1)-(5) of
paragraph (f) of Rule 19b-4 thereunder, the following paragraph should
be used.)
    The foregoing rule change has become effective pursuant to Section
19(b)(3)(A) of the Act and paragraph (f) of Rule 19b-4 thereunder. At
any time within 60 days of the filing of the proposed rule change, the
Commission summarily may temporarily suspend such rule change if it
appears to the Commission that such action is necessary or appropriate
in the public interest, for the protection of investors, or otherwise
in furtherance of the purposes of the Act.
    (If the proposed rule change is to be considered by the Commission
pursuant to Section 19(b)(7)(D) of the Act, the following paragraph
should be used.)
    Within 35 days of the date of publication of this notice in the
Federal Register or within such longer period (i) as the Commission may
designate up to 90 days of such date if it finds such longer period to
be appropriate and publishes its reasons for so finding or (ii) as to
which the self-regulatory organization consents, the Commission will:
    (A) By order approve such proposed rule change, or
    (B) After consultation with the Commodity Futures Trading
Commission, institute proceedings to determine whether the proposed
rule change should be disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act.

Comments may be submitted by any of the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an e-mail to<EMAIL_ADDRESS>Please include
File Number XX on the subject line.

Paper Comments

     Send paper comments in triplicate to [Name of Secretary],
Secretary, Securities and Exchange Commission, 100 F Street, NE.,
Washington, DC 20549.

All submissions should refer to File Number XX. 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 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 a.m. and 3
p.m. Copies of the filing also will be available for inspection and
copying at the principal office of the [self-regulatory organization].
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 XX and should be
submitted on or before January 20, 2011.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\172\
---------------------------------------------------------------------------

    \172\ 17 CFR 200.30-3(a)(12).

Secretary.
SPECIFIC INSTRUCTIONS FOR EXHIBIT 1A--NOTICE OF PROPOSED RULE CHANGE,
SECURITY-BASED SWAP SUBMISSION, OR ADVANCE NOTICE FILED BY CLEARING
AGENCIES
EXHIBIT 1A

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34- ; File No. SR ]

[Date]

Self-Regulatory Organizations; [Name of Clearing Agency]; Proposed Rule
Change, Security-Based Swap Submission, or Advance Notice Relating to
[brief description of subject matter of proposed rule change, security-
based swap submission, or advance notice]

General Instructions

A. Format Requirements

    The notice must comply with the guidelines for publication in the
Federal Register, as well as any requirements for electronic filing as
published by the Commission (if applicable). For example, all
references to the Federal securities laws must include the
corresponding cite to the United States Code in a footnote. All
references to SEC rules must include the corresponding cite to the Code
of Federal Regulations in a footnote. All references to Securities
Exchange Act Releases must include the release number, release date,
Federal Register cite, Federal Register date, and corresponding file
number (e.g., SR-[SRO]-XX-XX). A material failure to comply with these
guidelines will result in the proposed rule change being deemed not
properly filed. See also Rule 0-3 under the Act (17 CFR 240.0-3). Leave
a 1-inch margin at the top, bottom, and right hand side, and a 1\1/2\
inch margin at the left hand side. Number all pages consecutively,
consistent with Rule 0-3 under the Act (17 CFR 240.0-3). Double space
all primary text and single space lists of items, quoted material when
set apart from primary text, footnotes, and notes to tables.

B. Need for Careful Preparation of the Notice

    The clearing agency must provide all information required in the
notice and present it in a clear and comprehensible manner. It is the
responsibility of the clearing agency to prepare Items I, II and III of
the notice. The Commission cautions clearing agencies to pay particular
attention to assure that the notice accurately reflects the information
provided in the Form 19b-4 it accompanies. Any filing that does not
comply with the requirements of Form 19b-4, including the requirements
applicable to the notice, may be returned to the clearing agency. Any
document so returned shall for all purposes be deemed not to have been
filed with the Commission. See Instruction B to Form 19b-4.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of
1934, 15 U.S.C. 78s(b)(1) and Rule 19b-4, 17 CFR 240.19b-4, notice is
hereby given that on (date),\*\ the (name of clearing agency) filed
with the Securities and Exchange Commission the proposed rule change,
security-based swap submission, or advance notice as described in Items
I, II and III below, which Items have been prepared by the clearing
agency. The Commission is publishing this notice to solicit comments on
the proposed rule change, security-based swap submission, or advance
notice from interested persons.
---------------------------------------------------------------------------

    \*\ To be completed by the Commission. This date will be the
date on which the Commission receives the proposed rule change,
security-based swap submission, or advance notice filing if the
filing complies with all requirements of this form. See Instruction
B to Form 19b-4.
---------------------------------------------------------------------------

Information To Be Included in the Completed Notice

I. Clearing Agency's Statement of the Terms of Substance of the
Proposed Rule Change, Security-Based Swap Submission, or Advance Notice

    (Supply a brief statement of the terms of substance of the proposed
rule change, security-based swap submission or advance notice. If the
proposed rule change is relatively brief, a separate statement need not
be prepared, and the text of the proposed rule change may be inserted
in lieu of the statement of the terms of substance. If the proposed
rule change amends an existing rule, indicate changes in the rule by
brackets for words to be deleted and underlined for words to be added.)

II. Clearing Agency's Statement of the Purpose of, and Statutory Basis
for, the Proposed Rule Change, Security-Based Swap Submission, or
Advance Notice

    In its filing with the Commission, the clearing agency included
statements concerning the purpose of and basis for the proposed rule
change, security-based swap submission 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 clearing
agency has prepared summaries, set forth in sections A, B, and C below,
of the most significant aspects of such statements. (Reproduce the
headings, and summarize briefly the

most significant aspects of the responses, to Items 3, 4, and 5 of Form
19b-4, redesignating them as A, B, and C, respectively.)

III. Date of Effectiveness of the Proposed Rule Change, Security-Based
Swap Submission, and Advance Notice and Timing for Commission Action

    (If the proposed rule change is to be considered by the Commission
pursuant to Section 19(b)(2) of the Act, the following paragraph should
be used.)
    Within 45 days of the date of publication of this notice in the
Federal Register or within such longer period up to 90 days (i) as the
Commission may designate 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 such proposed rule change, or
    (B) Institute proceedings to determine whether the proposed rule
change should be disapproved.
    (If the proposed rule change is to take, or to be put into, effect
pursuant to Section 19(b)(3)(A) of the Act and paragraph (f)(6) of Rule
19b-4 thereunder, the following paragraph should be used.)
    Because the foregoing proposed rule change does not:
    (i) Significantly affect the protection of investors or the public
interest;
    (ii) Impose any significant burden on competition; and
    (iii) Become operative for 30 days from the date on which it was
filed, or such shorter time as the Commission may designate, it has
become effective pursuant to Section 19(b)(3)(A) of the Act and Rule
19b-4(f)(6) thereunder.
    At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act.
    (If the proposed rule change is to take, or to be put into, effect
pursuant to Section 19(b)(3)(A) of the Act and subparagraphs (1)-(5) of
paragraph (f) of Rule 19b-4 thereunder, the following paragraph should
be used.)
    The foregoing rule change has become effective pursuant to Section
19(b)(3)(A) of the Act and paragraph (f) of Rule 19b-4 thereunder. At
any time within 60 days of the filing of the proposed rule change, the
Commission summarily may temporarily suspend such rule change if it
appears to the Commission that such action is necessary or appropriate
in the public interest, for the protection of investors, or otherwise
in furtherance of the purposes of the Act.
    (If the proposed rule change is to be considered by the Commission
pursuant to Section 19(b)(7)(D) of the Act, the following paragraph
should be used.)
    Within 35 days of the date of publication of this notice in the
Federal Register or within such longer period (i) as the Commission may
designate up to 90 days of such date if it finds such longer period to
be appropriate and publishes its reasons for so finding or (ii) as to
which the self-regulatory organization consents, the Commission will:
    (A) By order approve such proposed rule change, or
    (B) After consultation with the Commodity Futures Trading
Commission institute proceedings to determine whether the proposed rule
change should be disapproved.
    (If the proposed change is filed as a security-based swap
submission pursuant to Section 3C of the Act, the following paragraph
should be used.)
    Within 90 days after receiving a security-based swap submission,
unless the submitting clearing agency agrees to an extension of time
limitation, the Commission shall by order make its determination
whether the security-based swap, or group, category, type or class of
security-based swaps, described in the security-based swap submission
is required to be cleared. In making its determination that the
clearing requirement shall apply, the Commission may include such terms
and conditions to the requirement as the Commission determines to be
appropriate in the public interest.
    The clearing agency shall post notice on its Web site of any
clearing requirement that is implemented.
    (If the proposed change is filed as an advance notice pursuant to
the Payment, Clearing and Settlement Supervision Act, the following
paragraph should be used.)
    The proposed change may be implemented if the Commission does not
object to the proposed change within 60 days of the later of (i) the
date that the proposed change was filed with the Commission or (ii) the
date that any additional information requested by the Commission is
received. The clearing agency shall not implement the proposed change
if the Commission has any objection to the proposed change.
    The Commission may extend period for review by an additional 60
days if the proposed change raises novel or complex issues, subject to
the Commission or the Board of Governors of the Federal Reserve System
providing the clearing agency with prompt written notice of the
extension. A proposed change may be implemented in less than 60 days
from the date the advance notice is filed, or the date further
information requested by the Commission is received, if the Commission
notifies the clearing agency in writing that it does not object to the
proposed change and authorizes the clearing agency to implement the
proposed change on an earlier date, subject to any conditions imposed
by the Commission.
    The clearing agency shall post notice on its Web site of proposed
changes that are implemented.
    (If the proposed change is filed following the implementation of a
change on an emergency basis pursuant to the Payment, Clearing and
Settlement Supervision Act, the following paragraph should be used.)
    The clearing agency implemented a proposed change that otherwise
would be required to be filed as an advance notice because the clearing
agency determined that (i) an emergency existed and (ii) immediate
implementation was necessary for the clearing agency to continue to
provide its services in a safe and sound manner. The Commission may
require modification or recision of the proposed change if it finds it
is not consistent with the purposes of the Payment, Clearing and
Settlement Supervision Act or any applicable rules, orders, or
standards prescribed under Section 805(a).
    (If the proposal is submitted pursuant to more than one filing
requirement, the clearing agency shall add the following language in
addition to the language above.)
    The proposal shall not take effect until all regulatory actions
required with respect to the proposal are completed.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views and
arguments concerning the foregoing, including whether the proposed rule
change, security-based swap submission, or advance notice 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 Number XX on the subject line.

Paper Comments

     Send paper comments in triplicate to [Name of Secretary],
Secretary, Securities and Exchange Commission, 100 F Street, NE.,
Washington, DC 20549.

All submissions should refer to File Number XX. 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, security-based
swap submission, or advance notice that are filed with the Commission,
and all written communications relating to the proposed rule change,
security-based swap submission, or advance notice 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 a.m. and 3 p.m. Copies of the
filing also will be available for inspection and copying at the
principal office of the [clearing agency]. 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 XX and should be submitted on or before
January 20, 2011.

    Dated: December 15, 2010.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\173\
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    \173\ 17 CFR 200.30-3(a)(12).

    By the Commission.
Elizabeth M. Murphy,
Secretary.
[FR Doc. 2010-32085 Filed 12-29-10; 8:45 am]
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