[Federal Register Volume 77, Number 28 (Friday, February 10, 2012)]
[Notices]
[Pages 7219-7225]
[FR Doc No: 2012-3152]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-66334; File No. SR-NYSEArca-2011-94]

Self-Regulatory Organizations; NYSE Arca, Inc.; Order Granting
Approval of a Proposed Rule Change To List and Trade Shares of the
ProShares Managed Futures Strategy Fund, ProShares Commodity Managed
Futures Strategy Fund, and ProShares Financial Managed Futures Strategy
Fund Under NYSE Arca Equities Rule 8.200

February 6, 2012.

I. Introduction

    On December 5, 2011, NYSE Arca, Inc. (``Exchange'' or ``NYSE
Arca'') filed with the Securities and Exchange Commission
(``Commission''), pursuant to Section 19(b)(1) of the Securities
Exchange Act of 1934 (``Act'') \1\ and Rule 19b-4 thereunder,\2\ a
proposed rule change to list and trade shares of the ProShares Managed
Futures Strategy Fund, ProShares Commodity Managed Futures Strategy
Fund, and ProShares Financial Managed Futures Strategy Fund (each a
``Fund,'' and collectively, ``Funds'') under NYSE Arca Equities Rule
8.200. The proposed rule change was published for comment in the
Federal Register on December 23, 2011.\3\ The Commission received no
comments on the proposal. This order grants approval of the proposed
rule change.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 66002 (December 19,
2011), 76 FR 80433 (``Notice'').
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II. Description of the Proposed Rule Change

    The Exchange proposes to list and trade shares (``Shares'') of each
of the Funds pursuant to NYSE Arca Equities Rule 8.200, Commentary .02,
which permits the trading of Trust Issued Receipts either by listing or
pursuant to unlisted trading privileges.\4\ Each Fund is a series of
the ProShares Trust II (``Trust''), a Delaware statutory trust.\5\
ProShare Capital Management LLC is the Trust's Sponsor (``Sponsor''),
and Wilmington Trust Company is the Trust's trustee. Brown Brothers
Harriman & Co. serves as the administrator, custodian, and transfer
agent of the Funds (``Administrator''). SEI Investments Distribution
Co. serves as distributor of the Shares.
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    \4\ Commentary .02 to NYSE Arca Equities Rule 8.200 applies to
Trust Issued Receipts that invest in ``Financial Instruments.'' The
term ``Financial Instruments,'' as defined in Commentary .02(b)(4)
to NYSE Arca Equities Rule 8.200, means any combination of
investments, including cash; securities; options on securities and
indices; futures contracts; options on futures contracts; forward
contracts; equity caps, collars and floors; and swap agreements.
    \5\ See the Trust's Registration Statement on Form S-1, dated
November 29, 2011 (File No. 333-178212) relating to the Funds
(``Registration Statement'').
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The Funds and Principal Investment Strategies

    The Funds seek to provide investment results (before fees and
expenses) that correspond to the performance of the S&P Dynamic Futures
Index (``DFI'' or ``Index'') or to a sub-index of the Index (``Sub-
Index''). The ProShares Managed Futures Strategy seeks to provide
investment results (before fees and expenses) that correspond to the
performance of the DFI. The ProShares Commodity Managed Futures
Strategy seeks to provide investment results (before fees and expenses)
that correspond to the performance of the S&P Dynamic Commodities
Futures Index (``DCFI''), a Sub-Index of the DFI. The ProShares
Financial Managed Futures Strategy seeks to provide investment results
(before fees and

expenses) that correspond to the performance of the S&P Dynamic
Financial Futures Index (``DFFI''), another Sub-Index of the DFI.
    The Index and each Sub-Index were developed by Standard & Poor's
and are long/short rules-based investable indexes designed to attempt
to capture the economic benefit derived from both rising and declining
trends in futures prices.\6\ The Index is composed of unleveraged
positions in U.S. exchange-traded futures contracts on sixteen
different tangible commodities (``Commodities Futures Contracts''), as
well as U.S. exchange-traded futures contracts on eight different
financials, such as major currencies and U.S. Treasury securities
(``Financials Futures Contracts,'' and together with the Commodities
Futures Contracts, collectively, ``Index Components'').\7\ Commodities
Futures Contracts and Financials Futures Contracts each comprise a Sub-
Index of the Index: the DCFI and the DFFI, respectively (collectively,
``Sub-Indexes'').
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    \6\ Standard & Poor's is not a broker-dealer, is not affiliated
with a broker-dealer, and has implemented procedures designed to
prevent the use and dissemination of material, non-public
information regarding the Index and Sub-Indexes.
    \7\ The Index Components are traded on the Chicago Mercantile
Exchange, Inc. (``CME''), COMEX (a division of CME), Chicago Board
of Trade (``CBOT,'' a division of CME), NYMEX (a division of CME),
and ICE Futures US (``ICE'') (collectively, ``Futures Exchanges'').
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    In order to achieve the investment objective of the Funds, the
Sponsor will invest in: (1) Exchange-traded futures contracts of the
type comprising the Index or Sub-Indexes, as applicable (``Futures
Contracts''); and/or (2) under limited circumstances (as further
described herein), swap agreements whose value is derived from the
level of the Index, a Sub-Index, one or more Futures Contracts, or, in
the case of currency-based Financials Futures Contracts, the exchange
rates underlying such Financials Futures Contracts. Each Fund may also
invest in cash or cash equivalents, such as U.S. Treasury securities or
other high credit quality, short-term fixed-income or similar
securities (including shares of money market funds, bank deposits, bank
money market accounts, certain variable rate-demand notes, and
repurchase agreements collateralized by government securities) that may
serve as collateral for the Futures Contracts or swap agreements. The
Sponsor does not expect the Funds to invest directly in any commodity
or currency.
    Each Fund seeks to achieve its investment objective by investing,
under normal market conditions, in exchange-traded Futures Contracts.
In the event position accountability rules or position limits with
respect to a Futures Contract is reached with respect to a Fund, the
Sponsor may, in its commercially reasonable judgment, cause such Fund
to obtain exposure through swaps whose value is derived from the level
of the Index, a Sub-Index, one or more Futures Contracts, or, in the
case of currency-based Financials Futures Contracts, the exchange rates
underlying such Financials Futures Contracts, or invest in swaps if
such instruments tend to exhibit trading prices or returns that
correlate with the Index, the Sub-Indexes, or any Futures Contract and
will further the investment objective of the Funds.\8\ The Funds may
also invest in swaps if the market for a specific Futures Contract
experiences emergencies (e.g., natural disaster, terrorist attack, or
an act of God) or disruptions (e.g., a trading halt or a flash crash)
that would prevent the Funds from obtaining the appropriate amount of
investment exposure to the affected Futures Contracts directly.\9\
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    \8\ To the extent practicable, the Funds will invest in swaps
cleared through the facilities of a centralized clearing house.
    \9\ The Sponsor will attempt to mitigate the Funds' credit risk
by transacting only with large, well-capitalized institutions using
measures designed to determine the creditworthiness of a
counterparty and will take various steps to limit counterparty
credit risk.
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The Index and Sub-Indexes

    The Index is composed of the Index Components, representing
unleveraged long or short positions in U.S. exchange-traded futures
contracts in the commodity and financial markets.\10\ The Index
Components are formed into ``sectors'' of one or more contracts with
similar characteristics. Index Components within each sector are chosen
based on fundamental characteristics and liquidity. The Commodities
Futures Contracts comprise the DCFI as described below, and weightings
of the Commodities Futures Contracts are based on generally known world
production levels, as adjusted to limit the impact of the energy
sector. The Financials Futures Contracts comprise the DFFI, as
described below, and weightings of the Financials Futures Contracts are
based on, but not directly proportional to, gross domestic product.
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    \10\ As set forth in the Index weighting scheme example below,
the commodities portion of the Index consists of multiple commodity
sectors (e.g., Energy, Industrial Metals) and each sector is
assigned a percentage sector weight. Each sector, in turn, consists
of one or more components, each with an assigned component weight.
Similarly, the financial markets portion of the Index consists of
multiple foreign currency and U.S. Treasury sectors (e.g.,
Australian Dollar and U.S. Treasury Notes), each with an assigned
sector weight. Each such sector has one component, with an assigned
component weight.
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    The positions the Index (and accordingly, each Sub-Index) takes in
the Index Components are not long-only, but are set by sector, long,
short or, in the case of Energy, flat based on the relation of the
current aggregate price input of the Index Components in a particular
sector with a seven-month weighted moving average of the aggregate
price inputs of the same Index Components. For the Index and the DCFI,
the sector weights will vary based on whether Energy is positioned long
or flat. If Energy is flat, its weight is redistributed pro-rata among
the other sectors. Since the DFFI has no commodity exposure, the
weights of the sectors and the Index Components that comprise it are
not impacted by the long or flat positioning of the Energy sector.
    For the Index, if Energy is positioned ``long,'' the initial Index
weights, together with information about the exchange and trading hours
for each Futures Contract, are as follows:

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                                   Index weights with energy ``long''
---------------------------------------------------------------------------------------------------------
                           Weight                             Weight                             Weight          Exchange           Trading hours \11\
        Sub-Index            (%)             Sector             (%)           Component            (%)
--------------------------------------------------------------------------------------------------------------------------------------------------------
DCFI....................        50  Energy.................     14.12  Light Crude............     10.20  NYMEX (CME)...........  6 p.m.-5:15 p.m. next
                                                                                day.
                          ........                           ........  Heating Oil............      1.54  NYMEX (CME)...........  6 p.m.-5:15 p.m. next
                                                                                day.
                          ........                           ........  RBOB Gasoline..........      1.40  NYMEX (CME)...........  6 p.m.-5:15 p.m. next
                                                                                day.

                          ........                           ........  Natural Gas............      0.98  NYMEX (CME)...........  6 p.m.-5:15 p.m. next
                                                                                day.
                          ........  Industrial Metals......      5.02  Copper.................      5.02  COMEX (CME)...........  6 p.m.-5:15 p.m. next
                                                                                day.
                          ........  Precious Metals........      3.79  Gold...................      3.22  COMEX (CME)...........  6 p.m.-5:15 p.m. next
                                                                                day.
                          ........                           ........  Silver.................      0.57  COMEX (CME)...........  6 p.m.-5:15 p,m, next
                                                                                day
                          ........  Livestock..............      5.27  Lean Hogs..............      2.04  CME...................  ** \12\
                          ........                           ........  Live Cattle............      3.23  CME...................  ** \13\
                          ........  Grains.................     13.85  Corn...................      5.75  CBOT (CME)............  7pm-8:15 a.m.; 10:30
                                                                                a.m.-2:15 p.m.
                          ........                           ........  Soybeans...............      3.37  CBOT (CME)............  7 p.m.-8:15 a.m.;
                                                                                10:30 a.m.-2:15 p.m.
                          ........                           ........  Wheat..................      4.73  CBOT (CME)............  7 p.m.-8:15 a.m.;
                                                                                10:30 a.m.-2:15 p.m.
                          ........  Softs..................      7.95  Coffee.................      1.26  ICE...................  3:30 a.m.-2 p.m.
                          ........                           ........  Cocoa..................      0.42  ICE...................  4 a.m.-2 p.m.
                          ........                           ........  Sugar..................      3.58  ICE...................  3:30 a.m.-2 p.m.
                          ........                           ........  Cotton.................      2.69  ICE...................  9 p.m.-2:30 p.m. next
                                                                                day.
DFFI....................        50  Australian Dollar......      1.67  Australian Dollar......  ........  CME...................  6 p.m.-5:15 p.m. next
                                                                                day.
                          ........  British Pound..........      3.08  British Pound..........  ........  CME...................  6 p.m.-5:15 p.m. next
                                                                                day.
                          ........  Canadian Dollar........      2.10  Canadian Dollar........  ........  CME...................  6 p.m.-5:15 p.m. next
                                                                                day.
                          ........  Euro...................     15.67  Euro...................  ........  CME...................  6 p.m.-5:15 p.m. next
                                                                                day.
                          ........  Japanese Yen...........      7.31  Japanese Yen...........  ........  CME...................  6 p.m.-5:15 p.m. next
                                                                                day.
                          ........  Swiss Franc............      0.70  Swiss Franc............  ........  CME...................  6 p.m.-5:15 p.m. next
                                                                                day.
                          ........  U.S. Treasury Notes          9.74  U.S. Treasury Notes....  ........  CBOT (CME)............  6:30 p.m.-5 p.m. Next
                                     \14\.                                                                                day.
                          ........  U.S. Treasury Bonds          9.74  U.S. Treasury Bonds....  ........  CBOT (CME)............  6:30 p.m.-5 p.m. Next
                                     \15\.                                                                                day.
                         ----------                         ----------                         ----------
    Totals..............       100  .......................       100  .......................       100  ......................  ......................
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    For the DCFI, if Energy is positioned ``flat,'' the initial Index
weights will be as follows:
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    \11\ All times are Eastern time (``E.T.''), inclusive of
electronic and open outcry trading sessions, as applicable.
    \12\ Lean Hogs trade from 10:05 a.m. Monday to 2:55 p.m. Friday,
with daily trading halts from 5 p.m. to 6 p.m.
    \13\ Live Cattle trade from 10:05 a.m. Monday to 2:55 p.m.
Friday, with daily trading halts from 5 p.m. to 6 p.m.
    \14\ ``U.S. Treasury Notes'' refer to 10 year U.S. Treasury Note
futures.
    \15\ ``U.S. Treasury Bonds'' refer to those futures with
underlying bonds of a remaining term to call or maturity of 15-25
years.

----------------------------------------------------------------------------------------------------------------
                                       Index weights with energy ``flat''
-----------------------------------------------------------------------------------------------------------------
          Sub-Index              Weight (%)         Sector         Weight (%)       Component       Weight (%)
----------------------------------------------------------------------------------------------------------------
DCFI.........................           41.78  Energy..........            0.00  Light Crude....            0.00
                               ..............                    ..............  Heating Oil....            0.00
                               ..............                    ..............  RBOB Gasoline..            0.00
                               ..............                    ..............  Natural Gas....            0.00
                               ..............  Industrial                  5.84  Copper.........            5.84
                                                Metals.
                               ..............  Precious Metals.            4.41  Gold...........            3.75
                                                                                Silver.........            0.66
                               ..............  Livestock.......            6.13  Lean Hogs......            2.38
                                                                                Live Cattle....            3.76
                               ..............  Grains..........           16.13  Corn...........            6.70

                               ..............                    ..............  Soybeans.......            3.92
                               ..............                    ..............  Wheat..........            5.51
                               ..............  Softs...........            9.26  Coffee.........            1.47
                                                                                Cocoa..........            0.48
                               ..............                    ..............  Sugar..........            4.17
                               ..............                    ..............  Cotton.........            3.13
DFFI.........................           58.22  Australian                  1.94  Australian                 1.94
                                                Dollar.                           Dollar.
                               ..............  British Pound...            3.59  British Pound..            3.59
                               ..............  Canadian Dollar.            2.44  Canadian Dollar            2.44
                               ..............  Euro............           18.24  Euro...........           18.24
                               ..............  Japanese Yen....            8.51  Japanese Yen...            8.51
                               ..............  Swiss Franc.....            0.81  Swiss Franc....            0.81
                               ..............  U.S. Treasury              11.34  U.S. Treasury             11.34
                                                Notes.                            Notes.
                               ..............  U.S. Treasury              11.34  U.S. Treasury             11.34
                                                Bonds.                            Bonds.
������������������������������
    Totals...................             100  ................             100  ...............             100
----------------------------------------------------------------------------------------------------------------

    For the DCFI, if Energy is positioned ``long,'' the initial Sub-
Index weightings would be as follows:

----------------------------------------------------------------------------------------------------------------
                                        DCFI weights with energy ``long''
-----------------------------------------------------------------------------------------------------------------
                    Sector                        Weight  (%)               Component               Weight  (%)
----------------------------------------------------------------------------------------------------------------
Energy........................................           28.24  Light Crude.....................           20.40
                                                ..............  Heating Oil.....................            3.08
                                                ..............  RBOB Gasoline...................            2.80
                                                ..............  Natural Gas.....................            1.96
Industrial Metals.............................           10.04  Copper..........................           10.04
Precious Metals...............................            7.58  Gold............................            6.44
                                                ..............  Silver..........................            1.14
Livestock.....................................           10.54  Lean Hogs.......................            4.08
                                                ..............  Live Cattle.....................            6.46
Grains........................................           27.70  Corn............................           11.50
                                                ..............  Soybeans........................            6.74
                                                ..............  Wheat...........................            9.46
Softs.........................................           15.90  Coffee..........................            2.52
                                                ..............  Cocoa...........................            0.84
                                                ..............  Sugar...........................            7.16
                                                ..............  Cotton..........................            5.38
�����������������������������������������������
    Total.....................................             100  ................................             100
----------------------------------------------------------------------------------------------------------------

    For the DCFI, if Energy is initially positioned ``flat,'' the
weights would be as follows:

----------------------------------------------------------------------------------------------------------------
                                        DCFI weights with energy ``flat''
-----------------------------------------------------------------------------------------------------------------
                    Sector                        Weight  (%)               Component               Weight  (%)
----------------------------------------------------------------------------------------------------------------
Energy........................................            0.00  Light Crude.....................            0.00
                                                ..............  Heating Oil.....................            0.00
                                                ..............  RBOB Gasoline...................            0.00
                                                ..............  Natural Gas.....................            0.00
Industrial Metals.............................           13.98  Copper..........................           13.98
Precious Metals...............................           10.56  Gold............................            8.99
                                                                Silver..........................            1.58
Livestock.....................................           14.69  Lean Hogs.......................            5.69
                                                                Live Cattle.....................            8.99
Grains........................................           38.61  Corn............................           16.04
                                                ..............  Soybeans........................            9.39
                                                ..............  Wheat...........................           13.18
Softs.........................................           22.16  Coffee..........................            3.53
                                                ..............  Cocoa...........................            1.16

                                                ..............  Sugar...........................            9.98
                                                ..............  Cotton..........................            7.50
�����������������������������������������������
    Total.....................................             100  ................................             100
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    Finally, for the DFFI, the initial weights would be as follows:

----------------------------------------------------------------------------------------------------------------
                                                  DFFI weights
-----------------------------------------------------------------------------------------------------------------
                    Sector                        Weight  (%)               Component               Weight  (%)
----------------------------------------------------------------------------------------------------------------
Australian Dollar.............................            3.34  Australian Dollar...............            3.34
British Pound.................................            6.16  British Pound...................            6.16
Canadian Dollar...............................            4.20  Canadian Dollar.................            4.20
Euro..........................................           31.34  Euro............................           31.34
Japanese Yen..................................           14.62  Japanese Yen....................           14.62
Swiss Franc...................................            1.40  Swiss Franc.....................            1.40
U.S. Treasury Notes...........................           19.48  U.S. Treasury Notes.............           19.48
U.S. Treasury Bonds...........................           19.48  U.S. Treasury Bonds.............           19.48
�����������������������������������������������
    Total.....................................             100  ................................             100
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Sectors will be rebalanced monthly to the applicable weights, and the
weighting of each individual Index Component within a particular sector
will be rebalanced annually.

Energy's Short Exemption

    If Energy receives a negative price signal (as determined by the
weighted moving average, as discussed below), it is positioned flat
(zero-weight) rather than short. This is due to the ``risk of ruin''
inherent in the Energy sector because of the concentration of supply in
a relatively small number of production locales. If supply from these
locales were to be disrupted (whether by war, terrorism, or other
events), the price of the Energy sector within the Index and the DCFI
is exposed to large scale price increases regardless of the current
trend and position setting. This would expose the Index and the DCFI to
significant, if not total, losses in such a circumstance. As such, the
Energy sector is positioned flat in a negative price environment and
the weight it would otherwise receive is redistributed pro rata among
the other sectors of the Index and the DCFI, as applicable.

Determining the Long/Short Positioning of the Sectors

    The rule for the Index and each Sub-Index regarding long or short
positions is summarized as follows:
     Long positions are tracked when a sector's current
aggregate 1-month price change is greater than or equal to the
exponential average of the past seven monthly price inputs; and
     Short positions (or flat, in the case of Energy) are
tracked when a sector's current 1-month price change is less than the
exponential average of the past seven monthly price inputs.
    Monthly positions are determined on the second to last DFI business
day of the month (defined as the position determination date, or
``PDD'') when the monthly percentage change of an Index Component's
price is compared to past monthly price changes, exponentially weighted
to give greatest weight to the most recent return and least weight to
the return seven months prior. The weighted sum of the percentage
changes of all the Index Component prices equals the daily movement of
the Index.
    To create an exponential average for comparison, price inputs
(percentage change from current and previous PDDs) are weighted per the
schedule below. Due to this weighting methodology, current price
movements are more important than those of the more distant past.

------------------------------------------------------------------------
                       Number of months                          Weight
------------------------------------------------------------------------
7.............................................................      2.32
6.............................................................      3.71
5.............................................................      5.94
4.............................................................      9.51
3.............................................................     15.22
2.............................................................     24.34
1.............................................................     38.95
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    SUM.......................................................    100.00
------------------------------------------------------------------------

Because this valuation is done on a sector basis, all the Index
Components within a particular sector will be set long, short (or flat,
in the case of Energy) upon each monthly rebalancing.

Sector Rebalancing

    While sector weights are fixed and rebalanced back to their base
weight monthly, Index Components that are part of a multi-component
sector (energy, livestock, grains, and precious metals) are only reset
back to their base weight within their sector during the first five
business days of February. For example (assuming Energy is long), the
Japanese Yen (a single component sector) and Grains (a multi-component
sector) will rebalance to 6.85% and 11.16% of the Index respectively on
the roll date, as described below. However, the individual components
within the grains sector will only rebalance to their base weight at
the beginning of the year. During the year, they ``float'' within the
11.16% Index Grains weighting. During this monthly rebalancing, the
Index will also ``roll'' certain of its positions from the current
contract to a contract further from settlement.\16\
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    \16\ The Index is composed of Index Components, which are
futures contracts. In order to maintain consistent exposure to the
Index Components, each Index Component contract must be sold prior
to its expiration date and replaced by a contract maturing at a
specified date in the future. This process is known as rolling.
Index Component contracts are rolled periodically. The rolls are
implemented pursuant to a roll schedule over a five-day period from
the first through the fifth Index business days of the month. An
Index business day is any day on which the majority of the Index
Components are open for official trading and official settlement
prices are provided, excluding holidays and weekends. The roll
schedule is set forth in the Registration Statement.

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    Additional details regarding the Trust, Funds, Shares, trading
policies and investment strategies of the Funds, creations and
redemption procedures, fees, investment risks, Index and Sub-Indexes,
net asset value (``NAV'') calculation, the dissemination and
availability of information about the underlying assets, trading halts,
applicable trading rules, surveillance, and the Information Bulletin,
among other things, can be found in the Notice and/or the Registration
Statement, as applicable.\17\
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    \17\ See Notice and Registration Statement, supra notes 3 and 5,
respectively.
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III. Discussion and Commission's Findings

    After careful review, the Commission finds that the proposed rule
change to list and trade the Shares of the Funds is consistent with the
requirements of Section 6 of the Act and the rules and regulations
thereunder applicable to a national securities exchange.\18\ In
particular, the Commission finds that the proposed rule change is
consistent with the requirements of Section 6(b)(5) of the Act,\19\
which requires, among other things, that the Exchange's rules be
designed to prevent fraudulent and manipulative acts and practices, to
promote just and equitable principles of trade, to foster cooperation
and coordination with persons engaged in facilitating transactions in
securities, to remove impediments to and perfect the mechanism of a
free and open market and a national market system, and, in general, to
protect investors and the public interest. The Commission notes that
the Funds and the Shares must comply with the requirements of NYSE Arca
Equities Rule 8.200 and Commentary .02 thereto to be listed and traded
on the Exchange.
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    \18\ In approving this proposed rule change, the Commission
notes that it has considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
    \19\ 15 U.S.C. 78f(b)(5).
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    The Commission finds that the proposal to list and trade the Shares
on the Exchange is consistent with Section 11A(a)(1)(C)(iii) of the
Act,\20\ which sets forth Congress's finding that it is in the public
interest and appropriate for the protection of investors and the
maintenance of fair and orderly markets to assure the availability to
brokers, dealers, and investors of information with respect to
quotations for, and transactions in, securities. Quotation and last-
sale information for the Shares will be available via the Consolidated
Tape Association (``CTA'') high-speed line. The daily closing Index
level and the percentage change in the daily closing Index level for
the Index and each Sub-Index will be publicly available from one or
more major market data vendors. Data regarding the Index and each Sub-
Index, updated every 15 seconds during the NYSE Arca Core Trading
Session, is also available from Standard & Poor's on a subscription
basis.\21\ In addition, for each Fund, the Indicative Optimized
Portfolio Value (``IOPV'') will be widely disseminated on a per Share
basis by one or more major market data vendors every 15 seconds during
the NYSE Arca Core Trading Session.\22\ The IOPV will be updated during
the NYSE Arca Core Trading Session when applicable Futures Exchanges
are trading any Futures Contracts held by the Funds. However, the IOPV
that will be disseminated between 2 p.m. E.T. and the close of the NYSE
Arca Core Trading Session will be impacted by static values for certain
Futures Contracts.\23\ The NAV for the Funds linked to the DFI and DFFI
will be calculated and disseminated daily by the Administrator at 3
p.m. E.T., and the NAV for the Fund linked to the DCFI will be
calculated and disseminated daily at 2:30 p.m. E.T. The Trust will
provide Web site disclosure of portfolio holdings daily and will
include, as applicable, the names, notional value (in U.S. dollars) and
number of Futures Contracts or units of swaps held by a Fund, if any,
cash equivalents and the amount of cash held in the portfolio of each
Fund. Moreover, the Web site for the Funds and/or the Exchange will
contain the following information: (a) The current NAV per Share and
the prior business day's NAV per Share; (b) calculation of the premium
or discount of the closing market price against the NAV per Share; (c)
the prospectus; and (d) other applicable quantitative information. The
Exchange also will disseminate on a daily basis via the CTA information
with respect to the recent NAV and Shares outstanding and make
available on its Web site daily trading volume of the Shares, closing
prices of the Shares, and the NAV per Share. The intra-day, closing,
and settlement prices of the Futures Contracts will also be readily
available, as applicable, from the respective Futures Exchanges.\24\
---------------------------------------------------------------------------

    \20\ 15 U.S.C. 78k-1(a)(1)(C)(iii).
    \21\ In addition, several independent data vendors package and
disseminate Index and Sub-Index data in various value-added formats.
Data regarding the Index Components is available from the Web sites
of the Futures Exchanges. Data regarding the commodities, currencies
and Treasury securities underlying the Index Components is publicly
available from various financial information service providers.
    \22\ According to the Exchange, several major market data
vendors display and/or make widely available IOPVs published on CTA
or other data feeds. For each Fund, the IOPV will be calculated by
using the prior day's closing NAV of such Fund as a base and
updating throughout the trading day changes in the value of each
Fund's holdings.
    \23\ The value of the IOPV will be based on the underlying
Futures Contracts. Once a particular Futures Contract closes for
trading, a static value for that Futures Contract will be used to
calculate the IOPV.
    \24\ See supra note 7.
---------------------------------------------------------------------------

    The Commission further believes that the proposal to list and trade
the Shares is reasonably designed to promote fair disclosure of
information that may be necessary to price the Shares appropriately and
to prevent trading when a reasonable degree of transparency cannot be
assured. If the Exchange becomes aware that the NAV with respect to the
Shares is not disseminated to all market participants at the same time,
it will halt trading in the Shares until such time as the NAV is
available to all market participants. Further, the Exchange represents
that it may halt trading during the day in which an interruption to the
dissemination of the IOPV, the level of the Index (or Sub-Index), or
the value of the underlying Futures Contracts occurs. If the
interruption to the dissemination of the IOPV, the level of the Index
(or Sub-Index), or the value of the underlying Futures Contracts
persists past the trading day in which it occurred, the Exchange will
halt trading no later than the beginning of the trading day following
the interruption. The Exchange also may halt trading in the Shares if
unusual conditions or circumstances detrimental to the maintenance of a
fair and orderly market are present.\25\ Public Web site disclosure of
the portfolio composition of the Funds will occur at the same time as
the disclosure by the Sponsor of the portfolio composition to
Authorized Participants, so that all market participants are provided
portfolio composition information at the same time. Therefore, the same
portfolio information will be provided on the public Web site as well
as in electronic files provided to Authorized Participants.
Accordingly, the Exchange represents that each investor will have

access to the current portfolio composition of the Funds through the
Funds' Web site and/or at the Exchange's Web site. In addition, the
Commission notes that Standard & Poor's is not a broker-dealer, is not
affiliated with a broker-dealer, and has implemented procedures
designed to prevent the use and dissemination of material, non-public
information regarding the Index and Sub-Indexes. Lastly, the Exchange
states that it has a general policy prohibiting the distribution of
material, non-public information by its employees, and trading of the
Shares will be subject to NYSE Arca Equities Rule 8.200, Commentary
.02(e), which sets forth certain restrictions on ETP Holders \26\
acting as registered Market Makers \27\ in Trust Issued Receipts to
facilitate surveillance.
---------------------------------------------------------------------------

    \25\ 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. Trading in the Shares of the
Funds will be subject to halts caused by extraordinary market
volatility pursuant to the Exchange's circuit breaker rules in NYSE
Arca Equities Rule 7.12. 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.
    \26\ See NYSE Arca Equities Rule 1.1(n) (defining ETP Holder).
    \27\ See NYSE Arca Equities Rule 1.1(u) (defining Market Maker).
---------------------------------------------------------------------------

    The Exchange has represented that the Shares are deemed to be
equity securities, thus rendering trading in the Shares subject to the
Exchange's existing rules governing the trading of equity securities.
In support of this proposal, the Exchange has made representations,
including:
    (1) The Funds will be subject to the criteria in NYSE Arca Equities
Rule 8.200 and Commentary .02 thereto for initial and continued listing
of the Shares.
    (2) The Exchange has appropriate rules to facilitate transactions
in the Shares during all trading sessions.
    (3) The Exchange's surveillance procedures applicable to derivative
products, including Trust Issued Receipts, 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.
    (4) The Exchange can obtain market surveillance information,
including customer identity information, with respect to transactions
occurring on the Futures Exchanges, all of which are members of the
Intermarket Surveillance Group (``ISG''). For components traded on
exchanges, not more than 10% of the weight of a Fund's portfolio in the
aggregate shall consist of components whose principal trading market is
not a member of ISG or is a market with which the Exchange does not
have a comprehensive surveillance sharing agreement.
    (5) Prior to the commencement of trading, the Exchange will inform
its ETP Holders in an Information Bulletin of the special
characteristics and risks associated with trading the Shares.
Specifically, the Information Bulletin will discuss the following: (a)
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, as well as during the Core Trading Session when
the IOPV may be based in part on static underlying values; (b) the
procedures for purchases and redemptions of Shares in Creation Baskets
and Redemption Baskets (and that Shares are not individually
redeemable); (c) NYSE Arca Equities Rule 9.2(a), which imposes a duty
of due diligence on its ETP Holders to learn the essential facts
relating to every customer prior to trading the Shares; (d) how
information regarding the IOPV is disseminated; (e) the requirement
that ETP Holders deliver a prospectus to investors purchasing newly
issued Shares prior to or concurrently with the confirmation of a
transaction; and (f) trading information.
    (6) The anticipated minimum number of Shares for each Fund to be
outstanding at the start of trading will be 100,000 Shares.
    (7) For the initial and continued listing of the Shares, the Funds
must be in compliance with NYSE Arca Equities Rule 5.3 and Rule 10A-3
under the Act.\28\
---------------------------------------------------------------------------

    \28\ 17 CFR 240.10A-3.
---------------------------------------------------------------------------

    (8) The Exchange will obtain a representation (prior to listing the
Shares of each Fund) from the Trust that the NAV per Share will be
calculated daily and made available to all market participants at the
same time.

This approval order is based on the Exchange's representations.\29\
---------------------------------------------------------------------------

    \29\ The Commission notes that it does not regulate the market
for futures in which the Fund plans to take positions, which is the
responsibility of the Commodity Futures Trading Commission
(``CFTC''). The CFTC has the authority to set limits on the
positions that any person may take in futures. These limits may be
directly set by the CFTC or by the markets on which the futures are
traded. The Commission has no role in establishing position limits
on futures, even though such limits could impact an exchange-traded
product that is under the jurisdiction of the Commission.
---------------------------------------------------------------------------

    For the foregoing reasons, the Commission finds that the proposed
rule change is consistent with Section 6(b)(5) of the Act \30\ and the
rules and regulations thereunder applicable to a national securities
exchange.
---------------------------------------------------------------------------

    \30\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

IV. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\31\ that the proposed rule change (SR-NYSEArca-2011-94) be, and it
hereby is, approved.
---------------------------------------------------------------------------

    \31\ 15 U.S.C. 78s(b)(2).
    \32\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\32\
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2012-3152 Filed 2-9-12; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 82, Number 125 (Friday, June 30, 2017)]
[Proposed Rules]
[Pages 29800-29804]
[FR Doc No: 2017-13857]

=======================================================================
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DEPARTMENT OF HOMELAND SECURITY

Coast Guard

33 CFR Part 117

[Docket No. USCG-2016-0257]
RIN 1625-AA09

Drawbridge Operation Regulation; Delaware River, Pennsauken
Township, NJ

AGENCY: Coast Guard, DHS.

ACTION: Notice of proposed rulemaking.

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SUMMARY: The Coast Guard proposes to modify the operating regulation
that governs the DELAIR Memorial Railroad Bridge across the Delaware
River, mile 104.6, at Pennsauken Township, NJ. This proposed regulation
will allow the bridge to be remotely operated from the Conrail South
Jersey dispatch center in Mount Laurel, NJ, instead of being operated
by an on-site bridge tender. This regulation will not change the
operating schedule of the bridge.

DATES: Comments and related material must reach the Coast Guard on or
before August 18, 2017.

ADDRESSES: You may submit comments identified by docket number USCG-
2016-0257 using Federal eRulemaking Portal at http://www.regulations.gov.
    See the ``Public Participation and Request for Comments'' portion
of the SUPPLEMENTARY INFORMATION section below for instructions on
submitting comments.

FOR FURTHER INFORMATION CONTACT: If you have questions on this proposed
rule, call or email Mr. Hal R. Pitts, Fifth Coast Guard District (dpb);
telephone<PHONE_NUMBER>, email<EMAIL_ADDRESS>
SUPPLEMENTARY INFORMATION:

I. Table of Abbreviations

CFR Code of Federal Regulations
DHS Department of Homeland Security
FR Federal Register
NPRM Notice of proposed rulemaking
Sec.  Section
U.S.C. United States Code

II. Background, Purpose and Legal Basis

    The DELAIR Memorial Railroad Bridge across the Delaware River, mile
104.6, at Pennsauken Township, NJ, owned and operated by Conrail Shared
Assets, has a vertical clearance of 49 feet above mean high water in
the closed-to-navigation position. There is a daily average of 28 New
Jersey Transit trains and eight Conrail freight trains that cross the
bridge and a daily average of three bridge openings that allow one or
more vessels to transit through the bridge during each opening. The
bridge is normally maintained in the closed position due to the average
daily number of trains crossing the bridge. The operating schedule is
published in 33 CFR 117.716. This current operating schedule has been
in effect since 1984 and will not change with the implementation of
remote operation of the bridge. However, within this proposed operating
schedule, Sec.  117.716 will be restructured from its current
configuration to clearly distinguish the remote operation of the DELAIR
Memorial Railroad Bridge. This proposed operating regulation allows the
bridge to be operated remotely from the bridge owner's South Jersey
dispatch center in Mount Laurel, NJ.
    The Delaware River is used by a variety of vessels, including deep
draft commercial vessels, tug and barge traffic, recreational vessels,
and public vessels, including military vessels of various sizes. The
three-year average number of bridge openings and maximum number of
bridge openings by month and overall for 2013 through 2015, as drawn
from the data contained in the bridge tender logs, is presented below.

------------------------------------------------------------------------
                                              Average         Maximum
                  Month                      openings        openings
------------------------------------------------------------------------
January.................................              73              88
February................................              54              56
March...................................              80              94
April...................................              55              68
May.....................................              60              67
June....................................              60              71
July....................................             122             162
August..................................             112             138
September...............................             143             201
October.................................             109             117
November................................             100             116
December................................             100             122
Monthly.................................              89             201
Daily...................................               3               7
------------------------------------------------------------------------

    The bridge owner and the maritime community have been working
together since 2013 in an effort to incorporate sensors and other
technologies into the bridge and the Conrail South Jersey dispatch
center to allow for the safe and effective remote operation of the
bridge.
    On April 12, 2017, the Coast Guard published a temporary deviation
entitled ``Drawbridge Operation Regulation; Delaware River, Pennsauken
Township, NJ'' in the Federal Register (82 FR 17561). This test
deviation allows the bridge to be operated remotely from the bridge
owner's South Jersey dispatch center in Mount Laurel, NJ. This test
deviation is effective from 8 a.m. on April 24, 2017, to 7:59 a.m. on
October 21, 2017.

III. Discussion of Proposed Rule

    This proposed operating regulation will allow the bridge to be
operated remotely from the bridge owner's South Jersey dispatch center
in Mount Laurel, NJ. The remote operation system will include eight
camera views (four marine and four rail), two forward-looking infrared
equipped camera views (marine), marine radar, a dedicated telephone
line for bridge operations, radio telephone on VHF-FM channels 13 and
16, and an automated identification system (AIS) transmitter to provide
bridge status. The AIS transmitter has been installed on the New Jersey
side of the bridge at the bridge and land intersection in approximate
position 39[deg]58'50.52'' N. (39.9807), 75[deg]03'58.75'' W. (-
75.06632). The AIS transmitter is assigned maritime mobile service
identity (MMSI) number 993663001 and will provide the status of the
bridge (open/closed/inoperative) via the name transmitted by the
private aids to navigation as DELAIR BRG-OPEN (fully open and locked
position, channel light green), DELAIR BRG-CLOSED (other than fully
open, not inoperative), or DELAIR BRG-INOP (other than fully open,
inoperative). The AIS transmitter will transmit the bridge status every
two minutes and upon a change in the bridge status.
    The remote operation system is designed to provide equal or greater
capabilities compared to the on-site bridge tender in visibility of the
waterway and bridge and in signals (communications) via sound and
visual signals and radio telephone (voice) via VHF-FM channels 13 and
16. The remote operation system also incorporates real-time bridge
status via AIS signal to aid mariners in voyage planning and
navigational decision-making, a dedicated telephone line<PHONE_NUMBER>
for bridge operations, and push-to-talk (PTT) capability on VHF-FM
channel 13.
    The signals for the remote operation center or on-site bridge
tender to respond to a sound signal for a bridge opening will include:
(1) When the draw can be opened immediately--a sound signal of one
prolonged blast followed by one short blast and illumination of a fixed
white light not more than 30 seconds after the requesting signal, and
(2) when the draw cannot be opened immediately--five short blasts
sounded in rapid succession and illumination of a fixed red light not
more 30 seconds after the vessel's opening signal. The signals for the
remote operation center or on-site

bridge tender to respond to a visual signal for a bridge opening will
include: (1) When the draw can be opened immediately--illumination of a
fixed white light not more than 30 seconds after the requesting signal,
and (2) when the draw cannot be opened immediately--illumination of a
fixed red light not more than 30 seconds after the vessel's opening
signal. The fixed white light will remain illuminated until the bridge
reaches the fully open position. The fixed white and red lights will be
positioned on the east (New Jersey) bridge abutment adjacent to the
navigation span.
    Vessels that require an opening shall continue to request an
opening via the methods defined in 33 CFR 117.15(b) through (d) (sound
or visual signals or radio telephone (VHF-FM) voice communications),
via telephone at<PHONE_NUMBER>, or via push-to-talk (PTT) on VHF-FM
channel 13. Vessels may push the PTT button five times while on VHF-FM
channel 13 to request an opening.
    The remote operation system will be considered in a failed
condition and qualified personnel will return and operate the bridge
within 60 minutes if any of the following conditions are found: (1) The
remote operation system becomes incapable of safely and effectively
operating the bridge from the remote operation center, (2) visibility
of the waterway or bridge is degraded to less than equal that of an on-
site bridge tender (all eight camera views are required), (3) signals
(communications) via sound or visual signals or radio telephone (voice)
via VHF-FM channels 13 or 16 become inoperative, or (4) AIS becomes
inoperative.

IV. Regulatory Analyses

    We developed this proposed rule after considering numerous statutes
and Executive Orders related to rulemaking. Below we summarize our
analyses based on these statutes and Executive Orders, and we discuss
First Amendment rights of protestors.

A. Regulatory Planning and Review

    Executive Orders 12866 and 13563 direct agencies to assess the
costs and benefits of available regulatory alternatives and, if
regulation is necessary, to select regulatory approaches that maximize
net benefits. Executive Order 13771 directs agencies to control
regulatory costs through a budgeting process. This NPRM has not been
designated a ``significant regulatory action'' under Executive Order
12866. Accordingly, the NPRM has not been reviewed by the Office of
Management and Budget (OMB), and pursuant to OMB guidance it is exempt
from the requirements of Executive Order 13771.
    The determination that this NPRM is not a significant regulatory
action is based on the findings that: (1) Vessels will continue to
transit the bridge in accordance with 33 CFR 117.716, (2) the remote
operation system is designed to provide equal or greater capabilities
compared to the on-site bridge tender, and (3) the bridge owner will be
capable of restoring on-site operation of the bridge within 60 minutes
if the remote operation system fails.

B. Impact on Small Entities

    The Regulatory Flexibility Act of 1980 (RFA), 5 U.S.C. 601-612, as
amended, requires federal agencies to consider the potential impact of
regulations on small entities during rulemaking. The term ``small
entities'' comprises small businesses, not-for-profit organizations
that are independently owned and operated and are not dominant in their
fields, and governmental jurisdictions with populations of less than
50,000. The Coast Guard certifies under 5 U.S.C. 605(b) that this
proposed rule would not have a significant economic impact on a
substantial number of small entities. There are no known adverse
impacts to any entities related to this proposed rule, given no aspects
of the remote operating system for the bridge will create any burdens
on any entity as described in section IV.A above. The incorporation of
the automated identification system (AIS) capability into the remote
operation system is expected to aid mariners who have AIS capability or
access to computer-based AIS data in safely navigating through the
bridge by providing real-time bridge status.
    If you think that your business, organization, or governmental
jurisdiction qualifies as a small entity and that this rule would have
a significant economic impact on it, please submit a comment (see
ADDRESSES) explaining why you think it qualifies, and how, and to what
degree this rule would economically affect it.
    Under section 213(a) of the Small Business Regulatory Enforcement
Fairness Act of 1996 (Pub. L. 104-121), we want to assist small
entities in understanding this proposed rule. If the rule would affect
your small business, organization, or governmental jurisdiction and you
have questions concerning its provisions or options for compliance,
please contact the person listed in the FOR FURTHER INFORMATION CONTACT
section above. The Coast Guard will not retaliate against small
entities that question or complain about this proposed rule or any
policy or action of the Coast Guard.

C. Collection of Information

    This proposed rule would call for no new collection of information
under the Paperwork Reduction Act of 1995 (44 U.S.C. 3501-3520.).

D. Federalism and Indian Tribal Government

    A rule has implications for federalism under Executive Order 13132,
Federalism, if it has a substantial direct effect on the states, on the
relationship between the national government and the states, or on the
distribution of power and responsibilities among the various levels of
government. We have analyzed this proposed rule under that Order and
have determined that it is consistent with the fundamental federalism
principles and preemption requirements described in Executive Order
13132.
    Also, this proposed rule does not have tribal implications under
Executive Order 13175, Consultation and Coordination with Indian Tribal
Governments, because it would not have a substantial direct effect on
one or more Indian tribes, on the relationship between the federal
government and Indian tribes, or on the distribution of power and
responsibilities between the federal government and Indian tribes. If
you believe this proposed rule has implications for federalism or
Indian tribes, please contact the person listed in the FOR FURTHER
INFORMATION CONTACT section above.

E. Unfunded Mandates Reform Act

    The Unfunded Mandates Reform Act of 1995 (Act) (2 U.S.C. 1531-1538)
requires federal agencies to assess the effects of their discretionary
regulatory actions. In particular, the Act addresses actions that may
result in the expenditure by a state, local, or tribal government, in
the aggregate, or by the private sector of $100,000,000 (adjusted for
inflation) or more in any one year. Though this proposed rule will not
result in such an expenditure, we do discuss the effects of this
proposed rule elsewhere in this preamble.

F. Environment

    We have analyzed this proposed rule under Department of Homeland
Security Management Directive 023-01 and Commandant Instruction
M16475.lD, which guides the Coast Guard in complying with the National
Environmental Policy Act of 1969 (NEPA)(42 U.S.C. 4321-4370f), and have
made a preliminary determination that this action is one of a category
of

actions which do not individually or cumulatively have a significant
effect on the human environment. This proposed rule simply promulgates
the operating regulations or procedures for drawbridges. Normally, such
actions are categorically excluded from further review under figure 2-
1, paragraph (32)(e), of the Instruction.
    A preliminary Record of Environmental Consideration and a
Memorandum for the Record are not required for this rule. We seek any
comments or information that may lead to the discovery of a significant
environmental impact from this proposed rule.

G. Protest Activities

    The Coast Guard respects the First Amendment rights of protesters.
Protesters are asked to contact the person listed in the FOR FURTHER
INFORMATION CONTACT section to coordinate protest activities so that
their message can be received without jeopardizing the safety or
security of people, places, or vessels.

V. Public Participation and Request for Comments

    We view public participation as essential to effective rulemaking
and will consider all comments and material received during the comment
period. Your comment can help shape the outcome of this rulemaking. If
you submit a comment, please include the docket number for this
rulemaking, indicate the specific section of this document to which
each comment applies, and provide a reason for each suggestion or
recommendation.
    We encourage you to submit comments through the Federal eRulemaking
Portal at http://www.regulations.gov. If your material cannot be
submitted using http://www.regulations.gov, contact the person in the
FOR FURTHER INFORMATION CONTACT section of this document for alternate
instructions.
    We accept anonymous comments. All comments received will be posted
without change to http://www.regulations.gov and will include any
personal information you have provided. For more about privacy and the
docket, you may review a Privacy Act notice regarding the Federal
Docket Management System in the March 24, 2005, issue of the Federal
Register (70 FR 15086).
    Documents mentioned in this notice of proposed rulemaking and all
public comments are in our online docket at http://www.regulations.gov
and can be viewed by following that Web site's instructions.
Additionally, if you go to the online docket and sign up for email
alerts, you will be notified when comments are posted or a final rule
is published.

List of Subjects in 33 CFR Part 117

    Bridges.

    For the reasons discussed in the preamble, the Coast Guard proposes
to amend 33 CFR part 117 as follows:

PART 117--DRAWBRIDGE OPERATION REGULATIONS

0
1. The authority citation for part 117 continues to read as follows:

    Authority:  33 U.S.C. 499; 33 CFR 1.05-1; and Department of
Homeland Security Delegation No. 0170.1.

0
2. Revise Sec.  117.716 to read as follows:

Sec. 117.716  Delaware River.

    (a) The following apply to all drawbridges across the Delaware
River:
    (1) The draws of railroad bridges need not be opened when there is
a train in the bridge block approaching the bridge with the intention
of crossing or within five minutes of the known time of the passage of
a scheduled passenger train.
    (2) The opening of a bridge may not be delayed more than five
minutes for a highway bridge or 10 minutes for a railroad bridge after
the signal to open is given.
    (3) The owners of drawbridges shall provide and keep in good
legible condition two board gages painted white with black figures not
less than six inches high to indicate the vertical clearance under the
closed draw at all stages of the tide. The gages shall be so placed on
the bridge that they are plainly visible to operators of vessels
approaching the bridge either up or downstream.
    (b) The draw of the Conrail Memorial Railroad Bridge, mile 104.6,
at Pennsauken Township, NJ shall be operated as follows:
    (1) The bridge will be remotely operated from the Conrail South
Jersey dispatch center in Mount Laurel, NJ unless the remote operation
system is in a failed condition.
    (2) An AIS transmitter has been installed on the New Jersey side of
the bridge at the bridge and land intersection in approximate position
39[deg]58'50.52'' N. (39.9807), 75[deg]03'58.75'' (-75.06632). The AIS
transmitter is assigned maritime mobile service identity (MMSI) number
993663001. The status of the bridge (open/closed/inoperative) will be
provided via the name transmitted by the AIS private aids to navigation
as DELAIR BRG-OPEN (fully open and locked position, channel light
green), DELAIR BRG-CLOSED (other than fully open, not inoperative), or
DELAIR BRG-INOP (other than fully open, inoperative). The AIS
transmitter will transmit the bridge status every two minutes and upon
a change in the bridge status.
    (3) The remote operation system will be considered in a failed
condition and qualified personnel will return and operate the bridge
within 60 minutes if any of the following conditions are found:
    (i) The remote operation system becomes incapable of safely and
effectively operating the bridge from the remote operation center; or
    (ii) Visibility of the waterway or bridge is degraded to less than
equal that of an on-site bridge tender; or
    (iii) Signals (communications) via sound or visual signals or radio
telephone (voice) via VHF-FM channels 13 or 16 become inoperative; or
    (iv) AIS becomes inoperative.
    (4) Vessels that require an opening shall continue to request an
opening via the methods defined in Sec.  117.15(b) through (d) (sound
or visual signals or radio telephone (VHF-FM) voice communications),
via telephone at<PHONE_NUMBER>, or via push-to-talk (PTT) on VHF-FM
channel 13. Vessels may push the PTT button five times while on VHF-FM
channel 13 to request an opening.
    (5) The signals for the remote operation center or on-site bridge
tender to respond to a sound signal for a bridge opening include:
    (i) When the draw can be opened immediately--a sound signal of one
prolonged blast followed by one short blast and illumination of a fixed
white light not more than 30 seconds after the requesting signal; or
    (ii) When the draw cannot be opened immediately--five short blasts
sounded in rapid succession and illumination of a fixed red light not
more 30 seconds after the vessel's opening signal.
    (6) The signals for the remote operation center or on-site bridge
tender to respond to a visual signal for a bridge opening include:
    (i) When the draw can be opened immediately--illumination of a
fixed white light not more than 30 seconds after the requesting signal;
or
    (ii) When the draw cannot be opened immediately--illumination of a
fixed red light not more 30 seconds after the vessel's opening signal.
    (7) The fixed white light will remain illuminated until the bridge
reaches the fully open position. The fixed white and red lights will be
positioned on the east (New Jersey) bridge abutment adjacent to the
navigation span.

    Dated: June 19, 2017.
M.L. Austin,
Rear Admiral, U.S. Coast Guard, Commander, Fifth Coast Guard District.
[FR Doc. 2017-13857 Filed 6-29-17; 8:45 am]
 BILLING CODE 9110-04-P


[Federal Register Volume 87, Number 92 (Thursday, May 12, 2022)]
[Notices]
[Pages 29163-29164]
[FR Doc No: 2022-10235]

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DEPARTMENT OF HOMELAND SECURITY

Federal Emergency Management Agency

[Internal Agency Docket No. FEMA-4651-DR; Docket ID FEMA-2022-0001]

Massachusetts; Major Disaster and Related Determinations

AGENCY: Federal Emergency Management Agency, DHS.

ACTION: Notice.

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SUMMARY: This is a notice of the Presidential declaration of a major
disaster for the Commonwealth of Massachusetts (FEMA-4651-DR), dated
April 18, 2022, and related determinations.

DATES: The declaration was issued April 18, 2022.

FOR FURTHER INFORMATION CONTACT: Dean Webster, Office of Response and
Recovery, Federal Emergency Management Agency, 500 C Street SW,
Washington, DC 20472,<PHONE_NUMBER>.

SUPPLEMENTARY INFORMATION: Notice is hereby given that, in a letter
dated April 18, 2022, the President issued a major disaster declaration
under the authority of the Robert T. Stafford Disaster Relief and
Emergency Assistance Act, 42 U.S.C. 5121 et seq. (the ``Stafford
Act''), as follows:

    I have determined that the damage in certain areas of the
Commonwealth of Massachusetts resulting from a severe winter storm
and snowstorm during the period of January 28 to January 29, 2022,
is of sufficient severity and magnitude to warrant a major disaster
declaration under the Robert T. Stafford Disaster Relief and
Emergency Assistance Act, 42 U.S.C. 5121 et seq. (the ``Stafford
Act''). Therefore, I declare that such a major disaster exists in
the Commonwealth of Massachusetts.
    In order to provide Federal assistance, you are hereby
authorized to allocate from funds available for these purposes such
amounts as you find necessary for Federal disaster assistance and
administrative expenses.
    You are authorized to provide Public Assistance in the
designated areas and Hazard Mitigation throughout the Commonwealth.
You are further authorized to provide snow assistance under the
Public Assistance program for a limited period of time during or
proximate to the incident period. Consistent with the requirement
that Federal assistance be supplemental, any Federal funds provided
under the Stafford Act for Public Assistance and Hazard Mitigation
will be limited to 75 percent of the total eligible costs.
    Further, you are authorized to make changes to this declaration
for the approved assistance to the extent allowable under the
Stafford Act.

    The Federal Emergency Management Agency (FEMA) hereby gives notice
that pursuant to the authority vested in the Administrator, under
Executive Order 12148, as amended, William F. Roy, of FEMA is appointed
to act as the Federal Coordinating Officer for this major disaster.
    The following areas of the Commonwealth of Massachusetts have been
designated as adversely affected by this major disaster:

    Bristol, Norfolk, Plymouth, and Suffolk Counties, including the
Mashpee Wampanoag Tribe for Public Assistance.

    Bristol, Norfolk, Plymouth, and Suffolk Counties, including the
Mashpee Wampanoag Tribe for snow assistance under the Public
Assistance program for any continuous 48-hour period during or
proximate to the incident period.
    All areas within the Commonwealth of Massachusetts are eligible
for assistance under the Hazard Mitigation Grant Program.

    The following Catalog of Federal Domestic Assistance Numbers
(CFDA) are to be used for reporting and drawing funds: 97.030,
Community Disaster Loans; 97.031, Cora Brown Fund; 97.032, Crisis
Counseling; 97.033, Disaster Legal Services; 97.034, Disaster
Unemployment Assistance (DUA); 97.046, Fire Management Assistance
Grant; 97.048, Disaster Housing Assistance to Individuals and
Households In Presidentially Declared Disaster Areas; 97.049,
Presidentially Declared Disaster Assistance--Disaster Housing
Operations for Individuals and Households; 97.050, Presidentially
Declared Disaster Assistance to Individuals and Households--Other
Needs; 97.036, Disaster Grants--Public Assistance (Presidentially
Declared Disasters); 97.039, Hazard Mitigation Grant.

Deanne Criswell,
Administrator, Federal Emergency Management Agency.
[FR Doc. 2022-10235 Filed 5-11-22; 8:45 am]
BILLING CODE 9111-23-P


[Federal Register Volume 77, Number 92 (Friday, May 11, 2012)]
[Notices]
[Pages 27817-27819]
[FR Doc No: 2012-11363]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-66930; File No. SR-NYSEArca-2012-18]

Self-Regulatory Organizations; NYSE Arca, Inc.; Order Approving a
Proposed Rule Change To List and Trade Shares of the APMEX Physical-1
oz. Gold Redeemable Trust Pursuant to NYSE Arca Equities Rule 8.201

May 7, 2012.

I. Introduction

    On March 5, 2012, NYSE Arca, Inc. (``Exchange'' or ``NYSE Arca'')
filed with the Securities and Exchange Commission (``Commission''),
pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ a proposed rule change to
list and trade Units (``Units'') of the APMEX Physical-1 oz. Gold
Redeemable Trust (the ``Trust'') pursuant to NYSE Arca Equities Rule
8.201. The proposed rule change was published for comment in the
Federal Register on March 26, 2012.\3\ The Commission received no
comment letters regarding the proposed rule change. This order approves
the proposed rule change.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ Securities Exchange Act Release No. 66627 (March 20, 2012),
77 FR 17539 (``Notice'').
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II. Description of the Proposal

    The Exchange proposes to list and trade Units \4\ under NYSE Arca
Equities Rule 8.201. APMEX Precious Metals Management Services, Inc. is
the manager of the Trust (``Manager'').\5\ Computershare Trust Company
of Canada is the trustee of the Trust (``Trustee''). RBC Dexia Investor
Services (``RBC Dexia'') \6\ is the custodian of the Trust
(``Custodian'') \7\ and the valuation agent of the Trust (``Valuation
Agent'').
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    \4\ Each Unit will represent an equal, undivided interest in the
net assets of the Trust attributable to the Units.
    \5\ The Manager is a Delaware corporation and is a wholly owned
subsidiary of Apmex, Inc. (formerly known as American Precious
Metals Exchange, Inc.). The Manager is responsible for the day-to-
day activities and administration of the Trust. Additional details
regarding the Trust are set forth in the Registration Statement for
the Trust on Form F-1, filed with the Commission on December 23,
2011 (No. 333-178745) (as amended, ``Registration Statement'').
    \6\ RBC Dexia is affiliated with a broker-dealer. RBC Dexia has
represented to NYSE Arca that it has put in place and will maintain
the appropriate information barriers and controls between itself and
the broker-dealer affiliate so that the broker-dealer affiliate will
not have access to information concerning the composition and/or
changes to the Trust's holdings that are not available on the
Trust's Web site. See Notice, 77 FR at 17540, n.12.
    \7\ The Bank of Nova Scotia, a sub-custodian of RBC Dexia, will
act as gold custodian for the 1 oz. gold coins that the Trust owns.
See id.
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    The Trust will issue Units in an initial public offering.\8\ The
Trust may not issue additional Units following the completion of the
initial public offering except under certain conditions. NYSE Arca will
require that a minimum of 1,000,000 Units be outstanding at the start
of trading.\9\ NYSE Arca represents that the Units satisfy the
requirements of NYSE Arca Equities Rule 8.201 and thereby qualify for
listing and trading on the Exchange.\10\
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    \8\ To purchase all of the 1 oz. gold coins, the Manager will
negotiate on behalf of the Trust for multiple transactions with
certain authorized distributors; all of the distributors are
independent of the Manager and any affiliate of the parent company.
See Notice, 77 FR at 17543. The Manager will not buy and sell 1 oz.
gold coins for the Trust through its parent company or its
affiliates. See id.
    \9\ See email from Tim Malinowski, Senior Director, NYSE
Euronext, to Christopher W. Chow, Special Counsel, and Brian J.
Baltz, Attorney-Advisor, Commission, dated April 26, 2012.
    \10\ With respect to application of Rule 10A-3 under the Act,
the Trust relies on the exemption contained in Rule 10A-3(c)(7). See
Notice, 77 FR at 17540, n.16.
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    The Trust's investment objective is to invest and hold
substantially all of its assets in 1 oz. gold coins. The Trust will
hold 1 oz. American Gold Eagle bullion coins and 1 oz. Canadian Gold
Maple Leaf bullion coins, and is permitted to purchase 1 oz. gold
bullion bars and rounds. The Trust intends to hold highly liquid
investments (consisting of short-term certificates of deposit or U.S.
Government securities) or cash in an amount equal to approximately
three percent of its total net assets generally to pay expenses and
cash redemptions.
    The Units will be redeemable weekly at the option of the holder for
1 oz. gold coins or for cash subject to certain conditions. Generally,
units redeemed for 1 oz. gold coins will be entitled to receive a
redemption price equal to 100% of the aggregate net asset value
(``NAV'') of the redeemed Units determined at 4 p.m., Eastern time, on
the Thursday on which NYSE Arca and/or the Toronto Stock Exchange
(``TSX'') is open for trading for the week in respect of which the
redemption request is processed, or the weekly redemption date and
time, less the redemption expenses, or the gold redemption amount.
Redemption requests for 1 oz. gold coins must be for a minimum
redemption amount of at least $10,000.
    Units will be redeemable on a monthly basis for cash. Units
redeemed for cash will receive a redemption price equal to 95% of the
lesser of (i) the volume-weighted average trading price of the Units
traded on NYSE Arca or, if trading has been suspended on NYSE Arca, the
trading price of the Units traded on the TSX, for the last five days on
which the respective exchange is open for trading during the month in
which the redemption request is processed; or (ii) the NAV of the
redeemed Units as of 4 p.m., Eastern time, on the last day of the month
on which NYSE Arca is open for trading during the month in which the
redemption request is processed (in each case, less any applicable
taxes). The Trust will retain the remaining 5% of the value of the
Units.
    Additional information can be found in the Notice and in the
Registration Statement regarding: the Trust; the Units; the Trust's
investment objectives, strategies, policies, and restrictions; fees and
expenses; creation and redemption of Units; the gold bullion market and
the 1 oz. gold coins; availability of information; trading rules and
halts; and surveillance procedures.\11\
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    \11\ See Notice and the Registration Statement, supra notes 3
and 5, respectively.
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III. Discussion and Commission's Findings

    After careful review, the Commission finds that the proposed rule
change is consistent with the requirements of Section 6 of the Act \12\
and the rules and regulations thereunder applicable to a national
securities exchange.\13\ In particular, the Commission finds that the
proposed rule change is consistent with Section 6(b)(5) of the Act,\14\
which requires, among other things, that the rules of a national
securities exchange be designed to promote just and equitable
principles of trade, to foster cooperation and coordination with
persons engaged in facilitating transactions in securities, and to
remove impediments to and perfect the mechanism of a free and open
market and a national market system, and, in general, to protect
investors and the public interest.
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    \12\ 15 U.S.C. 78f.
    \13\ In approving this proposed rule change, the Commission has
considered the proposed rule's impact on efficiency, competition,
and capital formation. See 15 U.S.C. 78c(f).
    \14\ 15 U.S.C. 78f(b)(5).
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    In addition, the Commission finds that the proposal to list and
trade Units

on NYSE Arca is consistent with Section 11(a)(1)(C)(iii) of the
Act,\15\ which sets forth Congress's finding that it is in the public
interest and appropriate for the protection of investors to assure the
availability to brokers, dealers, and investors of information with
respect to quotations for and transactions in securities. Quotation and
last-sale information for the Units will be available via the
Consolidated Tape Association. The Trust's Web site, which the Trust
will launch upon the closing of the initial public offering, will
provide an intraday indicative value (``IIV'') per share for the Units,
as calculated by a third-party financial data provider during NYSE
Arca's Core Trading Session (9:30 a.m. to 4 p.m. Eastern time).\16\ In
addition, the Trust's Web site will contain the following information,
on a per-Unit basis, for the Trust: (a) The midpoint of the bid-ask
price at the close of trading in relation to the NAV as of the time the
NAV is calculated (``Bid/Ask Price''), and a calculation of the premium
or discount of such price against such NAV; and (b) data in chart
format displaying the frequency distribution of discounts and premiums
of the Bid/Ask Price against the NAV, within appropriate ranges, for
each of the four previous calendar quarters. The Trust's Web site will
also provide the Trust's prospectus, the two most recent reports to
stockholders, the last sale price of the Units as traded in the U.S.
market, and a breakdown of the holdings of the Trust by coin type. In
addition, NYSE Arca will make available over the Consolidated Tape
quotation information, trading volume, closing prices, and NAV for the
Units from the previous day.
---------------------------------------------------------------------------

    \15\ 15 U.S.C. 78k-1(a)(1)(C)(iii).
    \16\ The IIV will be calculated by (i) subtracting the closing
spot price of gold for the prior business day from the current
applicable spot price of gold (the ``Spread''); (ii) multiplying the
Spread by the aggregate number of the Trust's 1 oz. gold coins for
the prior business day (the ``Adjustment''); (iii) dividing the
Adjustment by the aggregate number of units of the Trust outstanding
for the prior business day (the ``Per-Unit Adjustment''); and (iv)
adding the Per-Unit Adjustment to the NAV per Unit of the Trust for
the prior business day.
---------------------------------------------------------------------------

    The Commission believes that the proposal to list and trade the
Units is reasonably designed to promote fair disclosure of information
that may be necessary to price the Units appropriately and to prevent
trading when a reasonable degree of transparency cannot be assured. As
discussed above, the Trust will publish on its Web site: A breakdown of
the holdings of the Trust by coin type, the NAV of the Trust, the IIV
of the Shares, the Trust's prospectus, and the last sale price of the
Units as traded in the U.S. market. The Commission notes that the
Exchange will obtain a representation from the Trust prior to the
commencement of trading of the Units that the NAV will be calculated
daily and made available to all market participants at the same
time.\17\ Under NYSE Arca Equities Rule 7.34(a)(5), if the Exchange
becomes aware that the NAV is not being disseminated to all market
participants at the same time, it must halt trading on the NYSE
Marketplace until such time as the NAV is available to all market
participants. Additionally, if the IIV is not being disseminated as
required, the Exchange may halt trading during the day in which the
disruption occurs; if the interruption persists past the day in which
it occurred, the Exchange will halt trading no later than the beginning
of the trading day following the interruption.\18\ Further, the
Exchange will consider suspension of trading pursuant to NYSE Arca Rule
8.201(e)(2) if, after the initial 12-month period following
commencement of trading: (1) The value of gold is no longer calculated
or available on at least a 15-second delayed basis from a source
unaffiliated with the Sponsor, Trust, or Custodian, or the Exchange
stops providing a hyperlink on its Web site to any such unaffiliated
commodity value; or (2) if the IIV is no longer made available on at
least a 15-second delayed basis.\19\ NYSE Arca will halt trading in the
Units on the Exchange if trading in the Units is halted on TSX and in
the event the Trust directs the Trust's Valuation Agent to suspend the
calculation of the value of the net assets of the Trust and the
NAV.\20\ NYSE Arca Equities Rule 8.201(e)(2) also provides that NYSE
Arca may seek to delist the Units in the event the value of the
underlying commodity or the IIV is no longer calculated or available as
required.
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    \17\ See email from Tim Malinowski, Senior Director, NYSE
Euronext, to Christopher W. Chow, Special Counsel, and Brian J.
Baltz, Attorney-Advisor, Commission, dated April 26, 2012.
    \18\ See id.
    \19\ More generally, NYSE Arca may halt trading on the Exchange
in the Units because of market conditions or for reasons that, in
the Exchange's view, make trading in the Units inadvisable,
including: (1) The extent to which conditions in the underlying gold
market have caused disruptions and/or lack of trading; or (2)
whether other unusual conditions or circumstances detrimental to the
maintenance of a fair and orderly market are present. Additionally,
trading in the Units will be subject to trading halts caused by
extraordinary market volatility pursuant to NYSE Arca's ``circuit
breaker'' rule. See NYSE Arca Equities Rule 7.12.
    \20\ See Notice, supra note 3, 77 FR at 17546.
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    In support of this proposal, NYSE Arca has made representations,
including:
    (1) The Units will be subject to the initial and continued listing
criteria under NYSE Arca Equities Rule 8.201.
    (2) NYSE Arca's surveillance procedures are adequate to properly
monitor Exchange trading of the Units in all trading sessions and to
deter and detect violations of NYSE Arca rules and applicable federal
securities laws.\21\
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    \21\ To support this, NYSE Arca states that, pursuant to NYSE
Arca Equities Rule 8.201(g), it is able to obtain information
regarding trading in the Units, physical gold, gold futures
contracts, options on gold futures, or any other gold derivative
from ETP Holders acting as registered Market Makers, in connection
with their proprietary or customer trades. More generally, NYSE Arca
states that it has regulatory jurisdiction over its ETP Holders and
their associated persons, which includes any person or entity
controlling an ETP Holder. With respect to a subsidiary or affiliate
of an ETP Holder that does business only in commodities or futures
contracts, the Exchange states that it could obtain information
regarding the activities of such subsidiary or affiliate through
surveillance sharing agreements with regulatory organizations of
which such subsidiary or affiliate is a member. Further, NYSE Arca
states that it may obtain trading information via the Intermarket
Surveillance Group (``ISG'') from other exchanges that are members
of the ISG, including the COMEX. The Exchange also states that The
Investment Industry Regulatory Organization of Canada is a member of
ISG.
---------------------------------------------------------------------------

    (3) Prior to the commencement of trading, the Exchange will inform
its ETP Holders in an Information Bulletin of the special
characteristics and risks associated with trading the Units.
Specifically, the Information Bulletin will discuss the following: (a)
The procedures for purchases and redemptions of Units; (b) NYSE Arca
Equities Rule 9.2(a), which imposes a duty of due diligence on its ETP
Holders to learn the essential facts relating to every customer prior
to trading the Units; (c) the requirement that ETP Holders deliver a
prospectus to investors purchasing newly issued Units prior to or
concurrently with the confirmation of a transaction; (d) the
possibility that trading spreads and the resulting premium or discount
on the Units may widen as a result of reduced liquidity of gold trading
during the Core and Late Trading Sessions after the close of the major
world gold markets; and (e) trading information.

This approval order is based on the Exchange's representations.
    For the foregoing reasons, the Commission finds that the proposed
rule change is consistent with Section 6(b)(5) of the Act \22\ and the
rules and regulations thereunder applicable to a national securities
exchange.
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    \22\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

IV. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\23\ that the

proposed rule change (SR-NYSEArca-2012-18) is approved.
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    \23\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\24\
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    \24\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2012-11363 Filed 5-10-12; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register: April 16, 2010 (Volume 75, Number 73)]
[Notices]
[Page 19965]
[DOCID:fr16ap10-60]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket No. PR10-12-000]

Arkansas Western Gas Company; Notice of Petition for Rate
Approval

April 5, 2010.
    Take notice that on March 31, 2010, Arkansas Western Gas Company
(AWG) filed a petition for rate approval pursuant to sections
284.123(b)(2) and 284.224(e)(1) of the Commission's regulations. AWG
proposes to decrease its maximum rate for interruptible transportation
service on its northwest Arkansas system south of Drake Compressor
Station from $0.1322 per MMBtu to $0.1146 per MMBtu and to increase the
rate for compressor fuel and lost and unaccounted for gas from 3.50
percent to 3.60 percent.
    Any person desiring to participate in this rate proceeding must
file a motion to intervene or to protest this filing must file in
accordance with Rules 211 and 214 of the Commission's Rules of Practice
and Procedure (18 CFR 385.211 and 385.214). Protests will be considered
by the Commission in determining the appropriate action to be taken,
but will not serve to make protestants parties to the proceeding. Any
person wishing to become a party must file a notice of intervention or
motion to intervene, as appropriate. Such notices, motions, or protests
must be filed on or before 5 p.m. Eastern time on the date as indicated
below. Anyone filing an intervention or protest must serve a copy of
that document on the Applicant. Anyone filing an intervention or
protest on or before the intervention or protest date need not serve
motions to intervene or protests on persons other than the Applicant.
    The Commission encourages electronic submission of protests and
interventions in lieu of paper using the ``eFiling'' link at http://
www.ferc.gov. Persons unable to file electronically should submit an
original and 14 copies of the protest or intervention to the Federal
Energy Regulatory Commission, 888 First Street, NE., Washington, DC
20426.
    This filing is accessible on-line at http://www.ferc.gov, using the
``eLibrary'' link and is available for review in the Commission's
Public Reference Room in Washington, DC. There is an ``eSubscription''
link on the Web site that enables subscribers to receive e-mail
notification when a document is added to a subscribed docket(s). For
assistance with any FERC Online service, please e-mail
<EMAIL_ADDRESS>or call<PHONE_NUMBER> (toll free). For
TTY, call<PHONE_NUMBER>.
    Comment Date: 5 p.m. Eastern Time on Friday, April 16, 2010.

Kimberly D. Bose,
Secretary.
[FR Doc. 2010-8699 Filed 4-15-10; 8:45 am]
BILLING CODE 6717-01-P