[Federal Register Volume 86, Number 111 (Friday, June 11, 2021)]
[Notices]
[Pages 31369-31370]
[FR Doc No: 2021-12232]

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

DEPARTMENT OF TRANSPORTATION

Federal Aviation Administration

[Docket No. FAA-2021-0519]

Agency Information Collection Activities: Requests for Comments;
Clearance of New Approval of Information Collection: Information
Required To Implement Emergency Grants-In-Aid for Airports Under the
Coronavirus Response and Relief Supplemental Appropriations Act, 2021
and the American Rescue Plan Act, 2021

AGENCY: Federal Aviation Administration (FAA), DOT.

ACTION: Notice and request for comments.

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

SUMMARY: In accordance with the Paperwork Reduction Act of 1995, FAA
invites public comments regarding FAA's intention to request Office of
Management and Budget (OMB) approval for a new information collection.
The information will be collected from airport sponsors who request
payment under a concessions relief grant. FAA's Office of Airports will
use the information to determine whether airport sponsors and airport
concessions benefitting from rent relief meet the eligibility and other
requirements under CRRSA and ARPA prior to processing a payment of
Federal funds.

DATES: Written comments should be submitted by July 12, 2021.

ADDRESSES: Written comments and recommendations for the proposed
information collection should be sent within 30 days of publication of
this notice to www.reginfo.gov/public/do/PRAMain. Find this particular
information collection by selecting ``Currently under 30-day Review--
Open for Public Comments'' or by using the search function. Comments
received will not be considered before approval of this emergency
collection but will be considered in the renewal process.

FOR FURTHER INFORMATION CONTACT: Julieann Dwyer by email at:
<EMAIL_ADDRESS>phone:<PHONE_NUMBER>.

SUPPLEMENTARY INFORMATION:
    Public Comments Invited: You are asked to comment on any aspect of
this information collection, including (a) Whether the proposed
collection of information is necessary for FAA's performance; (b) the
accuracy of the estimated burden; (c) ways for FAA to enhance the
quality, utility and clarity of the information collection; and (d)
ways that the burden could be minimized without reducing the quality of
the collected information.
    OMB Control Number: 2121-XXXX.
    Title: Agency Information Collection Activities: Requests for
Comments; Clearance of New Approval of Information Collection:
Information Required to Implement Airport Grant Programs under the
Coronavirus Response and Relief Supplemental Appropriations Act, 2021
and the American Rescue Plan Act, 2021.
    Form Numbers: None.
    Type of Review: FAA seeks emergency clearance for a new information
collection.
    Background: FAA intends to seek emergency clearance for a new
information to facilitate its implementation of grants under the
Coronavirus Response and Relief Supplemental Appropriations Act, Public
Law 116-260 (Dec. 27, 2020) (CRRSA) and the American Rescue Plan

Act, Public Law 117-2 (Mar. 11, 2021) (ARPA) to primary airports to
provide relief from rent and minimum annual guarantee (MAG) obligations
to eligible airport concessions. This information collection permits
FAA to confirm that rent relief is consistent with the requirements of
CRRSA and ARPA. If FAA does not receive emergency approval, the
economic recovery of the nation's air transport system may be delayed
because of the inability to of airports to maintain continuity of
operations and assure the sustainability of vital concession partners.
    CRRSA directed FAA to provide $200 million in grants to primary
airports for the purpose of providing relief from rent and MAG
obligations to eligible airport concessions. In addition, ARPA directed
FAA to provide $800 million in grants to primary airports for the
purpose of providing relief from rent and MAG obligations to eligible
airport concessions. FAA developed a streamlined information collection
to confirm that airport sponsors and concessions receiving rent relief
met CRRSA and ARPA eligibility and other legal requirements.
Specifically, airport sponsors must provide relief on a proportional
basis and after December 27, 2020, and March 11, 2021, respectively, as
well as conduct prioritized consultation with Airport Concession
Disadvantaged Business Enterprises (ACDBEs).
    The information will be collected from airport sponsors (public
agencies) who request payment under a concessions relief grant. FAA's
Office of Airports (ARP) will use the information to determine whether
airport sponsors and airport concessions benefitting from rent relief
meet the eligibility and other requirements under CRRSA and ARPA prior
to processing a payment of Federal funds.
    Comments received will not be considered before approval of this
emergency collection but will be considered in the renewal process.
    Respondents: FAA estimates approximately 404 respondents.
    Frequency: Information will be collected one time for each grant
program.
    Estimated Average Burden per Response: 6 hours.
    Estimated Total Annual Burden: Approximately 4,848 hours annually.

    Issued in Washington, DC, on June 7, 2021.
Robert A. Hawks,
Deputy Director, Office of Airports Planning and Programming, Federal
Aviation Administration.
[FR Doc. 2021-12232 Filed 6-10-21; 8:45 am]
BILLING CODE 4910-13-P


[Federal Register Volume 85, Number 123 (Thursday, June 25, 2020)]
[Notices]
[Page 38134]
[FR Doc No: 2020-13712]

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

DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket No. ER20-2098-000]

Titan Solar 1, LLC; Supplemental Notice That Initial Market-Based
Rate Filing Includes Request for Blanket Section 204 Authorization

    This is a supplemental notice in the above-referenced Titan Solar
1, LLC's application for market-based rate authority, with an
accompanying rate tariff, noting that such application includes a
request for blanket authorization, under 18 CFR part 34, of future
issuances of securities and assumptions of liability.
    Any person desiring to intervene or to protest should file with the
Federal Energy Regulatory Commission, 888 First Street NE, Washington,
DC 20426, in accordance with Rules 211 and 214 of the Commission's
Rules of Practice and Procedure (18 CFR 385.211 and 385.214). Anyone
filing a motion to intervene or protest must serve a copy of that
document on the Applicant.
    Notice is hereby given that the deadline for filing protests with
regard to the applicant's request for blanket authorization, under 18
CFR part 34, of future issuances of securities and assumptions of
liability, is July 9, 2020.
    The Commission encourages electronic submission of protests and
interventions in lieu of paper, using the FERC Online links at http://www.ferc.gov. To facilitate electronic service, persons with internet
access who will eFile a document and/or be listed as a contact for an
intervenor must create and validate an eRegistration account using the
eRegistration link. Select the eFiling link to log on and submit the
intervention or protests.
    Persons unable to file electronically may mail similar pleadings to
the Federal Energy Regulatory Commission, 888 First Street NE,
Washington, DC 20426. Hand delivered submissions in docketed
proceedings should be delivered to Health and Human Services, 12225
Wilkins Avenue, Rockville, Maryland 20852.
    In addition to publishing the full text of this document in the
Federal Register, the Commission provides all interested persons an
opportunity to view and/or print the contents of this document via the
internet through the Commission's Home Page (http://ferc.gov) using the
``eLibrary'' link. Enter the docket number excluding the last three
digits in the docket number field to access the document. At this time,
the Commission has suspended access to the Commission's Public
Reference Room, due to the proclamation declaring a National Emergency
concerning the Novel Coronavirus Disease (COVID-19), issued by the
President on March 13, 2020. For assistance, contact the Federal Energy
Regulatory Commission at<EMAIL_ADDRESS>or call toll-free,
(886) 208-3676 or TYY,<PHONE_NUMBER>.

    Dated: June 19, 2020.
Nathaniel J. Davis, Sr.,
Deputy Secretary.
[FR Doc. 2020-13712 Filed 6-24-20; 8:45 am]
BILLING CODE 6717-01-P


[Federal Register Volume 76, Number 21 (Tuesday, February 1, 2011)]
[Notices]
[Pages 5630-5636]
[FR Doc No: 2011-2127]

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

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-63777; File No. SR-Phlx-2010-157]

Self-Regulatory Organizations; NASDAQ OMX PHLX LLC; Order
Approving a Proposed Rule Change, as Modified by Amendment Nos. 1 and
2, Relating to Complex Orders

January 26, 2011.

I. Introduction

    On November 29, 2010, NASDAQ OMX PHLX LLC (``Phlx'' or the
``Exchange'') filed with the Securities and Exchange Commission
(``Commission''), pursuant to Section 19(b)(1) of the Securities
Exchange Act of 1934 (the ``Act''),\1\ and Rule 19b- thereunder,\2\ a
proposed rule change to amend the rules governing the trading of
Complex Orders on the Phlx's electronic options trading platform, Phlx
XL II, to, among other things: (i) Permit Complex Orders with up to six
components, including the underlying stock or Exchange Traded Fund
Share (``ETF''); (ii) establish a Do Not Auction (``DNA'') designation
for Complex Orders; (iii) add a definition of conforming ratio; (iv)
provide priority rules for Complex Orders traded on Phlx XL II; and (v)
provide for the communication of the stock or ETF component of a
Complex Order by the Exchange to Nasdaq Options Services LLC (``NOS''),
the Phlx's affiliated broker-dealer, for execution. The Exchange filed
Amendment No. 1 to the proposal on December 6, 2010.\3\ The proposed
rule change, as modified by Amendment No. 1, was published for comment
in the Federal Register on December 15, 2010.\4\ The Exchange filed
Amendment No. 2 to the proposal on January 11,

2011.\5\ The Commission received no comments regarding the proposal, as
amended. This order approves the proposed rule change, as amended.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ Amendment No. 1 revises Phlx Rule 1080, Commentary
.08(a)(i), to indicate that member organizations submitting Complex
Orders with a stock/ETF component represent that such orders comply
with the qualified contingent trade exemption from Rule 611(a) of
Regulation NMS under the Exchange Act.
    \4\ See Securities Exchange Act Release No. 63509 (December 9,
2010), 75 FR 78320 (``Notice'').
    \5\ Amendment No. 2 revises Phlx Rule 1080(m)(iii)(A) to include
text that was inadvertently omitted from Exhibit 5 of the Form 19b-4
submission. Specifically, the revised text indicates that, in
addition to its current routing function, the Routing Facility (as
defined below) will execute and report the underlying security
component of a Complex Order otherwise than on the Phlx, pursuant to
Phlx Rule 1080.08(h). Phlx states that this change is a clarifying
and technical correction to conform the text of Rule 1080(m)(iii)(A)
to: (i) The discussion in the Form 19b-4 submission regarding the
proposed additional functions of NOS; and (ii) proposed Rule
1080.08(h). Because Amendment No. 2 is technical in nature, it is
not subject to notice and comment.
---------------------------------------------------------------------------

II. Description of the Proposal

    Currently, the Phlx's rules provide for the electronic trading of
Complex Orders composed of two options components. As described in
greater detail below and in the Notice,\6\ the Phlx proposes to amend
Phlx Rule 1080, Commentary .08, to provide for the electronic trading
of Complex Orders composed of up to six components, which may include
the underlying stock or ETF, and to make other changes to its rules
governing the trading of Complex Orders on Phlx XL II.
---------------------------------------------------------------------------

    \6\ See Notice.
---------------------------------------------------------------------------

A. Definitions

    The proposal amends Phlx Rule 1080, Commentary .08(a)(i) to define
a Complex Order, for purposes of that rule, as (i) an order involving
the simultaneous purchase and/or sale of two or more different options
series in the same underlying security, priced as a net debit or credit
based on the relative prices of the individual components, for the same
account, for the purpose of executing a particular investment strategy;
or (ii) a stock-option order. A stock-option order is composed of an
order to buy or sell a stated number of units of an underlying security
(stock or ETF) coupled with the purchase or sale of options
contract(s).\7\ A Complex Order could be composed of up to six options
series or, in the case of a stock-option order, five options series and
the underlying stock or ETF.\8\
---------------------------------------------------------------------------

    \7\ See Phlx Rule 1080, Commentary .08(a)(i). In addition, the
underlying security must be the deliverable for the options
component of a stock-option order and must represent exactly 100
shares per option for regular way delivery. Id.
    \8\ See Phlx Rule 1080, Commentary .08(a)(i).
---------------------------------------------------------------------------

    Stock-option orders may only be executed against other stock-option
orders and cannot be executed against orders for the individual
components.\9\ A member may only submit a Complex Order with a stock or
ETF component if the order complies with the qualified contingent trade
exemption (``QCT Exemption'') \10\ from Rule 611(a) of Regulation NMS
under the Act,\11\ and a member submitting a Complex Order with a stock
or ETF component represents that its order complies with the QCT
Exemption.\12\
---------------------------------------------------------------------------

    \9\ Id.
    \10\ See Securities Exchange Act Release Nos. 57620 (April 4,
2008), 73 FR 19271 (April 9, 2008) (``QCT Exemptive Order''). See
also Securities Exchange Act Release No. 54389 (August 31, 2006), 71
FR 52829 (September 7, 2006).
    \11\ 17 CFR 242.611(a).
    \12\ See Phlx Rule 1080, Commentary .08(a)(i) and Amendment No.
1.
---------------------------------------------------------------------------

    The proposal also adds a definition of conforming ratio for Complex
Orders composed solely of options and for Complex Orders that include
the underlying stock or ETF.\13\ For Complex Orders composed solely of
options, a conforming ratio is where the ratio between the sizes of the
options components of a Complex Order is equal to or greater than one-
to-three (.333) and less than or equal to three-to-one (3.00). For
Complex Orders that include the underlying stock or ETF, a conforming
ratio is where the ratio between any options component and the
underlying security component is less than or equal to eight contracts
to 100 shares of the underlying security. Complex Orders with a
conforming ratio will be accepted but Complex Orders with a
nonconforming ratio will not.\14\
---------------------------------------------------------------------------

    \13\ See Phlx Rule 1080, Commentary .08(a)(ix).
    \14\ See Notice at note 20.
---------------------------------------------------------------------------

    In addition, the proposal provides a DNA designation for Complex
Orders.\15\ A DNA Order is not COLA-eligible, as defined in Phlx Rule
1080, Commentary .08(d)((ii)(B), and will not trigger or join a Complex
Order Live Auction (``COLA'').\16\ DNA Orders are cancelled if not
immediately executed.\17\
---------------------------------------------------------------------------

    \15\ See Phlx Rule 1080, Commentary .08(a)(viii).
    \16\ Id.
    \17\ See Phlx Rule 1080, Commentary .08(a)(viii)(B). DNA Orders
received prior to the opening or when the Complex Order Strategy is
not available for trading will be cancelled. DNA Orders will
initially be available only for Complex Orders with more than two
options components or with an underlying security component. See
Phlx Rule 1080, Commentary .08(a)(viii)(A) and (C).
---------------------------------------------------------------------------

    The proposal also updates the definitions of cPBBO and cNBBO to
reflect the underlying security component of a stock-option order.\18\
In addition, the proposal clarifies the definition of Complex Order
Strategy and indicates that the Phlx's system will assign a strategy
identifier to each Complex Order Strategy.\19\
---------------------------------------------------------------------------

    \18\ See Phlx Rule 1080, Commentary .08(a)(iv) and (vi).
Specifically, the revised definitions indicate that when the
underlying security is a component of a Complex Order, the best net
debit or credit refers to the National Best Bid and/or Offer for the
underlying security.
    \19\ See Phlx Rule 1080, Commentary .08(a)(ii).
---------------------------------------------------------------------------

B. Priority

    Currently, the priority provisions in Phlx Rule 1033(d) apply to
Complex Orders trading on Phlx XL II and to complex orders trading on
the Phlx's floor.\20\ The priority provisions in Phlx Rule 1033(e)
apply to orders trading on the Phlx's floor that include a stock and an
option component.\21\ The proposal adds new Phlx Rule 1080, Commentary
.08(c)(iii) to provide priority provisions for Complex Orders,
including Complex Orders with a stock or ETF component, trading on Phlx
XL II.
---------------------------------------------------------------------------

    \20\ Phlx Rule 1033(d) states that when a member holding a hedge
order, as defined in Rule 1066, and bidding or offering on the basis
of a total credit or debit for the order has determined that the
order may not be executed by a combination of transactions at or
within the bids and offers established in the marketplace, then the
order may be executed as a hedge order at the total credit or debit
with one other member with priority over either the bid or the offer
established in the marketplace that is not better than the bids or
offers comprising such total credit or debit, provided that the
member executes at least one option leg at a better price than
established bid or offer for that option contract AND no option leg
is executed at a price outside of the established bid or offer for
that option contract. Hedge orders include spread, straddle,
combination, and tied hedge orders. See Phlx Rule 1066(f).
    \21\ Phlx Rule 1033(e) states that when a member holding a
synthetic option order, as defined in Rule 1066, and bidding or
offering on the basis of a total credit or debit for the order has
determined that the order may not be executed by a combination of
transactions at or within the bids and offers established in the
marketplace, then the order may be executed as a synthetic option
order at the total credit or debit with one other member, provided
that the member executes the option leg at a better price than the
established bid or offer for that option contract, in accordance
with Rule 1014. Synthetic option orders in open outcry, in which the
option component is for a size of 100 contracts or more, have
priority over bids (offers) of crowd participants who are bidding
(offering) only for the option component of the synthetic option
order, but not over bids (offers) of public customers on the limit
order book, and not over crowd participants that are willing to
participate in the synthetic option order at the net debit or credit
price.
---------------------------------------------------------------------------

    Specifically, Phlx Rule 1080, Commentary .08(c)(iii)(A), which
applies to Complex Orders composed solely of options, states that
Complex Orders consisting of a conforming ratio \22\ may be executed at
a total credit or debit price with priority over individual bids or
offers established in the marketplace (including customers) that are
not better than the bids or offers comprising such total credit or
debit, provided that at least one option leg is executed at a better
price than the established bid or offer for that option contract and no
option leg is executed at a price outside of the established bid or
offer for that option contract. The

Phlx states that new Phlx Rule 1080, Commentary .08(c)(iii)(A) provides
the same priority as Phlx Rule 1033(d), under the same conditions, to a
broader class of Complex Orders.\23\
---------------------------------------------------------------------------

    \22\ See Phlx Rule 1080, Commentary .08(a)(ix).
    \23\ See Notice at notes 22-23 and accompanying text.
---------------------------------------------------------------------------

    Phlx Rule 1080, Commentary .08(c)(iii)(B) states that where a
Complex Order consists of the underlying stock or ETF and one options
leg in a conforming ratio,\24\ such options leg does not have priority
over bids and offers established in the marketplace, including customer
orders. However, where a Complex Order consists of the underlying stock
or ETF and more than one options leg in a conforming ratio, the options
legs have priority over bids and offers established in the marketplace,
including customer orders, if at least one options leg improves the
existing market for that option.\25\
---------------------------------------------------------------------------

    \24\ See Phlx Rule 1080, Commentary .08(a)(ix) and note 13,
supra.
    \25\ See Phlx Rule 1080, Commentary .08(c)(iii)(B).
---------------------------------------------------------------------------

C. Execution of the Stock or ETF Component of a Complex Order

1. Role of NOS
    To trade Complex Orders with a stock or ETF component through Phlx
XL II, members of the Financial Industry Regulatory Authority, Inc.
(``FINRA'') or the NASDAQ Stock Market (``Nasdaq'') must have a Uniform
Service Bureau/Executing Broker Agreement (``AGU'') with NOS, and firms
that are not members of FINRA or Nasdaq must have a Qualified Special
Representative (``QSR'') arrangement with NOS.\26\ NOS, a broker-dealer
and FINRA member, serves as the Phlx's Routing Facility and is subject
to regulation as a facility of the Phlx.\27\
---------------------------------------------------------------------------

    \26\ See Phlx Rule 1080, Commentary .08(a)(i).
    \27\ See Phlx Rule 1080(m)(iii).
---------------------------------------------------------------------------

    Phlx Rule 985(b), ``Restrictions on Affiliation,'' generally
prohibits the Phlx or an entity with which it is affiliated from
acquiring or maintaining an ownership interest in, or engaging in a
business venture with a Phlx member or an affiliate of a Phlx member in
the absence of an effective filing with the Commission under Section
19(b) of the Act.\28\ NOS is a member of Phlx and also an indirect
wholly-owned subsidiary of Phlx's parent company, and therefore an
affiliate of Phlx.\29\ The Commission has approved NOS as an affiliate
of Phlx for the purpose of routing orders in options listed and open
for trading on Phlx XL II to away market centers pursuant to Phlx rules
on behalf of Phlx.\30\ Phlx Rule 1080(m)(iii) states that ``[t]he sole
use of the Routing Facility by the Phlx XL II system will be to route
orders in options listed and open for trading on the Phlx XL II system
to away markets pursuant to Exchange rules on behalf of the Exchange.''
---------------------------------------------------------------------------

    \28\ 15 U.S.C. 78s(b).
    \29\ See Securities Exchange Act Release No. 59995 (May 28,
2009), 74 FR 26750 (June 3, 2009) (order approving File No. SR-Phlx-
2009-32) (``NOS Order'').
    \30\ Id. The Commission also has approved NOS as an affiliate of
Phlx for the limited purpose of providing routing services for
Nasdaq Exchange for orders that first attempt to access liquidity on
Nasdaq Exchange's systems before routing to Phlx, subject to certain
conditions. See Securities Exchange Act Release No. 58179 (July 17,
2008), 73 FR 42874 (July 23, 2008) (order approving File No. SR-
Phlx-2008-31).
---------------------------------------------------------------------------

    For NOS to perform additional functions for the Phlx, the Phlx must
file a proposed rule change with the Commission pursuant to Section 19
of the Act and the rules and regulations thereunder.\31\ In the current
proposal, the Phlx proposes to allow NOS to act as the agent
responsible for the execution of the stock or ETF component of a
Complex Order in addition to its approved routing functions.\32\ NOS's
function with respect to the execution of the stock or ETF component of
a Complex Order will be available to all Phlx member organizations.\33\
---------------------------------------------------------------------------

    \31\ See NOS Order, supra note 29.
    \32\ Phlx Rule 1080(m)(iii)(A), as amended, states, in part,
that ``The sole use of the Routing Facility by the Phlx XL II system
will be to route orders in options listed and open for trading on
the Phlx XL II system to away markets pursuant to Exchange rules on
behalf of the Exchange and, in addition, where one component of a
Complex Order is the underlying security, to execute and report such
component otherwise than on the Exchange, pursuant to Rule
1080.08(h).'' See Amendment No. 2. See also Notice at note 31 and
accompanying text.
    \33\ See Notice at 78324.
---------------------------------------------------------------------------

2. Execution of the Stock or ETF Component of a Complex Order
    Where one component of a Complex Order is the underlying stock or
ETF, the Phlx will electronically communicate the underlying security
component to NOS for execution \34\ after the Phlx's trading system
determines that a Complex Order trade is possible and the prices for
each of the components.\35\ The execution and reporting of the
underlying security component of the order will occur otherwise than on
the Exchange, and NOS will handle these orders pursuant to applicable
rules regarding equity trading,\36\ including the rules governing trade
reporting, trade-throughs, and short sales.\37\
---------------------------------------------------------------------------

    \34\ See Phlx Rule 1080, Commentary .08(h).
    \35\ See Notice at 78324 and at note 44 and accompanying text.
    \36\ See Phlx Rule 1080, Commentary .08(h).
    \37\ See Notice at note 34 and accompanying text.
---------------------------------------------------------------------------

    NOS, a FINRA member, will be responsible for the proper execution,
trade reporting, and submission to clearing of the underlying stock or
ETF component of a Complex Trade.\38\ The Phlx notes that NOS is
subject to examination by FINRA and is responsible for compliance with
applicable rules, including NASD Rule 3010, ``Supervision,'' which
generally requires NOS to establish and maintain supervisory systems
that are reasonably designed to achieve compliance with applicable
securities laws and regulations and applicable NASD and FINRA
rules.\39\ The Phlx represents that NOS intends to have in place
policies related to confidentiality and the potential for informational
advantages relating to its affiliates, which are intended to protect
against the misuse of material non-public information.\40\
---------------------------------------------------------------------------

    \38\ See Notice at notes 31-32 and accompanying text.
    \39\ See Notice at note 32 and accompanying text.
    \40\ See Notice at notes 32-33 and accompanying text. In
addition, the Phlx notes that Phlx Rule 1080(m)(iii)(C) requires the
Exchange to establish and maintain procedures and internal controls
reasonably designed to adequately restrict the flow of confidential
and proprietary information between the Phlx and NOS, and any other
entity, including any affiliate of NOS. See Notice at note 33.
---------------------------------------------------------------------------

    For the reasons described below, the Phlx believes that the
processing of the stock or ETF component of a Complex Order under the
proposal will comply with applicable rules regarding equity trading,
including the rules governing trade reporting, trade-throughs, and
short sales.\41\ The Phlx represents that NOS's responsibilities
respecting these equity trading rules will be documented in NOS's
written policies and procedures, and that NOS's compliance with these
policies and procedures is monitored, reviewed, and updated as part of
NOS's regular and routine regulatory program.\42\
---------------------------------------------------------------------------

    \41\ See Notice at notes 42-43 and accompanying text.
    \42\ Id.
---------------------------------------------------------------------------

3. Compliance With Trade Reporting Requirements and QCT Exemption
    The Phlx states that NOS will report trades in the underlying stock
or ETF to the FINRA/Nasdaq Trade Reporting Facility (``TRF'').\43\
---------------------------------------------------------------------------

    \43\ See Notice at note 35 and accompanying text. The FINRA/
Nasdaq TRF is a facility of FINRA that is operated by The NASDAQ OMX
Group, Inc. (``Nasdaq OMX'') and utilizes Automated Confirmation
Transaction (``ACT'') Service technology. See Notice at note 35.
---------------------------------------------------------------------------

    Phlx Rule 1080, Commentary .08(a)(i) permits a member to submit a
Complex Order with a stock or ETF component only if the order complies
with the QCT Exemption, and provides, further, that a member submitting
a Complex Order

with a stock or ETF component represents that its order complies with
the QCT Exemption.\44\ In addition, as described in greater detail in
the Notice, the Phlx represents that its trading system will validate
compliance with each of the requirements of the QCT Exemption, thereby
assisting NOS in carrying out its responsibilities as agent for these
orders.\45\
---------------------------------------------------------------------------

    \44\ See Phlx Rule 1080, Commentary .08(a)(i) and Amendment No.
1. The QCT Exemption applies to trade-throughs caused by the
execution of an order involving one or more NMS stocks that are
components of a ``qualified contingent trade.'' As described more
fully in the QCT Exemptive Order, a qualified contingent trade is a
transaction consisting of two or more component orders, executed as
principal or agent, where: (1) At least one component order is an
NMS stock; (2) all components are effected with a product or price
contingency that either has been agreed to by the respective
counterparties or arranged for by a broker-dealer as principal or
agent; (3) the execution of one component is contingent upon the
execution of all other components at or near the same time; (4) the
specific relationship between the component orders (e.g., the spread
between the prices of the component orders) is determined at the
time the contingent order is placed; (5) the component orders bear a
derivative relationship to one another, represent different classes
of shares of the same issuer, or involve the securities of
participants in mergers or with intentions to merge that have been
announced or since cancelled; and (6) the Exempted NMS Stock
Transaction is fully hedged (without regard to any prior existing
position) as a result of the other components of the contingent
trade. See QCT Exemptive Order, supra note 10.
    \45\ See Notice at notes 37-39 and accompanying text.
---------------------------------------------------------------------------

4. Compliance With Regulation SHO
    The Phlx represents that the proposal raises no issues of
compliance with the currently operative provisions of Regulation
SHO.\46\ The Phlx notes that when a Complex Order has a stock or ETF
component, Regulation SHO requires a member organization to indicate
whether that order involves a long or short sale. The Phlx states that
its trading system will accept Complex Orders with a stock or ETF
component marked to reflect either a long or short position and the
trading system will reject orders not marked as either long or
short.\47\ In addition, the Phlx states that the trading system will
reject orders not marked as buy, sell, or sell short.\48\ The Phlx's
trading system will electronically deliver the stock or ETF component
to NOS for execution. Simultaneous with the options execution on the
Phlx, NOS will execute and report the stock or ETF component, which
will contain the long or short indication as it was delivered to the
Phlx's trading system by the member organization.\49\ The Phlx also
states that various surveillance and examination regulatory programs
check for compliance with Regulation SHO.\50\
---------------------------------------------------------------------------

    \46\ 17 CFR 242.200 et seq. See Notice at note 40 and
accompanying text.
    \47\ Telephone conversation between Andrea Orr, Special Counsel,
Division of Trading and Markets Commission, with Edith Hallahan,
Associate General Counsel, Phlx, on January 25, 2011.
    \48\ See Notice at notes 40-42 and accompanying text.
    \49\ Id.
    \50\ Id.
---------------------------------------------------------------------------

    The Phlx notes that the Commission amended Rules 201 and Rule
200(g) of Regulation SHO \51\ earlier this year to adopt a short sale-
related circuit breaker that, if triggered, would impose a restriction
on the price at which securities may be sold short (``short sale price
test restriction'').\52\ Under these amendments, a broker-dealer may
mark certain qualifying short sale orders as ``short exempt.'' \53\ The
Phlx notes that the Commission extended the compliance date for the
amendments to Rules 201 and 200(g) until February 28, 2011.\54\ The
Phlx states that after the new provisions of Regulation SHO become
operative, NOS will accept orders marked ``short exempt.'' \55\ The
Exchange represents, further, that it intends to file a proposed rule
change addressing the new provisions.\56\ In addition, the Phlx
represents that NOS, as a trading center under Rule 201,\57\ will be
compliant with the requirements of Regulation SHO.\58\
---------------------------------------------------------------------------

    \51\ 17 CFR 242.201 and 200(g).
    \52\ See Securities Exchange Act Release No. 61595 (February 26,
2010). 75 FR 11232 (March 10, 2010)
    \53\ See Notice at note 41 and accompanying text.
    \54\ See Securities Exchange Act Release No. 63247 (November 4,
2010), 75 FR 68702 (November 9, 2010) (File No. S7-08-09)
(``Compliance Date Extension Release'').
    \55\ See Notice at note 42 and accompanying text.
    \56\ Id.
    \57\ 17 CFR 242.201.
    \58\ See Notice at notes 40-42 and accompanying text.
---------------------------------------------------------------------------

5. Execution Price of the Underlying Security and Electronic Processing
    Under the proposal, the execution price of the order for the
underlying security must be within the security's high-low range for
the day at the time the Complex Order is processed and within a
specified price from the current market, which the Phlx will establish
in an Options Trader Alert.\59\ If the stock price is not within these
parameters, the Complex Order is not executable.\60\
---------------------------------------------------------------------------

    \59\ See Phlx Rule 1080, Commentary .08(h).
    \60\ Id.
---------------------------------------------------------------------------

    The Exchange believes that electronic submission of the stock or
ETF component of a Complex Order should help ensure that the Complex
Order, as a whole, is executed in a timely manner and at the desired
price.\61\ The Phlx notes that electronic communication eliminates the
need for each party to separately manually submit the stock or ETF
component to a broker-dealer for execution.\62\ In addition, the
Exchange emphasizes that the execution of the stock or ETF component of
a Complex Order will be immediate, with the Phlx's system calculating
the stock or ETF price based on the net debit/credit price of the
Complex Order, while also calculating and determining the appropriate
options price(s), all electronically and immediately.\63\ The Exchange
believes that this approach will not require the Exchange to later
nullify options trades if the stock price cannot be achieved.
---------------------------------------------------------------------------

    \61\ See Notice at note 43 and accompanying text.
    \62\ See Notice at notes 43-44 and accompanying text.
    \63\ See Notice at note 44 and accompanying text.
---------------------------------------------------------------------------

    The Exchange believes that it is appropriate for its affiliate,
NOS, to act as the exclusive conduit for the execution of the stock or
ETF component of a Complex Order.\64\ The Phlx states that, as a
practical matter, complex order programs on other exchanges necessarily
involve specific arrangements with a broker-dealer to facilitate prompt
execution.\65\ The Phlx believes, further, that offering the benefits
of prompt, seamless, automatic execution for both the options and stock
or ETF components of a Complex Order is an important feature that
should enhance the complex order processing available on options
exchanges today.\66\ The Phlx represents that neither the Exchange nor
NOS intends to charge a fee for the execution of the stock or ETF
component of a Complex Order.\67\
---------------------------------------------------------------------------

    \64\ See Notice at note 46 and accompanying text. The Phlx also
notes that Phlx Rule 985(c)(1) requires Nasdaq OMX, which owns NOS
and the Exchange, to establish and maintain procedures and internal
controls reasonably designed to ensure that NOS does not develop or
implement changes to its system on the basis of non-public
information regarding planned changes to the Exchange's systems,
obtained as a result of its affiliation with the Exchange, until
such information is available generally to similarly situated
Exchange members and member organizations in connection with the
provision of inbound routing to the Exchange. See Notice at note 46.
    \65\ See Notice notes 46-47 and accompanying text.
    \66\ Id.
    \67\ The Phlx notes, however, that TRF and clearing fees, not
charged by Phlx or NOS, may result. The Phlx states that the
National Securities Clearing Corporation (``NSCC'') and ACT will
bill firms directly for their use of the NSCC and ACT systems,
respectively. The Phlx represents that, to the extent that NOS is
billed by NSCC or ACT, it will not pass through to firms such fees
for the stock or ETF component of a Complex Order. See Notice at
note 47.
---------------------------------------------------------------------------

D. Complex Order Entry, Processing, and Execution

    The Phlx proposes additional changes to Phlx Rule 1080, Commentary
.08, relating to the entry, processing, and

execution of Complex Orders. In this regard, the proposal revises Phlx
Rule 1080, Commentary .08(c)(i) to indicate that a Complex Order with
an underlying security component is eligible to trade only when the
underlying security component is open for trading on its primary
market.
    In addition, the proposal revises Phlx Rule 1080, Commentary
.08(e)(vi)(A)(1) to: (i) Add the word ``legging'' to refer to the
execution of a COLA-eligible order against interest in the leg market,
as described in that paragraph; and (ii) indicate that legging may not
occur when the underlying security is a component of a Complex Order.
Similarly, the proposal revises Phlx Rule 1080, Commentary .08(f)(iii),
relating to executions against the CBOOK, to indicate that legging will
not take place when the underlying security is a component of a Complex
Order.
    Phlx Rule 1080, Commentary .08(e)(i)(B)(2) currently provides that
a Complex Order received during the final ten seconds of a trading
session is not COLA-eligible. The proposal modifies the rule to make
this time configurable, but no longer than ten seconds.
    The proposal also amends Phlx Rule 1080, Commentary .08(b)(ii) to
allow Streaming Quote Traders (``SQTs''), Remote Streaming Quote
Traders (``RSQTs''), non-SQT Registered Options Traders (``ROTs''),
specialists, and non-Phlx market makers on another exchange to enter
Complex Orders with more than two options components or an underlying
security component as Day orders, in addition to entering them as
Immediate or Cancel (``IOC'').\68\ The Phlx believes that this change
could encourage more orders from these market participants.
---------------------------------------------------------------------------

    \68\ After the Phlx has fully rolled out its enhanced Complex
Order system, Day orders also will become available for Complex
Orders with two options components. See Phlx Rule 1080, Commentary
.08(b)(ii).
---------------------------------------------------------------------------

    The proposal amends Phlx Rule 1080, Commentary .08(b)(iii) to
indicate that Floor Brokers using the Options Floor Broker Management
System (``FBMS'') may not enter DNA Orders, orders with a stock or ETF
component, or orders with more than two legs. The Phlx notes that Floor
Brokers are able to use systems other than FBMS to access Phlx XL II,
and are unlikely to need or request changes to FBMS because they
execute more complex orders in the trading crowd than through FBMS.\69\
---------------------------------------------------------------------------

    \69\ See Notice at 78323.
---------------------------------------------------------------------------

    The proposal also eliminates provisions that currently provide an
SQT or RSQT quoting all of the components of a Complex Order in the leg
market with priority over an SQT or RSQT quoting a single component of
the order.\70\ The Phlx believes that these changes will simplify the
allocation process as the Exchange's system begins to accept more
Complex Order types.\71\ The Phlx believes, further, that the benefits
provided by these provisions are not material, and that they are not
being realized intentionally by market participants.\72\ Under the
revised rules, an SQT or RSQT quoting all components of a Complex Order
will be on parity with SQTs and RSQTs quoting a single component.\73\
---------------------------------------------------------------------------

    \70\ See Phlx Rules 1080, Commentary .08(e)(vi)(A)(1),
(f)(iii)(A), and (f)(iii)(B)(1).
    \71\ See Notice at note 29 and accompanying text.
    \72\ Id.
    \73\ Id.
---------------------------------------------------------------------------

III. Discussion and Commission Findings

    The Commission finds that the proposed rule change, as amended, is
consistent with the requirements of the Act and the rules and
regulations thereunder applicable to a national securities
exchange.\74\ In particular, the Commission finds that the proposal is
consistent with Section 6(b)(5) of the Act,\75\ which requires, in
part, that the rules of a national securities exchange be designed to
prevent fraudulent and manipulative acts and practices, to promote just
and equitable principles of trade, to remove impediments to and perfect
the mechanism of a free and open market and a national market system,
and, in general, to protect investors and the public interest.
Currently, only Complex Orders with two options components may be
traded on Phlx XL II. For the reasons discussed below, the Commission
believes that the proposal, as amended, could facilitate the trading of
Complex Orders by, among other things, permitting Complex Orders with
up to six components, including the underlying stock or ETF, to be
traded on Phlx XL II.
---------------------------------------------------------------------------

    \74\ In approving this proposed rule change, the Commission has
considered the proposed rule's impact on efficiency, competition,
and capital formation. 15 U.S.C. 78c(f).
    \75\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

A. Priority Rules

    As discussed above, the proposal adopts a new definition of Complex
Order and adds a new defined term, conforming ratio, relating to
Complex Orders. The Commission notes that the definition of a Complex
Order in Phlx Rule 1080, Commentary .08(a)(i), including Complex Orders
composed solely of options and Complex Orders composed of option(s) and
the underlying stock or ETF, together with the definition of conforming
ratio in Phlx Rule 1080, Commentary .08(a)(ix), are comparable to the
definitions of Complex Order, Stock/Complex Order, and stock-option
order adopted by other options exchanges.\76\
---------------------------------------------------------------------------

    \76\ See, e.g., ISE Rule 722(a)(1) and NYSEAmex Rule 900.3NY(e)
(defining a complex order). See also NYSEAmex Rule 900.3NY(h)(2)
(defining a Stock/Complex Order) and ISE Rule 722(a)(2) and NYSEAmex
Rule 900.3NY(h)(1) (defining a stock-option order).
---------------------------------------------------------------------------

    A Complex Order with a nonconforming ratio will not be
accepted,\77\ and only Complex Orders with conforming ratios will be
eligible for the priority treatment provided in Phlx Rule 1080,
Commentary .08(c)(iii).\78\ Specifically, for Complex Orders composed
solely of options, Phlx Rule 1080, Commentary .08(c)(iii)(A) provides
that a Complex Order with a conforming ratio may be executed at a total
net credit or debit with priority over individual bids or offers
established in the marketplace (including customers) that are not
better than the bids or offers comprising such total credit or debit,
provided that at least one option leg is executed at a better price
than the established bid or offer for that option and no option leg is
executed at a price outside of the established bid or offer for that
option. The priority provisions in Phlx Rule 1080, Commentary
.08(c)(iii)(A) are consistent with the existing priority provisions in
Phlx Rule 1033(d), which will continue to apply to trading on the
Phlx's floor, and with the priority rules of other options
exchanges.\79\
---------------------------------------------------------------------------

    \77\ See Notice at note 20.
    \78\ Throughout Phlx Rule 1080, Commentary .08, the proposal
replaces references to the priority provisions in Phlx Rule 1033(d)
with references to the priority provisions in Phlx Rule 1080,
Commentary .08(c)(iii). Phlx Rule 1033(d) will continue to apply to
trading on the Phlx's floor, and the priority provisions in
Commentary .08(c)(iii) will apply to Complex Orders trading on PHLX
XL II.
    \79\ See, e.g., ISE Rule 722(b)(2) and NYSEAmex Rule 980,
Commentary .02. See also CBOE Rules 6.45(e), 6.45A(b)(ii), and
6.45B(b)(ii). The Phlx states that Phlx Rule 1080, Commentary
.08(c)(iii) provides the same priority as Phlx Rule 1033(d), under
the same conditions, to a broader class of Complex Orders. See
Notice at notes 22-23 and accompanying text.
---------------------------------------------------------------------------

    For Complex Orders composed of the underlying stock or ETF and one
options leg in a conforming ratio, Phlx Rule 1080, Commentary
.08(c)(iii)(B) provides that the options leg does not have priority
over bids and offers established in the marketplace, including customer
orders. This provision is similar to Phlx Rule 1033(e),\80\ and to the
requirements of

other options exchanges.\81\ For a Complex Order composed of the
underlying stock or ETF and more than one options leg in a conforming
ratio, the options legs have priority over bids and offers established
in the marketplace, including customer orders, if at least one options
leg improves the existing market for that option.\82\ This provision is
similar to ISE Rule 722(b).\83\
---------------------------------------------------------------------------

    \80\ Phlx Rule 1033(e) requires the option leg of a stock-option
order (called a synthetic option order) to be executed at a price
better than the established bid or offer for that option. For
synthetic option orders trading in open outcry in which the option
component is for 100 contracts or more, the synthetic option order
has priority over crowd participants who are bidding (offering) only
for the option component of the order, but over the bids (offers) of
public customers in the limit order book, and not over crowd
participants that are willing to participate in the synthetic option
order at the net debit or credit price.
    \81\ See, e.g., CBOE Rule 6.53C, Commentary .06(b) and NYSEAmex
Rule 980NY, Commentary .03(b) (the option leg of a Stock-Option
Order will not be executed on the exchange's system at the
exchange's best bid (offer) in that series if one or more public
customer orders are resting at that price on the electronic book,
unless the option leg trades with such public customer order(s));
and ISE Rule 722(b)(2) (a stock-option order with one options leg
has priority over bids and offers established in the marketplace by
Professional Orders and market makers at the price of the options
leg, but not over such bids or offers established by Priority
Customer Orders). See also CBOE Rule 6.45(e) (stock-option orders
have priority over bids (offers) of the trading crowd but not over
bids (offers) in the public customer limit order book).
    \82\ See Phlx Rule 1080, Commentary .08(c)(iii)(B).
    \83\ ISE Rule 722(b)(2) provides, in part, that the options legs
of a stock-option order with more than one options leg may be
executed at a total net credit or debit with one other Member
without giving priority to established bids or offers that are no
better than the bids or offers comprising the net credit or debit,
provided that if any of the established bids or offers consist of a
Priority Customer Order, the price of at least one leg must trade at
a price that is better than the corresponding bid or offer in the
marketplace by at least one minimum trading increment.
---------------------------------------------------------------------------

B. Execution of the Stock or ETF Component of a Complex Order

1. NOS's Role as Agent for the Stock or ETF Component of a Complex
Order
    NOS serves as the Phlx's Routing Facility. In addition to its
currently approved routing functions, the Phlx proposes to allow NOS to
act as the agent for orders to buy and sell the underlying stock or ETF
component of a Complex Order.
    As described more fully above, after the Phlx's system determines
that a Complex Order trade is possible and the prices for the trade,
the Phlx will electronically communicate the stock or ETF component of
the Complex Order to NOS for execution. NOS, acting as agent for the
orders to buy and sell the underlying stock or ETF, will execute the
orders in the over-the-counter (``OTC'') market and will handle the
orders pursuant to applicable rules regarding equity trading,\84\
including the rules governing trade reporting, trade-throughs, and
short sales.\85\ NOS will be responsible for the proper execution,
trade reporting, and submission to clearing of the underlying stock or
ETF component of a Complex Order.\86\
---------------------------------------------------------------------------

    \84\ See Phlx Rule 1080, Commentary .08(h).
    \85\ See Notice at note 34 and accompanying text.
    \86\ See Notice at notes 31-32 and accompanying text.
---------------------------------------------------------------------------

    Based in part on the Phlx's statements and representations in the
Notice, the Commission believes that the proposal to allow NOS to serve
as the agent responsible for executing the stock or ETF component of a
Complex Order is consistent with the Act. The Commission notes that, as
a facility of the Phlx, NOS is subject to oversight by the Commission
and by the Phlx.\87\ In addition, NOS, a member of FINRA, is
responsible for compliance with applicable rules regarding equity
trading, including rules governing trade reporting, trade-throughs and
short sales, and is subject to examination by FINRA.\88\ Because NOS
will execute the stock or ETF component of a Complex Order in the OTC
market, the principal regulator of these trades will be FINRA, rather
than the Phlx or Nasdaq.\89\
---------------------------------------------------------------------------

    \87\ Phlx Rule 1080(m)(iii)(A) states that NOS is subject to
regulation as a facility of the Phlx. Phlx Rule 1080(m)(iii)(D)
provides, further, that the books, records, premises, officers,
directors, agents, and employees of NOS, as a facility of the Phlx,
shall be deemed to be the books, records, premises, officers,
directors, agents, and employees of the Phlx for purposes of and
subject to oversight pursuant to the Act. The books and records of
NOS, as a facility of the Phlx, shall be subject at all times to
inspection and copying by the Phlx and the Commission.
    \88\ See Notice at 78324. Phlx Rule 1080(m)(iii)(A) states that
NOS is a member of an unaffiliated self-regulatory organization
which the designated examining authority for NOS.
    \89\ See Notice at 78324.
---------------------------------------------------------------------------

    The Phlx notes that NASD Rule 3010 generally requires NOS to
establish and maintain supervisory systems that are reasonably designed
to achieve compliance with applicable securities laws and regulations
and applicable NASD and FINRA rules.\90\ The Phlx represents that NOS
intends to have in place policies related to confidentiality and the
potential for informational advantages relating to its affiliates,
which are intended to protect against the misuse of material non-public
information.\91\ The Phlx represents, further, that NOS's
responsibilities respecting applicable equity trading rules, including
the rules governing trade reporting, trade-throughs, and short sales,
will be documented in NOS's written policies and procedures, and that
NOS's compliance with these policies and procedures is monitored,
reviewed, and updated as part of NOS's regular and routine regulatory
program.\92\
---------------------------------------------------------------------------

    \90\ See Notice at note 32 and accompanying text.
    \91\ See Notice at note 33 and accompanying text. In addition,
the Phlx notes that Phlx Rule 1080(m)(iii)(C) requires the Exchange
to establish and maintain procedures and internal controls
reasonably designed to adequately restrict the flow of confidential
and proprietary information between the Phlx and NOS, and any other
entity, including any affiliate of NOS. See Notice at note 33.
    \92\ See Notice at 78325.
---------------------------------------------------------------------------

    The Phlx represents that neither the Exchange nor NOS intends to
charge a fee for the execution of the stock or ETF component of a
Complex Order.\93\ The Commission notes that if the Phlx or NOS decides
in the future to charge fees for NOS's execution of the stock or ETF
component of a Complex Order, or to modify its rules relating to NOS's
execution of the stock or ETF component of a Complex Order, the Phlx
would be responsible for filing the proposed fee or rule change with
the Commission pursuant to Section 19(b) of the Act.\94\ The Commission
notes, in addition, that NOS's execution of the stock or ETF component
of a Complex Order is subject to exchange non-discrimination
requirements.\95\
---------------------------------------------------------------------------

    \93\ See Notice at note 47 and accompanying text. The Phlx
notes, however, that TRF and clearing fees, not charged by Phlx or
NOS, may result. The Phlx states that NSCC and ACT will bill firms
directly for their use of NSCC and ACT systems, respectively.
Further, the Phlx represents that, to the extent that NOS is billed
by NSCC or Act, it will not pass through such fees to firms for the
stock or ETF portion of a Complex Trade under this proposal. See
Notice at note 47.
    \94\ See NOS Order, supra note 30, at footnote 84.
    \95\ Id.
---------------------------------------------------------------------------

C. DNA Designation and Additional Definitions

    The proposal adopts a DNA designation for Complex Orders.\96\ A DNA
Order is not COLA-eligible and will not trigger or join a COLA.\97\ The
Commission believes that DNA Orders will provide additional flexibility
in executing Complex Orders by allowing market participants to submit
Complex Orders that will not trigger or join a COLA.
---------------------------------------------------------------------------

    \96\ See Phlx Rule 1080, Commentary .08(a)(viii).
    \97\ Id.
---------------------------------------------------------------------------

    The Commission believes that the revised definitions of cPPBO and
cNBBO will update those definitions to reflect that the underlying
security could be component of a Complex Order.\98\ The Commission
believes that the changes to the definition of Complex Order Strategy
\99\ will help to clarify that term and the role of the Phlx's system
in assigning a strategy identifier to a Complex Order Strategy.
---------------------------------------------------------------------------

    \98\ See Phlx Rule 1080, Commentary .08(a)(iv) and (vi).
    \99\ See Phlx Rule 1080, Commentary .08(a)(ii).

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

D. Complex Order Entry, Processing, and Execution

    The Commission finds that the changes to Phlx Rule 1080, Commentary
.08(c)(i) indicating that a Complex Order with an underlying security
component is eligible to trade only when the underlying security is
open for trading on its primary market, and the changes to Phlx Rule
1080, Commentary .08(e)(vi)(A)(1) and .08(f)(iii) that indicate that
legging may not occur, either in a COLA or against the CBOOK, when the
underlying security is a component of a Complex Order, should help to
clarify the operation of the Phlx's rules relating to the execution of
Complex Orders with an underlying stock or ETF component. Similarly,
the Commission believes that adding the term ``legging'' to Phlx Rule
1080, Commentary .08(e)(vi)(A)(1) to refer to the activity described in
that rule could help to clarify the rule.
    The amendment to Phlx Rule 1080, Commentary .08(e)(i)(B)(2) that
permits the Phlx to determine the time period, which will not exceed
ten seconds, at the end of a trading session when an order will not be
COLA-eligible should provide the Phlx with flexibility in determining
the time period within which the Exchange will not initiate a COLA
during the final seconds of a trading session. The Commission notes
that the Phlx will establish this time period in an Options Trader
Alert.\100\
---------------------------------------------------------------------------

    \100\ See Phlx Rule 1080, Commentary .08(e)(B)(2).
---------------------------------------------------------------------------

    The Commission believes that modifying Phlx Rule 1080, Commentary
.08(b)(ii) to allow SQTs, RSQTs, non-SQT ROTs, specialists, and non-
Phlx market makers on another exchange to enter Complex Orders with
more than two options components or an underlying security component as
Day orders, in addition to entering them as IOC orders, could encourage
these market participants to submit Complex Orders by providing them
with greater flexibility in entering orders.
    The Commission believes that the amendments to Phlx Rule 1080,
Commentary .08(b)(iii) indicating that Floor Brokers using the FBMS may
not enter DNA Orders, orders with a stock or ETF component, or orders
with more than two legs are reasonable because, according to the Phlx,
Floor Brokers are able to use systems other than FBMS to access Phlx XL
II.\101\ In addition, the Commission notes that the Phlx believes that
Floor Brokers are unlikely to need or request changes to FBMS because
they execute more complex orders in the trading crowd than through
FBMS.\102\
---------------------------------------------------------------------------

    \101\ See Notice at 78323.
    \102\ Id.
---------------------------------------------------------------------------

    The Commission believes that the changes to Phlx Rules 1080,
Commentary .08(e)(vi)(A)(1), (f)(iii)(A), and (f)(iii)(B)(1) that place
an SQT or RSQT quoting all components of a Complex Order on parity with
SQTs and RSQTs quoting a single component are consistent with the Act.
The Phlx believes that these changes will simplify the allocation
process as PHLX XL II begins to accept more Complex Order types.\103\
In addition, the Phlx believes that the benefits provided by the
current rules giving priority to SQTs and RSQTs quoting all components
of a Complex Order are not material, and that they are not being
realized intentionally by market participants.\104\ The Commission
notes that under the revised rules, public customer orders will
continue to have priority over SQTs and RSQTs.\105\
---------------------------------------------------------------------------

    \103\ See Notice at note 29 and accompanying text.
    \104\ Id.
    \105\ See Phlx Rules 1014(g)(vii) and 1080, Commentary
.08(e)(vi)(A)(1), (f)(iii)(A), and (f)(iii)(B)(1).
---------------------------------------------------------------------------

IV. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\106\ that the proposed rule change (File No. SR-Phlx-2010-157), as
amended, is approved.
---------------------------------------------------------------------------

    \106\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\107\
---------------------------------------------------------------------------

    \107\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Elizabeth M. Murphy,
Secretary.
[FR Doc. 2011-2127 Filed 1-31-11; 8:45 am]
BILLING CODE 8011-01-P


for a Fund-financed response action. Numerous Federal programs have
been established under several environmental statutes since CERCLA was
enacted on December 11, 1980. These include programs under RCRA, which
requires proper management and disposal of hazardous waste; under TSCA,
which regulates the manufacture and sale of chemicals; and under both
the CWA and the CAA, which address releases to water and air. In
addition to these Federal programs, some states have stricter or
additional standards beyond Federal requirements. These Federal and
state programs are discussed in detail in Section VII. B and in the
background document, which is available in the docket for this
rulemaking.\71\
---------------------------------------------------------------------------

    \71\ Summary Report: Federal and State Environmental Regulations
and Industry Voluntary Programs in Place to Address CERCLA Hazardous
Substances at Petroleum and Coal Products Manufacturing Facilities.
---------------------------------------------------------------------------

    In addition, enforcement settlements and judgments that force
return to compliance are important components of the applicable
regulatory structure. EPA's analysis of enforcement history shows that
enforcement of the applicable regulations provides a lever to monitor
compliance, obtain responsible party cleanups, and recover financial
penalties. Federal and state regulatory programs, backed up by
enforcement and complemented by industry voluntary practices, have
improved public health and the environment significantly since CERCLA's
initial adoption nearly 40 years ago. EPA believes that within the
Petroleum and Coal Products Manufacturing industry, this framework
provides effective controls that protect human health and the
environment.
    Examination of market structures for the Petroleum and Coal
Products Manufacturing industry further indicates comparatively low
likelihood of default on environmental obligations at the expense of
taxpayers and the government by companies in this industry. This
economic performance, combined with the low impact to the Fund by
facilities with releases that happened under the modern regulatory
framework, suggests that the degree of risk to the Fund by this
industry does not rise to a level that warrants imposing CERCLA Section
108(b) financial responsibility requirements.
    For these reasons, EPA is proposing today to not issue financial
responsibility requirements under CERCLA Section 108(b) for this
industry.

A. Solicitation of Public Comment on This Proposal

    EPA solicits comments on all aspects of today's proposal. EPA is
specifically interested in receiving comments on several issues and
requests the following information:
     Examples of Petroleum and Coal Products Manufacturing
industry related response actions for releases which took place under
the modern regulatory framework where potentially responsible parties
(PRPs) did not lead the response at the facility.
     Examples of Petroleum and Coal Products Manufacturing
industry related response actions for releases which took place under
the modern regulatory framework where PRPs have not taken financial
responsibility for their environmental liabilities.
     Information on state-lead or other Federal agency cleanups
or instances of natural resource damages associated with this industry
that may supplement the information on cleanups gathered and analyzed
for this proposal.
     Information about existing Federal, state, tribal, and
local environmental requirements applicable to the Petroleum and Coal
Products Manufacturing industry relevant to the prevention of releases
of hazardous substances that were not evaluated as part of this
proposal.
     Information about financial responsibility requirements
applicable to the Petroleum and Coal Products Manufacturing industry
that were not evaluated as part of this proposal.

IX. Statutory and Executive Order Reviews

A. Executive Order 12866: Regulatory Planning and Review and Executive
Order 13563: Improving Regulation and Regulatory Review

    This action is a significant regulatory action that was submitted
to the Office of Management and Budget (OMB) for review, because it may
raise novel legal or policy issues [3(f)(4)]. Any changes made in
response to OMB recommendations have been documented in the docket for
this rulemaking. EPA did not prepare an economic analysis for the
proposed rule, since this action proposes no regulatory requirements.

B. Executive Order 13771: Reducing Regulation and Controlling
Regulatory Costs

    This proposed rule is not subject to the requirements of Executive
Order 13771 (82 FR 9339, February 3, 2017) because this proposed rule
would not result in additional cost.

C. Paperwork Reduction Act (PRA)

    This action does not propose an information collection burden under
the PRA, because this action does not propose any regulatory
requirements.

D. Regulatory Flexibility Act (RFA)

    I certify that this action will not have a significant economic
impact on a substantial number of small entities under the RFA. This
action does not propose any new requirements for small entities.

E. Unfunded Mandates Reform Act (UMRA)

    This action does not contain any unfunded mandate as described in
UMRA, 2 U.S.C. 1531-1538, and does not significantly or uniquely affect
small governments, because this action does not propose any regulatory
requirements.

F. Executive Order 13132: Federalism

    This action does not have federalism implications. It will not have
substantial direct effects on the states, on the relationship between
the Federal Government and the states, or on the distribution of power
and responsibilities among the various levels of government, since this
action proposes no new regulatory requirements.

G. Executive Order 13175: Consultation and Coordination With Indian
Tribal Governments

    This action does not have tribal implications as specified in
Executive Order 13175, because this action proposes no regulatory
requirements. Thus, Executive Order 13175 does not apply to this
action.

H. Executive Order 13045: Protection of Children From Environmental
Health and Safety Risks

    This action is not subject to Executive Order 13045 because it is
not economically significant as defined in Executive Order 12866, and
because EPA does not believe the environmental health or safety risks
addressed by this action present a disproportionate risk to children,
since this action proposes no regulatory requirements.

I. Executive Order 13211: Actions That Significantly Affect Energy
Supply, Distribution, or Use

    This action is not a ``significant energy action'' because it is
not likely to have a significant adverse effect on the supply,
distribution or use of energy, since this action proposes no regulatory
requirements.

J. National Technology Transfer and Advancement Act

    This rulemaking does not involve technical standards.

K. Executive Order 12898: Federal Actions To Address Environmental
Justice in Minority Populations and Low-Income Populations

    EPA believes that this action is not subject to Executive Order
12898 because it does not establish an environmental health or safety
standard, since this action proposes no regulatory requirements.

List of Subjects in 40 CFR Part 320

    Environmental protection, Financial responsibility, Hazardous
substances, Petroleum.

    Dated: December 4, 2019.
Andrew R. Wheeler,
Administrator.
[FR Doc. 2019-27066 Filed 12-20-19; 8:45 am]
 BILLING CODE 6560-50-P


[Federal Register Volume 79, Number 63 (Wednesday, April 2, 2014)]
[Notices]
[Pages 18570-18571]
[FR Doc No: 2014-07344]

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

DEPARTMENT OF HOMELAND SECURITY

Coast Guard

[Docket No. USCG-2014-0212]

Merchant Marine Personnel Advisory Committee: Intercessional
Meeting

AGENCY: Coast Guard, DHS.

ACTION: Notice of Federal Advisory Committee working group meeting.

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

SUMMARY: A working group of the Merchant Marine Personnel Advisory
Committee (MERPAC) will meet to work on Task Statement 80, concerning
crew training requirements onboard vessels subject to the International
Code of Safety for ships using gases or low flash-point fuels (IGF
Code). This meeting will be open to the public.

DATES: A MERPAC working group will meet on April 17, 2014, from 8 a.m.
until 4 p.m. Please note that the meeting may adjourn early if all
business is finished. Written comments to be distributed to working
group members and placed on MERPAC's Web site are due by April 7, 2014.

ADDRESSES: The working group will meet in Room A129 of the Maritime
Institute of Technology and Graduate Studies (MITAGS), 692 Maritime
Boulevard, Linthicum Heights, MD 21090. For further information on the

location of MITAGS or services for individuals with disabilities or to
request special assistance, please contact Mr. Brian Senft at (410)
859-5700.
    To facilitate public participation, we are inviting public comment
on the issue to be considered by the working group, which is listed in
the ``Agenda'' section below. Written comments must be identified by
Docket No. USCG-2014-0212, and may be submitted by one of the following
methods:
     Federal eRulemaking Portal: http://www.regulations.gov.
Follow the instructions for submitting comments (preferred method to
avoid delays in processing).
     Fax:<PHONE_NUMBER>.
     Mail: Docket Management Facility (M-30), U.S. Department
of Transportation, West Building Ground Floor, Room W12-140, 1200 New
Jersey Avenue SE. Washington, DC 20590-0001.
     Hand delivery: Same as mail address above, between 9 a.m.
and 5 p.m., Monday through Friday, except Federal Holidays. The
telephone number is<PHONE_NUMBER>.
    Instructions: All submissions received must include the words
``Department of Homeland Security'' and the docket number for this
action. Comments received will be posted without alteration at http://www.regulations.gov, including any personal information provided. You
may review a Privacy Act notice regarding our public dockets in the
January 17, 2008, issue of the Federal Register (73 FR 3316).
    Docket: For access to the docket to read documents or comments
related to this notice, go to http://www.regulations.gov, enter the
docket number in the ``Search'' field and follow instructions on the
Web site.
    Public oral comment periods will be held during the working group
meeting. Speakers are requested to limit their comments to 3 minutes.
Please note that the public oral comment periods may end before the
prescribed ending time following the last call for comments. Contact
Mr. Davis Breyer as indicated below no later than April 10, 2014 to
register as a speaker.
    This notice may be viewed in our online docket, USCG-2014-0212, at
http://www.regulations.gov.

FOR FURTHER INFORMATION CONTACT: Mr. Davis Breyer, Alternate Designated
Federal Officer of MERPAC, telephone<PHONE_NUMBER> or at
<EMAIL_ADDRESS>If you have any questions on viewing or
submitting material to the docket, call Cheryl Collins, Program
Manager, Docket Operations, telephone<PHONE_NUMBER>.

SUPPLEMENTARY INFORMATION: Notice of this meeting is given under the
Federal Advisory Committee Act (FACA), 5 U.S.C. Appendix 2 (Pub. L. 92-
463).
    MERPAC is an advisory committee authorized under section 871 of the
Homeland Security Act of 2002, Title 6, United States Code, section
451, and chartered under the provisions of the FACA. The Committee acts
solely in an advisory capacity to the Secretary of the Department of
Homeland Security (DHS) through the Commandant of the Coast Guard and
the Director of Commercial Regulations and Standards on matters
relating to personnel in the U.S. merchant marine, including but not
limited to training, qualifications, certification, documentation, and
fitness standards. The Committee will advise, consult with, and make
recommendations reflecting its independent judgment to the Secretary.
    A copy of all meeting documentation, including the Task Statement,
is available at https://homeport.uscg.mil by using these key strokes:
Missions; Port and Waterways Safety; Advisory Committees; MERPAC; and
then use the announcements key. Alternatively, you may contact Mr.
Breyer as noted in the FOR FURTHER INFORMATION CONTACT section above.

Agenda

    The agenda for April 17, 2014, working group meeting is as follows:
    (1) The working group will review and make recommendations
concerning the use of the International Maritime Organization (IMO)
International Convention on Standards of Training, Certification and
Watchkeeping for Seafarers (STCW), 1978, as amended (STCW) training
tables for crewmembers serving onboard domestic small vessels fueled by
gases or low flash-point fuels;
    (2) Public comment period;
    (3) The working group will discuss and prepare proposed
recommendations for the full committee to consider with regards to Task
Statement 80, concerning crew training requirements onboard domestic
small vessels fueled by gases or low flash-point fuels; and
    (4) Adjournment of meeting.

    Dated: March 28, 2014.
J.G. Lantz,
Director of Commercial Regulations and Standards.
[FR Doc. 2014-07344 Filed 4-1-14; 8:45 am]
BILLING CODE 9110-04-P


[Federal Register: October 2, 2008 (Volume 73, Number 192)]
[Notices]
[Page 57395-57397]
[DOCID:fr02oc08-123]

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

SECURITIES AND EXCHANGE COMMISSION

Release No. 34-58661; File No. SR-FINRA-2008-030]

Self-Regulatory Organizations; Financial Industry Regulatory
Authority, Inc.; Order Approving Proposed Rule Change To Adopt FINRA
Rule 3130 (Annual Certification of Compliance and Supervisory
Processes) in the Consolidated FINRA Rulebook

 September 26, 2008.

I. Introduction

    On June 18, 2008, the Financial Industry Regulatory Authority, Inc.
(``FINRA'') (f/k/a National Association of Securities Dealers, Inc.
(``NASD'')) 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 adopt NASD Rule 3013 (Annual Certification of
Compliance and Supervisory Processes) and IM-3013 (Annual Compliance
and Supervision Certification) as a FINRA rule in the consolidated
FINRA rulebook (``Consolidated FINRA Rulebook'') \3\ without material
change, and to delete the corresponding provisions in Incorporated NYSE
Rule 342.30 and NYSE Rule Interpretations 311(b)(5)/04 through /05 and
342.30(d)/01 through (e)/01.\4\ The proposed rule change would renumber
NASD Rule 3013 and IM-3013 as FINRA Rule 3130 in the Consolidated FINRA
Rulebook. The proposed rule change was published for comment in the
Federal

Register on July 15, 2008.\5\ The Commission received two comment
letters in response to the proposed rule change.\6\ This order approves
the proposed rule change.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See infra note 7 for discussion about the Consolidated FINRA
Rulebook.
    \4\ See infra note 7 regarding ``Incorporated NYSE Rules.''
    \5\ See Securities Exchange Act Release No. 358118 (July 8,
2008); 73 FR 40647 (July 15, 2008) (``notice'').
    \6\ See letters from Amal Aly, Managing Director and Associate
General Counsel, Securities Industry and Financial Markets
Association (``SIFMA'') to Florence Harmon, Acting Secretary,
Commission, dated August 4, 2008 (``SIFMA Letter''), and letter from
Christine LaBastille, Managing Director, Integrated Management
Solutions (``IMS'') to Secretary, Commission, dated August 5, 2008
(``IMS Letter'').
---------------------------------------------------------------------------

II. Description of the Proposed Rule Change

    As part of the process of developing the new consolidated rulebook
(the ``Consolidated FINRA Rulebook''),\7\ FINRA proposed to adopt NASD
Rule 3013 (Annual Certification of Compliance and Supervisory
Processes) and IM-3013 (Annual Compliance and Supervision
Certification) as a FINRA rule without material change and, delete the
corresponding provisions in Incorporated NYSE Rule 342.30 and NYSE Rule
Interpretations 311(b)(5)/04 through /05 and 342.30(d)/01 through (e)/
01. The proposed rule change would renumber NASD Rule 3013 and IM-3013
as FINRA Rule 3130 in the Consolidated FINRA Rulebook.
---------------------------------------------------------------------------

    \7\ The current FINRA rulebook consists of two sets of rules:
(1) NASD Rules and (2) rules incorporated from NYSE (``Incorporated
NYSE Rules'') (together referred to as the ``Transitional
Rulebook''). The Incorporated NYSE Rules apply only to those members
of FINRA that are also members of the NYSE (``Dual Members''). Dual
Members also must comply with NASD Rules. For more information about
the rulebook consolidation process, see FINRA Information Notice,
March 12, 2008 (Rulebook Consolidation Process).
---------------------------------------------------------------------------

    Currently, NASD Rule 3013 and Incorporated NYSE Rule 342 require
each member to designate one or more principals to serve as a chief
compliance officer (``CCO''). These Rules further require that the
chief executive officer(s) (``CEO'') certify annually that the member
has in place processes to establish, maintain, review, modify and test
policies and procedures reasonably designed to achieve compliance with
applicable NASD (or NYSE) rules and federal securities laws and
regulations. The certification includes not only a statement that the
member has in place certain compliance processes, but also that the
CEO(s) has conducted one or more meetings with the CCO(s) in the
preceding 12 months to discuss the processes. Incorporated NYSE Rule
342 and NASD IM-3013 explain that the mandated meetings between the
CEO(s) and CCO(s) must include a discussion of the member's compliance
efforts to date and identify and address significant compliance
problems and plans for emerging business areas. NASD IM-3013 contains
additional guidance, including setting forth the expertise that is
expected of a CCO. The same expertise requirements are also found in
Incorporated NYSE Rule Interpretation 342.30.
    There currently are four differences between the NASD and NYSE
rules. First, NASD IM-3013 requires that the member provide to its
board of directors and audit committees (or equivalent bodies) the
report that evidences the processes to which the CEO(s) certifies
either prior to execution of the certification or at the earlier of
their next scheduled meetings or within 45 days of certification. The
Incorporated NYSE rules require submission of the report to those
bodies prior to certification. FINRA does not intend to require the
board of directors or audit committee to review or consider the report
as a condition to the CEO executing the certification; rather, FINRA
intends the provision to ensure that those governing bodies remain
informed of this aspect of the member's compliance system in the
context of their overall responsibility for governance and internal
controls of the member for which they serve. Accordingly, the proposed
rule change would maintain the NASD rule requirements.
    Second, the current rules differ in the certification deadline.
Incorporated NYSE Rule 342.30 requires certification as part of the
submission of a member's annual compliance report, which is due by
April 1 of each year. NASD Rule 3013 requires certification not later
than the anniversary of the prior year's certification. And while NASD
allowed members to execute their first certification no later than
April 1, 2006, to accommodate Dual Members, many FINRA-only firms
executed their first certification earlier than that and thus have
differing anniversary dates. Moreover, new members are required to
execute their first certification within a year of approval for
membership; therefore some firms necessarily are on a cycle that does
not correspond to April 1. The proposed rule change would maintain the
NASD rule deadline to provide firms the flexibility to certify on a
schedule that meets with their organizational structure and procedures.
Firms that have certified on April 1 of each year could continue to do
so on that date.
    Third, Incorporated NYSE Rule 342.30 requires that the member
submit its certification to the Exchange, whereas the NASD rule
requires only that the certification be maintained for inspection.
FINRA believes the submission of the certification creates an
unnecessary--albeit small--additional burden on members with no
attendant benefits to FINRA's examination program. Therefore, the
proposed rule change would retain the NASD requirement that the
certifications be kept for inspection by members.
    Finally, while both rules permit designation of multiple CCOs
subject to certain conditions, Incorporated NYSE Rule Interpretation
311(b)(5) requires Exchange approval of the allocation of supervisory
responsibilities between those CCOs. By comparison, the NASD rules rely
on the business judgment of the member and require only that the member
define and document the areas of responsibility allocated to each CCO.
FINRA believes the NASD approach is more appropriate, and therefore the
proposed rule change would not adopt the approval requirement into the
new rule in the Consolidated FINRA Rulebook.

III. Comment Letters

    The Commission received two comment letters on the proposal,\8\ to
which FINRA responded to in a letter to the Commission.\9\ The first
commenter generally supported the proposal but disagreed with the
deletion of the April 1 certification deadline contained in
Incorporated NYSE Rule 342.30.\10\ In this commenter's view, adopting
the NASD rule requiring certification no later than on the anniversary
date of the previous year's certification could make the process less
predictable and potentially more cumbersome for member firms.
Specifically, the commenter indicated that for larger firms, the annual
deadline would ``inject uncertainty as to when the entire report and
process should commence each year'' and that ``the time period covered
by the report and certification will be constantly shifting.'' \11\ As
an alternative, the commenter suggested either: (1) Retaining the April
1 deadline of Incorporated NYSE rule 342.30 or; (2) amending the
proposed rule to allow member firms to effect annual certifications no
later than three weeks after the anniversary date of the previous
year's certification, but in no event later than April 1.
---------------------------------------------------------------------------

    \8\ See supra note 6.
    \9\ See letter from Philip Shaikun, Associate Vice President and
Associate General Counsel, FINRA to Florence E. Harmon, Acting
Secretary, Commission, dated September 4, 2008 (``FINRA Letter'').
    \10\ SIFMA Letter.
    \11\ SIFMA Letter.

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

    FINRA responded that under the proposed rule change, firms that
previously certified on or near April 1 may continue to do so, so long
as the certification is executed no later than the anniversary of the
prior year's certification.\12\ Furthermore, FINRA indicated that the
commenter's concern appears to result from the mistaken assumption that
firms that are members of both FINRA and the NYSE must couple the CEO
certification with the annual compliance report that is required to be
submitted each year on April 1 under Incorporated NYSE Rule 342.30.
FINRA stated that a firm may choose to time the process of the CEO
certification so that it coincides with the Annual Compliance Report
requirement, but that the proposed rule change does not compel this
outcome, thus giving a firm flexibility as to when the certification
process begins and ends. In addition, FINRA indicated that the
commenter did not adequately consider the needs of FINRA-only firms
that have chosen a cycle other than April 1 that better meets their
organizational structure and procedures.\13\
---------------------------------------------------------------------------

    \12\ FINRA Letter.
    \13\ Id.
---------------------------------------------------------------------------

    The second commenter asserted that NASD Rule 3013 is unworkable and
ineffectual for small FINRA member firms and urged FINRA to adopt a
small firm exemption as part of the proposal.\14\ The commenter stated
that the provision requiring the CEO and CCO to meet to discuss and
review elements related to the certification is unworkable for small
firms when the CEO and CCO are the same person. FINRA indicated that it
expects that a person who is both CEO and CCO of a firm will
contemplate the required topics of the meeting and document that he or
she has reviewed those matters.\15\
---------------------------------------------------------------------------

    \14\ IMS Letter. IMS also commented on the requirements of NASD
Rule 3012, which is not part of the proposal.
    \15\ FINRA Letter.
---------------------------------------------------------------------------

IV. Discussion and Findings

    After careful review of the proposed rule change, the comment
letters and FINRA's response to the comment letters, the Commission
finds that the proposed rule change is consistent with the requirements
of the Act, and the rules and regulations thereunder that are
applicable to national securities associations,\16\ and in particular,
Section 15A(b)(6) of the Act,\17\ which requires among other things,
that FINRA rules be designed to prevent fraudulent and manipulative
acts and practices, to promote just and equitable principles of trade,
and, in general to protect investors and the public interest. The
Commission believes that it is reasonable for FINRA to adopt NASD Rule
3013 and IM-3013 as FINRA Rule 3130 in the Consolidated FINRA Rulebook
because they have previously been found to meet statutory
requirements.\18\
---------------------------------------------------------------------------

    \16\ In approving this proposal, the Commission has considered
the proposed rule's impact on efficiency, competition and capital
formation. See 15 U.S.C. 78c(f).
    \17\ 15 U.S.C. 78o-3(b)(6).
    \18\ See e.g. Securities Exchange Act Release No. 53509 (March
17, 2006), 71 FR 15238 (March 27, 2006) (SR-NASD-2006-036) (order
approving rule change to IM-3013 finding that the proposed change
furthered investor protection goals and provided clarity regarding
application of the rule); Securities Exchange Act Release No. 56285
(August 17, 2007), 72 FR 48715 (August 24, 2007) (SR-NASD-2007-049)
(order approving rule change to NASD Rule 3013 and IM-3013 finding
that the proposed changes decreased the likelihood of fraud and
manipulative acts in addition to increasing investor protection).
---------------------------------------------------------------------------

    It is therefore ordered, pursuant to Section 19(b)(2) of the Act,
that the proposed rule change (SR-FINRA-2008-030) be, and it hereby is,
approved.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\19\
---------------------------------------------------------------------------

    \19\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Florence E. Harmon,
Acting Secretary.
 [FR Doc. E8-23197 Filed 10-1-08; 8:45 am]

BILLING CODE 8011-01-P