[Federal Register: October 6, 2006 (Volume 71, Number 194)]
[Notices]
[Page 59161-59169]
[DOCID:fr06oc06-103]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-54546; File No. SR-BSE-2006-30]

Self-Regulatory Organizations; Boston Stock Exchange, Inc.; Order
Granting Approval of Proposed Rule Change and Notice of Filing and
Order Granting Accelerated Approval to Amendment No. 2 Relating to the
Implementation of the Second Phase of the Boston Equities Exchange
(``BeX'') Trading System

 September 29, 2006.

I. Introduction

    On August 3, 2006, the Boston Stock Exchange, Inc. (``BSE'' or
``Exchange'') filed with the Securities and Exchange Commission
(``Commission''), pursuant to Section 19(b)(1) of the Securities
Exchange Act of 1934, as amended (``Act''),\1\ and Rule 19b-4
thereunder,\2\ a proposed rule change in connection with the
implementation of the second phase of the Boston Equities Exchange
(``BeX'') trading system. In addition, in connection with satisfying
the requirements of Regulation NMS under the Act, the BSE proposes
several new order types; rules to prevent locked or crossed quotations;
a new order routing system; and an order protection rule. The proposed
rule change was published for comment in the Federal Register on August
16, 2006.\3\ The Commission received no comments regarding the
proposal. On September 29, 2006, the BSE filed Amendment No. 2 to the
proposed rule change.\4\ This order approves the proposed rule change,
grants accelerated approval to Amendment No. 2 to the proposed rule
change, and solicits comments from interested persons on Amendment No.
2.
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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. 54291 (August 8,
2006), 71 FR 47264.
    \4\ In Amendment No. 2, BSE made several changes to the proposed
rule change, including: (1) introducing a new order type to be known
as a Non-Displayed Order; (2) amending the definition of a Preferred
Price Cross and ISO Cross; (3) clarifying when certain provisions
relating to Regulation NMS become effective; (4) adding provisions
for the handling of odd-lot and mixed-lot orders, including the
ranking and display of odd-lots and mixed-lots; (5) clarifying the
ranking and display of Reserve Orders; (6) adding a provision
relating to the anonymity of trades executed by a Member against
itself; (7) adding a provision relating to access to BeX by
Sponsored Participants; (8) stating that, for purposes of Section
11(a) of the Act (15 U.S.C. 78k(a)) and Rule 11a2-2(T) (17 CFR
240.11a2-2(T)) thereunder, all orders for the accounts of Exchange
members will be transmitted to the BeX trading system from off the
floor (since the Exchange no longer will have any physical trading
floor) by electronic means; and (9) making several clarifying
changes and correcting several technical errors contained in the
rule text. Amendment No. 1 was withdrawn by BSE on September 29,
2006.
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II. Summary Description of the Proposal

    BeX is an electronic securities communications and trading facility
for equity securities designed to be used by BSE Members, including
Electronic Access Members, and their customers. BeX, a facility of the
Exchange, was developed, and is owned and operated, by BSX Group, LLC
(``BSX'').\5\ The Commission recently approved rules to implement the
first phase of BeX,\6\ which is limited to securities listed otherwise
than on the NASDAQ Stock Market LLC (``Nasdaq'') for which the BSE
obtained unlisted trading privileges (``UTP'') after June 30, 2006
(``BeX Phase I''). The Exchange now proposes to implement the second
phase of BeX (``BeX Phase II'') as a fully-automated electronic book
for the display and execution of orders in securities listed on any
exchange through introducing new, as well as amending certain existing,
Rules of the Board of Governors (``BSE Rules'').\7\ The BSE also
proposes to implement new Exchange rules to satisfy the requirements of
Regulation NMS.\8\
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    \5\ See Securities Exchange Act Release No. 54364 (August 25,
2006), 71 FR 52185 (September 1, 2006) (approving the BeX facility
and its governance structure).
    \6\ See Securities Exchange Act Release No. 54365 (August 25,
2006), 71 FR 52192 (September 1, 2006) (``BeX Phase I Order'').
    \7\ The BeX trading rules will be located in Chapter XXXVII of
the BSE Rules.
    \8\ The rules relating to Regulation NMS requirements will be
located in Chapter XXXVIII of the BSE Rules.
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    BeX is a fully-automated electronic book for the display and
matching of orders in eligible securities, without the participation of
a specialist.\9\ Securities traded on BeX cannot also be traded by a
BSE specialist.\10\ The Exchange has indicated that implementation of
BeX is scheduled to occur on October 30, 2006. Accordingly, there no
longer will be any specialist participation in any transactions on the
BSE or otherwise as of such implementation. The Exchange, however,
proposes to add rules to

permit participation by market makers in BeX as part of the instant
proposed rule change.
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    \9\ See BeX Phase I Order, supra note 6.
    \10\ See Chapter XXXVII, Section 1 of the BSE Rules.
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    In connection with satisfying the requirements of Regulation NMS,
the Exchange proposes to offer several execution enhancements,
including additional order types, a rule aimed at the prevention of
locked or crossed markets, electronic order routing, and an order
protection rule, as it transitions to a fully electronic trading venue
with its BeX facility and in accordance with the implementation of
Regulation NMS. The Exchange expects that initially the current trading
rules of the BSE will remain largely intact,\11\ as supplemented by the
BeX Phase I rules previously approved by the Commission, and the rule
changes contained herein relating to the BeX facility, including rule
changes required under Regulation NMS.
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    \11\ The Exchange has represented that within thirty days of
full implementation of the BeX trading system, it intends to file a
proposed rule change under Section 19(b)(1) of the Act, which will
be designed to eliminate all rules that are no longer applicable as
a result of the transition from the traditional floor-based model of
trading to the all-electronic BeX platform. The Exchange notes, for
example, that rules related to specialists will be removed as there
will no longer be any specialist participation in any transactions
on the BSE or otherwise.
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III. Discussion

    After careful review, the Commission finds that the proposed rule
change, as amended, is consistent with the Act and the rules and
regulations promulgated thereunder applicable to a national securities
exchange \12\ and, in particular, with the requirements of Section 6(b)
of the Act.\13\ Specifically, the Commission finds that approval of the
proposed rule change is consistent with Section 6(b)(5) of the Act \14\
in that it is designed to facilitate transactions in securities; 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 regulating, clearing, settling,
processing information with respect to, and facilitating transactions
in securities; to remove impediments to and perfect the mechanism of a
free and open market and a national market system; and, in general, to
protect investors and the public interest.
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    \12\ In approving this proposal, the Commission has considered
the proposed rule's impact on efficiency, competition, and capital
formation. 15 U.S.C. 78c(f).
    \13\ 15 U.S.C. 78f(b).
    \14\ 15 U.S.C. 78f(b)(5).
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A. Eligible Securities

    Under the rules approved in connection with BeX Phase I, all
securities eligible for trading on the Exchange that are listed
otherwise than on Nasdaq for which the BSE obtains UTP after June 30,
2006 would be eligible for trading in the BeX. The Exchange has
proposed to amend this definition to allow all securities eligible for
trading on the Exchange to be eligible for trading in the BeX. In
Amendment No. 2, the Exchange proposes to allow the BeX to accept and
execute mixed-lot and odd-lot orders in Nasdaq Global Market securities
and Nasdaq Capital Market securities. BeX will continue to only accept
and display round-lot orders for securities listed on exchanges other
than the Nasdaq.
    The Commission finds that the Exchange's proposal to expand the
category securities eligible to be traded on BeX is consistent with the
Act.

B. Eligible Orders

    Under BeX Phase I, orders eligible for execution in the BeX may be
designated as one of the following existing BSE order types: ``at the
close,'' ``at the opening or at the opening only,'' ``day,'' ``do not
increase (DNI),'' ``do not reduce (DNR),'' ``fill or kill,'' ``good
`till cancel,'' ``immediate or cancel (``IOC''),'' ``limit, limited or
limited price,'' ``market,'' ``stop limit,'' or ``stop,'' ``cross,''
``cross with size,'' ``good `till date (GTD),'' ``good 'till time
(GTT),'' ``limit or close,'' ``mid-point cross,'' and ``post primary
cross.'' \15\ The Exchange has proposed to amend Chapter XXXVII,
Section 2 of the BSE Rules to add the following additional orders types
as part of BeX Phase II: ``reserve order,'' ``minimum quantity order,''
``preferred price cross,'' ``automatic immediate or cancel''
(``AIOC''), ``best price intermarket sweep order'' (``BPISO''), ``ISO
cross order,'' ``price-penetrating ISO,'' ``cancel on corporate action
order,'' and ``non-displayed order.'' \16\ Best price intermarket
sweep, price-penetrating ISO, ISO Cross and AIOC orders would not be
eligible for submission to BeX until February 5, 2007, which is the
Trading Phase Date under Regulation NMS.\17\ Descriptions of the
proposed order types are as follows:
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    \15\ These order types were approved in the BeX Phase I approval
orders. See supra note 6.
    \16\ These new order types are being proposed in connection with
the proposed rules relating to Regulation NMS but will be located in
Chapter XXXVII of the BeX Rules.
    \17\ See Securities Exchange Act Release No. 53829 (May 18,
2006), 71 FR 30038 (May 24, 2006).
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    Reserve Order: A reserve order is a limit order with a portion of
the size displayed and with a reserve portion of the size that is not
displayed. A reserve order could not be an IOC order or market order.
The displayed portion of a reserve order (not the reserve portion)
would be ranked at the specified limit price and the time of order
entry with its initial display quantity. If the displayed portion of a
reserve order is decremented such that an odd-lot quantity remains from
the initial displayed quantity, the odd-lot quantity would not be
displayed, but would keep its ranking in time priority. If the
displayed portion of a reserve order is decremented such that a mixed-
lot quantity remains from the initial displayed quantity, only the
round lot portion of the mixed-lot quantity would be displayed, but
both the round-lot and odd-lot portions of the mixed-lot quantity would
keep their rankings in time priority. A reserve order would be
replenished when the initial display quantity had been executed in its
entirety.
    As proposed, the displayed portion of a reserve order would be
replenished for: (1) The initial display quantity; or (2) if the
remaining reserve quantity is smaller than the initial display
quantity, the entire reserve quantity; provided that any odd-lot amount
or odd-lot portion of the mixed-lot would not be displayable, but would
nevertheless be ranked in time priority as of the time it would have
been displayed as a part of the replenishment had it not been an odd-
lot quantity and would be handled in accordance with the applicable
provisions of Chapter XXXVII, Section 3(i) of the BSE Rules.
    Minimum Quantity Order: A minimum quantity order is an order
subject to the provisions of Chapter XXXVII, Section 6 of the BSE Rules
(Orders to be Reduced and Increased on Ex-Date), that, upon entry,
would be executed at least at its minimum quantity or the order would
be cancelled. If executed in part, the remaining quantity would remain
in the book and follow the execution rule for the order type. A stop
limit order could be designated as a minimum quantity order and, at the
election of the order, would be handled pursuant to Chapter XXXVII,
Section 3(j) of the BSE Rules.
    Preferred Price Cross Order: A preferred price cross order is a
two-sided cross order with a ``preferred limit price'' set by the
Member. A preferred limit price would be the limit price at which the
two-sided cross order would be executed, if it is better than the best
bid and offer displayed on BeX and equal to or better than the National
Best Bid or National Best Offer. When the preferred limit price does
not meet the above conditions, the execution price of the order would
be the closest price above or below the preferred limit price,

such that the execution price is better than the best bid and offer
displayed on BeX and equal to or better than the National Best Bid or
National Best Offer by a Minimum Price Variation.\18\ For example, if
the best bid and offer displayed on BeX is 2.00 to 2.05 and the
National Best Bid and Offer is 2.01 to 2.05, and the Preferred Limit
Price is 1.99, the order would execute at 2.01. When the best bid and
offer on BeX are equal to the National Best Bid and Offer and are one
Minimum Price Variation apart, the execution price will be at the
midpoint of the National Best Bid and Offer. For example, if the Best
Bid and Offer displayed on BeX is 2.00 to 2.01, the National Best Bid
and Offer is 2.00 to 2.01, and the Preferred Limit Price is 1.99, the
order would execute at 2.005.
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    \18\ ``Minimum Price Variation'' is defined in Chapter II,
Section 41 of the BSE Rules. The Exchange has proposed to amend this
definition to account for the situation where a Preferred Price
Cross Order is executed at a price that is one half the Minimum
Price Variation.
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    AIOC Order: An automatic immediate or cancel order would be an
order received on BeX that would execute immediately and automatically,
either in whole or in part, at or better than its limit price, with any
unexecuted balance of the order to be immediately cancelled. The
unexecuted portion of the order would not be routed to another Trading
Center. AIOC, unlike IOC orders, cannot be submitted until February 5,
2007, or an exemption from the ITS Plan is obtained.
    Best Price ISO: A BPISO is an order marked as required by Rule
600(b)(30) of Regulation NMS that would be executed against any orders
at the Exchange's Best Bid or Best Offer (including any undisplayed
orders at that price) as soon as the order is received by the BSE, with
any unexecuted balance of the order to be immediately cancelled. The
BSE, in executing a BPISO, would not take any of the actions described
in Chapter XXXVIII, Section 4 of the BSE Rules to prevent an improper
trade through. BPISOs would not be eligible for submission to BeX until
February 5, 2007.
    Price-Penetrating ISO: A price-penetrating ISO is an order marked
as required by Rule 600(b)(30) of Regulation NMS that would be executed
at or better than its limit price as soon as the order is received by
the BSE, with any unexecuted balance of the order to be immediately
cancelled. Price-penetrating ISOs would be executed against any
eligible orders at the BSE through multiple price points (including any
undisplayed orders). The BSE, in executing these orders, would not take
any of the actions described in proposed Chapter XXXVIII, Section 4 of
the BSE Rules to prevent an improper trade-through, as defined therein.
Price-penetrating ISOs would not be eligible for submission to BeX
until February 5, 2007.
    ISO Cross Order: An ISO cross order is a two-sided order that, upon
receipt, would be executed without any action on the part of the
Exchange to prevent an improper trade-through. The cross price must be
priced better than the best bid or offer displayed in BeX. ISO Cross
orders would not be eligible for submission to BeX until February 5,
2007, or an exemption from the ITS Plan is obtained.
    Cancel on Corporate Action Order: An order designated as a cancel
on corporate action order would be cancelled in the event of a
dividend, distribution or stock split in the subject security.
    Non-Displayed Order: A non-displayed order is a limit order, limit
or close order or stop limit order that is not displayed in BeX, but
the order would remain available for potential execution against all
incoming orders until executed in its entirety or cancelled. In the
event a non-displayed order that crosses the National Best Bid or Offer
is entered, that order would either be cancelled or, at the instruction
of the member entering the order, routed to an away Trading Center(s).
Similarly, if a non-displayed order already on the BeX book crosses the
National Best Bid or Offer as a result of movement in the marketplace,
that order would either be cancelled or, at the instruction of the
member entering the order, routed to an away Trading Center(s). Non-
displayed orders required to be routed to an away Trading Center(s)
would be routed as displayed orders.
    The Commission believes that these order types are appropriate in
the context of the trading services proposed to be offered by the BeX
facility and are consistent with the Act. In addition, the BSE's
proposal regarding reserve orders and non-displayed orders comport with
rules the Commission previously approved for other exchanges.\19\ The
Commission notes that these order types should help provide market
participants with flexibility in executing transactions that meet the
specific requirements of the order type.
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    \19\ See, e.g., NYSE Arca Rule 7.31(h)(3).
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C. Access

    The Exchange proposes that BeX would be available for entry and
execution of orders by Member Organizations and Sponsored Participants
with authorized access. To obtain authorized access to BeX, each
Sponsored Participant would be required to enter into a BeX Participant
Agreement. A Sponsored Participant could obtain authorized access to
BeX only if such access is authorized in advance by one or more
Sponsoring Member Organizations. Sponsored Participants would be
required to enter into and maintain customer agreements with one or
more Sponsoring Member Organizations establishing the proper
relationship(s) and account(s) through which the Sponsored Participant
may trade on BeX. Such customer agreement(s) would be required to
incorporate the sponsorship provisions set forth in proposed Chapter
XXXVII, Section 5 of the BSE Rules. The proposed rule change sets forth
the requirements and procedures to be followed by the Sponsored
Participant and the Sponsoring Member Organization.
    The Commission believes that the proposed sponsored access
provisions are appropriate and notes that they comport with rules the
Commission previously approved for other exchanges.\20\
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    \20\ See, e.g., NYSE Arca Rule 7.29.
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D. Compliance With Intermarket Trading System (``ITS'') Plan

    As set forth in Chapter XXXVII, Section 3(j) of the BSE Rules, to
ensure compliance with the ITS Plan as long as it remains in effect,
otherwise eligible orders would be cancelled or routed away in certain
circumstances. For example, marketable orders that would trade through
the National Best Bid or National Best Offer would either be cancelled
or be routed to the market(s) showing the National Best Bid or National
Best Offer at the order-entering firm's instructions. In addition, if
an order in an ITS eligible security crosses or locks the National Best
Bid or National Best Offer at the time that it is received, the order
would be immediately cancelled to ensure compliance with the ITS Plan's
rules relating to locked markets.\21\
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    \21\ Similarly, if an order in a listed security locks or
crosses the Best Bid or Best Offer in BeX at the time it is
received, but not the National Best Bid or National Best Offer, the
order would be executed according to BeX's matching algorithm, and
any remaining portion would be immediately cancelled, if it would
lock or cross the National Best Bid or National Best Offer.
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E. Ranking and Display of Orders for Undisplayed Orders and Odd-Lot and
Mixed-Lot Orders

    As set forth in Chapter XXXVII, Section 3(i) of the BSE Rules,
displayed

orders on BeX would be ranked in price/time priority. Within each price
level, orders would be ranked in time priority based on the time the
order is displayed. As noted above, the Exchange proposes to allow
reserve orders (i.e., part of the order is displayed) and non-displayed
orders (i.e., no part of the order is displayed). Under the Exchange's
proposed amendment to Chapter XXXVII, Section 3(i) of the BSE Rules,
reserve quantities of reserve orders would be considered displayed when
replenished. Undisplayed orders on BeX, such as non-displayed orders
and reserve quantities of reserve orders, would be ranked after all
other displayed orders at that price level and would be ranked in time
priority among all undisplayed orders. The Exchange provided the
following example of the ranking process between displayed and
undisplayed orders:
    At 9:30 a.m., a reserve order to buy 500 shares is entered. The
initial display quantity is 200 shares and the undisplayed reserve
quantity is 300 shares.
    At 9:32 a.m., a non-displayed order to buy 300 shares is entered.
    At 9:33 a.m., a reserve order to buy 200 shares is entered. The
initial display quantity is 100 shares and the undisplayed reserve
quantity is also 100 shares.
    At 9:34 a.m., an order to sell 1,000 shares at market is entered.
    Assuming all the buy orders are at the same price level, the 1,000
shares will execute against the following orders: 200 shares of the
displayed portion of the 9:30 a.m. reserve order. 100 shares of the
displayed portion of the 9:33 a.m. reserve order. 300 shares of the
undisplayed reserve quantity of the 9:30 a.m. reserve order. 300 shares
of the undisplayed portion of the 9:32 a.m. non-display order. 100
shares of the undisplayed reserve quantity of the 9:33 a.m. reserve
order.
    The proposed revision to Chapter XXXVII, Section 3(i) of the BSE
Rules also sets forth the handling of odd-lot and mixed-lot portions
for reserve orders. In addition, the proposed rule revision states that
while BeX would only accept and display round-lot orders for securities
listed on exchanges other than Nasdaq, it would accept odd-lot and
mixed-lot orders for Nasdaq Global Market securities and Nasdaq Capital
Market securities. The proposed amendment to Chapter XXXVII, Section
3(i) of the BSE Rules would indicate how odd-lot share amounts would be
handled in BeX for these Nasdaq-listed securities.
    The Commission believes that the proposed rule revisions relating
to ranking and display of orders, including odd-lot and mixed-lot
portions of reserve orders and the handling of odd-lot and mixed-lot
components of orders for Nasdaq securities, are consistent with the
Act.

F. Anonymity

    The Exchange has proposed to amend Chapter XXXVII, Section 3(i) of
the BSE Rules to state that BeX will provide pre-trade anonymity for
all submitted orders, except as otherwise permitted by the proposed
rule. All display-eligible orders (non-displayed orders and reserve
portions of reserve orders are not display-eligible) at all price
levels on the BeX would be displayed to all Members on an anonymous
basis and transactions executed on the BeX would be processed
anonymously.\22\ Transaction reports would indicate the details of the
transaction, but would not reveal contra party identities. No Member
having the right to trade through the facilities of BeX and who has
been a party to or has knowledge of an execution would be under an
obligation to divulge the name of the buying or selling firm in any
transaction. Except as otherwise provided for in the BSE Rules, no
Member would be permitted to transmit through the facilities of BeX any
information regarding a bid, offer, other indication of an order, or
the Member's identity, to another Member until permission to disclose
and transmit such bid, offer, other indication of an order, or the
Member's identity has been obtained from the originating Member or the
originating Member affirmatively elects to disclose its identity.
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    \22\ The Exchange indicated that it intends to request a limited
exemption from the staff of the Commission from paragraph
(a)(2)(i)(A) of Rule 10b-10 under the Act on its own behalf and/or
on behalf of its Members who execute trades on the BeX. The
exemption request will be limited to those trades that BSE Members
execute on BeX with other BSE Members when using the anonymous
feature of BeX's electronic trading system. The BSE also intends to
request assurance that the Commission staff would not recommend
enforcement action to the Commission if, in lieu of making and
preserving a separate record, BSE Members rely on the BSE's
retention of the identities of the BSE Members that execute
anonymous trades through BeX to satisfy the requirements of Rules
17a-3(a)(1) and 17a-4(a) under the Act, 17 CFR 240.17a-3(a)(1) and
17a-4(a), respectively. The Exchange has represented that it will
not implement the anonymity feature of BeX unless and until the
requested relief is granted.
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    BeX would reveal the identity of a Member in the following
circumstances: (1) For regulatory purposes or to comply with an order
of a court or arbitrator; (2) when the National Securities Clearing
Corporation (``NSCC'') ceases to act for a Member or the Member's
clearing firm, and NSCC determines not to guarantee the settlement of
the Member's trades; (3) on risk management reports provided to the
contra party of the Member or Member's clearing firm each day by 4 p.m.
(E.S.T.) which disclose trading activity on the aggregate dollar value
basis; or (4) unless otherwise instructed by a Member, BeX would reveal
to a Member, no later than the end of the day on the date an anonymous
trade was executed, when the Member's quote or order has been
decremented by another quote or order submitted by that same Member.
    To satisfy Members' recordkeeping obligations under Rules 17a-
3(a)(1) \23\ and 17a-4(a) \24\ under the Act, the Exchange would retain
for the period specified in Rule 17a-4(a) the identity of each Member
that executes an anonymous transaction described in Chapter XXXVII,
Section 3(i)(iii) of the BSE Rules. BeX would retain information in its
original form or a form approved under Rule 17a-6 under the Act.\25\
Members would retain the obligation to comply with Rules 17a-3(a)(1)
and 17a-4(a) under the Act whenever they possess the identity of their
contra party.
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    \23\ 17 CFR 240.17a-3(a)(1).
    \24\ 17 CFR 240.17a-4(a).
    \25\ 17 CFR 240.17a-6.
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    The Commission believes that the proposed BSE rule relating to
anonymity is appropriate in the context of the trading services
proposed to be offered by BeX and is consistent with the Act. The
Commission notes that the proposed rule is consonant with the rules of
other exchanges that the Commission previously has approved.\26\
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    \26\ See, e.g., NYSE Arca Rule 7.41.
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G. Market Makers

    BSE Members would be permitted to apply for Market Maker
status.\27\ An applicant would file an application for Market Maker
status on a form prescribed by the Exchange. Applications would be
reviewed by the Exchange, which would consider factors including, but
not limited to, capital operations, personnel, technical resources, and
disciplinary history. No Member would be permitted to act as a Market
Maker in any security unless such Member had been approved as a Market
Maker in a security by the Exchange pursuant to the BSE Rules and the
Exchange had not suspended or canceled such approval. Approved Market
Makers would be designated as dealers on the Exchange for all purposes

under the Act and the rules and regulations thereunder.
    An applicant's Market Maker status would become effective upon
receipt by the Member of notice of an approval by the Exchange. In the
event that an application was disapproved by the Exchange, the
applicant would have an opportunity to be heard upon the specific
grounds for the denial, in accordance with the provisions of Chapter
XXX of the BSE Rules.
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    \27\ See proposed Chapter XXXVII, Section 8 of the BSE Rules
(Approval of Market Makers).
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    Market Maker status could be suspended or terminated by the
Exchange upon a determination of any substantial or continued failure
by such Market Maker to engage in dealings in accordance with the BSE
Rules. Likewise, any Market Maker could withdraw its Market Maker
status by giving written notice to the Exchange. Such withdrawal would
become effective on the tenth business day following the Exchange's
receipt of the notice. A Market Maker who failed to give a ten-day
written notice of withdrawal to the Exchange would be subject to formal
disciplinary action pursuant to Chapter XXX of the BSE Rules.
Subsequent to withdrawal, the Member would not be permitted to re-apply
as a Market Maker for a period of six months.
    A Market Maker would be assigned a newly authorized security or a
security already admitted to dealings on the BeX by filing an
assignment request form with the Exchange.\28\ Assignment of the
security would become effective on the first business day following the
Exchange's approval of the assignment. In considering the approval of
the assignment of the Market Maker in a security, the Exchange could
consider: (1) The financial resources available to the Market Maker;
(2) the Market Maker's experience, expertise and past performance in
making markets, including the Market Maker's performance in other
securities; (3) the Market Maker's operational capability; (4) the
maintenance and enhancement of competition among Market Makers in each
security in which they are assigned; (5) the existence of satisfactory
arrangements for clearing the Market Maker's transactions; and (6) the
character of the market for the security, e.g., price, volatility, and
relative liquidity. A Market Maker's assignment in a security could be
terminated by the Exchange if the Market Maker fails to enter
quotations in the security within five business days after the Market
Maker's assignment in the security becomes effective. Moreover, the
Exchange could limit the number of Market Makers in a security upon
prior written notice to Members.
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    \28\ See Chapter XXXVII, Section 9 of the BSE Rules (Assignment
of Market Maker in a Security).
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    Market Makers would be selected by the Exchange based on, but not
limited to, the following: Experience with making markets in equities;
adequacy of capital; willingness to promote the BeX as a marketplace;
issuer preference; operational capacity; support personnel; and history
of adherence to Exchange rules and securities laws.
    A Market Maker could voluntarily terminate its assignment in a
security by providing the Exchange with a one-day written notice of
such termination. A Market Maker that failed to give advanced written
notice of termination to the Exchange could be subject to formal
disciplinary action pursuant to Chapter XXX of the BSE Rules.
Furthermore, the Exchange could suspend or terminate any assignment of
a Market Maker in a security or securities whenever, in the Exchange's
judgment, the interests of a fair and orderly market are best served by
such action. A Member would be permitted to seek review of any action
taken by the Exchange, including the denial of the application for, or
the termination or suspension of, a Market Maker's assignment in a
security or securities, in accordance with Chapter XXX of the BSE
Rules.
    Members assigned as Market Makers in one or more securities traded
on the BeX would be required to engage in a course of dealings for
their own account to assist in the maintenance, insofar as reasonably
practicable, of fair and orderly markets on the BeX.\29\ The
responsibilities and duties of a Market Maker specifically would
include, but not be limited to, the following: (1) Maintaining
continuous, two-sided quotes in those securities in which the Market
Maker is assigned to trade; (2) maintaining adequate minimum capital in
accordance with Rule 15(c)3-1 under Act; \30\ (3) remaining in good
standing with the Exchange; (4) informing the Exchange of any material
change in financial or operational condition or in personnel; and (5)
clearing and settling transactions through the facilities of a
registered clearing agency. This last requirement could be satisfied by
direct participation, use of direct clearing services, or by entry into
a correspondent clearing arrangement with another Member that clears
trades through such agency. A Market Maker would be required to satisfy
the responsibilities and duties during BeX's primary trading session on
all days in which the Exchange is open for business.
---------------------------------------------------------------------------

    \29\ See proposed Chapter XXXVII, Section 10 of the BSE Rules
(Obligations of Market Makers).
    \30\ 17 CFR 240.15c3-1.
---------------------------------------------------------------------------

    If the Exchange found any substantial or continued failure by a
Market Maker to engage in a course of dealings as specified in the
applicable BSE Rules, such Market Maker would be subject to
disciplinary action or suspension or revocation of the assignment by
the Exchange in one or more of the securities in which the Market Maker
is assigned.
    A Market Maker would be permitted to apply to the Exchange to
withdraw temporarily from its Market Maker status in the securities in
which it is assigned. The Market Maker would be required to base its
request on demonstrated legal or regulatory requirements that
necessitate its temporary withdrawal, or provide the Exchange an
opinion of counsel certifying that such legal or regulatory basis
exists. The Exchange would act promptly on such request and, if the
request were granted, the Exchange could temporarily reassign the
securities to another Market Maker.
    Market Makers would be required to maintain minimum performance
standards at levels determined from time to time by the Exchange. Such
levels would vary depending on the price, liquidity, and volatility of
the security in which the Market Maker is assigned. The performance
measurements would include: (1) Percent of time at the National Best
Bid or National Best Offer; (2) percent of executions priced better
than the National Best Bid or National Best Offer; (3) average
displayed size; (4) average quoted spread; and (5) in the event the
security is a derivative security, the ability of the Market Maker to
transact in underlying markets.
    A Market Maker on the Exchange would be permitted to engage in
other business activities, or be affiliated with a broker-dealer that
engages in Other Business Activities (as defined below), only if there
is an Information Barrier (also commonly referred to as ``Chinese
Wall'') between the market making activities and the other business
activities.\31\ ``Other Business Activities'' would mean: (1)
Conducting an investment banking or public securities business; or (2)
making markets in the options overlying the security in which it makes
markets.
---------------------------------------------------------------------------

    \31\ See proposed Chapter XXXVII, Section 11 of the BSE Rules
(Limitations on Dealings).
---------------------------------------------------------------------------

    The Exchange's proposed rule on limitations on dealings would
require that market making functions be physically separated from the
locations

in which Other Business Activities are conducted. The proposal also
would establish minimum requirements for the procedures to be
implemented to prevent the use of material non-public corporate or
market information in the possession of persons on one side of the
barrier from influencing the conduct of persons on the barrier's other
side. In addition, the proposal sets forth the items of information to
be furnished in writing to the Exchange by the Member implementing an
information barrier. Absent the Exchange finding a Member's information
barriers acceptable, a Market Maker could not conduct Other Business
Activities.
    A Member or an affiliate of the Member would be permitted to clear
the Member's Market Maker transactions if it establishes procedures to
ensure that information with respect to such clearing activities will
not be used to compromise the Information Barrier. In this regard: (1)
The procedures must provide that any information pertaining to Market
Maker securities positions and trading activities, and information
derived from any clearing and margin financing arrangements, may be
made available only to those employees (other than employees actually
performing clearing and margin functions) specifically authorized under
this Rule to have access to such information or to other employees in
senior management positions who are involved in exercising general
managerial oversight with respect to the market making activity; and
(2) any margin financing arrangements must be sufficiently flexible so
as not to limit the ability of any Market Maker to meet market making
or other obligations under the Exchange's Rules.
    The Commission believes that the Exchange's proposed rules
regarding Market Makers for BeX are appropriate and consistent with the
Act. The Commission notes that the Exchange's rules are substantially
similar to rules of other exchanges that it has previously
approved.\32\
---------------------------------------------------------------------------

    \32\ See, e.g., NYSE Arca Rule 7.26.
---------------------------------------------------------------------------

H. Application of ``Effect v. Execute'' Exemption From Section 11(a) of
the Act

    When the Commission approved BeX Phase I,\33\ the Commission found,
based upon representations made by the Exchange,\34\ that BeX Phase I
satisfied the requirements of Rule 11a2-2(T) \35\ under Section 11(a)
of the Act.\36\ With respect to Rule 11a2-2(T)'s off-floor
requirement,\37\ the Commission found that orders sent, by electronic
means, from the Exchange's physical trading floor could be considered
to be sent from ``off-floor'' for purposes of the BeX trading
system.\38\ In reaching this conclusion, the Commission relied, among
other things, upon the Exchange's statement that securities traded on
the BeX trading system would not be traded on the Exchange's physical
floor and, therefore, the BeX trading system could be considered
essentially a different, separate ``trading floor.'' \39\
---------------------------------------------------------------------------

    \33\ See BeX Phase I Order, supra note 6.
    \34\ See Letter from William C. Meehan, General Counsel, BSE, to
Kelly M. Riley, Assistant Director, Division of Market Regulation,
Commission, dated June 2, 2006; Letter from William C. Meehan,
General Counsel, BSE, to Kelly M. Riley, Assistant Director,
Division, Commission, dated August 8, 2006.
    \35\ 17 CFR 240.11a2-2(T).
    \36\ 15 U.S.C. 78k(a).
    \37\ See 17 CFR 240.11a2-2(T)(a)(2)(ii).
    \38\ See BeX Phase I Order, supra note 6, at 52197.
    \39\ See id. In the BeX Phase I Order, the Commission also noted
that Exchange members on the Exchange's physical trading floor would
not have a time/place advantage with regard to the securities traded
in the BeX trading system, and that members present on the
Exchange's physical trading floor would see information about orders
at the top of the BeX trading system only after that information had
been sent to the securities information processor for dissemination
to the public.
---------------------------------------------------------------------------

    In connection with the proposed rule change to implement BeX Phase
II, the Exchange updated certain representations it made to the
Commission to reflect changes being made in BeX Phase II. Specifically,
the Exchange stated that upon implementation of BeX Phase II, all
transactions on the Exchange will take place within the BeX electronic
trading facility, and the Exchange's physical trading floor will cease
to exist. Accordingly, the Exchange has represented that in BeX Phase
II, all orders for the accounts of Exchange members will be transmitted
to the BeX trading system from off the floor (since the Exchange no
longer will have any physical trading floor) by electronic means.\40\
The Exchange has stated that, other than the elimination of the
physical trading floor, all of the other representations it made to the
Commission in connection with BeX Phase I remain true and correct in
all respects for BeX Phase II.\41\ Therefore, the Commission believes
that BeX Phase II satisfies the requirements of Rule 11a2-2(T).
---------------------------------------------------------------------------

    \40\ See Amendment No. 2.
    \41\ See id.
---------------------------------------------------------------------------

I. Regulation NMS

1. Locking and Crossing Quotations in NMS Stocks
    In accordance with the requirements of Rule 610 of Regulation NMS,
BSE Members would have an obligation to reasonably avoid displaying,
and avoid engaging in a pattern or practice of displaying any
quotations that lock or cross a protected quotation, and any manual
quotations that lock or cross a quotation previously disseminated
pursuant to an effective national market system plan. This rule would
be contained in new Chapter XXXVIII, Section 2 of the BSE Rules. The
proposed rule states that it will not become effective until February
5, 2007, or an earlier appropriate exemption from the ITS Plan is
obtained.
    For purposes of this proposed rule, a ``crossing quotation'' would
mean the display of a bid for an NMS stock during regular trading hours
at a price that is higher than the price of an offer for such NMS stock
previously disseminated pursuant to an effective national market system
plan, or the display of an offer for a NMS stock during regular trading
hours at a price that is lower than the price of a bid for such NMS
stock previously disseminated pursuant to an effective national market
system plan. For purposes of this proposed rule, a ``locking
quotation'' would mean the display of a bid for an NMS stock during
regular trading hours at a price that equals the price of an offer for
such NMS stock previously disseminated pursuant to an effective
national market system plan, or the display of an offer for a NMS stock
during regular trading hours at a price that equals the price of a bid
for such NMS stock previously disseminated pursuant to an effective
national market system plan.
    The proposed rule would provide four exceptions from the
prohibition on locking or crossing protected quotations. The proposed
rule would except: (1) Those quotations displayed at a time when the
Trading Center displaying the locked or crossed quotation was
experiencing a failure, material delay or malfunction of its systems or
equipment; (2) those quotations displayed at a time when the protected
bid was higher than a protected offer in the NMS stock; (3) those
automated quotations where the BSE member displaying such automated
quotation simultaneously routed an ISO order to execute against the
full displayed size of any locked or crossed protected quotation; and
(4) those manual quotations that locked or crossed another manual
quotation, and the BSE member displaying the locking or

crossing manual quotation simultaneously routed an ISO to execute
against the full displayed size of the locked or crossed manual
quotation.
    The Commission believes that the proposed rule on locking or
crossing quotations is consistent with Rule 610(d) of Regulation NMS.
2. Order Routing
    The BSE has proposed a rule, in accordance with the requirements of
Regulation NMS, that would govern the order routing process.\42\
---------------------------------------------------------------------------

    \42\ See Chapter XXXVIII, Section 3 of the BSE Rules (Order
Routing).
---------------------------------------------------------------------------

    The BSE would only route an eligible order when the order has not
been executed in its entirety on BeX due to the requirements of Chapter
XXXVIII, Section 4, paragraph (a) of the BSE Rules, consistent with
Rule 611of Regulation NMS, and the terms of the order permit routing to
another Trading Center for execution. The BSE has determined that
eligible orders would be orders that are designated by the customer to
execute or route. IOC, AIOC, all ISO order types and FOK orders would
not be designated to execute or route.
    Orders would be routed either in their entirety or as component
orders to an away Trading Center(s). Orders would be routed, consistent
with Rule 611 of Regulation NMS, to the Trading Center(s) publishing
any better-priced Protected Bid(s) or Protected Offer(s) for execution
against such Protected Bid(s) or Protected Offer(s) for the full
displayed size of the Protected Quotation. The remaining portion of the
order, if any, will be executed, or ranked and displayed on the BSE
book, in accordance with the terms of such order and would be handled
in the manner described in Chapter XXXVII, Section 3 of the BSE Rules.
    Eligible orders would be routed on behalf of the Member who
submitted the eligible order if that Member is a member or subscriber
of the away Trading Center or, in the case where the Member is not a
member or subscriber of the away Trading Center, the order would be
routed through a third party broker-dealer, or ``give up,'' that is a
member or subscriber of the away Trading Center pursuant to the terms
of an agreement entered into between the BSE and that third party
broker-dealer, which agreement is described below. The eligible order
would be routed to another Trading Center priced at the Protected Quote
published by the Trading Center.
    As stated above, the Exchange would route orders to other Trading
Centers under certain circumstances (``Routing Services''). The
Exchange would provide its Routing Services pursuant to the terms of
three separate agreements: (1) An agreement between the Exchange and
each Member on whose behalf orders would be routed (``Member-Exchange
Agreement''); (2) an agreement between the Exchange and each third-
party broker-dealer that would serve as a ``give-up'' on an away
Trading Center when the Member on whose behalf an order is routed is
not also a member or subscriber of the away Trading Center (``Give-Up
Agreement''); and (3) an agreement between the Exchange and a third-
party service provider (``Technology Provider'') pursuant to which the
Exchange licenses the routing technology used by the Exchange for its
Routing Services (``Exchange-Technology Provider Agreement'').
    The Exchange would provide its Routing Services in compliance with
these rules and with the provisions of the Act and the rules
thereunder, including, but not limited to, the requirements in Sections
6(b)(4) and (5) of the Act \43\ that the rules of a national securities
exchange provide for the equitable allocation of reasonable dues, fees,
and other charges among its members and issuers and other persons using
its facilities, and not be designed to permit unfair discrimination
between customers, issuers, brokers, or dealers.
---------------------------------------------------------------------------

    \43\ 15 U.S.C. 78f(b)(4) and (5).
---------------------------------------------------------------------------

    As provider of the Routing Services, the Exchange would license the
necessary routing technology for use within its own systems and
accordingly would control the logic that determines when, how, and
where orders are routed away to other Trading Centers.
    The Exchange would establish and maintain procedures and internal
controls reasonably designed to adequately restrict the flow of
confidential and proprietary information between the Exchange
(including its facilities) and the Technology Provider, and, to the
extent the Technology Provider reasonably receives confidential and
proprietary information, that adequately restrict the use of such
information by the Technology Provider to legitimate business purposes
necessary for the licensing of routing technology. The Exchange-
Technology Provider Agreement would include terms and conditions that
enable the Exchange to comply with these proposed requirements.
    As noted above, if an order that is eligible for routing cannot be
executed in its entirety on the BSE, consistent with the requirements
of Rule 611 of Regulation NMS, the order would be routed to the
applicable Trading Center(s). While an order remains outside the BSE,
it would have no time standing relative to others received from BSE
Members at the same price that could be executed against interest on
the BSE book. Requests from BSE Members to cancel their orders while
routed away to another Trading Center would be processed subject to
applicable trading rules of the relevant away Trading Center. Where an
order is not fully executed at the away Trading Center(s), the order
would be executed, or ranked and displayed on the BSE book in
accordance with the terms of such order and would be handled in the
manner described in Chapter XXXVII, Section 3 of the BSE Rules.
    The Commission finds that the Exchange's proposal to provide
outbound Routing Services, and the proposed rules governing such
services, are consistent with the Act. The Commission notes that the
Exchange's proposed outbound routing functionality is not the exclusive
means for accessing better priced quotes in other market centers,
should an order not be executable on the BeX facility. Accordingly, the
Exchange's Routing Services are optional, and a Member is free to route
its orders to other market centers through alternative means.
3. Order Protection Requirements Rule
    The BSE, in accordance with the requirements of Regulation NMS, has
proposed an order protection requirements rule that would prohibit
trades from being executed on the BSE if the execution would result in
an improper trade-through under Rule 611 of Regulation NMS.\44\ If the
execution of an order on the Exchange would cause an improper trade-
through, that order, if eligible to route, would be routed to the
appropriate Trading Center(s) or, if not, automatically cancelled. The
proposed rule states that it will not become effective until February
5, 2007.
---------------------------------------------------------------------------

    \44\ See proposed Chapter XXXVIII, Section 4 of the BSE Rules
(``Order Protection Requirements''). Under the proposed rule, an
order would not be eligible for execution on the BSE if its
execution is at a price that is lower than a Protected Bid or higher
than a Protected Offer (a ``trade-through''), or if its execution
would be improper under Rule 611 of Regulation NMS (together, an
``improper trade-through'').
---------------------------------------------------------------------------

    The proposed order protection requirements rule would contain
several exceptions that are exceptions under Rule 611 of Regulation
NMS, including: A crossed markets exception, a self-help exception, a
non-regular way cross exception, a single priced opening,

reopening or closing trade exception, an inbound ISO exception, a stop
order exception, and an exception for a benchmark order executed at the
BSE.\45\ In addition, the BSE would be able to disregard the bid or
offer of a Trading Center if it is identified by the Trading Center a
manual quotation. If a purchase or sale of an NMS stock qualifies for
an exception to the Order Protection Rule under Regulation NMS, the BSE
would attach an appropriate modifier approved by the operating
committee of the relevant national market system plan.\46\
---------------------------------------------------------------------------

    \45\ According to the Exchange, BeX does not presently provide
for non-regular was cross orders or benchmark orders, although these
order types may be introduced in the future through an appropriate
proposed rule change to be filed with the Commission.
    \46\ If a trade is executed pursuant to the ISO exception of
Rule 611(b)(5) or (6) and the self-help exception of Rule 611(b)(1),
the trade will be identified as executed pursuant to the ISO
exception.
---------------------------------------------------------------------------

    The Exchange represents that it intends to operate as an automated
trading system that displays bids and offers that qualify as automated
quotations under the definition set out in Rule 600(b)(3) of Regulation
NMS, with manual capabilities in the event it is unable to generate
automated quotations. Among other things, if the BSE has not accepted
two or more AIOC orders sent as sequential test messages, the BSE would
attach a ``manual'' identifier to the bids and offers it makes publicly
available. Additionally, immediately upon receiving an alert as a
result of its periodic processes that the Exchange's trading system has
taken more than two seconds to process two or more AIOC orders in a
symbol sent as sequential messages, the Market Operations Center
(``MOC'') would automatically attach a ``manual'' identifier to the
bids and offers it makes publicly available.
    Once the BSE has made any required systems changes, or otherwise
determined that its quotations satisfied the requirements of Rule
600(b)(3) of Regulation NMS, and conducted applicable tests to confirm
that the Exchange's quotes qualify as automated quotations, the
Exchange would remove the ``manual'' identifier from the bids and
offers that are made publicly available. The Exchange also would notify
other Trading Centers that its quotations are automated by announcing
that fact through an appropriate mechanism for communicating with other
Trading Centers.
    The Commission believes that the Exchange's rules governing order
protection requirements are consistent with Rule 611 of Regulation NMS.

IV. Accelerated Approval of Amendment No. 2

    The Commission finds good cause for approving Amendment No. 2 to
the proposed rule change prior to the thirtieth day after publishing
notice of Amendment No. 2 in the Federal Register pursuant to Section
19(b)(2) of the Act.\47\
---------------------------------------------------------------------------

    \47\ 15 U.S.C. 78s(b)(2).
---------------------------------------------------------------------------

    In Amendment No. 2, the Exchange: (1) Introduced a new order type
to be known as a non-displayed order; (2) amended the definition of a
preferred price cross and ISO cross; (3) clarified when certain
provisions related to Regulation NMS become effective; (4) added
provisions for the handling of odd-lot and mixed-lot orders, including
the ranking and display of odd-lots and mixed-lots; (5) clarified the
ranking and display of Reserve Orders; (6) added a provision relating
to the anonymity of trades executed by a Member against itself; (7)
added a provision relating to access to BeX by Sponsored Participants;
(8) stating that, for purposes of Section 11(a) of the Act (15 U.S.C.
78k(a)) and Rule 11a2-2(T) (17 CFR 240.11a2-2(T)) thereunder, all
orders for the accounts of Exchange members will be transmitted to the
BeX trading system from off the floor (since the Exchange no longer
will have any physical trading floor) by electronic means; and (9)
making several clarifying changes and correcting several technical
errors contained in the rule text.
    The Commission notes that the proposal to amend the definition of a
preferred price cross order to require it to execute at better than the
best bid and offer displayed on BeX and equal to or better than the
National Best Bid or National Best Offer is a clarifying change that
comports with the requirements for cross orders on BeX previously
approved by the Commission.\48\ Amendment No. 2 made a similar change
with respect to the definition of an ISO cross order. The Commission
further notes that other exchanges have rules in place similar to the
rules proposed by the Exchange relating to non-displayed orders, odd-
lot and mixed-lot orders, anonymity of trades executed by a Member
against itself, and access by Sponsored Participants. Finally,
Amendment No. 2 contains several clarifying and technical changes that
do not affect the substance of the proposed rule change.
---------------------------------------------------------------------------

    \48\ See note 6 supra.
---------------------------------------------------------------------------

    Accordingly, the Commission believes that accelerating approval of
Amendment No. 2 raises no new or novel issues of regulatory concern and
therefore the Commission believes its implementation should not be
delayed. The Commission also believes that accelerated approval is
reasonable because it should help to ensure that the appropriate rules
are in place at the Exchange at the time that the BSE's final technical
specifications with respect to Regulation NMS must be published.
Further, the Exchange's representation with respect to the
applicability of Rule 11a2-2(T) to trading on BeX simply updates a
representation previously provided to the Commission.
    For the reasons noted above, the Commission finds good cause for
approving Amendment No. 2 to the proposed rule change prior to the
thirtieth day after publishing notice of Amendment No. 2 in the Federal
Register pursuant to Section 19(b)(2) of the Act.\49\
---------------------------------------------------------------------------

    \49\ 15 U.S.C. 78s(b)(2). Pursuant to Section 19(b)(2) of the
Act, the Commission may not approve any proposed rule change, or
amendment thereto, prior to the thirtieth day after the date of
publication of the notice thereof, unless the Commission finds good
cause for so doing.
---------------------------------------------------------------------------

V. Solicitation of Comments

    Interested persons are invited to submit written data, views, and
arguments concerning Amendment No. 2, including whether Amendment No. 2
is consistent with the Act. Comments may be submitted by any of the
following methods:

Electronic Comments

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

File Number SR-BSE-2006-30 on the subject line.

Paper Comments

     Send paper comments in triplicate to Nancy M. Morris,
Secretary, Securities and Exchange Commission, Station Place, 100 F
Street, NE., Washington, DC 20549-1090.

All submissions should refer to File Number SR-BSE-2006-30. This file
number should be included on the subject line if e-mail is used. To
help the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml
). Copies of the submission, all subsequent amendments, all

written statements with respect to the proposed rule change that are
filed with the Commission, and all written communications relating to
the

proposed rule change between the Commission and any person, other than
those that may be withheld from the public in accordance with the
provisions of 5 U.S.C. 552, will be available for inspection and
copying in the Commission's Public Reference Room. Copies of such
filing also will be available for inspection and copying at the
principal office of the Exchange. All comments received will be posted
without change; the Commission does not edit personal identifying
information from submissions. You should submit only information that
you wish to make available publicly. All submissions should refer to
Amendment No. 2 of File Number SR-BSE-2006-30 and should be submitted
on or before October 27, 2006.

VI. Conclusion

    For the foregoing reasons, the Commission finds that the proposed
rule change, as amended, is consistent with the Act and the rules and
regulations thereunder applicable to a national securities exchange,
and, in particular, with Section 6(b)(5) of the Act.\50\
---------------------------------------------------------------------------

    \50\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\51\ that the proposed rule change (SR-BSE-2006-30) is approved and
Amendment No. 2 is approved on an accelerated basis.
---------------------------------------------------------------------------

    \51\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Market Regulation,
pursuant to delegated authority.\52\
---------------------------------------------------------------------------

    \52\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Nancy M. Morris,
Secretary.
 [FR Doc. E6-16580 Filed 10-5-06; 8:45 am]

BILLING CODE 8011-01-P


[Federal Register Volume 87, Number 102 (Thursday, May 26, 2022)]
[Notices]
[Page 32066]
[FR Doc No: 2022-11287]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-94957; File No. SR-MEMX-2021-22]

Self-Regulatory Organizations; MEMX LLC; Notice of Withdrawal of
a Proposed Rule Change To Amend Its Fee Schedule To Adopt Connectivity
Fees

May 20, 2022.
    On December 30, 2021, MEMX LLC (``MEMX'') filed with the Securities
and Exchange Commission (``Commission''), pursuant to Section 19(b)(1)
of the Securities Exchange Act of 1934 \1\ and Rule 19b-4
thereunder,\2\ a proposed rule change to amend its Fee Schedule to
adopt Connectivity Fees. The proposed rule change was immediately
effective upon filing with the Commission pursuant to Section
19(b)(3)(A) of the Act.\3\ The proposed rule change was published for
comment in the Federal Register on January 14, 2022.\4\ On February 28,
2022, the Commission temporarily suspended the proposed rule change and
instituted proceedings to determine whether to approve or disapprove
the proposed rule change.\5\ On May 6, 2022, MEMX withdrew the proposed
rule change (SR-MEMX-2021-22).
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ 15 U.S.C. 78s(b)(3)(A). A proposed rule change may take
effect upon filing with the Commission if it is designated by the
exchange as ``establishing or changing a due, fee, or other charge
imposed by the self-regulatory organization on any person, whether
or not the person is a member of the self-regulatory organization.''
15 U.S.C. 78s(b)(3)(A)(ii).
    \4\ See Securities Exchange Act Release No. 93937 (January 10,
2022), 87 FR 2466.
    \5\ See Securities Exchange Act Release No. 94332, 87 FR 12513
(March 4, 2022).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\6\
---------------------------------------------------------------------------

    \6\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2022-11287 Filed 5-25-22; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register: August 16, 2010 (Volume 75, Number 157)]
[Rules and Regulations]
[Page 49843-49847]
[DOCID:fr16au10-8]

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

Coast Guard

33 CFR Part 165

[Docket No. USCG-2010-0666]
RIN 1625-AA11

Regulated Navigation Area; Boom Deployment Strategy Testing,
Great Bay, NH

AGENCY: Coast Guard, DHS.

ACTION: Temporary interim rule with request for comments.

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

SUMMARY: The Coast Guard is temporarily establishing a regulated
navigation area (RNA) in navigable waters near Great Bay, New
Hampshire. This temporary regulation is in effect while the New
Hampshire Department

of Environmental Services (NHDES) conducts boom deployments to test the
effectiveness of oil spill response strategies, and is necessary to
ensure the safety of exercise participants and the maritime public from
hazards associated with the boom deployment exercise. While the RNA is
in effect, all vessels must transit at bare steerageway and comply with
directions from the Captain of the Port.

DATES: This rule is effective from August 16, 2010 through October 31,
2010. Comments and related material must reach the Coast Guard on or
before September 15, 2010.

ADDRESSES: You may submit comments identified by docket number USCG-
2010-0666 using any one of the following methods:
    (1) Federal eRulemaking Portal: http://www.regulations.gov.
    (2) Fax:<PHONE_NUMBER>.
    (3) 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.
    (4) 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>.
    To avoid duplication, please use only one of these four methods.
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
temporary interim rule, call or e-mail Lieutenant Commander David
Sherry, Response Department at Coast Guard Sector Northern New England;
telephone<PHONE_NUMBER>, email<EMAIL_ADDRESS>If you have
questions on viewing the docket, call Renee V. Wright, Program Manager,
Docket Operations, telephone<PHONE_NUMBER>.

SUPPLEMENTARY INFORMATION:

Public Participation and Request for Comments

    This temporary interim rule will be in effect before the end of the
comment period, but we encourage you to participate in this rulemaking
by submitting comments and related materials. We may evaluate and
revise this rule as necessary to address significant public comments.
All comments received will be posted, without change, to http://
www.regulations.gov and will include any personal information you have
provided.

Submitting Comments

    If you submit a comment, please include the docket number for this
rulemaking (USCG-2010-0666), indicate the specific section of this
document to which each comment applies, and provide a reason for each
suggestion or recommendation. You may submit your comments and material
online (via http://www.regulations.gov) or by fax, mail or hand
delivery, but please use only one of these means. If you submit a
comment online via http://www.regulations.gov, it will be considered
received by the Coast Guard when you successfully transmit the comment.
If you fax, hand deliver, or mail your comment, it will be considered
as having been received by the Coast Guard when it is received at the
Docket Management Facility. We recommend that you include your name and
a mailing address, an e-mail address, or a telephone number in the body
of your document so that the Coast Guard can contact you with questions
regarding your submission.
    To submit your comment online, go to http://www.regulations.gov,
click on the ``submit a comment'' box, which will then become
highlighted in blue. In the ``Document Type'' drop down menu select
``Proposed Rule'' and insert ``USCG-2010-0666'' in the ``Keyword'' box.
Click ``Search'' then click on the balloon shape in the ``Actions''
column. If you submit comments by mail or hand delivery, submit them in
an unbound format, no larger than 8[frac12] by 11 inches, suitable for
copying and electronic filing. If you submit comments by mail and would
like to know that they reached the Facility, please enclose a stamped,
self-addressed postcard or envelope. We will consider all comments and
material received during the comment period and may change this rule
based on your comments.

Viewing Comments and Documents

    To view comments, as well as documents mentioned in this preamble
as being available in the docket, go to http://www.regulations.gov,
click on the ``read comments'' box, which will then become highlighted
in blue. In the ``Keyword'' box insert ``USCG-2010-0666'' and click
``Search.'' Click the ``Open Docket Folder'' in the ``Actions'' column.
You may also visit the Docket Management Facility in Room W12-140 on
the ground floor of the Department of Transportation West Building,
1200 New Jersey Avenue, SE., Washington, DC 20590, between 9 a.m. and 5
p.m., Monday through Friday, except Federal holidays. We have an
agreement with the Department of Transportation to use the Docket
Management Facility.

Privacy Act

    Anyone can search the electronic form of comments received into any
of our dockets by the name of the individual submitting the comment (or
signing the comment, if submitted on behalf of an association,
business, labor union, etc.). You may review a Privacy Act notice
regarding our public dockets in the January 17, 2008, issue of the
Federal Register (73 FR 3316).

Public Meeting

    We do not now plan to hold a public meeting. But you may submit a
request for one using one of the four methods specified under
ADDRESSES. Please explain why you believe a public meeting would be
beneficial. If we determine that one would aid this rulemaking, we will
hold one at a time and place announced by a later notice in the Federal
Register.

Regulatory Information

    The Coast Guard is issuing this temporary interim rule without
prior notice pursuant to authority under section 4(a) of the
Administrative Procedure Act (APA) (5 U.S.C. 553(b)). This provision
authorizes an agency to issue a rule without prior notice when the
agency for good cause finds that those procedures are ``impracticable,
unnecessary, or contrary to the public interest.'' Under 5 U.S.C.
553(b)(B), the Coast Guard finds that good cause exists for not
publishing a notice of proposed rulemaking (NPRM) with respect to this
rule. Delay would be both impracticable and contrary to the public
interest in preparing for possible oil spills. The Coast Guard received
less than four weeks of notice of the exact location and times of the
boom deployment, and thus did not have sufficient time to issue a NPRM
without delaying the effective date of this rulemaking. Delaying the
effective date by first publishing a NPRM and holding a 30 day comment
period would be contrary to the rule's objectives of ensuring public
safety during this exercise as immediate action is needed to protect
persons and vessels from the hazards associated with these boom
deployments. The exercise's timing was influenced by tidal timetables
and could not be changed without diminishing the effectiveness of the
exercise. The Coast Guard encourages members of the public to
participate in this rulemaking by making comments using one of the four
methods specified under ADDRESSES.

    Under 5 U.S.C. 553(d)(3), the Coast Guard finds that good cause
exists for making this rule effective less than 30 days after
publication in the Federal Register. In addition to the reasons stated
above, any delay in the effective date of this regulation would be
contrary to the public interest as immediate action is necessary to
protect participants, waterway users, and spectators from the hazards
associated with boom deployments on the water.

Basis and Purpose

    Maritime response exercises and training events are frequently held
within the Captain of the Port Sector Northern New England Zone. The
New Hampshire Department of Environmental Services (NHDES) plans to
deploy boom, a flotation device used to contain oil, in the waters of
Great Bay, NH in the vicinity of Goat Island and Little Bay, New
Hampshire on August 25 and 26, 2010 as well as on September 8 and 9,
2010 and October 6 and 7, 2010. These exercises will provide critical
data on the effectiveness of geographic response strategies designed to
protect sensitive environmental areas in the event of an oil or
chemical spill in navigable waters during the maximum tide cycles. To
conduct an effective test, boom must be deployed across the waterway
during maximum current, a period of approximately four hours when the
current averages four to five knots in planned boom deployment
locations.
    Based on the nature of these tests, the Coast Guard has determined
that the boom deployments could pose a risk to participants or waterway
users if waterway use is not restricted. This RNA is intended to
protect the safety of all waterway users and exercise participants.
    For each day of the exercises, waterway use will be restricted for
up to an eleven hour period to allow for deployment, testing, and
recovery of boom. During these times, vessels may be diverted through
an alternate channel, escorted by the on-scene patrol vessels through
segments of boom, or could be ordered to wait until the current has
subsided and the boom removed to allow for safe passage through the
area.
    The purpose of this rule is to provide an effective means to ensure
the safety of persons and vessels operating in the RNA during these
boom deployments. As there will be hazards introduced to the waterway
in testing these booming strategies, the Coast Guard determined that
measures dictating the speed, route, and times when vessels may transit
through the regulated area are necessary to facilitate safe vessel
movement. The Coast Guard and NHDES have taken steps to minimize the
impact this exercise will have on local mariners, including altering
the deployment test plans to accommodate vessel transits, installing
temporary aids to divert traffic around the deployment areas, and
providing vessel escorts through the RNA. The RNA measures are intended
to accommodate mariners, to the extent possible, while ensuring their
and the exercise participants' safety.

Discussion of Rule

    A chartlet depicting the boundaries of the RNA and the boom
deployments for each day that the RNA is in effect will be included in
the docket where indicated under ADDRESSES.
    Within the regulated area, boom deployment strategies will be
tested in two areas: The first area (Area One) stretches across the
Oyster River from Cedar Point to Goat Island and further south to Fox
Point; the second area (Area Two) is near the entrance to Little Bay
just south of Durham Point and Fox Point. In order to accommodate
vessel traffic, the deployment strategy for each area will be spread
across two days.
    On the first day, boom will be deployed between Goat Island and Fox
Point for Area One and just north of rocks marked by the Rock Buoy
``4'' (LLNR 8585) on the western side of the Little Bay entrance for
Area Two. On the second day, boom will be deployed north of Goat Island
for Area One and, from a point starting 350 feet east of the Rock Buoy
``4'' (LLNR 8585) to a point southeast on the Fox Point peninsula for
Area Two.
    For the first day of testing, vessel traffic will be able to
transit through the main channel (Area One) until the boom is in place
for the maximum current testing; specific times are listed below.
During that time, vessel traffic may be diverted to the north of Goat
Island with the channel marked by temporary aids. An on-scene patrol
vessel will remain east of Goat Island to inform vessels of the
temporary channel and boom location.
    On the second day of testing, there will be a 350 foot space to the
east of the Rock Buoy ``4'' (LLNR 8585) to accommodate vessel traffic
for the duration of the exercise. Additionally, an on-scene patrol
vessel will remain in the area to advise mariners of the modified
channel and boom location.
    For all boom deployment days, NHDES and Coast Guard vessels will be
on scene to give notice of this regulation, indicate boom locations,
and to escort mariners safely through the RNA. In addition to these
safety measures, all boom will be marked with 32-inch floating balls to
make the ends of each boom segment more visible to mariners.
    Since the boom strategy testing is located in an area subject to
heavy currents, shoaling, and moderate vessel traffic, this regulation
is needed to protect spectators, participants, and other waterway users
from the extra hazards introduced by the boom deployment. The exercise
will occur in three phases on each day: a set-up deployment phase, boom
strategy testing during the period of maximum tidal current, and a
recovery. Each phase of the exercise is anticipated to take place
during the following times on each of the scheduled dates:
    (1) Wednesday, August 25 and Thursday, August 26, 2010:

Deployment: 6 a.m.-9:30 a.m.
Maximum current: 9:30 a.m.-1:30 p.m.
Recovery: 1:30 p.m.-5 p.m.

    (2) Wednesday, September 8 and Thursday, September 9, 2010:

Deployment: 6 a.m.-8:30 a.m.
Maximum current: 8:30 a.m.-12:30 p.m.
Recovery: 12:30 p.m.-4 p.m.

    (3) Wednesday, October 6 and Thursday, October 7, 2010:

Deployment: 6 a.m.-7:30 a.m.
Maximum current: 7:30 a.m.-11:30 a.m.
Recovery: 11:30 a.m.-3 p.m.

    All persons and vessels are required to transit the RNA at bare
steerageway and in a manner so as to produce no wake for the duration
of the enforcement period. The nature of the boom deployment,
environmental conditions, and the fact that navigation will be confined
to narrow areas in some locations makes transiting the RNA above bare
steerageway a hazard to both vessel operators and exercise
participants.
    During the enforcement period of the regulation, vessel operators
must comply with all directions given to them by the Captain of the
Port or his designated representative. While boom is being deployed and
recovered (times indicated above), vessels that can do so may transit
through the RNA at bare steerageway unless instructed otherwise by the
Captain of the Port or his designated representative.
    While boom is anchored in place during maximum current testing
periods, the waterway may be restricted or closed entirely. During
these periods (times indicated above), mariners desiring to enter or
transit through the RNA must first receive permission from the Captain
of the Port or his designated representative. Mariners can request
permission to transit from Captain of the

Port Sector Northern New England by hailing the Coast Guard On-Scene
Commander on VHF channel 16 or by calling<PHONE_NUMBER>.
    The ``designated representative'' of the Captain of the Port is any
Coast Guard commissioned, warrant or petty officer who has been
designated by the Captain of the Port to act on his behalf. The
representative may be on a Coast Guard vessel, State vessel or other
designated craft, or may be on shore and will communicate with vessels
via VHF-FM radio or loudhailer. The On-Scene Commander will be a vessel
carrying a Captain of the Port designated representative. Members of
the Coast Guard and NHDES will be present to inform vessel operators of
this regulation as well as to escort them through the regulated area.
    The Coast Guard and NHDES will conduct extensive public outreach to
notify local businesses, mariners, and agencies of the scheduled boom
deployments. Advanced public notifications will also be made to the
local maritime community through Local Notice to Mariners and Safety
Marine Information Broadcasts.

Regulatory Analyses

    We developed this rule after considering numerous statutes and
executive orders related to rulemaking. Below we summarize our analyses
based on 13 of these statutes or executive orders.

Regulatory Planning and Review

    This rule is not a significant regulatory action under section 3(f)
of Executive Order 12866, Regulatory Planning and Review, and does not
require an assessment of potential costs and benefits under section
6(a)(3) of that Order. The Office of Management and Budget has not
reviewed it under that Order.
    The Coast Guard determined that this rule is not a significant
regulatory action for the following reasons: The regulation will be of
limited duration, vessels will still be able to navigate through the
area, and slowing to bare steerageway will cause only minor delays in
mariners' voyages.

Small Entities

    Under the Regulatory Flexibility Act (5 U.S.C. 601-612), we have
considered whether this rule would have a significant economic impact
on a substantial number of small entities. 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 rule will
not have a significant economic impact on a substantial number of small
entities. This rule may affect the following entities, some of which
may be small entities: The Great Bay Marina, the Little Bay Marina, and
the owners or operators of vessels intending to transit or anchor in
the RNA during the enforcement period.
    This regulation will not have a significant economic impact on a
substantial number of small entities for the following reasons: It is
of limited duration, vessels will still be able to navigate through the
area, and mariners will be given prior notice to plan for the waterway
restriction. Additionally, prior to the enforcement period of this
rule, the Coast Guard will issue notice of the time and location of the
RNA through a Local Notice to Mariners and Safety Marine Information
Broadcast.

Assistance for Small Entities

    Under section 213(a) of the Small Business Regulatory Enforcement
Fairness Act of 1996 (Pub. L. 104-121), we offer to assist small
entities in understanding the rule so that they can better evaluate its
effects on them and participate in the rulemaking process.
    Small businesses may send comments on the actions of Federal
employees who enforce, or otherwise determine compliance with, Federal
regulations to the Small Business and Agriculture Regulatory
Enforcement Ombudsman and the Regional Small Business Regulatory
Fairness Boards. The Ombudsman evaluates these actions annually and
rates each agency's responsiveness to small business. If you wish to
comment on actions by employees of the Coast Guard, call 1-888-REG-FAIR
(1-888-734-3247). The Coast Guard will not retaliate against small
entities that question or complain about this rule or any policy or
action of the Coast Guard.

Collection of Information

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

Federalism

    A rule has implications for federalism under Executive Order 13132,
Federalism, if it has a substantial direct effect on State or local
governments and would either preempt State law or impose a substantial
direct cost of compliance on them. We have analyzed this rule under
that Order and have determined that it does not have implications for
federalism.

Unfunded Mandates Reform Act

    The Unfunded Mandates Reform Act of 1995 (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 rule will not result in
such an expenditure, we do discuss the effects of this rule elsewhere
in this preamble.

Taking of Private Property

    This rule will not cause a taking of private property or otherwise
have taking implications under Executive Order 12630, Governmental
Actions and Interference with Constitutionally Protected Property
Rights.

Civil Justice Reform

    This rule meets applicable standards in sections 3(a) and 3(b)(2)
of Executive Order 12988, Civil Justice Reform, to minimize litigation,
eliminate ambiguity, and reduce burden.

Protection of Children

    We have analyzed this rule under Executive Order 13045, Protection
of Children from Environmental Health Risks and Safety Risks. This rule
is not an economically significant rule and does not create an
environmental risk to health or risk to safety that may
disproportionately affect children.

Indian Tribal Governments

    This rule does not have tribal implications under Executive Order
13175, Consultation and Coordination with Indian Tribal Governments,
because it does 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.

Energy Effects

    We have analyzed this rule under Executive Order 13211, Actions
Concerning Regulations That Significantly Affect Energy Supply,
Distribution, or Use. We have determined that it is not a ``significant
energy action'' under that order because it is not a ``significant
regulatory action'' under Executive Order 12866 and is not likely to
have a significant adverse effect on the supply, distribution, or use
of energy. The Administrator of the Office

of Information and Regulatory Affairs has not designated it as a
significant energy action. Therefore, it does not require a Statement
of Energy Effects under Executive Order 13211.

Technical Standards

    The National Technology Transfer and Advancement Act (NTTAA) (15
U.S.C. 272 note) directs agencies to use voluntary consensus standards
in their regulatory activities unless the agency provides Congress,
through the Office of Management and Budget, with an explanation of why
using these standards would be inconsistent with applicable law or
otherwise impractical. Voluntary consensus standards are technical
standards (e.g., specifications of materials, performance, design, or
operation; test methods; sampling procedures; and related management
systems practices) that are developed or adopted by voluntary consensus
standards bodies.
    This rule does not use technical standards. Therefore, we did not
consider the use of voluntary consensus standards.

Environment

    We have analyzed this rule under Department of Homeland Security
Management Directive 023-01 and Commandant Instruction M16475.lD, which
guide the Coast Guard in complying with the National Environmental
Policy Act of 1969 (NEPA) (42 U.S.C. 4321-4370f), and have concluded
this action is one of a category of actions that do not individually or
cumulatively have a significant effect on the human environment. This
rule is categorically excluded, under figure 2-1, paragraph (34)(g), of
the Instruction as this rule involves establishing a temporary RNA. An
environmental analysis checklist and a categorical exclusion
determination are available in the docket where indicated under
ADDRESSES.

List of Subjects in 33 CFR Part 165

    Harbors, Marine safety, Navigation (water), Reporting and record
keeping requirements, Security measures, and Waterways.

0
For the reasons discussed in the preamble, the Coast Guard amends 33
CFR part 165 as follows:

PART 165--REGULATED NAVIGATION AREAS AND LIMITED ACCESS AREAS

0
1. The authority citation for part 165 continues to read as follows:

    Authority:  33 U.S.C. 1226, 1231; 46 U.S.C. Chapters 701, 3306,
3703; 50 U.S.C. 191, 195; 33 CFR 1.05-1, 6.04-1, 6.04-6, and 160.5;
Pub. L. 107-295, 116 Stat. 2064; Department of Homeland Security
Delegation No. 0170.1.

0
2. Add Sec.  165.T01-0666 to read as follows:

Sec.  165.T01-0666  Regulated Navigation Area; Boom Deployment Strategy
Testing, Great Bay, New Hampshire.

    (a) Locations. This rule creates a temporary regulated navigation
area (RNA) for all navigable waters within the following coordinates:
To the east, a line drawn between the easternmost end of the Scammel
Bridge (Route 4) in position 43[deg]07'41.5'' N, 070[deg]50'42.2'' W
southwest to the prominent point of land on Fox Point east of Hen
Island in position 43[deg]07'11.5'' N, 070[deg]51'02.6'' W; to the
west, a line that crosses the mouth of the Oyster River between the
charted pipeline area in position 43[deg]07'28.2'' N, 070[deg]52'09.1''
W south to Durham Point in position 43[deg]07'20.2'' N,
070[deg]52'19.5'' W; to the south, a line crossing Little Bay from
where Edgerly Garrison Road meets the water in position
43[deg]06'42.4'' N, 070[deg]52'03.7'' W to the east in position
43[deg]06'39.2'' N, 070[deg]51'16.5'' W.
    (b) Enforcement Period. This section will be enforced between 6
a.m. and 5 p.m. on August 25 and 26, September 8 and 9, and October 6
and 7, 2010.
    (c) Regulations. (1) All vessels operating within the RNA must
comply with 33 CFR 165.10, 165.11, and 165.13, and the provisions of
this paragraph (c).
    (2) Vessels operating within the RNA must comply with all
directions given to them by the Captain of the Port Sector Northern New
England (COTP) or his designated representative.
    (3) All persons and vessels are required to transit the RNA at bare
steerageway and in a manner so as to produce no wake.
    (4) During maximum tidal current periods, mariners desiring to
enter or transit through the RNA must first receive permission from the
COTP or his designated representative. Maximum tidal current periods
are as follows:
    (i) Wednesday, August 25 and Thursday, August 26, 2010 maximum
current: 9:30 a.m.-1:30 p.m.
    (ii) Wednesday, September 8 and Thursday, September 9, 2010 maximum
current: 8:30 a.m.-12:30 p.m.
    (iii) Wednesday, October 6 and Thursday, October 7, 2010 maximum
current: 7:30 a.m.-11:30 a.m.
    (5) Vessel operators wishing to transit through the RNA during the
times specified above can request permission to transit from the COTP
by hailing the Coast Guard On-Scene Commander on VHF channel 16 or by
calling<PHONE_NUMBER>.
    (6) The ``designated representative'' of the COTP is any Coast
Guard commissioned, warrant or petty officer who has been designated by
the COTP to act on his behalf. The representative may be on a Coast
Guard vessel, State agency vessel or other designated craft, or may be
on shore and will communicate with vessels via VHF-FM radio or
loudhailer. Members of the Coast Guard and New Hampshire Department of
Environmental Services may be present to inform vessel operators of
this regulation as well as to escort them through the area.

    Dated: August 2, 2010.
D.A. Neptun,
Rear Admiral, U.S. Coast Guard, Commander, First Coast Guard District.
[FR Doc. 2010-20119 Filed 8-13-10; 8:45 am]
BILLING CODE 9110-04-P