[Federal Register: March 1, 2010 (Volume 75, Number 39)]
[Notices]
[Page 9199]
[DOCID:fr01mr10-63]

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

DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

Combined Notice of Filings

February 23, 2010.
    Take notice that the Commission has received the following Natural
Gas Pipeline Rate and Refund Report filings:
    Docket Numbers: RP10-387-000.
    Applicants: ANR Pipeline Company.
    Description: ANR Pipeline Company submits for filing and acceptance
amendments to three negotiated rate letter agreements with ExxonMobil
Gas & Power Marketing Company and amendments to the Service Agreements.
    Filed Date: 02/19/2010.
    Accession Number: 20100222-0207.
    Comment Date: 5 p.m. Eastern Time on Wednesday, March 03, 2010.

    Docket Numbers: RP10-388-000.
    Applicants: Questar Southern Trails Pipeline Company.
    Description: Questar Southern Trails Pipeline Company submits for
acceptance Seventh Revised Sheet 1 et al. to FERC Gas Tariff, Original
Volume 1, to be effective 3/24/10.
    Filed Date: 02/22/2010.
    Accession Number: 20100222-0224.
    Comment Date: 5 p.m. Eastern Time on Monday, March 08, 2010.

    Docket Numbers: RP10-389-000.
    Applicants: Columbia Gas Transmission, LLC.
    Description: Columbia Gas Transmission, LLC Annual Report on
Operational Transactions.
    Filed Date: 02/22/2010.
    Accession Number: 20100222-5054.
    Comment Date: 5 p.m. Eastern Time on Monday, March 08, 2010.
    Any person desiring to intervene or to protest in any of the above
proceedings must file in accordance with Rules 211 and 214 of the
Commission's Rules of Practice and Procedure (18 CFR 385.211 and
385.214) on or before 5 p.m. Eastern time on the specified comment
date. It is not necessary to separately intervene again in a subdocket
related to a compliance filing if you have previously intervened in the
same docket. Protests will be considered by the Commission in
determining the appropriate action to be taken, but will not serve to
make protestants parties to the proceeding. Anyone filing a motion to
intervene or protest must serve a copy of that document on the
Applicant. In reference to filings initiating a new proceeding,
interventions or protests submitted on or before the comment deadline
need not be served on persons other than the Applicant.
    The Commission encourages electronic submission of protests and
interventions in lieu of paper, using the FERC Online links at http://
www.ferc.gov. To facilitate electronic service, persons with Internet
access who will eFile a document and/or be listed as a contact for an
intervenor must create and validate an eRegistration account using the
eRegistration link. Select the eFiling link to log on and submit the
intervention or protests.
    Persons unable to file electronically should submit an original and
14 copies of the intervention or protest to the Federal Energy
Regulatory Commission, 888 First St., NE., Washington, DC 20426.
    The filings in the above proceedings are accessible in the
Commission's eLibrary system by clicking on the appropriate link in the
above list. They are also available for review in the Commission's
Public Reference Room in Washington, DC. There is an eSubscription link
on the Web site that enables subscribers to receive e-mail notification
when a document is added to a subscribed docket(s). For assistance with
any FERC Online service, please e-mail<EMAIL_ADDRESS>or
call<PHONE_NUMBER> (toll free). For TTY, call<PHONE_NUMBER>.

Nathaniel J. Davis, Sr.,
Deputy Secretary.
[FR Doc. 2010-4148 Filed 2-26-10; 8:45 am]
BILLING CODE 6717-01-P


[Federal Register: October 2, 2006 (Volume 71, Number 190)]
[Notices]
[Page 58036-58039]
[DOCID:fr02oc06-142]

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

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-54493; File No. SR-NYSEArca-2006-46]

 Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Order Granting Accelerated Approval of a Proposed Rule Change, and
Amendment No. 1 Thereto, Relating to Generic Listing and Maintenance
Standards for Broad-Based Index Options

September 25, 2006.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on July 25, 2006, the NYSE Arca, Inc. (``NYSE Arca'' or ``Exchange'')
filed with the Securities and Exchange Commission (``Commission'') the
proposed rule change as described in Items I and II below, which Items
have been prepared principally by the NYSE Arca. On September 8, 2006,
the Exchange filed Amendment No. 1.\3\ The Commission is publishing
this notice to solicit comments on the proposed rule change from
interested persons and is approving the proposal, as amended, on an
accelerated basis.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ In Amendment No. 1, which replaced the original filing in
its entirety, the Exchange proposed to modify NYSE Arca Rule 5.15(a)
to clarify that the position limit for broad-based index options is
25,000 contracts on the same side of the market, and made non-
substantive changes to its proposed rule text. The Exchange also
made clarifying changes in its description of the proposed rule
change.
---------------------------------------------------------------------------

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

    The Exchange proposes to amend NYSE Arca Rule 5.12 to adopt new
``generic'' listing standards for broad-based index options pursuant to
Rule

19b-4(e) under the Act.\4\ The text of the proposed rule change is
available on the NYSE Arca's Web site (http://www.tradearca.com), at

the NYSE Arca's Office of the Secretary and at the Commission's Public
Reference Room.
---------------------------------------------------------------------------

    \4\ 17 CFR 240.19b-4(e).
---------------------------------------------------------------------------

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

    In its filing with the Commission, the NYSE Arca included
statements concerning the purpose of, and basis for, the proposed rule
change and discussed any comments it received on the proposed rule
change. The text of these statements may be examined at the places
specified in Item III below. The NYSE Arca has prepared summaries, set
forth in Sections A, B, and C below, of the most significant aspects of
such statements.

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

1. Purpose
    The Exchange proposes to amend NYSE Arca Rule 5.12 to establish
listing and maintenance standards, pursuant to Rule 19b-4(e) under the
Act,\5\ for broad-based index options. The proposal will allow the
Exchange to list and trade, pursuant to Rule 19b-4(e) under the Act,\6\
broad-based index options that meet the listing standards in NYSE Arca
Rule 5.12(a). The listing standards require, among other things, that
the underlying index be broad-based, as defined in NYSE Arca Rule
5.10(b)(23); that options on the index be a.m.-settled; that the index
be capitalization-weighted, price-weighted, equal dollar-weighted, or
modified capitalization-weighted; and that the index be comprised of at
least 50 securities, all of which must be ``NMS stocks,'' as defined in
Rule 600 of Regulation NMS.\7\ In addition, NYSE Arca Rule 5.12(a)
requires (among other things) that a specified percentage of the
index's component securities meet certain minimum market capitalization
and average daily trading volume requirements; that no single component
account for more than 10% of the weight of the index and that the five
highest weighted components represent no more than 33% of the weight of
the index; that the index value be widely disseminated at least every
15 seconds; that index components comprising at least 80% of the weight
of the index must be ``options eligible'' pursuant to NYSE Arca Rule
5.3; and that the Exchange have written surveillance procedures in
place with respect to the index options. NYSE Arca Rule 5.12(a) also
provides that non-U.S. index components that are not subject to a
comprehensive surveillance sharing agreement between the Exchange and
the primary market(s) trading the index components may comprise no more
than 20% of the weight of the index. The Exchange represents that its
surveillance procedures are adequate to properly monitor the trading of
broad-based index options and that it intends to apply its existing
surveillance procedures for index options to monitor trading in broad-
based index options listed pursuant to NYSE Arca Rule 5.12(a).
Additionally, the Exchange must reasonably believe that it has adequate
system capacity to support the trading of any index options listed
pursuant to NYSE Arca Rule 5.12(a). The Exchange also proposes to adopt
NYSE Arca Rule 5.12(b), which establishes maintenance standards for
broad-based index options listed pursuant to NYSE Arca Rule 5.12(a).
---------------------------------------------------------------------------

    \5\ Id.
    \6\ Id.
    \7\ Rule 600 of Regulation NMS defines an ``NMS stock'' to
mean``any NMS security other than an option.'' An ``NMS security''
is ``any security or class of securities for which transaction
reports are collected, processed, and made available pursuant to an
effective transaction reporting plan, or an effective national
market system plan for reporting transactions in listed options.''
17 CFR 242.600.
---------------------------------------------------------------------------

    NYSE Arca also proposes to apply NYSE Arca Rule 6.8, as modified by
NYSE Arca Rule 5.15, which establishes a position limit of 25,000
contracts on the same side of the market,\8\ to broad-based index
options listed pursuant to NYSE Arca Rule 5.12(a).
---------------------------------------------------------------------------

    \8\ In this proposed rule change, NYSE Arca is proposing to
amend NYSE ArcaRule 5.15(a) to clarify that the position limit of
25,000 contracts is on the same side of the market in the same
underlying index.
---------------------------------------------------------------------------

2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent
with Section 6(b) of the Act \9\ in general, and furthers the
objectives of Section 6(b)(5) of the Act \10\ in particular, in that it
is designed to promote just and equitable principles of trade, to
foster cooperation and coordination with persons engaged in
facilitating transactions in securities, to remove impediments to and
perfect the mechanisms of a free and open market, and, in general, to
protect investors and the public interest.
---------------------------------------------------------------------------

    \9\ 15 U.S.C. 78f(b).
    \10\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

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

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

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

    No written comments were either solicited or received.

III. Solicitation of Comments

    Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change, as amended, 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-NYSEArca-2006-46 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-NYSEArca-2006-46. 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 NYSE Arca. All comments received will be posted
without change; the Commission does not edit personal identifying

information from submissions. You should submit only information that
you wish to make available publicly. All submissions should refer to
File Number SR-NYSEArca-2006-46 and should be submitted on or before
October 23, 2006.

IV. Commission's Findings and Order Granting Accelerated Approval of
the Proposed Rule Change

    After careful review, the Commission finds that the proposed rule
change, as amended, is consistent with the requirements of the Act and
the rules and regulations thereunder applicable to a national
securities exchange.\11\ In particular, the Commission finds that the
proposed rule change, as amended, is consistent with Section 6(b)(5) of
the Act,\12\ which requires, among other things, that the rules of a
national securities exchange be designed to prevent fraudulent and
manipulative acts and practices, to promote just and equitable
principles of trade, to remove impediments to and perfect the mechanism
of a free and open market and a national market system and, in general,
to protect investors and the public interest.
---------------------------------------------------------------------------

    \11\ 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).
    \12\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    Currently, to list options on a particular broad-based index, the
NYSE Arca must file a proposed rule change with the Commission pursuant
to Section 19(b)(1) of the Act and Rule 19b-4 thereunder. However, Rule
19b-4(e) provides that the listing and trading of a new derivative
securities product by a self-regulatory organization (``SRO'') will not
be deemed a proposed rule change pursuant to Rule 19b-4(c)(1) if the
Commission has approved, pursuant to Section 19(b) of the Act, the
SRO's trading rules, procedures, and listing standards for the product
class that would include the new derivative securities product, and the
SRO has a surveillance program for the product class.
    As described more fully above, the NYSE Arca proposes to establish
listing standards pursuant to Rule 19b-4(e) for broad-based index
options. The Commission's approval of the NYSE Arca's listing standards
for broad-based index options will allow options that satisfy the
listing standards to begin trading pursuant to Rule 19b-4(e), without
constituting a proposed rule change within the meaning of Section 19(b)
of the Act and Rule 19b-4, for which notice and comment and Commission
approval is necessary.\13\ The NYSE Arca's ability to rely on Rule 19b-
4(e) to list broad-based index options that meet the requirements of
NYSE Arca Rule 5.12(a) potentially reduces the time frame for bringing
these securities to the market, thereby promoting competition and
making new broad-based index options available to investors more
quickly.
---------------------------------------------------------------------------

    \13\ When relying on Rule 19b-4(e), the SRO must submit Form
19b-4(e) to the Commission within five business days after the SRO
begins trading the new derivative securities product. See Securities
Exchange Act Release No. 40761 (December 8, 1998), 63 FR 70952
(December 22, 1998) (File No. S7-13-98).
---------------------------------------------------------------------------

    The Commission notes that the NYSE Arca has represented that it has
adequate trading rules, procedures, listing standards, and surveillance
program for broad-based index options. NYSE Arca's existing index
option trading rules and procedures will apply to broad-based index
options listed pursuant to proposed NYSE Arca Rule 5.12(a).
Additionally, existing NYSE Arca rules, including provisions addressing
sales practices and margin requirements, also will apply to these
options. In addition, as mentioned above, the NYSE Arca has established
a position limit of 25,000 contracts on the same side of the market for
broad-based index options listed pursuant to NYSE Arca Rule 5.12(a), by
applying NYSE Arca Rule 6.8, as modified by NYSE Arca Rule 5.15, to
such options.\14\ NYSE Arca Rule 5.18(a) provides that the exercise
limits for broad-based index options are equivalent to the position
limits contained in NYSE Arca Rule 5.15. The Commission believes that
the position and exercise limits should serve to minimize potential
manipulation concerns.
---------------------------------------------------------------------------

    \14\ See supra at note 3.
---------------------------------------------------------------------------

    The NYSE Arca represents that its surveillance procedures are
adequate to properly monitor the trading of broad-based index options
and that it intends to apply its existing surveillance procedures for
index options to monitor trading in broad-based index options listed
pursuant to NYSE Arca Rule 5.12(a). In addition, because proposed NYSE
Arca Rule 5.12(a)(9) requires that each component of an index be an
``NMS stock,'' as defined in Rule 600 of Regulation NMS under the Act,
each index component must trade on a registered national securities
exchange or through The Nasdaq Stock Market, Inc. (``Nasdaq'').\15\
Accordingly, the NYSE Arca will have access to information concerning
trading activity in the component securities of an underlying index
through the Intermarket Surveillance Group (``ISG'').\16\ In addition,
proposed NYSE Arca Rule 5.12(a)(10) provides that non-U.S. index
components that are not subject to a comprehensive surveillance sharing
agreement between the NYSE Arca and the primary market(s) trading the
index components may comprise no more than 20% of the weight of the
index.\17\ The Commission believes that these requirements will help to
ensure that the NYSE Arca has the ability to monitor trading in broad-
based index options listed pursuant to NYSE Arca Rule 5.12(a) and in
the component securities of the underlying indexes.
---------------------------------------------------------------------------

    \15\ Recently, the Commission approved the application of The
NASDAQ Stock Market LLC, a subsidiary of Nasdaq, to become a
registered national securities exchange. See Securities Exchange Act
Release No. 53128 (January 13, 2006), 71 FR 3550 (January 23, 2006).
At the time of the Commission's consideration of this matter, Nasdaq
is still operating as a subsidiary of the National Association of
Securities Dealers (``NASD''), a registered national securities
association for certain securities.
    \16\ The ISG was formed on July 14, 1983 to, among other things,
coordinate more effectively surveillance and investigative
information sharing arrangements in the stock and options markets.
All of the registered national securities exchanges and NASD are
members of the ISG. In addition, futures exchanges and non-U.S.
exchanges and associations are affiliate members of the ISG.
    \17\ However, such non-U.S. index components, as ``NMS stocks,''
would be registered under Section 12 of the Act and listed on a
national securities exchange where there is last sale reporting.
---------------------------------------------------------------------------

    The Commission believes that the requirements in the proposed NYSE
Arca Rules regarding, among other things, the minimum market
capitalization, trading volume, and relative weightings of an
underlying index's component stocks are designed to ensure that the
markets for the index's component stocks are adequately capitalized and
sufficiently liquid, and that no one stock dominates the index. In
addition, as mentioned above, proposed NYSE Arca Rule 5.12(a)(1)
requires that the underlying index be ``broad-based,'' as defined in
NYSE Arca Rule 5.10(b)(23).\18\ The Commission believes that these
requirements minimize the potential for manipulating the underlying
index.
---------------------------------------------------------------------------

    \18\ NYSE Arca Rule 5.10(b)(23) defines ``broad-based index'' to
mean ``an index designed to be representative of a stock market as a
whole or of a range of companies in unrelated industries.''
---------------------------------------------------------------------------

    The Commission believes that the requirement in proposed NYSE Arca
Rule 5.12(a)(11) that the current index value be widely disseminated at
least once every 15 seconds by the Options Price Reporting Authority,
the Consolidated Tape Association, the Nasdaq Index Dissemination
Service or one or more major market data vendors \19\ during the time
an index

option trades on the NYSE Arca should provide transparency with respect
to current index values and contribute to the transparency of the
market for broad-based index options. In addition, the Commission
believes, as it has noted in other contexts, that the requirement in
proposed NYSE Arca Rule 5.12(a)(2) that an index option be settled
based on the opening prices of the index's component securities, rather
than on closing prices, could help to reduce the potential impact of
expiring index options on the market for the index's component
securities.\20\
---------------------------------------------------------------------------

    \19\ The NYSE Arca stated that `` `[m]ajor market data vendors'
for the purposes of NYSE Arca Rule 5.12(a)(11) includes, but is not
limited to, securities information vendors such as Bloomberg and
Reuters.''
    \20\ See, e.g., Securities Exchange Act Release No. 30944 (July
21, 1992), 57 FR 33376 (July 28, 1992) (order approving a Chicago
Board Options Exchange, Incorporated (``CBOE'') proposal to
establish opening price settlement for S&P 500 Index options).
---------------------------------------------------------------------------

    The Commission finds good cause for approving the proposed rule
change prior to the 30th day after the date of publication of the
notice of filing in the Federal Register. The Exchange has requested
accelerated approval of the proposed rule change. The proposal
implements listing and maintenance standards and position and exercise
limits for broad-based index options substantially identical to those
recently approved for the Philadelphia Stock Exchange, Inc., the
International Securities Exchange, Inc., the American Stock Exchange
LLC, and the CBOE.\21\ The Commission does not believe that the
Exchange's proposal raises any novel regulatory issues. Therefore, the
Commission finds good cause, consistent with Section 19(b)(2) of the
Act,\22\ to approve the proposed rule change, as amended, on an
accelerated basis.
---------------------------------------------------------------------------

    \21\ See Securities Exchange Act Release No. 54158 (July 17,
2006), 71 FR 41853 (July 24, 2006) (SR-Phlx-2006-17); Securities
Exchange Act Release No. 52578 (October 7, 2005), 70 FR 60590
(October 18, 2005) (SR-ISE-2005-27); Securities Exchange Act Release
No. 52781 (November 16, 2005), 70 FR 70898 (November 23, 2005) (SR-
Amex-2005-069); Securities Exchange Act Release No. 53266 (February
9, 2006), 71 FR 8321 (February 16, 2006) (SR-CBOE-2005-59).
    \22\ 15 U.S.C. 78s(b)(2).
---------------------------------------------------------------------------

V. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\23\ that the proposed rule change (SR-NYSEArca-2006-46), as
amended, is hereby approved on an accelerated basis.
---------------------------------------------------------------------------

    \23\ Id.
    \24\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Market Regulation,
pursuant to delegated authority.\24\
Nancy M. Morris,
Secretary.
 [FR Doc. E6-16162 Filed 9-29-06; 8:45 am]

BILLING CODE 8010-01-P


[Federal Register Volume 80, Number 80 (Monday, April 27, 2015)]
[Notices]
[Pages 23312-23318]
[FR Doc No: 2015-09628]

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

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-74773; File No. SR-BX-2015-022]

Self-Regulatory Organizations; NASDAQ OMX BX, Inc.; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change To Amend
Exchange Rules 7001, 7003 and 7018

April 21, 2015.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on April 10, 2015, NASDAQ OMX BX, Inc. (``BX'' or ``Exchange'') filed
with the Securities and Exchange Commission (``SEC'' or ``Commission'')
the proposed rule change as described in Items I, II, and III below,
which Items have been prepared by the Exchange. The Commission is
publishing this notice to solicit comments on the proposed rule change
from interested persons.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------

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

    The Exchange proposes to amend BX Rule 7001 trading rights fees and
to no longer waive certain membership and trading rights fees for BX
members seeking to participate solely in the BX Options Market, to
eliminate the Equities Regulatory Fee in BX Rule 7003, as well as to
amend the fee schedule under Exchange Rule 7018 and to correct a
typographical error in the rule.
    The text of the proposed rule change is also available on the
Exchange's Web site at http://nasdaqomxbx.cchwallstreet.com, at the
principal office of the Exchange, and at the Commission's Public
Reference Room.

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

    In its filing with the Commission, the Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
sections A, B, and C below, of the most significant aspects of such
statements.

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

1. Purpose
    The Exchange is proposing to amend the trading rights fee \3\ and
to no longer waive certain membership and trading rights fees for BX
members seeking to participate solely in the BX Options Market in BX
Rule 7001(a), to eliminate the Equities Regulatory Fee in BX Rule
7003(b), as well as to amend the fee schedule under Exchange Rule 7018.
---------------------------------------------------------------------------

    \3\ The Trading Rights Fee is assessed on all persons that are
Exchange members as of a date determined by the Exchange in each
month. This fee is not refundable in the event that a person ceases
to be an Exchange member following the date on which the fee is
assessed. See Rule 7001.
---------------------------------------------------------------------------

    Specifically, the Exchange proposes to amend BX Rule 7001(a) to
increase the trading rights fee each Exchange member is assessed from
$500 per month to $1,000 per month. Additionally, the Exchange will no
longer waive the membership fee and the trading rights fee for BX
members who solely conduct an options business. These fee changes and
elimination of fee waivers reflect that this market is now better
established and BX no longer needs to rely on such waivers to attract
market participants.
    The Exchange also proposes to eliminate the Equities Regulatory Fee
(``ERF'') set forth in BX Rule 7003(b). The ERF is a tier-based fee
assessed annually at the beginning of the calendar year that covers, in
part, the regulatory costs of the Exchange. The ERF uses a member
firm's historical average daily orders entered on the Exchange over the
prior calendar year as a measure of the member's expected current
year's Exchange activity. The purpose of the ERF is to more closely
allocate the regulatory expenses incurred by the Exchange to the member
firms responsible for those expenses. The Exchange now proposes to
eliminate this fee because the Exchange believes it is no longer
necessary to cover regulatory costs based on historic volume.\4\
---------------------------------------------------------------------------

    \4\ Despite eliminating the ERF, the Exchange represents that it
will continue to have adequate resources to fund its regulatory
program and to fulfill its responsibilities as a self-regulatory
organization.
---------------------------------------------------------------------------

    The Exchange is proposing to amend BX Rule 7018(a) to decrease the
credits and charges for orders that access or provide liquidity in the
NASDAQ OMX BX Equities System (the ``System'').
    Specifically, both for orders that receive price improvement and
execute against an order with Midpoint pegging and those with Midpoint
pegging that remove liquidity, the credit is being reduced from $0.0005
per share executed to $0.0000 per share executed.
    For orders that access liquidity (excluding orders with Midpoint
pegging and excluding orders that receive price improvement and execute
against an order with Midpoint pegging) entered by a member that
accesses liquidity equal to or exceeding 0.1% of total Consolidated
Volume \5\ during a month the credit is being reduced from $0.0015 per
share executed to $0.0010 per share executed.
---------------------------------------------------------------------------

    \5\ Consolidated Volume is defined as the total consolidated
volume reported to all consolidated transaction reporting plans by
all exchanges and trade reporting facilities during a month in
equity securities, excluding executed orders with a size of less
than one round lot. For purposes of calculating Consolidated Volume
and the extent of a member's trading activity, expressed as a
percentage of or ratio to Consolidated Volume, the date of the
annual reconstitution of the Russell Investments Indexes shall be
excluded from both total Consolidated Volume and the member's
trading activitiy. See Rule 7018(a).
---------------------------------------------------------------------------

    For an order that accesses liquidity (excluding orders with
Midpoint pegging and excluding orders that receive price improvement
and execute against an order with Midpoint pegging) entered by a member
with a daily average volume of liquidity provided in all securities
during the month of 1 million or more shares, the Exchange proposes to
change the parameter that the daily average volume of liquidity
provided in all securities during the month of 1 million or more shares
entered by a member to a parameter whereby a member must instead add
0.015% of total Consolidated Volume during a month. Additionally, the
credit will be reduced from $0.0013 per share executed to $0.0008 per
share executed.
    The Exchange proposes to reduce the credit for orders that access
liquidity (excluding orders with Midpoint pegging and excluding orders
that receive price improvement and execute against an order with
Midpoint pegging) entered by a member that provides an average daily
volume of at least 25,000, but less than 1 million, shares of liquidity
during the month from $0.0011 per share executed to $0.0006 per share
executed. The Exchange also proposes to also remove the ``but less than
1 million'' shares cap parameter.
    BX proposes to reduce the credit for BSTG,\6\ BSCN,\7\ BMOP,\8\
BTFY,\9\ BCRT,\10\ BDRK \11\ or BCST \12\ orders that access liquidity
in the System (excluding orders with Midpoint pegging and excluding
orders that receive price improvement and execute against an order with
Midpoint pegging) from $0.0011 per share executed to $0.0006 per share
executed.
---------------------------------------------------------------------------

    \6\ See BX Rule 4758(a)(1)(A)(iii).
    \7\ See BX Rule 4758(a)(1)(A)(iv).
    \8\ See BX Rule 4758(a)(1)(A)(vi).
    \9\ See BX Rule 4758(a)(1)(A)(v).
    \10\ See BX Rule 4758(a)(1)(A)(vii).
    \11\ See BX Rule 4758(a)(1)(A)(viii).
    \12\ See BX Rule 4758(a)(1)(A)(ix).
---------------------------------------------------------------------------

    The Exchange next proposes to reduce the charges for providing
liquidity through the System as well. Specifically, the charge for
displayed orders entered by a Qualified Market Maker (``QMM'') (Tier 1)
will be reduced from $0.0014 per share executed to $0.0009 per share
executed and the charge for displayed orders entered by a QMM (Tier 2)
will be eliminated, therefore, the parenthetical with ``Tier 1''
following ``Displayed order entered by a Qualified Market Maker'' will
be eliminated as well since there will no longer be a Tier 2. For a
displayed order entered by a member that adds liquidity equal to or
exceeding 0.25% of total Consolidated Volume during a month the charge
will be reduced from $0.00165 per share executed to $0.0012 per share
executed.
    BX next proposes to reduce the charge for a displayed order entered
by a member that provides an average daily volume of 2.5 million or
more shares of liquidity during the month from $0.0018 per share
executed to $0.0014 per share executed, but will change the parameter
that a member provide an average daily volume of 2.5 million or more
shares of liquidity during the month to the parameter that the member
must add liquidity equal to or exceeding 0.04% of total Consolidated
Volume during a month.
    The Exchange proposes to reduce the charge for an order with
Midpoint pegging entered by a member that provides an average daily
volume of 2 million or more shares of non-displayed liquidity during
the month from $0.0005 per share executed to $0.0002 per share
executed, but will replace the parameter that a member provide an
average daily volume of 2 million or more shares of non-displayed
liquidity during the month with the parameter that a member must add
0.03% of total Consolidated Volume of non-displayed liquidity.
    BX also proposes to reduce the charge for an order with Midpoint
pegging entered by a member that provides an average daily volume of 1
million or more, but less than 2 million, shares of non-displayed
liquidity from $0.0009 per share executed to $0.0004 per share
executed, but will replace the parameter that the member provides an
average daily volume of 1 million or more, but less than 2 million,
shares of non-displayed liquidity with the parameter that a member must
add 0.015% of total

Consolidated Volume of non-displayed liquidity.
    The Exchange proposes to also reduce the charge for an order with
Midpoint pegging entered by other member from 0.0015 per share executed
to 0.0010 per share executed.
    The Exchange proposes to reduce the charge for non-displayed orders
(other than orders with Midpoint pegging) entered by a member that
provides an average daily volume of 5 million or more shares of non-
displayed liquidity from $0.0019 per share executed to $0.0014 per
share executed, but will replace the parameter that the member provides
an average daily volume of 5 million or more shares of non-displayed
liquidity with the parameter that a member must add 0.075% of total
Consolidated Volume of non-displayed liquidity.
    The Exchange also proposes to reduce the charge for non-displayed
orders (other than orders with Midpoint pegging) entered by a member
that provides an average daily volume of 3.5 million or more shares
(but less than 5 million shares) of non-displayed liquidity from
$0.0024 per share executed to $0.0019 per share executed, but will
replace the parameter that the member provides an average daily volume
of 3.5 million or more shares (but less than 5 million shares) of non-
displayed liquidity with the parameter that a member must add 0.055% of
total Consolidated Volume of non-displayed liquidity.
    BX also proposes to amend how a firm may become a QMM (Tier 1), in
part, by eliminating two of these ways. Also, and as a result, the
parenthetical with ``Tier 1'' following ``A Firm may become a Qualified
Market Maker'' will be eliminated since there will no longer be a Tier
2 as previously stated. The first option eliminated is by being a
member with (i) shares of liquidity provided and (ii) total shares of
liquidity accessed and provided in all securities through one or more
of its System market maker participant identifier (``MPIDs'') that
represent more than 0.40% and 0.50%, respectively, of Consolidated
Volume. For a member qualifying under this method, the member must have
at least one Qualified MPID, that is, an MPID through which, for at
least 150 securities, the QMM quotes at the national best bid or offer
(``NBBO'') an average of at least 25% of the time during regular market
hours (9:30 a.m. through 4:00 p.m.) during the month. The second option
eliminated is by being a member with (i) shares of liquidity provided
and (ii) total shares of liquidity accessed and provided in all
securities through one or more of its System MPIDs that represent more
than 0.30% and 0.45%, respectively, of Consolidated Volume during the
month. For a member qualifying under this method, the member must have
at least one Qualified MPID, that is, an MPID through which, for at
least 400 securities, the QMM quotes at the NBBO an average of at least
25% of the time during regular market hours (9:30 a.m. through 4:00
p.m.) during the month.
    The third option remains, but is being amended. Currently, this
option states that a firm may become a QMM (Tier 1) by being a member
with (i) shares of liquidity provided and (ii) total shares of
liquidity accessed and provided in all securities through one or more
of its System MPIDs that represent more than 0.20% and 0.30%,
respectively, of Consolidated Volume during the month. For a member
qualifying under this method, the member must have at least one
Qualified MPID, that is, an MPID through which, for at least 200
securities, the Qualified Market Maker quotes at the NBBO an average of
at least 50% of the time during regular market hours (9:30 a.m. through
4:00 p.m.) during the month. The member must also provide an average
daily volume of 1.5M shares or more using orders with midpoint pegging
during the month. BX proposes to amend the beginning of this
requirement to say that a firm qualifies by being a member that
provides through one or more of its System MPIDs more than 0.30% of
Consolidated Volume during the month (the rest of the requirement
remains unchanged).
    BX proposes to eliminate QMM (Tier 2) altogether.
    Finally, the Exchange proposes to reduce certain credits for retail
orders in BX Rule 7018(e). Specifically, BX proposes to reduce the
credit from $0.0005 per share executed to $0.0002 per share executed
for a retail order that receives price improvement (when the accepted
price of an order is different than the executed price of an order) and
accesses a non-Retail Price Improvement order with Midpoint pegging.
Also, ``that'' in the parenthetical above has been changed to ``than''
to reflect the correction to a typographical error in the corresponding
rule text. Lastly, the Exchange proposes to reduce the credit from
$0.0017 per share executed to $0.0012 per share executed for a retail
order that accesses other liquidity on the Exchange book.
2. Statutory Basis
    BX believes that the proposed rule changes are consistent with the
provisions of Section 6 of the Act,\13\ in general, and with Sections
6(b)(4) and 6(b)(5) of the Act,\14\ in particular, in that it provides
for the equitable allocation of reasonable dues, fees and other charges
among members and issuers and other persons using any facility or
system which the Exchange operates or controls, and is designed to
prevent fraudulent and manipulative acts and practices, to promote just
and equitable principles of trade, to foster cooperation and
coordination with persons engaged in 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; and are not designed to
permit unfair discrimination between customers, issuers, brokers, or
dealers.
---------------------------------------------------------------------------

    \13\ 15 U.S.C. 78f.
    \14\ 15 U.S.C. 78f(b)(4) and (5).
---------------------------------------------------------------------------

    The Exchange believes that the proposed change to amend BX Rule
7001(a) to increase the trading rights fee each Exchange member is
assessed from $500 per month to $1,000 per month is reasonable because
the Exchange desires to continue to cover the ongoing costs of
operating the platform for the benefit of its members. BX also believes
that the proposed change is consistent with an equitable allocation of
fees and is not unfairly discriminatory because it affects all members
equally in the same way.
    The Exchange believes that the proposed change to eliminate the
waiver of the membership fee and the trading rights fee for BX members
who solely conduct an options business is reasonable because the
Exchange no longer believes it is necessary to waive these fees to
attract market participants to the BX Options Market since this market
is now better established and BX no longer needs to rely on such
waivers to attract market participants. The Exchange believes that the
proposed changes are equitable and not unfairly discriminatory because
the elimination of the membership fee and trading rights fee waivers
will uniformly apply to BX Options Participants that transact business
solely on the BX Options Market.
    The Exchange believes that the proposed change to eliminate the ERF
set forth in BX Rule 7003(b) is reasonable because it is no longer
necessary to cover regulatory costs based on historic volume plus not
all members pay this fee. The Exchange believes that the proposed
change is

equitable and not unfairly discriminatory because the elimination of
the ERF applies uniformly and it affects similarly situated members in
the same way.
    The proposed reduction to the credits and charges in the fee
schedule under Exchange Rule 7018 are reflective of BX's ongoing
efforts to use pricing incentive programs to attract order flow to BX
and improve market quality. The goal of these pricing incentives is to
provide meaningful incentives for members to increase their
participation on BX. Specifically, the Exchange believes that the
reduction to the credits from $0.0005 per share executed to $0.0000 per
share executed for both orders that receive price improvement and
execute either against an order with Midpoint pegging or those with
Midpoint pegging that remove liquidity, are reasonable because these
reduced credits are aligned with the reduced charges BX is also putting
in place through this filing. The Exchange also believes that the
proposed changes are equitably allocated and not unfairly
discriminatory because the credit reductions apply uniformly to all
members that previously had qualified to receive such a credit.
    The Exchange believes that the reduction to the credit from $0.0015
per share executed to $0.0010 per share executed for orders that
accesses liquidity (excluding orders with Midpoint pegging and
excluding orders that receive price improvement and execute against an
order with Midpoint pegging) entered by a member that accesses
liquidity equal to or exceeding 0.1% of total Consolidated Volume
during a month is reasonable because the reduced credit aligns it more
closely with the reduced charges BX is also putting in place through
this filing. The Exchange also believes that the proposed change is
equitably allocated and not unfairly discriminatory because the credit
reduction applies uniformly to all members that qualify to receive such
a credit.
    The Exchange believes that the reduction to the credit from $0.0013
per share executed to $0.0008 per share executed for an order that
accesses liquidity (excluding orders with Midpoint pegging and
excluding orders that receive price improvement and execute against an
order with Midpoint pegging) entered by a member with a daily average
volume of liquidity provided in all securities during the month of 1
million or more shares, and the change to the daily average volume of
liquidity provided in all securities during the month of 1 million or
more shares parameter, to a parameter that the member that [sic] must
add 0.015% of total Consolidated Volume during a month is reasonable
because the reduced credit aligns it more closely with the reduced
charges BX is also putting in place through this filing. Also, the
amended parameter switching to total Consolidated Volume will allow a
member's target activity levels to adjust with overall market volumes
making such targets easier to reach during low share volume months and
more difficult to reach during higher share volume months. However, the
percent of total Consolidated Volume requirement approximately
represents a similar level of volume on average as the previous
parameter did given the current Consolidated Volume requirement.
Additionally, the Exchange further believes that the proposed change is
equitably allocated and not unfairly discriminatory because the credit
applies uniformly to all members that qualify to receive such a credit.
    The Exchange believes that the reduction to the credit from $0.0011
per share executed to $0.0006 per share executed for orders that access
liquidity (excluding orders with Midpoint pegging and excluding orders
that receive price improvement and execute against an order with
Midpoint pegging) entered by a member that provides an average daily
volume of at least 25,000, but less than 1 million, shares of liquidity
during the month and the removal of the ``but less than 1 million''
shares cap parameter is reasonable because it reduces confusion as to
when the rate applies since the next tier is tied to the percent of
total Consolidated Volume. The elimination of the 1 million share cap
removes a restriction that allows more members to qualify for this
credit. Additionally, the Exchange further believes that the proposed
change is equitably allocated and not unfairly discriminatory because
the credit applies uniformly to all members that qualify to receive
such a credit.
    The Exchange believes that the reduction to the credit from $0.0011
per share executed to $0.0006 per share executed for BSTG, BSCN, BMOP,
BTFY, BCRT, BDRK or BCST orders that access liquidity in the System
(excluding orders with Midpoint pegging and excluding orders that
receive price improvement and execute against an order with Midpoint
pegging) is reasonable because the reduced credit aligns it more
closely with the reduced charges BX is also putting in place through
this filing. Additionally, the Exchange further believes that the
proposed change is equitably allocated and not unfairly discriminatory
because the credit applies uniformly to all members that qualify to
receive such a credit.
    BX also believes that the reduction to the charges from $0.0014 per
share executed to $0.0009 per share executed for displayed orders
entered by a QMM (Tier 1) and the elimination of the $0.0017 per share
executed charge for displayed orders entered by a QMM (Tier 2) are
reasonable because the reduced charge and elimination of another charge
align them more closely with the reduced credits BX is also putting in
place through this filing. Also, since the behavior required to qualify
to become a QMM (Tier 2) has not been met by firms recently, and in
light of the lack of interest by firms in meeting these requirements,
the Exchange proposes to eliminate it and the associated rate from the
fee schedule. Additionally, the Exchange further believes that the
proposed changes are equitably allocated and not unfairly
discriminatory because the reduced QMM (Tier 1) charge and eliminated
QMM (Tier 2) charge apply uniformly to all members that display an
order entered by a QMM (Tier 1) or previously displayed and order
entered by a QMM (Tier 2). The parenthetical with ``Tier 1'' following
``Displayed order entered by a Qualified Market Maker'' also will be
eliminated since there will no longer be a Tier 2 and the Exchange
believes that this change clarifies and eliminates the potential for
confusion to the benefit of market participants. The Exchange believes
that this clarification will promote market participants' understanding
of the rule and its administration.
    The Exchange believes that the reduction to the charge from
$0.00165 per share executed to $0.0012 per share executed for a
displayed order entered by a member that adds liquidity equal to or
exceeding 0.25% of total Consolidated Volume during a month is
reasonable because the reduced charge is designed to encourage
additional posted liquidity that, in turn, will enable the Exchange to
provide a more liquid marketplace and attract contra order flow.
Additionally, the Exchange further believes that the proposed change is
equitably allocated and not unfairly discriminatory because all members
can add liquidity to BX and the more liquidity a member adds the lower
the charge because the member is improving the quality of the market by
providing this additional liquidity.
    BX believes that the reduction to the charge from $0.0018 per share
executed to $0.0014 per share executed coupled with the change to the
parameter that a member provide an average daily

volume of 2.5 million or more shares of liquidity during the month to a
parameter that the member add liquidity equal to or exceeding 0.04% of
total Consolidated Volume during a month is reasonable because the
reduced charge is designed to encourage additional posted liquidity
that, in turn, will increase the liquidity of the market and attract
contra order flow. Also, the amended parameter switching to total
Consolidated Volume will allow a member's target activity levels to
adjust with overall market volumes making such targets easier to reach
during low share volume months and more difficult to reach during
higher share volume months. However, the percent of total Consolidated
Volume requirement approximately represents a similar level of volume
on average as the previous parameter did given the current Consolidated
Volume requirement. Additionally, the Exchange further believes that
the proposed change is equitably allocated and not unfairly
discriminatory because all members can add liquidity to BX and the more
liquidity a member adds the lower the charge because the member is
improving the quality of the market by providing this additional
liquidity.
    The Exchange believes that the reduction to the charge from $0.0005
per share executed to $0.0002 per share executed coupled with a change
to the requirement for an order with Midpoint pegging entered by a
member that provides an average daily volume of 2 million or more
shares of non-displayed liquidity during the month to the requirement
that a member adds 0.03% of total Consolidated Volume of non-displayed
liquidity is reasonable because the reduced charge is designed to
encourage additional posted liquidity that, in turn, will enable the
Exchange to increase liquidity posted at the midpoint and provide
additional price improvement opportunity for contra orders. Also, the
amended parameter switching to total Consolidated Volume will allow a
member's target activity levels to adjust with overall market volumes
making such targets easier to reach during low share volume months and
more difficult to reach during higher share volume months. However, the
percent of total Consolidated Volume requirement approximately
represents a similar level of volume on average as the previous
parameter did given the current Consolidated Volume requirement.
Additionally, the Exchange further believes that the proposed change is
equitably allocated and not unfairly discriminatory because all members
can add liquidity to BX and the more liquidity a member adds the lower
the charge because the member is improving the quality of the market by
providing this additional liquidity.
    The Exchange believes that the reduction to the charge from $0.0009
per share executed to $0.0004 per share executed coupled with a change
to the requirement that for an order with Midpoint pegging entered by a
member that provides an average daily volume of 1 million or more, but
less than 2 million, shares of non-displayed liquidity to that a member
adds 0.015% of total Consolidated Volume of non-displayed liquidity is
reasonable because the reduced charge is designed to encourage
additional posted liquidity that, in turn, will increase midpoint
liquidity and increase the chance of incoming orders to receive price
improvement and thereby attract contra order flow. Also, the amended
parameter switching to total Consolidated Volume will allow a member's
target activity levels to adjust with overall market volumes making
such targets easier to reach during low share volume months and more
difficult to reach during higher share volume months. However, the
percent of total Consolidated Volume requirement approximately
represents a similar level of volume on average as the previous
parameter did given the current Consolidated Volume requirement.
Additionally, the Exchange further believes that the proposed change is
equitably allocated and not unfairly discriminatory because all members
can add liquidity to BX and the more liquidity a member adds the lower
the charge because the member is improving the quality of the market by
providing this additional liquidity.
    BX also believes that the reduction to the charges from $0.0015 per
share executed to $0.0010 per share executed for an order with Midpoint
pegging entered by other member is reasonable because the reduced
charge is designed to encourage additional posted liquidity that, in
turn, will increase midpoint liquidity and increase the chance of
incoming orders to receive price improvement and thereby attract contra
order flow. Additionally, the Exchange further believes that the
proposed change is equitably allocated and not unfairly discriminatory
because all members can add liquidity to BX and the more liquidity a
member adds the lower the charge because the member is improving the
quality of the market by providing this additional liquidity.
    The Exchange believes that the reduction to the charges from
$0.0019 per share executed to $0.0014 per share executed for a non-
displayed order (other than orders with Midpoint pegging) entered by a
member that provides an average daily volume of 5 million or more
shares of non-displayed liquidity coupled with a change to the
requirement that the member provides an average daily volume of 5
million or more shares of non-displayed liquidity to a requirement that
a member adds 0.075% of total Consolidated Volume of non-displayed
liquidity is reasonable because the reduced charge is designed to
encourage additional posted liquidity that, in turn, will enable the
Exchange to collect additional fees to provide rebates and thereby
attract contra order flow. Also, the amended parameter switching to
total Consolidated Volume will allow a member's target activity levels
to adjust with overall market volumes making such targets easier to
reach during low share volume months and more difficult to reach during
higher share volume months. However, the percent of total Consolidated
Volume requirement approximately represents a similar level of volume
on average as the previous parameter did given the current Consolidated
Volume requirement. Additionally, the Exchange further believes that
the proposed change is equitably allocated and not unfairly
discriminatory because all members can add liquidity to BX and the more
liquidity a member adds the lower the charge because the member is
improving the quality of the market by providing this additional
liquidity.
    The Exchange also believes that the reduction to the charges from
$0.0024 per share executed to $0.0019 per share executed for non-
displayed orders (other than orders with Midpoint pegging) entered by a
member that provides an average daily volume of 3.5 million or more
shares (but less than 5 million shares) of non-displayed liquidity
coupled with a change to the requirement that the member adds 0.055% of
total Consolidated Volume of non-displayed liquidity is reasonable
because the reduced charge is designed to encourage additional posted
liquidity that, in turn, will enable the Exchange to collect additional
fees to provide rebates and thereby attract contra order flow. Also,
the amended parameter switching to total Consolidated Volume will allow
a member's target activity levels to adjust with overall market volumes
making such targets easier to reach during low share volume months and
more difficult to reach during higher share volume months. However, the
percent of total Consolidated Volume requirement approximately
represents a similar level of volume on average as the previous
parameter did

given the current Consolidated Volume requirement. Additionally, the
Exchange further believes that the proposed change is equitably
allocated and not unfairly discriminatory because all members can add
liquidity to BX and the more liquidity a member adds the lower the
charge because the member is improving the quality of the market by
providing this additional liquidity.
    The Exchange believes that the proposed change as to how a firm may
become a QMM (Tier 1) by eliminating two of the ways to qualify as
such, amending the third option to qualify as a QMM (Tier 1), and
eliminating the QMM (Tier 2), are reasonable because the amending of
the QMM program refines the incentive to BX member firms to enhance the
quality of the market by providing meaningful improvement, to the
benefit of all market participants. The Exchange also believes that the
proposed amended criteria of the qualification standard to become a QMM
(Tier 1) and the elimination of the QMM (Tier 2) qualification standard
are reasonable and an equitable allocation because the proposed changes
help to clearly define how a firm can become a QMM and eliminates
requirements that firms were not reaching. Additionally, the Exchange
believes that the proposed change further perfects the mechanism of a
free and open market by refining and making more effective the means by
which a member firm may qualify for this beneficial, market improving
program. Accordingly, to the extent that the amended standard increases
the number of member firms that qualify under the tier, market quality
will increase. Also, the parenthetical with ``Tier 1'' following ``A
Firm may become a Qualified Market Maker'' also will be eliminated
since there will no longer be a Tier 2 and the Exchange believes that
this change clarifies and eliminates the potential for confusion to the
benefit of market participants. The Exchange believes that this
clarification will promote market participants' understanding of the
rule and its administration.
    The Exchange also believes that the reduction to the credit from
$0.0005 per share executed to $0.0002 per share executed for a retail
order that receives price improvement (when the accepted price of an
order is different than the executed price of an order) \15\ and
accesses non-Retail Price Improvement order with Midpoint pegging, as
well as the reduction to the credit from $0.0017 per share executed to
$0.0012 per share executed for a retail order that accesses other
liquidity on the Exchange book, are reasonable because these reduced
credits align them with the reduced charges collected from non-retail
price improvement orders BX is also putting in place through this
filing. The Exchange also believes that the proposed changes are
equitably allocated and not unfairly discriminatory because the credit
reductions apply uniformly to all members that previously had qualified
to receive such a credit. Lastly, the Exchange believes that the
correction of the non-substantive typographical error in Rule 7018(e)
(changing ``that'' to ``than'') clarifies and eliminates the potential
for confusion to the benefit of market participants. The Exchange
believes that this clarification will promote market participants'
understanding of the rule and its administration.
---------------------------------------------------------------------------

    \15\ As noted previously, the word ``that'' in the parenthetical
has been changed to ``than'' to reflect the correction to a
typographical error in the corresponding rule text.
---------------------------------------------------------------------------

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

    The Exchange does not believe that the proposed rule changes will
result in any burden on competition that is not necessary or
appropriate in furtherance of the purposes of the Act, as amended.\16\
BX notes that it operates in a highly competitive market in which
market participants can readily favor dozens of different competing
exchanges and alternative trading systems if they deem fee levels at a
particular venue to be excessive, or rebate opportunities available at
other venues to be more favorable. In such an environment, BX must
continually adjust its fees to remain competitive with other exchanges.
Because competitors are free to modify their own fees in response, and
because market participants may readily adjust their order routing
practices, BX believes that the degree to which fee changes in this
market may impose any burden on competition is extremely limited.
---------------------------------------------------------------------------

    \16\ 15 U.S.C. 78f(b)(8).
---------------------------------------------------------------------------

    In this instance, the changes to fees and credits, as well as
changes to membership and trading rights fees and the ERF, do not
impose a burden on competition because the Exchange membership is
optional and is the subject of competition from other exchanges. The
reduced credits and charges are reflective of the intent to increase
the order flow on the Exchange. For these reasons, the Exchange does
not believe that any of the proposed changes will impair the ability of
members or competing order execution venues to maintain their
competitive standing in the financial markets. Moreover, because there
are numerous competitive alternatives to the use of the Exchange, it is
likely that BX will lose market share as a result of the changes if
they are unattractive to market participants.
    Accordingly, BX does not believe that the proposed rule changes
will impair the ability of members or competing order execution venues
to maintain their competitive standing in the financial markets.

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

    No written comments were either solicited or received.

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

    The foregoing change has become effective pursuant to Section
19(b)(3)(A) of the Act \17\ and paragraph (f) of Rule 19b-4 \18\
thereunder. At any time within 60 days of the filing of the proposed
rule change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act.
---------------------------------------------------------------------------

    \17\ 15 U.S.C. 78s(b)(3)(A).
    \18\ 17 CFR 240.19b-4(f).
---------------------------------------------------------------------------

IV. Solicitation of Comments

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

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to<EMAIL_ADDRESS>Please include
File Number SR-BX-2015-022 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-BX-2015-022. This file
number should be included on the subject line if email is used. To help
the Commission process and review your comments more efficiently,
please use

only one method. The Commission will post all comments on the
Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml).
Copies of the submission, all subsequent amendments, all written
statements with respect to the proposed rule change that are filed with
the Commission, and all written communications relating to the proposed
rule change between the Commission and any person, other than those
that may be withheld from the public in accordance with the provisions
of 5 U.S.C. 552, will be available for Web site viewing and printing in
the Commission's Public Reference Room, 100 F Street NE., Washington,
DC 20549 on official business days between the hours of 10:00 a.m. and
3:00 p.m. Copies of such filing also will be available for inspection
and copying at the principal offices of the Exchange. All comments
received will be posted without change; the Commission does not edit
personal identifying information from submissions. You should submit
only information that you wish to make available publicly. All
submissions should refer to File Number SR-BX-2015-022, and should be
submitted on or before May 18, 2015.

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

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

Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2015-09628 Filed 4-24-15; 8:45 am]
 BILLING CODE 8011-01-P


[Federal Register: June 8, 2010 (Volume 75, Number 109)]
[Notices]
[Page 32490-32491]
[DOCID:fr08jn10-121]

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

DEPARTMENT OF HEALTH AND HUMAN SERVICES

Food and Drug Administration

[Docket No. FDA-2010-N-0001]

Issues in the Development of Medical Products for the Prophylaxis
and/or Treatment of Acute Antibody Mediated Rejection in Kidney
Transplant Recipients; Public Workshop

AGENCY: Food and Drug Administration, HHS.

ACTION: Notice of public workshop.

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

SUMMARY: The Food and Drug Administration (FDA) is announcing a public
workshop regarding scientific issues in clinical development of medical
products (i.e., human drugs, therapeutic biological products, and
medical devices) for prophylaxis and/or treatment of acute antibody
mediated rejection (AMR) in kidney transplant recipients. This public
workshop is intended to provide information for and gain perspective
from health care providers, academia, and industry on various aspects
of development of medical products for prophylaxis and/or treatment of
acute AMR in kidney transplant recipients, including clinical trial
design and endpoints. The input from this public workshop will help in
developing topics for further discussion.
    Date and Time: The public workshop will be held on June 28, 2010,
from 8 a.m. to 6:30 p.m. and on June 29, 2010, from 8 a.m. to 4 p.m.
    Location: The public workshop will be held at the Crowne Plaza
Hotel, 8777 Georgia Ave., Silver Spring, MD 20910. Seating is limited
and available only on a first-come, first-served basis.
    Contacts: Christine Moser or Ramou Mauer, Center for Drug
Evaluation and Research, Food and Drug Administration, Office of
Antimicrobial Products, 10903 New Hampshire Ave., Bldg. 22, rm. 6209,
Silver Spring, MD 20993-0002,<PHONE_NUMBER> or<PHONE_NUMBER>.
    Registration: Registration is free for the public workshop.
Interested parties are encouraged to register early because space is
limited. Seating will be available on a first-come, first-served basis.
To register electronically, e-mail registration information (including
name, title, firm name, address, telephone, and fax number) to
<EMAIL_ADDRESS>Persons without access to the Internet can
call Christine Moser at<PHONE_NUMBER> or Ramou Mauer at<PHONE_NUMBER> to
register. Persons needing a sign language interpreter or other special
accommodations should notify Christine Moser or Ramou Mauer (see
Contacts) at least 7 days in advance.

SUPPLEMENTARY INFORMATION: FDA is announcing a public workshop
regarding medical product development for the prophylaxis and/or
treatment of acute AMR in kidney transplant recipients. This public
workshop will focus on scientific considerations in the clinical
development of medical products for prophylaxis and/or treatment of
acute AMR in kidney transplant recipients, including the following
topics:
     Definition and diagnosis of acute AMR
     Importance of validation and standardization of devices
and diagnostic testing to establish the diagnosis of AMR and to
identify patients at high risk of AMR
     Results of clinical trials evaluating treatment of acute
AMR
     Endpoints to be evaluated to assess outcome
     Outcomes achieved with currently used regimens
Additional discussion will include animal models in AMR, previous
experiences in desensitization and prophylaxis of AMR, and chronic AMR.
    The agency encourages individuals, patient advocates, industry,
consumer groups, health care professionals, researchers, and other
interested persons to attend this public workshop.
    Transcripts: Please be advised that as soon as a transcript is
available, it will be accessible at http://www.regulations.gov. It may
be viewed at the Division of Dockets Management (HFA-305), Food and
Drug

Administration, 5630 Fishers Lane, rm. 1061, Rockville, MD. A
transcript will also be available in either hardcopy or on CD-ROM,
after submission of a Freedom of Information request. Written requests
are to be sent to Division of Freedom of Information (HFI-35), Office
of Management Programs, Food and Drug Administration, 5600 Fishers
Lane, rm. 6-30, Rockville, MD 20857. Transcripts will also be available
on the Internet at http://www.fda.gov/Drugs/NewsEvents/ucm206132.htm
approximately 45 days after the workshop.

    Dated: June 2, 2010.
Leslie Kux,
Acting Assistant Commissioner for Policy.
[FR Doc. 2010-13669 Filed 6-7-10; 8:45 am]
BILLING CODE 4160-01-S


[Federal Register Volume 78, Number 165 (Monday, August 26, 2013)]
[Notices]
[Page 52808]
[FR Doc No: 2013-20681]

=======================================================================
-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

Proposed Collection; Comment Request

Upon Written Request, Copies Available From: Securities and Exchange
Commission, Office of Investor Education and Advocacy, Washington, DC
20549-0213.

Extension:
    Form N-2; SEC File No. 270-21, OMB Control No. 3235-0026.

    Notice is hereby given that pursuant to the Paperwork Reduction Act
of 1995 (44 U.S.C. 3501 et seq.) the Securities and Exchange Commission
(the ``Commission'') is soliciting comments on the collections of
information summarized below. The Commission plans to submit this
existing collection of information to the Office of Management and
Budget (``OMB'') for extension and approval.
    The title for the collection of information is ``Form N-2 (17 CFR
239.14 and 274.11a-1) under the Securities Act of 1933 and under the
Investment Company Act of 1940, Registration Statement of Closed-End
Management Investment Companies.'' Form N-2 is the form used by closed-
end management investment companies (``closed-end funds'') to register
as investment companies under the Investment Company Act of 1940 (15
U.S.C. 80a-1 et seq.) (``Investment Company Act'') and to register
their securities under the Securities Act of 1933 (15 U.S.C. 77a et
seq.) (``Securities Act''). The primary purpose of the registration
process is to provide disclosure of financial and other information to
current and potential investors for the purpose of evaluating an
investment in a security. Form N-2 also permits closed-end funds to
provide investors with a prospectus containing information required in
a registration statement prior to the sale or at the time of
confirmation of delivery of securities. The form also may be used by
the Commission in its regulatory review, inspection, and policy-making
roles.
    The Commission estimates that there are 162 initial registration
statements and 29 post-effective amendments to initial registration
statements filed on Form N-2 annually and that the average number of
portfolios referenced in each initial filing and post-effective
amendment is 1. The Commission further estimates that the hour burden
for preparing and filing an initial registration statement on Form N-2
is 515 hours per portfolio, and the hour burden for preparing and
filing a post-effective amendment on Form N-2 is 107 hours per
portfolio. The estimated annual hour burden for preparing and filing
initial registration statements is 83,430 hours (162 initial
registration statements x 1 portfolio x 515 hours per portfolio). The
estimated annual hour burden for preparing and filing post-effective
amendments is 3,103 hours (29 post-effective amendments x 1 portfolio x
107 hours per portfolio). The estimated total annual hour burden for
Form N-2, therefore, is estimated to be 86,533 hours (83,430 hours +
3,103 hours).
    The information collection requirements imposed by Form N-2 are
mandatory. Responses to the collection of information will not be kept
confidential. An agency may not conduct or sponsor, and a person is not
required to respond to a collection of information unless it displays a
currently valid control number.
    Written comments are invited on: (a) Whether the proposed
collection of information is necessary for the proper performance of
the functions of the agency, including whether the information will
have practical utility; (b) the accuracy of the agency's estimate of
the burden of the collection of information; (c) ways to enhance the
quality, utility, and clarity of the information collected; and (d)
ways to minimize the burden of the collection of information on
respondents, including through the use of automated collection
techniques or other forms of information technology. Consideration will
be given to comments and suggestions submitted in writing within 60
days of this publication.
    Please direct your written comments to Thomas Bayer, Chief
Information Officer, Securities and Exchange Commission, C/O Remi
Pavlik-Simon, 100 F Street NE., Washington, DC 20549; or send an email
to<EMAIL_ADDRESS>
    Dated: August 20, 2013.
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-20681 Filed 8-23-13; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 81, Number 250 (Thursday, December 29, 2016)]
[Notices]
[Pages 96060-96062]
[FR Doc No: 2016-31475]

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

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-79660; File No. SR-Phlx-2016-120]

Self-Regulatory Organizations; NASDAQ PHLX LLC; Notice of Filing
of Proposed Rule Change, as Modified by Amendment No. 1 Thereto, To
Permit Phlx To Accept Inbound Options Orders Routed by Nasdaq Execution
Services LLC

December 22, 2016.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on December 9, 2016, NASDAQ PHLX LLC (``Phlx'' or the ``Exchange'')
filed with the Securities and Exchange Commission (``Commission'') the
proposed rule change. On December 20, 2016, the Exchange filed
Amendment No. 1 to the proposed rule change, which amended and replaced
the original filing in its entirety. The proposed rule change, as
modified by Amendment No. 1, is described in Items I, II, and III
below, which Items have been prepared by the Exchange. The Commission
is publishing this notice to solicit comments on the proposed rule
change, as modified by Amendment No. 1 thereto, from interested
persons.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------

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

    The Exchange proposes to permit Phlx to accept inbound options
orders routed by Nasdaq Execution Services LLC (``NES'') from the
International Securities Exchange, LLC (``ISE'') ISE Gemini, LLC (``ISE
Gemini'') and ISE Mercury, LLC (``ISE Mercury'') (collectively ``ISE
Exchanges'').

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

    In its filing with the Commission, the Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
sections A, B, and C below, of the most significant aspects of such
statements.

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

1. Purpose
    In conjunction with the ISE Exchanges seeking approval to provide
outbound routing services to all options markets using an affiliated
routing broker, NES,\3\ Phlx proposes that NES be permitted to route
orders from the ISE Exchanges to Phlx, subject to certain limitations
and conditions, as described below.
---------------------------------------------------------------------------

    \3\ See SR-ISE-2016-27, SR-ISEGemini-2016-16 and SR-ISE-Mercury-
2016-22 (not yet published).
---------------------------------------------------------------------------

    NES is a broker-dealer and member of The Nasdaq Options Market LLC
(``NOM''), Nasdaq BX, Inc. (``BX'') and Phlx (collectively ``Nasdaq
Exchanges''). NES provides all routing functions for the Nasdaq
Exchanges. The Nasdaq Exchanges and NES are permitted affiliates.\4\
Accordingly, the affiliate relationship between Phlx and NES, its
member, raises the issue of an exchange's affiliation with a member of
such exchange. Specifically, in connection with prior filings, the
Commission has expressed concern that the affiliation of an exchange
with one of its members raises the potential for unfair competitive
advantage and potential conflicts of interest between an exchange's
self-regulatory obligations and its commercial interests.\5\
---------------------------------------------------------------------------

    \4\ See Phlx Rule 985, Nasdaq Rule 2160 and BX Rule 2140.
    \5\ See Securities Exchange Act Release Nos. 59153 (December 23,
2008), 73 FR 80485 (December 31, 2008) (SR-NASDAQ-2008-098); and
62736 (August 17, 2010), 75 FR 51861 (August 23, 2010) (SR-NASDAQ-
2010-100). See also Securities Exchange Act Release No. 58135 (July
10, 2008), 73 FR 40898 (July 16, 2008) (SR-NASDAQ-2008-061)
(Permitting NOS to be affiliated with Phlx).
---------------------------------------------------------------------------

    Specifically, in connection with prior filings, the Commission has
expressed concern that the affiliation of an exchange with one of its
members raises the potential for unfair competitive advantage and
potential conflicts of interest between an exchange's self-regulatory
obligations and its commercial interests.\6\ The Nasdaq Exchanges
received approval from the Commission to permit NES to become a member
of these three markets subject to certain limitations and conditions in
order to perform certain routing and other functions, respectively.\7\
Also recognizing that the Commission has expressed concern regarding
the potential for conflicts of interest in instances where a member
firm is affiliated with an exchange to which it is routing orders, the
Nasdaq Exchanges previously proposed, and the Commission approved,\8\
NES's affiliation with the Nasdaq Exchanges to permit the Exchange to
accept inbound orders that NES routes in its capacity as a facility
from other Nasdaq Exchanges, subject to the certain limitations and
conditions. Phlx now proposes to permit Phlx to accept inbound options
orders that NES routes in its capacity as a facility of the ISE
Exchanges, subject to the following limitations and conditions: \9\
---------------------------------------------------------------------------

    \6\ Securities Exchange Act Release Nos. 71416 (January 28,
2014), 79 FR 6244 (February 3, 2014) (SR-Phlx-2014-05); 71419
(January 28, 2014), 79 FR 6247 (February 3, 2014) (SR-NASDAQ-2014-
007); and 714121 (January 28, 2014), 79 FR 6264 (February 3, 2014)
(SR-BX-2014-003).
    \7\ See Securities Exchange Act Release Nos. 59721 (April 7,
2009), 74 FR 17245 (April 14, 2009) (SR-Phlx-2009-32); 59779 (April
16, 2009) 74 FR 18600 (April 23, 2009) (SR-Phlx-2009-32, Amendment
No. 1) notice of filing of proposed rule change relating to enhanced
electronic trading platform for options); 61667 (March 5, 2010), 75
FR 11964 (March 12, 2016) (SR-Phlx-2010-36) (notice of filing and
immediate effectiveness of proposed rule changes to establish
procedures to prevent information advantages resulting from the
affiliation between Phlx and NES); and 71416 (January 28, 2014), 79
FR 6244 (February 3, 2014) (SR-Phlx-2014-05) (notice of filing and
immediate effectiveness of proposed rule change to inbound routing
of options orders). Nasdaq Options Services was the affiliated
broker-dealer prior to a rule change to utilize NES, another
affiliated broker-dealer of Nasdaq. See also Securities Exchange Act
Release Nos. 63769 (January 25, 2011), 76 FR 5423 (January 31, 2011)
(SR-BX-2011-003); 63859 (February 7, 2011), 76 FR 8391 (February 14,
2011) (SR-BX-2011-007) (notice of filing of proposed rule change
relating to permanent approval of the BX and NES inbound routing
relationship); 71420 (January 28, 2014), 79 FR 6256 (February 3,
2014) (SR-BX-2014-004) (notice of filing and immediate effectiveness
of proposed rule change to inbound routing). See also Securities
Exchange Act Release Nos. 65554 (October 13, 2011), 76 FR 65311
(October 20, 2011) (SR-NASDAQ-2011-142); 71418 (January 28, 2014),
79 FR 6262 (February 3, 2014) (SR-NASDAQ-2014-008) (notice of filing
and immediate effectiveness of proposed rule change to inbound
routing).
    \8\ Id.
    \9\ The Exchange notes that similar filings are proposed for the
Nasdaq and BX markets. See SR-Nasdaq-2016-169 and SR-BX-2016-068
(not published).
---------------------------------------------------------------------------

     First, the Exchange and FINRA maintain a Regulatory
Services Agreement (``RSA''), as well as an agreement pursuant to Rule
17d-2 under the Act (``17d-2 Agreement'').\10\ Pursuant to the RSA and
the 17d-2 Agreement, FINRA is allocated regulatory responsibilities to
review NES's compliance with certain Exchange rules.\11\ Pursuant to
the RSA, however, Phlx retains ultimate responsibility for enforcing
its rules with respect to NES.
---------------------------------------------------------------------------

    \10\ 17 CFR 240.17d-2. FINRA reviews NES' compliance for certain
common rules. The RSA with FINRA specifies the types of business
activities that NES may undertake and it also indicates the
obligations to which NES is subject under the RSA. Among other
things, NES must maintain a certain amount of net capital pursuant
to SEC Rule 15c3-1(a)(1)(ii) and operate pursuant to SEC Rule 15c3-
3(k)(2)(ii). NES is permitted to route orders in options to the
appropriate market center for execution in accordance with member
order and requirements.
    \11\ NES is also subject to independent oversight by FINRA, its
designated examining authority, for compliance with financial
responsibility requirements.
---------------------------------------------------------------------------

     Second, FINRA monitors NES for compliance with the
Exchange's trading rules, and collects and maintains certain related
information.\12\
---------------------------------------------------------------------------

    \12\ Pursuant to the RSA, both FINRA and Phlx collect and
maintain all alerts, complaints, investigations and enforcement
actions in which NES (in its capacity as a facility of BX and NOM
routing orders to Phlx) is identified as a participant that has
potentially violated applicable Commission or Exchange rules. The
Exchange and FINRA retain these records in an easily accessible
manner in order to facilitate any potential review conducted by the
Commission's Office of Compliance Inspections and Examinations.
Pursuant to the RSA, the Exchange and FINRA would be required to
perform these activities with respect to NES acting in its capacity
as a facility of each of the affiliated entities routing orders to
Phlx.
---------------------------------------------------------------------------

     Third, FINRA provides a report to the Exchange's chief
regulatory officer (``CRO''), on a quarterly basis, that: (i)
Quantifies all alerts (of which the Exchange or FINRA is aware) that
identify NES as a participant that has potentially violated Commission
or Exchange rules, and (ii) lists all investigations that identify NES
as a participant that has potentially violated Commission or Exchange
rules.
     Fourth, Phlx has in place Phlx Rule 985(c)(2) which
requires Nasdaq, Inc., as the holding company owning both the Exchange
and NES, to establish and maintain procedures and internal controls
reasonably designed to ensure that NES does not develop or implement
changes to its system, based on non-public information obtained
regarding planned changes to the Exchange's systems as a result of its
affiliation with the Exchange, until such information is available
generally to similarly situated Exchange members, in connection with
the provision of inbound order routing to the Exchange.\13\
---------------------------------------------------------------------------

    \13\ See Securities Exchange Act Release Nos. 59721 (April 7,
2009), 74 FR 17245 (April 14, 2009) (SR-Phlx-2009-32); 59779 (April
16, 2009), 74 FR 18600 (April 23, 2009) (SR-Phlx-2009-32, Amendment
No. 1) notice of filing of proposed rule change relating to enhanced
electronic trading platform for options); 61667 (March 5, 2010), 75
FR 11964 (March 12, 2016) (SR-Phlx-2010-36) (notice of filing and
immediate effectiveness of proposed rule changes to establish
procedures to prevent information advantages resulting from the
affiliation between Phlx and NES); and 71416 (January 28, 2014), 79
FR 6244 (February 3, 2014) (SR-Phlx-2014-05) (notice of filing and
immediate effectiveness of proposed rule change to inbound routing
of options orders). Nasdaq Options Services was the affiliated
broker-dealer prior to a rule change to utilize NES, another
affiliated broker-dealer of Nasdaq.
---------------------------------------------------------------------------

    The Exchange has met all the above-listed conditions in connection
with

NES routing in its capacity as a facility of BX and NOM. By meeting the
above conditions, the Exchange has set up mechanisms that protect the
independence of the Exchange's regulatory responsibility with respect
to NES, as well as demonstrate that NES cannot use any information
advantage it may have because of its affiliation with the Exchange.
Because the Exchange has met all the above-listed conditions, it now
seeks to permit an inbound routing relationship with the ISE Exchanges
pursuant to the same conditions. The Exchange will continue to comply
with the four conditions stated above.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent
with the provisions of Section 6 of the Act,\14\ in general, and with
Sections 6(b)(5) of the Act,\15\ in particular, in that the proposal is
designed to prevent fraudulent and manipulative acts and practices, to
promote just and equitable principles of trade, to foster cooperation
and coordination with persons engaged in 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, because the
proposed rule change will allow the Exchange to continue to receive
inbound orders from NES, acting in its capacity as a facility of BX and
NOM, in a manner consistent with prior approvals and established
protections and will further be permitted to receive inbound orders
from the ISE Exchanges, for which NES will also act in its capacity as
a facility of those markets. The Exchange believes that the proposed
conditions establish mechanisms that protect the independence of the
Exchange's regulatory responsibility with respect to NES, as well as
ensure that NES cannot use any information it may have because of its
affiliation with the Exchange, or affiliation with other Nasdaq
Exchanges or ISE Exchanges, to its advantage.
---------------------------------------------------------------------------

    \14\ 15 U.S.C. 78f.
    \15\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

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

    The Exchange does not believe that the proposed rule change will
result in any burden on competition that is not necessary or
appropriate in furtherance of the purposes of the Act, as amended.
Permitting Phlx to receive inbound orders from the ISE Exchanges does
not create any issues of intra-market competition because it involves
inbound routing from affiliated markets. Nor does it result in a burden
on competition among exchanges, because there are many competing
options exchanges that provide routing services, including through an
affiliate.

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

    No written comments were either solicited or received.

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

    Within 45 days of the date of publication of this notice in the
Federal Register or within such longer period (i) as the Commission may
designate up to 90 days of such date if it finds such longer period to
be appropriate and publishes its reasons for so finding or (ii) as to
which the Exchange consents, the Commission shall: (a) By order approve
or disapprove such proposed rule change, or (b) institute proceedings
to determine whether the proposed rule change should be disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change, as modified by Amendment No. 1, is consistent with the Act.
Comments may be submitted by any of the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to<EMAIL_ADDRESS>Please include
File Number SR-Phlx-2016-120 on the subject line.

Paper Comments

     Send paper comments in triplicate to Brent J. Fields,
Secretary, Securities and Exchange Commission, 100 F Street NE.,
Washington, DC 20549-1090.

All submissions should refer to File Number SR-Phlx-2016-120. This file
number should be included on the subject line if email is used. To help
the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all
written statements with respect to the proposed rule change that are
filed with the Commission, and all written communications relating to
the proposed rule change between the Commission and any person, other
than those that may be withheld from the public in accordance with the
provisions of 5 U.S.C. 552, will be available for Web site viewing and
printing in the Commission's Public Reference Room, 100 F Street NE.,
Washington, DC 20549 on official business days between the hours of
10:00 a.m. and 3:00 p.m. Copies of such filing also will be available
for inspection and copying at the principal office of the Exchange. All
comments received will be posted without change; the Commission does
not edit personal identifying information from submissions. You should
submit only information that you wish to make available publicly. All
submissions should refer to File Number SR-Phlx-2016-120, and should be
submitted on or before January 19, 2017.

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

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

Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2016-31475 Filed 12-28-16; 8:45 am]
 BILLING CODE 8011-01-P