[Federal Register Volume 85, Number 32 (Tuesday, February 18, 2020)]
[Notices]
[Pages 8968-8976]
[FR Doc No: 2020-03091]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-88161; File No. SR-BOX-2020-03]

Self-Regulatory Organizations; BOX Exchange LLC; Notice of Filing
and Immediate Effectiveness of a Proposed Rule Change To Amend the Fee
Schedule on the BOX Options Market LLC Facility To Establish BOX
Connectivity Fees for Participants and Non-Participants Who Connect to
the BOX Network

February 11, 2020.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given
that on January 29, 2020, BOX Exchange LLC (the ``Exchange'') filed
with the Securities and Exchange Commission (``Commission'') the
proposed rule change as described in Items I, II, and III below, which
Items have been prepared by the Exchange. The Exchange filed the
proposed rule change pursuant to Section 19(b)(3)(A)(ii) of the Act,\3\
and Rule 19b-4(f)(2) thereunder,\4\ which renders the proposal
effective upon filing with the Commission. The Commission is publishing
this notice to solicit comments on the proposed rule change from
interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ 15 U.S.C. 78s(b)(3)(A)(ii).
    \4\ 17 CFR 240.19b-4(f)(2).
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I. Self-Regulatory Organization's Statement of the Terms of the
Substance of the Proposed Rule Change

    The Exchange is filing with the Securities and Exchange Commission
(``Commission'') a proposed rule change to amend the Fee Schedule
regarding connectivity to BOX in order to provide greater detail and
clarity concerning BOX's costs, as they pertain to expenses for network
connectivity services, on the BOX Options Market LLC (``BOX'') options
facility. The text of the proposed rule change is available from the
principal office of the Exchange, at the Commission's Public Reference
Room and also on the Exchange's internet website at http://boxexchange.com.

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 refiling its proposal to amend the Fee Schedule
regarding connectivity to BOX in order to provide greater detail and
clarity concerning BOX's costs, as they pertain to expenses for network
connectivity services. The Exchange is now presenting more connectivity
cost details that correspond with income statement expense line items
to provide greater transparency into its actual costs associated with
providing network connectivity services. The Exchange believes that its
proposed fees are fair and reasonable because they will permit recovery
of less than all of the Exchange's costs for providing connectivity and
will not result in excessive pricing or supracompetitive profit, when
comparing the Exchange's total annual expense associated with providing
the network connectivity services versus the total projected annual
revenue the Exchange projects to collect for providing the network
connectivity services.
    The Exchange proposes to amend Section VI. (Technology Fees) of the
BOX Fee Schedule to establish BOX Connectivity Fees for Participants
and non-Participants who connect to the BOX network. Connectivity fees
will be based upon the amount of bandwidth that will be used by the
Participant or non-Participant. Further, BOX Participants or non-
Participants connected as of the last trading day of each calendar
month will be charged the applicable Connectivity Fee for that month.
The Connectivity Fees will be as follows:

------------------------------------------------------------------------
                                                          Monthly fees
                   Connection type                      (per connection)
------------------------------------------------------------------------
Non-10 Gb Connection.................................             $1,000
10 Gb Connection.....................................              5,000
------------------------------------------------------------------------

    The Exchange also proposes to amend certain language and numbering
in Section VI.A to reflect the changes discussed above. Specifically,
the Exchange proposes to add the title ``Third Party Connectivity
Fees'' under Section VI.A. Further, the Exchange proposes to add
Section VI.A.2, which details the proposed BOX Connectivity Fees
discussed above. Finally the Exchange is proposing to remove Section
VI.C. High Speed Vendor Feed (``HSVF''), and reclassify the HSVF as a
Port Fee.
    The Exchange initially filed the proposed fees on July 19, 2018,
designating the proposed fees effective July 1, 2018. The first
proposed rule change was published for comment in the Federal Register
on August 2, 2018.\5\ The Commission received one comment letter on the
proposal.\6\ The proposed fees remained in effect until they were
temporarily suspended pursuant to a suspension order (the ``Suspension
Order'') issued by the Division of Trading and Markets, which also
instituted proceedings to determine whether to approve or disapprove
the

proposed rule change.\7\ The Commission subsequently received one
further comment letter on the proposed rule change, supporting the
decision to suspend and institute proceedings on the proposed fee
change.\8\
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    \5\ See Securities Exchange Act Release No. 83728 (July 27,
2018), 83 FR 37853 (August 2, 2018) (SR-BOX-2018-24).
    \6\ See Letter from Tyler Gellasch, Executive Director, The
Healthy Markets Association, to Brent J. Fields, Secretary,
Commission, dated August 23, 2018 (``Healthy Markets Letter'').
    \7\ See Securities Exchange Act Release No. 34-84168 (September
17, 2018).
    \8\ See Letter from Theodore R. Lazo, Managing Director and
Associate General Counsel, and Ellen Greene, Managing Director,
Financial Services Operations, Securities Industry and Financial
Markets Association, dated October 15, 2018.
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    In response to the Suspension Order, the Exchange timely filed a
Notice of Intention to Petition for Review \9\ and Petition for Review
to vacate the Division's Order,\10\ which stayed the Division's
suspension of the filing. On November 16, 2018 the Commission granted
the Exchange's Petition for Review but discontinued the automatic
stay.\11\ The Exchange then filed a statement to reiterate the
arguments set for in its petition for review and to supplement that
petition with additional information.\12\
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    \9\ See Letter from Amir Tayrani, Partner, Gibson, Dunn &
Crutcher LLP, dated September 19, 2018.
    \10\ See Petition for Review of Order Temporarily Suspending BOX
Exchange LLC's Proposal to Amend the Fee Schedule on BOX Market LLC,
dated September 26, 2018.
    \11\ See Securities Exchange Act Release No. 84614. Order
Granting Petition for Review and Scheduling Filing of Statements,
dated November 16, 2018. Separately, the Securities Industry and
Financial Markets Association filed an application under Section
19(d) of the Exchange Act challenging the Exchange's proposed fees
as alleged prohibitions or limitations on access. See In re
Securities Industry and Financial Markets Association, Admin. Proc.
File No. 3-18680 (Aug. 24, 2018). The Commission thereafter remanded
that denial-of-access proceeding to the Exchange while
``express[ing] no view regarding the merits'' and emphasizing that
it was ``not set[ting] aside the challenged rule change[ ].'' In re
Applications of SIFMA & Bloomberg, Exchange Act Rel. No. 84433, at 2
(Oct. 16, 2018) (``Remand Order''), available at https://www.sec.gov/litigation/opinions/2018/34-84433.pdf. The Division's
Suspension Order is inconsistent with the Commission's intent in the
Remand Order to leave the challenged fees in place during the
pendency of the remand proceedings and singles out the Exchange for
disparate treatment because it means that the Exchange--unlike every
other exchange whose rule changes were the subject of the Remand
Order--is not permitted to continue charging the challenged fees
during the remand proceedings.
    \12\ See Letter from Amir Tayrani, Partner, Gibson, Dunn &
Crutcher LLP, dated December 10, 2018.
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    The Exchange subsequently refiled its fee proposal on November
30th, 2018. The proposed fees were noticed and again temporarily
suspended pursuant to a suspension order issued by the Division of
Trading and Markets, which also instituted proceedings to determine
whether to approve or disapprove the proposed rule change.\13\ The
Commission received two comment letters supporting the decision to
suspend and institute proceedings on the proposed fee change.\14\
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    \13\ See Securities Exchange Act Release No. 84823 (December 14,
2018), 83 FR 65381 (December 20, 2018) (SR-BOX-2018-37).
    \14\ See Letters from Tyler Gellasch, Executive Director, The
Healthy Markets Association (``Second Healthy Markets Letter''), and
Chester Spatt, Pamela R. and Kenneth B. Dunn Professor of Finance,
Tepper School of Business, Carnegie Mellon University (``Chester
Spatt Letter''), to Brent J. Fields, Secretary, Commission, dated
January 2, 2019.
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    The Exchange again refiled its fee proposal on February 13, 2019.
The proposed fees were noticed and again temporarily suspended pursuant
to a suspension order issued by the Division of Trading and Markets,
which also instituted proceedings to determine whether to approve or
disapprove the proposed rule change.\15\ The Commission received four
comment letters supporting the decision to suspend and institute
proceedings on the proposed fee change.\16\
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    \15\ See Securities Exchange Act Release No. 85201 (February 26,
2019), 84 FR 7146 (March 1, 2019)(SR-BOX-2019-04).
    \16\ See Letters from Theodore R. Lazo, Managing Director and
Associate General Counsel, SIFMA (``Second SIFMA Comment Letter''),
Tyler Gellasch, Executive Director, Healthy Markets Association
(``Third Healthy Markets Letter''), Stefano Durdic, Former Owner of
R2G Services, LLC, and Anand Prakash.
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    On March 29, 2019, the Commission issued its Order Disapproving
each iteration of the BOX Proposal (``BOX Order''). In the BOX Order,
the Commission highlighted a number of deficiencies it found in three
separate rule filings by BOX to establish BOX's connectivity fees that
prevented the Commission from finding that BOX's proposed connectivity
fees were consistent with the Act.
    On May 21, 2019 the Division of Trading and Markets released new
Guidance on SRO Rule Filings Relating to Fees. The Exchange then
refiled the proposed fees on June 26, 2019 to incorporate the new
guidance released by the Commission.
    The Commission received two comment letters on BOX's June 26, 2019
Proposal.\17\ The Third SIFMA Comment Letter did not request that the
Commission suspend BOX's Proposal, but rather requested that the
Commission ``carefully consider whether BOX provided sufficient
evidence to satisfy the applicable statutory standards.'' The Fourth
Healthy Markets Letter walks through the procedural history of the BOX
and MIAX filings and urges the Commission to propose reforms with
regard to immediately effective rule filings.
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    \17\ See Letter from Theodore R. Lazo, Managing Director and
Associate General Counsel, SIFMA, dated August 5, 2019 (``Third
SIFMA Comment Letter'') and Letter from Tyler Gellasch, Executive
Director, Healthy Markets Association, dated August 5, 2019
(``Fourth Healthy Markets Letter'').
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    On September 5, 2019 the Exchange withdrew the proposed rule change
and refiled the proposed fees to further bolster its cost-based
discussion to support its claim that the Proposal is fair and
reasonable because they will permit recovery of a portion of BOX costs
and will not result in excessive pricing or supra-competitive profit.
The Commission received only one comment letter on the proposed rule
change, twelve days after the comment period ended.\18\ Of note, no
Participant, other person, industry group, or operator of an options
market commented on the proposed rule change. Rather, the only comment
letter came from an operator of a single equities market (equities
market structure and the resulting network demands are fundamentally
different from those in the options markets) and which the operator
also has a fundamentally different business model (and agenda) than
does the Exchange. That letter called for, among other things, the
Exchange to explain its basis for concluding it incurred substantially
higher costs to provide lower-latency connections and further described
the nature and closeness of the relationship between the identified
costs and connectivity products and services as stated in the
Exchange's cost allocation analysis.
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    \18\ See Letter from John Ramsay, Chief Market Policy Officer,
Investors Exchange LLC (``IEX'') to Vanessa Countryman, Secretary,
Commission, dated October 9, 2019.
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    The Exchange is again re-filing the fee proposal (``the Proposal'')
to provide greater detail and clarity concerning the Exchange's costs,
as they pertain to the Exchange's expense relating to the provision of
network connectivity services. The Exchange is also refiling its
proposal in order to clarify certain points raised in the IEX Letter.
    The Exchange believes that the proposed fees are consistent with
the Act because they (i) are reasonable, equitably allocated, not
unfairly discriminatory, and not an undue burden on competition; (ii)
comply with the BOX Order and the Guidance; (iii) are, as demonstrated
by this Proposal and supported by evidence (including data and
analysis), constrained by significant competitive forces; and (iv) are,
supported by specific information (including quantitative information),
fair and reasonable because they will permit recovery of a portion of
BOX's costs and will not result in excessive pricing or
supracompetitive profit. Accordingly, the Exchange believes that

the Commission should find that the proposed fees are consistent with
the Act. The proposed rule change is immediately effective upon filing
with the Commission pursuant to Section 19(b)(3)(A) of the Act.
    As discussed herein, the Exchange believes that it is reasonable
and appropriate to begin charging for physical connectivity fees to
partially offset the costs associated with maintaining and enhancing a
state-of-the-art exchange network infrastructure in the U.S. options
industry. There are significant costs associated with various projects
and initiatives to improve overall network performance and stability,
as well as costs paid to the third-party data centers for space rental,
power used, etc.
    BOX has always offered physical connectivity to Participants and
non-Participants to access the BOX's trading platforms, market data,
test systems and disaster recovery facilities. These physical
connections consist of 10 Gb and non-10 Gb connections, where the 10 Gb
connection provides for faster processing of messages sent to it in
comparison to the non-10 Gb connection. Since launching in 2012, BOX
has not charged for physical connectivity and has instead relied on
transaction fees as the basis of revenue. However, in recent years
transaction fees have continually decreased across the options
industry. At the same time these transactions fees were decreasing, the
options exchanges, except for BOX, began charging physical connectivity
fees to market participants. As such, BOX began to find itself at a
significant competitive disadvantage due to the decreased transaction
fees at other exchanges. To remain competitive, BOX was forced to
follow suit and decrease its transaction fees in order to continue
receiving order flow to the Exchange. While other exchanges lowered
transaction fees, they were still able to rely on the connectivity fee
revenues as a means of covering a portion of the costs to operate their
respective exchanges. BOX had no choice but to begin charging
Participants and non-Participants fees for connecting directly to the
BOX network (which BOX has taken considerable measures to maintain and
enhance for the benefit of those Participants and non-Participants) in
order to remain competitive with the other options exchanges in the
industry.
    As discussed in the Exchange's recent Petition for Review of the
Commission's Order Disapproving BOX's three filings, not allowing BOX
to charge such connectivity fees arbitrarily and inequitably treats BOX
differently from each of the other exchanges that submitted prior
immediately effective connectivity fee filings that were not suspended
or disapproved by the Commission.\19\ The Exchange notes that all other
options exchanges currently charge for similar physical
connectivity.\20\
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    \19\ See Securities Exchange Act Release No. 85927. Order
Granting Petition for Review and Scheduling Filing of Statements,
dated May 23, 2019.
    \20\ Nasdaq PHLX LLC (``Phlx''), The Nasdaq Stock Market LLC
(``Nasdaq''), NYSE Arca, Inc. (``Arca''), NYSE American LLC (``NYSE
American''), Nasdaq ISE, LLC (``ISE''), Cboe Exchange, Inc.
(``Cboe''), Cboe BZX Exchange, Inc. (``CboeBZX''), Cboe EDGX
Exchange, Inc. (``CboeEDGX'') and Cboe C2 Exchange, Inc. (``C2'')
all offer a type of 10 Gb and non-10 Gb connectivity alternative to
their participants. See Phlx, and ISE Rules, General Equity and
Options Rules, General 8, Section 1(b). Phlx and ISE each charge a
monthly fee of $2,500 for each 1 Gb connection, $10,000 for each 10
Gb connection and $15,000 for each 10 Gb Ultra connection, which is
the equivalent of the Exchange's 10 Gb ULL connection. See also
Nasdaq Price List--Trading Connectivity. Nasdaq charges a monthly
fee of $7,500 for each 10 Gb direct connection to Nasdaq and $2,500
for each direct connection that supports up to 1 Gb. See also NYSE
American Fee Schedule, Section V.B, and Arca Fees and Charges, Co-
Location Fees. NYSE American and Arca each charge a monthly fee of
$5,000 for each 1 Gb circuit, $14,000 for each 10 Gb circuit and
$22,000 for each 10 Gb LX circuit, which is the equivalent of the
Exchange's 10 Gb ULL connection. See also Cboe, CboeBZX, CboeEDGX
and C2 Fee Schedules. Cboe charges monthly quoting and order entry
bandwidth packet fees. Specifically, Cboe charges $1,600 for the 1st
through 5th packet, $800 for the 6th through 8th packet, $400 for
the 9th through 13th packet and $200 for the 14th packet and each
additional packet. CboeBZX, CboeEDGX and C2 each charge a monthly
fee of $2,500 for each 1 Gb connection and $7,500 for each 10 Gb
connection.
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2. Statutory Basis
    The Exchange believes that the proposal is consistent with the
requirements of Section 6(b) of the Act, in general, and Section
6(b)(4) and 6(b)(5)of the Act,\21\ in particular, in that it provides
for the equitable allocation of reasonable dues, fees, and other
charges among BOX Participants and other persons using its facilities
and does not unfairly discriminate between customers, issuers, brokers
or dealers.
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    \21\ 15 U.S.C. 78f(b)(4) and (5).
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    The Commission has repeatedly expressed its preference for
competition over regulatory intervention in determining prices,
products, and services in the securities markets. In Regulation NMS,
the Commission highlighted the importance of market forces in
determining prices and SRO revenues and, also recognized that current
regulation of the market system ``has been remarkably successful in
promoting market competition in its broader forms that are most
important to investors and listed companies.'' \22\
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    \22\ See Securities Exchange Act Release No. 51808 (June 9,
2005), 70 FR 37496 (June 29, 2005).
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    The Exchange believes that the proposed fees in general constitute
an equitable allocation of fees, and are not unfairly discriminatory,
because they allow BOX to recover costs associated with offering access
through the network connections. The proposed fees are also expected to
offset the costs both the Exchange and BOX incur in maintaining and
implementing ongoing improvements to the trading systems, including
connectivity costs, costs incurred on software and hardware
enhancements and resources dedicated to software development, quality
assurance, and technology support.
    The Exchange believes that its proposal is consistent with Section
6(b)(4) of the Act, in that the proposed fee changes are fair,
equitable and not unreasonably discriminatory, because the fees for the
connectivity alternatives available on BOX, as proposed, are
constrained by significant competitive forces. The U.S. options markets
are highly competitive (there are currently 16 options markets) and a
reliance on competitive markets is an appropriate means to ensure
equitable and reasonable prices. As stated above, BOX instituted the
proposed fees after finding itself at a competitive disadvantage with
other options exchanges. As other options exchanges lowered their
transaction fees, they were still able to rely on the connectivity fee
revenues as a means of covering a portion of the costs to operate their
respective exchanges. By not charging for connectivity, BOX could not
realistically compete for order flow through reduced transaction fees
and still remain solvent.
    Further, as the Exchange explained to the Division in previous
filings and comment letters, the existence of robust competition
between exchanges to attract order flow requires exchanges to keep
prices for all of their joint services--including connectivity to the
exchanges' networks at a pro-competitive level.\23\ This conclusion is
substantiated by the report prepared by Professor Janusz A. Ordover and
Gustavo Bamberger addressing the theory of ``Platform Competition'' and
its application to the pricing of exchanges' services, including
connectivity services.\24\ In the report, Ordover and Bamberger explain
that ``the provision of connectivity services . . . is inextricably
linked to the provision of trading services, so that, as

a matter of economics, it is not possible to appropriately evaluate the
pricing of connectivity services in isolation from the pricing of
trading and other `joint' services offered by'' an exchange. Ordover
and Bamberger state that ``connectivity services are an `input' into
trading'' and that ``excessive pricing of such services would raise the
costs of trading on [an exchange] relative to its rivals and thus
discourage trading on'' that exchange.
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    \23\ Letter from Lisa J. Fall, BOX, to Brent J. Fields,
Secretary, Securities and Exchange Commission (Feb. 19, 2019),
https://www.sec.gov/comments/sr-box-2018-24/srbox201824-4945872-178516.pdf.
    \24\ Id.
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    Although the Ordover/Bamberger Statement focuses on the pricing of
connectivity services by Nasdaq-affiliated equities exchanges, its
``overarching conclusion . . . that the pricing of connectivity
services should not be analyzed in isolation'' applies with equal force
to the proposed BOX fees. As discussed herein, BOX is engaged with
rigorous competition with other exchanges to attract order flow to its
platform. As such, BOX is constrained in its ability to price its joint
services--including connectivity services--at supracompetitive levels.
That competition ensures that BOX's connectivity fees are set at levels
consistent with the requirements of the Exchange Act.
    The Exchange acknowledges that there is no regulatory requirement
that any market participant must connect to BOX, or that any
participant must connect at any specific connection speed. The rule
structure for options exchanges are, in fact, fundamentally different
from those of equities exchanges. In particular, options market
participants are not forced to connect to (and purchase market data
from) all options exchanges, as shown by the number of Participants of
BOX as compared to the much greater number of participants at other
options exchanges. Not only does BOX have less than half the number of
participants as certain other options exchanges, but there are also a
number of BOX Participants that do not connect directly to BOX.
Further, of the number of Participants that connect directly to BOX,
many such Participants do not purchase market data from BOX. In
addition, of the market makers that are connected to BOX, it is the
individual needs of the market maker that require whether they need one
connection or multiple connections to BOX. BOX has market maker
Participants that only purchase one connection (10 Gb) and BOX has
market maker Participants that purchase multiple connections. It is all
driven by the business needs of the market maker. Market makers that
are consolidators that target resting order flow tend to purchase more
connectivity than market makers that simply quote all symbols on BOX.
Even though non-Participants purchase and resell 10 Gb and non-10 Gb
connections to both Participants and non-Participants, no market makers
currently connect to BOX indirectly through such resellers.
    The argument that all broker-dealers are required to connect to all
exchanges is not true in the options markets. The options markets have
evolved differently than the equities markets both in terms of market
structure and functionality. For example, there are many order types
that are available in the equities markets that are not utilized in the
options markets, which relate to mid-point pricing and pegged pricing
which require connection to the SIPs and each of the equities exchanges
in order to properly execute those orders in compliance with best
execution obligations. In addition, in the options markets there is a
single SIP (OPRA) versus two SIPs in the equities markets, resulting in
few hops and thus alleviating the need to connect directly to all the
options exchanges. Additionally, in the options markets, the linkage
routing and trade through protection are handled by the exchanges, not
by the individual participants. Thus not connecting to an options
exchange or disconnecting from an options exchange does not potentially
subject a broker-dealer to violate order protection requirements as
suggested by SIFMA. The Exchange recognizes that the decision of
whether to connect to BOX is separate and distinct from the decision of
whether and how to trade on BOX. The Exchange acknowledges that many
firms may choose to connect to BOX, but ultimately not trade on it,
based on their particular business needs.
    Further, there is competition for connectivity to BOX. BOX competes
with eleven (11) non-Participants who resell BOX connectivity or market
data. These are resellers of BOX connectivity--they are not
arrangements between broker dealers to share connectivity costs. Those
non-Participants resell that connectivity to multiple market
participants over that same connection, including both Participants and
non-Participants of BOX. When connectivity is re-sold by a third-party,
BOX does not receive any connectivity revenue from that sale. It is
entirely between the third-party and the purchaser, thus constraining
the ability of BOX to set its connectivity pricing as indirect
connectivity is a substitute for direct connectivity. There are
currently eleven (11) non-Participants that purchase connectivity to
BOX. Those non-Participants resell that connectivity or market data to
approximately twenty-seven (27) customers, some of whom are agency
broker-dealers that have tens of customers of their own. Some of those
twenty-seven (27) customers also purchase connectivity directly from
BOX. Accordingly, indirect connectivity is a viable alternative that is
already being used by non-Participants of BOX, constraining the price
that BOX is able to charge for connectivity.
    Prior to charging the proposed connectivity fees to market
participants, the Exchange distributed an Informational Circular to all
subscribers detailing the fees.\25\ The circular stated that
Participants connected as of the last trading day of each calendar
month would be charged the applicable connectivity fee for that month.
In addition to the Circular, the Exchange reached out to certain non-
Participants \26\ connected to BOX to ensure they knew of the upcoming
connectivity fees and allow them the opportunity to disconnect any old
connections before being charged. Finally, the Exchange instituted a
grace period where Participants could contact the Exchange and make
modifications to their connections (i.e. disconnect, add, downsize,
etc.) prior to being charged the new connectivity fees. This grace
period was in effect until August 7, 2018.
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    \25\ See IC-2018-15.
    \26\ These included past Participants who had terminated their
membership with BOX and were no longer receiving BOX circulars, as
well as third party network providers who were not on the Exchange's
distribution list. The Exchange reached out to these firms
individually to alert them of the upcoming fee change and give them
the opportunity to disconnect any old connections to the BOX system.
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    The Exchange is comprised of 51 BOX Participants. Of those 51
Participants, 24 Participants have purchased 10 Gb or non-10 Gb
connections or some combination of multiple various connections.\27\
The remaining Participants who have not purchased any connectivity to
BOX are still able to trade on BOX indirectly through other
Participants or non-Participant service bureaus that are connected.
These remaining Participants who have not purchased connectivity are
not forced or compelled to purchase connectivity, and they retain all
of the other benefits of membership with the Exchange. Accordingly,
Participants and non-Participants have the choice to purchase
connectivity and are not compelled to do so in any way.
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    \27\ Currently, there are a total of 119 physical connections to
BOX: 70 10 Gb connections and 49 non-10 Gb connections.
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    The Exchange believes that the proposed fees are fair, equitable
and not unreasonably discriminatory because

the connectivity pricing is directly related to the relative costs to
BOX to provide those respective services and does not impose a barrier
to entry to smaller participants. Accordingly, BOX offers various
direct connectivity alternatives and various indirect connectivity (via
third party) alternatives. BOX recognizes that there are various
business models and varying sizes of market participants conducting
business on BOX. The decision of which type of connectivity to
purchase, or whether to purchase connectivity at all for a particular
exchange, is based on the business needs of the firm. To assist
prospective Participants or firms considering connecting to BOX, the
Exchange provides information about BOX's available connectivity
alternatives on the BOX website.\28\ Section 2.4 of the BOX
Connectivity Guide details the bandwidth requirements depending on the
type of traffic each firm requires.
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    \28\ See BOX Connectivity Guide at https://boxoptions.com/assets/NET-BX-001E-BOX-Network-Connection-Specifications-v2.7.pdf.
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    The non-10 Gb direct connectivity alternatives \29\ are all
comprised of bandwidth of equal to or less than 1 Gb and are purchased
by market participants that require less bandwidth. For example, a firm
requiring only simple order routing (which requires 128 kbps of
bandwidth) would be satisfied with a non-10 Gb connection.
Additionally, non-10 Gb connections can fully support both the sending
of orders and the consumption of BOX's HSVF Data Feed.\30\ By
definition, non-10 Gb connections utilize less bandwidth and consume
less resources from the network. Additionally, non-10 Gb connections
and their interface modules cost considerably less than 10 Gb
connections. Accordingly, because these connections consume the least
resources of the Exchange and are the least costly for the Exchange to
provide, the non-10 Gb connections are at a lower price point than the
10 Gb connections.\31\
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    \29\ Non-10 Gb connectivity alternatives are comprised of
protocol types that are at or under 1 Gb bandwidth. The protocol
types are: Gigabit Ethernet, Ethernet, Fast Ethernet, Fiber Channel,
OC-3, Singlemode Fiber, ISDN, POTS and T1.
    \30\ BOX's HSVF Data Feed does not require a 10 Gb physical
connection. However, to receive the five best limits on the HSVF, a
10 Gb connection is required. On MIAX, the 1 Gb connection cannot
support the consumption of the top of market data feed or the depth
data feed product--both require a 10 Gb connection.
    \31\ Based on one trading day in January 2020, Participants with
10 Gb connections accounted for approximately 85% of message traffic
over the network where Participants with non-10 Gb connections
accounted for approximately 15% of message traffic over the network.
As discussed herein, non-10 Gb connections consume less resources
from the network and are therefore priced lower than the 10 Gb
connection.
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    In contrast, market participants that purchase 10 Gb connections
utilize the most bandwidth and consume the most resources from the
network.\32\ The 10 Gb connection offers optimized connectivity with
lower latency for latency sensitive participants and is faster in round
trip time for connection oriented traffic to BOX than the non-10 Gb
connection. In other words, 10 Gb connections carry ten times more
gigabits than the non-10 Gb connection so information travelling over a
10 Gb connection will generally get to the destination faster than if
it travelled over a non-10 Gb connection. As discussed herein, this
lower latency is achieved through more advanced network equipment, such
as advanced hardware and switching components, which translates to
increased costs to BOX. A 10 Gb connection uses at least ten times the
network infrastructure as the non-10 Gb connections as BOX has to scale
the systems by the amount and size of all connections regardless of how
they are used.\33\ Accordingly, the Exchange believes that the
allocation of the proposed fees ($1,000 per non-10 Gb connection and
$5,000 per 10 Gb connection) are reasonable based on the resources
consumed by the respective type of connection--lower resource consuming
market participants pay the least, and highest resource consuming
market participants pay the most, particularly since higher resource
consumption translates to higher costs to BOX.\34\
---------------------------------------------------------------------------

    \32\ Supporting a 10 Gb connection requires larger internal
uplinks, firewalls and sniffer devices, all of which cost
considerably more to maintain than support for non-10 Gb
connections. Specifically, in order to support 10 Gb connections,
BOX must obtain switches that offer 40Gb or more of uplink speed
which cost more than the 1 Gb alternatives. In addition, BOX must
obtain the appropriate connectors to support the 40Gb switches.
These connectors are also more expensive than the 1 Gb alternatives.
It is important to note that, as evidenced above, offering 10 Gb
connections has downstream cost impacts as BOX needs to ensure that
there is sufficient bandwidth internally in order to support
multiple 10 Gb connections for Participants and non-Participants
accessing the BOX system. The Exchange also notes that in addition
to the higher cost of the internal 40Gb switches and appropriate
connectors to support these connections, there are higher third
party support contract costs in order to implement and maintain
these technology components for the benefit of Participants and non-
Participants who access the BOX system.
    \33\ The Exchange's network infrastructure requirements are
based on the premise of all connections operating at full capacity.
    \34\ The IEX Comment Letter questioned if there were cost
differentials between 10 Gb and non-10 Gb connections, stating that
``the hardware components to support a 10 Gb connection are
essentially the same as those for a non-10 Gb connection . . . there
may be marginally higher maintenance costs in the way of
replacements or upgrades for a 10 Gb option, but IEX believes the
difference in exchange cost for a 10 Gb connection will certainly be
less than twice that of a higher latency connection.'' As described
above, this is not true for BOX.
---------------------------------------------------------------------------

    Separately, the Exchange is not aware of any reason why market
participants could not simply drop their connections and cease being
BOX Participants if the Exchange were to establish unreasonable and
uncompetitive price increases for its connectivity alternatives. Market
participants choose to connect to a particular exchange and because it
is a choice, BOX must set reasonable connectivity pricing, otherwise
prospective participants would not connect and existing participants
would disconnect or connect through a third-party reseller of
connectivity. No options market participant is required by rule,
regulation, or competitive forces to be a BOX Participant.\35\ As
evidence of the fact that market participants can and do disconnect
from exchanges based on connectivity pricing, see the R2G Services LLC
(``R2G'') letter based on BOX's proposed rule changes to increase its
connectivity fees. The R2G letter stated, ``[w]hen BOX instituted a
$10,000/month price increase for connectivity; we had no choice but to
terminate connectivity into them as well as terminate our market data
relationship. The cost benefit analysis just didn't make any sense for
us at those new levels.'' \36\ Accordingly, this example shows that if
an exchange sets too high of a fee for connectivity and/or market data
services for its relevant marketplace, market participants can choose
to disconnect from the exchange. The Exchange notes that no other
Participant or non-Participant disconnected from the exchange as a
result of the connectivity fees.
---------------------------------------------------------------------------

    \35\ Cboe Exchange Inc. has over 200 members, Nasdaq ISE, LLC
has approximately 100 members, and NYSE American LLC has over 80
members. In comparison, the BOX has 51 Participants.
    \36\ The Exchange notes that R2G was a non-Participant service
provider who connected to BOX at no cost and then sold BOX
connectivity and market data to its customers. The $10,000 charge
referenced in the R2G Letter was for two (2) 10 Gb connections.
---------------------------------------------------------------------------

    Several market participants choose not to be BOX Participants and
choose not to access BOX, and several market participants also access
BOX indirectly through another market participant. If all market
participants were required to be Participants of each exchange and
connect directly to the exchange, all exchanges would have over 200
Participants, in line with Cboe's total membership.

    The Exchange believes that its proposal is consistent with Section
6(b)(4) of the Act because the proposed fees allow the BOX to recover a
portion of the costs incurred by BOX associated with maintaining and
enhancing a state-of-the-art exchange network infrastructure in the US
options industry. Additionally, there are significant costs associated
with various projects and initiatives to improve overall network
performance and stability, as well as costs paid to the third-party
data centers for space rental, power used, etc.
    The Exchange notes that unlike its competitors, BOX does not own
its own data center and therefore cannot control data center costs.
While some of the data center expenses are fixed, much of the expenses
are not fixed, and thus increases as the number of physical connections
increase. For example, new non-10 Gb and 10 Gb connections require the
purchase of additional hardware to support those connections. Further,
as the total number of all connections increase, BOX needs to increase
their data center footprint and consume more power, resulting in
increased costs charged by their third-party data center provider.
    Further, as discussed herein, because the costs of operating a data
center are significant and not economically feasible for BOX, BOX does
not operate its own data centers, and instead contracts with a third-
party data center provider. The Exchange notes that larger, dominant
exchange operators own/operate their data centers, which offers them
greater control over their data center costs. Because those exchanges
own and operate their data centers as profit centers, BOX is subject to
additional costs. Connectivity fees, which are charged for accessing
the BOX's data center network infrastructure, are directly related to
the network and offset such costs.
    As detailed in the Exchange's and BOX Market's \37\ 2018 audited
financial statements which are publicly available as part of the
Exchange's Form 1 Amendment BOX only has two sources of revenue that it
can control: transaction fees and non-transactions fees.\38\
Accordingly, BOX must cover all of its expenses from these two sources
of revenue.
---------------------------------------------------------------------------

    \37\ BOX Exchange LLC (``Exchange'') and BOX Options Market LLC
(``BOX'') are two different entities. The Exchange is a national
securities exchange registered with the SEC under Section 6 of the
Securities Exchange Act of 1934. The Exchange fulfills the
regulatory functions and responsibilities and oversees BOX, the
equity options market. Expenses associated with network connectivity
services are born by both the Exchange and BOX. A summary of the
Form 1 Statement of Income and Expense for both the Exchange and BOX
is included as an Exhibit 3 of this filing. The Exchange notes that
the Non-Transaction Fees for BOX Options Market LLC are now broken
down further into three additional categories: Access Fees, Market
Data Fees, and Participant Fees.
    \38\ Options Price Authority Reporting (``OPRA'') income is not
controlled by BOX.
---------------------------------------------------------------------------

    The Proposed Fees are fair and reasonable because they will not
result in excessive pricing or supracompetitive profit, when comparing
the total annual expense of the Exchange and BOX associated with
providing the network connectivity services versus the total projected
annual revenue of the Exchange \39\ and BOX associated with providing
the network connectivity services.
---------------------------------------------------------------------------

    \39\ Revenues for the Exchange are limited to the Options
Regulatory Fee (``ORF'') and fines and disgorgements.
---------------------------------------------------------------------------

    The Exchange conducted an extensive review of the Exchange and BOX
expenses to determine whether such expenses relate to the provision of
network connectivity services, and, if such expense did so relate, what
portion of such expense actually supports the provision of network
connectivity services, and thus bears a relationship that is, ``in
nature and closeness,'' directly related to network connectivity
services. The sum of all such portions of expenses represents the total
actual baseline cost of the Exchange and BOX to provide network
connectivity services.
    For 2018, the annual expense for BOX and the Exchange associated
with providing the network connectivity services was approximately $8.9
million. This amount is comprised of both direct and indirect expenses.
The financial information below is meant to provide greater detail and
clarity concerning BOX's cost allocations as they pertain to expenses
for network connectivity services; and further describe the nature and
closeness of the relationship between the identified costs and
connectivity services where possible.
    The direct expense (which relates to the network infrastructure,
associated data center processing equipment required to support various
connections, network monitoring systems and associated software
required to support the various forms of connectivity) was
approximately $6.4 million.\40\ The Exchange notes the $6.4 million
direct expense is only a portion of the overall technology costs for
BOX and the Exchange. The $6.4 million direct expense does not include
technology items such as the Exchange and BOX technological
improvements and upkeep to the BOX trading and matching system,\41\
third party technology security expenses for the BOX trading and
matching system, technology license contract costs for the BOX trading
and matching system, and third party billing expenses associated with
the BOX trading and matching system. Further, the direct expense of
$6.4 million does not include the indirect expenses detailed below. A
more detailed breakdown of the direct annual operational expense in
2018 includes the following:
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    \40\ Direct connectivity expenses are a portion of the following
line items in the BOX and Exchange Form 1 Financial Statements:
Technical and Operational, Other and Communications and Data
Processing. The Exchange notes that these direct expenses include
all expenses associated with the Exchanges' data centers. BOX's
infrastructure design does not distinguish network connectivity
expenses from other data center expenses. In other words, network
connectivity is intertwined with the overall infrastructure of the
BOX system.
    \41\ In determining the $6.4 million direct cost for network
connectivity, the Exchange did not include any expenses related to
business development initiatives. For example, the technological
cost for adding complex order functionality to certain order types
would not be included in the technological improvement costs
outlined in the direct expense for network connectivity. The total
cost for technological improvements in 2018, including business
development initiatives and other initiatives not related to network
connectivity was $3.86 million.
---------------------------------------------------------------------------

     Over $2.8 million for space rental, power usage,
connections, etc. at the Exchanges data centers; \42\
---------------------------------------------------------------------------

    \42\ This cost can be found in three line items in the Statement
of Income of the BOX and Exchange Form 1 documents: ``Professional
Services: Other,'' ``Professional Services: Technical and
Operational''; and ``Communications and data processing.'' The
Exchange notes that the $2.8 million figure includes, but is not
limited to, the fees paid to: Equinix and 365 Services LLC, the data
centers that host the Exchange's network infrastructure, Secure
Financial Transaction Infrastructure (``SFTI''), which supports
connectivity and fees for the entire US options industry, various
other service providers (including Cogent, Lightower and Activ
Financial Systems, Inc) which provide content, connectivity
services, and infrastructure services for critical components of
options connectivity; and various other hardware and software
providers which support the production environment in which
Participants and non-Participants connect to the network to trade,
receive market data, etc. The Exchange believes that without the
technology services of the all providers discussed above, the
Exchange would not be able to operate and support the BOX network
and provide network connectivity services to Participants and non-
Participants. The Exchange believes that including the costs of
these services is reasonable as they represent the Exchange's cost
to operate and support the BOX network and ultimately provide
optimal network connectivity to market participants.
---------------------------------------------------------------------------

     Over $1.1 million for data center support and management
of third party vendors; \43\
---------------------------------------------------------------------------

    \43\ These costs include annual service and support contracts
with a large number of third party vendors to support the data
centers and trading platform. These costs appear in the
``Professional Services: Technical and Operational'' line item of
the Statement of Income of the BOX and Exchange Form 1 documents.

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

     Over $700,000 in technological improvements to the data
center infrastructure; \44\
---------------------------------------------------------------------------

    \44\ This cost is represented on the BOX's Financial Statement
document under the ``Computer equipment and software and leasehold
improvements'' line item. The associated amortization in 2018 was
excluded from the indirect depreciation outlined herein.
---------------------------------------------------------------------------

     Over $1.4 million for resources for technical and
operational services for the Exchange's data centers; \45\ and
---------------------------------------------------------------------------

    \45\ These costs are included in the ``Professional Services:
Technical and Operational'' line item of the Statement of Income of
the BOX and Exchange Form 1 documents.
---------------------------------------------------------------------------

     $400,000 in market data connectivity fees.\46\
---------------------------------------------------------------------------

    \46\ A portion can be tied to the ``Communications and data
processing'' line item of the BOX and Exchange Statement of Income.
The remaining portion is in the ``Professional Services: Other''
line item of the BOX and the Exchange Statement of Income. Of note,
regarding market data connectivity fees, this is the cost associated
with BOX consuming connectivity/content from the equities markets in
order to operate the Exchange, causing BOX to effectively pay its
competitors for this connectivity.
---------------------------------------------------------------------------

    The indirect expense (which includes expense from such areas as
trading operations, software development, business development,
information technology, marketing, human resources, legal and
regulatory, finance and accounting) that the Exchange and BOX allocate
to the maintenance and support of network connectivity services was
approximately $2.5 million.\47\ Included in this indirect expense total
are the following:
---------------------------------------------------------------------------

    \47\ Indirect expenses for connectivity are a portion of the
following line items in the BOX and Exchange Form 1 Financial
Statements: Employee, facilities, and other, Depreciation and
Amortization, Consulting and Financial and Administrative. The
Exchange notes that these indirect expenses represent approximately
10% of the total annual expenses for BOX and the Exchange in 2018.
---------------------------------------------------------------------------

     Over $1 million in employee compensation and benefits for
full-time employees that support network connectivity services; \48\
---------------------------------------------------------------------------

    \48\ This cost includes employees in network operations, trading
operations, development, system operations, business, etc., as well
as staff in general corporate departments (such as legal,
regulatory, and finance) that support those employees and functions.
BOX's employee compensation and benefits expense relating to
providing network connectivity services was a portion of the total
expense for employee compensation and benefits that is stated in the
Employee, facilities, and other line item in the 2018 Financial
Statements for BOX and the Exchange.
---------------------------------------------------------------------------

     Over $1 million in software and hardware depreciation;
\49\
---------------------------------------------------------------------------

    \49\ This cost includes depreciation and amortization of
hardware and software used to provide network connectivity services,
including equipment, servers, cabling, purchased software and
internally developed software used in the production environment to
support the provision of network connectivity for trading. BOX's
depreciation and amortization expense relating to providing network
connectivity services was a portion of the total expense for
depreciation and amortization that is stated in the 2018 Financial
Statements for BOX and the Exchange.
---------------------------------------------------------------------------

     Over $100,000 in office space and rent to support
employees related to network connectivity; \50\ and
---------------------------------------------------------------------------

    \50\ This cost includes occupancy costs for leased office space
for staff that support the provision of network connectivity
services. BOX and Exchange's combined occupancy expense relating to
providing network connectivity services is a portion of the total
expense for occupancy that is stated in the Employee, facilities,
and other line item in the 2018 Financial Statements for BOX and the
Exchange.
---------------------------------------------------------------------------

     Over $200,000 in miscellaneous data, communications,
external IT, and regulatory audit costs relate to expenses that support
general connectivity for trading and personnel support.\51\
---------------------------------------------------------------------------

    \51\ The combined miscellaneous expense relating to trading
connectivity and personnel support was a portion of multiple line
items in the 2018 Financial Statements for BOX and the Exchange.
---------------------------------------------------------------------------

    Total projected annualized revenue associated with selling the
network connectivity services (reflecting the proposed fees on a fully-
annualized basis, using July 2019 data) for BOX is projected to be
approximately $4.6 million. This projected revenue amount of $4.6
million represents approximately 13% of total net revenue of BOX and
Exchange for 2018 of approximately $35.5 million. The Exchange believes
that an indirect expense allocation of 10% of total expense (less
direct expense) to network connectivity services is fair and
reasonable, as total projected network connectivity revenue represents
approximately 13% of total net revenue for 2018. That is, direct
expense of $6.4 million plus indirect expense of $2.5 million fairly
reflects the total annual expense associated with providing the network
connectivity services, both from the perspective of similar revenue and
expense percentages (connectivity to total), as well as matching
connectivity resources to connectivity expenses. The Exchange believes
that this is a conservative allocation of indirect expense.
Accordingly, the total projected connectivity revenue for BOX,
reflective of the proposed fees, on an annualized basis, of $4.6
million, is almost half of the total annual actual BOX and Exchange
connectivity expense (direct and indirect) for 2018 of $8.9 million.
Further, even the direct expense associated with providing network
connectivity ($6.4 million) exceeds expected revenue from connectivity.
    The Exchange projects comparable network connectivity revenue and
expense for 2020 for BOX. Accordingly, the Proposed Fees are fair and
reasonable because they do not result in excessive pricing or
supracompetitive profit, when comparing the actual network connectivity
costs to the Exchange and BOX versus the projected network connectivity
annual revenue. Additional information on overall revenue and expense
can be found in the Exchange's and BOX's 2018 audited financial
results, which is publicly available as part of the Exchange's Form 1
filed with the Commission.
    For the avoidance of doubt, none of the expenses included herein
relating to the provision of network connectivity services relate to
the provision of any other services offered by BOX. Stated differently,
no expense amount of the Exchange or BOX is allocated twice.
    The Exchange again notes that other exchanges have similar
connectivity alternatives for their participants, including similar
low-latency connectivity. For example, Nasdaq PHLX LLC (``Phlx''), NYSE
Arca, Inc. (``Arca''), NYSE American LLC (``NYSE American'') and Nasdaq
ISE, LLC (``ISE'') all offer a 1 Gb, 10 Gb and 10 Gb low latency
ethernet connectivity alternatives to each of their participants.\52\
The Exchange further notes that Phlx, ISE, Arca and NYSE American each
charge higher rates for such similar connectivity to primary and
secondary facilities.\53\
---------------------------------------------------------------------------

    \52\ See Phlx and ISE Rules, General Equity and Options Rules,
General 8, Section 1(b). Phlx and ISE each charge a monthly fee of
$2,500 for each 1 Gb connection, $10,000 for each 10 Gb connection
and $15,000 for each 10 Gb Ultra connection, which the equivalent of
the Exchange's 10 Gb ULL connection. See also NYSE American Fee
Schedule, Section V.B, and Arca Fees and Charges, Co-Location Fees.
NYSE American and Arca each charge a monthly fee of $5,000 for each
1 Gb circuit, $14,000 for each 10 Gb circuit and $22,000 for each 10
Gb LX circuit, which the equivalent of the Exchange's 10 Gb ULL
connection.
    \53\ Id.
---------------------------------------------------------------------------

    The financials above show that BOX has incurred substantial costs
associated with maintaining and enhancing the BOX network. These costs,
coupled with BOX's historically low transaction fees, place BOX at a
competitive disadvantage against other options exchanges who charge
connectivity fees to market participants. BOX has no choice but to
begin charging Participants and non-Participants fees for connecting
directly to the network which BOX has taken considerable measures to
maintain and enhance for the benefit of those Participants and non-
Participants in order to remain competitive with the other options
exchanges in the industry.
    Finally, the Exchange believes redefining the HSVF Connection Fee
as a Port Fee is reasonable, equitable and not unfairly discriminatory.
This classification is more accurate because an HSVF subscription is
not enabled

through a physical connection to the Exchange. Although market
participant must be credentialed by BOX to receive the HSVF, anyone can
become credentialed by submitting the required documentation.\54\ The
Exchange does not propose to alter the amount of the existing HSVF fee;
subscribers to the HSVF will continue to pay $1,500 per month. As with
the Connectivity Fees, BOX's HSVF Port Fee is in line with industry
practice.\55\
---------------------------------------------------------------------------

    \54\ See Trading Interface Specification, BOX Options, https://boxoptions.com/technology/trading-interface-specifications/.
    \55\ See Cboe Data Services, LLC (CDS) Fee Schedule Sec.  VI
(charging $500 per month for up to five users to access the Enhanced
Controlled Data Distribution Program).
---------------------------------------------------------------------------

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 not necessary or appropriate in
furtherance of the purposes of the Act.
Intra-Market Competition
    The Exchange does not believe that the proposed rule change would
place certain market participants at the Exchange at a relative
disadvantage compared to other market participants or affect the
ability of such market participants to compete. In particular, the
Exchange has received no official complaints from Participants that
purchase the Exchange's connectivity that the Exchange's fees or the
Proposed Fees are negatively impacting or would negatively impact their
abilities to compete with other market participants or that they are
placed at a disadvantage.\56\ The Exchange believes that the Proposed
Fees do not place certain market participants at a relative
disadvantage to other market participants because the connectivity
pricing is associated with relative usage of the various market
participants and does not impose a barrier to entry to smaller
participants. As described above, the less expensive non-10 Gb direct
connection is generally purchased by market participants that utilize
less bandwidth. The market participants that purchase 10 Gb connections
utilize the most bandwidth, and those are the participants that consume
the most resources from the network. Accordingly, the Proposed Fees do
not favor certain categories of market participants in a manner that
would impose a burden on competition; rather, the allocation of the
Proposed Fees reflect the network resources consumed by the various
size of market participants--lowest bandwidth consuming members pay the
least, and highest bandwidth consuming members pays the most,
particularly since higher bandwidth consumption translates to higher
costs to BOX.
---------------------------------------------------------------------------

    \56\ The Exchange notes that it did receive one complaint from a
non-Participant third party that, prior to the proposed fees,
received connectivity for free and resold it to other market
participants. This non-Participant ceased connectivity to the
Exchange in January 2019.
---------------------------------------------------------------------------

Inter-Market Competition
    The Exchange believes the Proposed Fees do not place an undue
burden on competition on other SROs that is not necessary or
appropriate. In particular, options market participants are not forced
to connect to (and purchase market data from) all options exchanges, as
shown by the number of Participants of BOX as compared to the much
greater number of members at other options exchanges (as described
above). Not only does BOX have less than half the number of
Participants as certain other options exchanges, but there are also a
number of the Exchange's Participants that do not connect directly to
BOX. Additionally, the Exchange notes other exchanges have similar
connectivity alternatives for their participants, including similar
low-latency connectivity, but with much higher rates to connect.\57\
The Exchange is also unaware of any assertion that its existing fee
levels or the Proposed Fees would somehow unduly impair its competition
with other options exchanges. To the contrary, if the fees charged are
deemed too high by market participants, they can simply disconnect.
---------------------------------------------------------------------------

    \57\ See supra note 20.
---------------------------------------------------------------------------

    Unilateral action by the Exchange in establishing fees for services
provided to its Participants and others using its facilities will not
have an impact on competition. As a small exchange in the already
highly competitive environment for options trading, the Exchange does
not have the market power necessary to set prices for services that are
unreasonable or unfairly discriminatory in violation of the Exchange
Act. The Exchange's proposed fees, as described herein, are comparable
to and generally lower than fees charged by other options exchanges for
the same or similar services. Lastly, the Exchange believes the
proposed change will not impose a burden on intramarket competition as
the proposed fees are applicable to all Participants and others using
its facilities that connect to BOX.

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 rule change has become effective pursuant to Section
19(b)(3)(A)(ii) of the Exchange Act \58\ and Rule 19b-4(f)(2)
thereunder,\59\ because it establishes or changes a due, or fee.
---------------------------------------------------------------------------

    \58\ 15 U.S.C. 78s(b)(3)(A)(ii).
    \59\ 17 CFR 240.19b-4(f)(2).
---------------------------------------------------------------------------

    At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend the rule
change if it appears to the Commission that the action is necessary or
appropriate in the public interest, for the protection of investors, or
would otherwise further the purposes of the Act. If the Commission
takes such action, the Commission shall institute proceedings to
determine whether the proposed rule should be approved or disapproved.

IV. Solicitation of Comments

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

Electronic Comments

     Use the Commission's internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to<EMAIL_ADDRESS>Please include
File Number SR-BOX-2020-03 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-BOX-2020-03. 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 website (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 website 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. Persons submitting comments are
cautioned that we do not redact or edit personal identifying
information from comment submissions. You should submit only
information that you wish to make available publicly. All submissions
should refer to File Number SR-BOX-2020-03, and should be submitted on
or before March 10, 2020.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\60\
---------------------------------------------------------------------------

    \60\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020-03091 Filed 2-14-20; 8:45 am]
 BILLING CODE 8011-01-P


[Federal Register: October 17, 2008 (Volume 73, Number 202)]
[Notices]
[Page 61856]
[DOCID:fr17oc08-82]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket No. CP08-482-000]

National Fuel Gas Supply Corporation; Notice of Request Under
Blanket Authorization

October 9, 2008.
    Take notice that on September 30, 2008, National Fuel Gas Supply
Corporation (National Fuel), 6363 Main Street, Williamsville, New York
14221, filed in Docket No. CP08-482-000, a prior notice request
pursuant to sections 157.205 and 157.208 of the Federal Energy
Regulatory Commission's regulations under the Natural Gas Act for
authorization to increase the certificated Maximum Allowable Operating
Pressure (MAOP) of Line Y-M57, located in Allegany County, New York,
and to thereafter operate this line up to and including the higher
MAOP, all as more fully set forth in the application, which is on file
with the Commission and open to public inspection. The filing may also
be viewed on the Web at http://www.ferc.gov using the ``eLibrary''
link. Enter the docket number excluding the last three digits in the
docket number field to access the document. For assistance, contact
FERC at<EMAIL_ADDRESS>or call toll-free,<PHONE_NUMBER> or
TTY,<PHONE_NUMBER>.
    Specifically, National Fuel proposes to uprate the MAOP of Line Y-
M57 from the current MAOP of 1,000 psig to the requested MAOP of 1,260
psig. National Fuel states that the uprating of the MAOP will allow it
to deliver gas to Millennium Pipeline Company, L.L.C. National Fuel
estimates the cost of construction to be $25,000.
    Any questions regarding the application should be directed to David
W. Reitz, Deputy General Counsel, National Fuel Gas Supply Corporation,
6363 Main Street, Williamsville, New York 14221, at<PHONE_NUMBER>.
    Any person may, within 60 days after the issuance of the instant
notice by the Commission, file pursuant to Rule 214 of the Commission's
Procedural Rules (18 CFR 385.214) a motion to intervene or notice of
intervention. Any person filing to intervene or the Commission's staff
may, pursuant to section 157.205 of the Commission's Regulations under
the Natural Gas Act (NGA) (18 CFR 157.205) file a protest to the
request. If no protest is filed within the time allowed therefore, the
proposed activity shall be deemed to be authorized effective the day
after the time allowed for protest. If a protest is filed and not
withdrawn within 30 days after the time allowed for filing a protest,
the instant request shall be treated as an application for
authorization pursuant to section 7 of the NGA.
    The Commission strongly encourages electronic filings of comments,
protests, and interventions via the Internet in lieu of paper. See 18
CFR 385.2001(a)(1)(iii) and the instructions on the Commission's Web
site (http://www.ferc.gov) under the ``e-Filing'' link.

Kimberly D. Bose,
Secretary.
[FR Doc. E8-24710 Filed 10-16-08; 8:45 am]

BILLING CODE 6717-01-P


[Federal Register: October 19, 2006 (Volume 71, Number 202)]
[Notices]
[Page 61756-61759]
[DOCID:fr19oc06-80]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

Combined Notice of Filings 1

October 13, 2006.
    Take notice that the Commission received the following electric
corporate filings:

    Docket Numbers: EC07-1-000.
    Applicants: Peoples Elwood, LLC; J-Power USA Investment Company,
Ltd.
    Description: Peoples Elwood, LLC & J-POWER USA Investment Co, Ltd
submit a joint application for authorization to transfer membership
interest in a public utility.
    Filed Date: 10/06/2006.
    Accession Number: 20061010-0219.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Docket Numbers: EC07-2-000.
    Applicants: KGen Southhaven, LLC; KGen New Albany LLC, BTEC New
Albany LLC.
    Description: KGen Southaven, LLC, KGen New Albany, LLC et al.
submit a joint application for disposition of jurisdictional
facilities.
    Filed Date: 10/06/2006.
    Accession Number: 20061012-0215.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Take notice that the Commission received the following exempt
wholesale generator filings:

    Docket Numbers: EG07-3-000.
    Applicants: Plains End II, LLC.
    Description: Plains End II, LLC submits its Notice of Self-
Certification of Exempt Wholesale Generator Status.
    Filed Date: 10/12/2006.
    Accession Number: 20061012-5017.
    Comment Date: 5 p.m. Eastern Time on Thursday, November 2, 2006.

    Docket Numbers: EG07-4-000.
    Applicants: RC Cape May Holdings, LLC.
    Description: RC Cape May Holdings LLC submits it's a Notice of
Self-Certification of Exemption Wholesale Generator Status.
    Filed Date: 10/11/2006.
    Accession Number: 20061013-0083.
    Comment Date: 5 p.m. Eastern Time on Wednesday, November 1, 2006.

    Take notice that the Commission received the following electric
rate filings:

    Docket Numbers: ER99-845-010.
    Applicants: Puget Sound Energy, Inc.
    Description: Puget Sound Energy, Inc submits a Notice in Change in
Status pursuant to requirements of Order 652.
    Filed Date: 10/06/2006.
    Accession Number: 20061011-0009.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Docket Numbers: ER00-2885-011; ER01-2765-010; ER02-1582-009; ER02-
1785-006; ER02-2102-010; ER06-864-003.
    Applicants: Bear Energy LP; Cedar Brakes I, L.L.C.; Cedar Brakes
II, L.L.C., Mohawk River Funding IV, L.L.C.; Thermo Cogeneration
Partnership L.P., Utility Contract Funding, L.L.C.
    Description: Bear Energy, LP et al, submits a notice to FERC that
they have entered into two energy management agreements with Project
Orange Associates et al. pursuant to Order 652.
    Filed Date: 10/11/2006.
    Accession Number: 20061013-0074.
    Comment Date: 5 p.m. Eastern Time on Wednesday, November 1, 2006.

    Docket Numbers: ER01-615-014; ER96-1551-018.
    Applicants: Public Service Company of New Mexico.
    Description: Public Service Company of New Mexico submits an
electric compliance report.
    Filed Date: 10/06/2006.
    Accession Number: 20061006-5052.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Docket Numbers: ER03-467-001.
    Applicants: Gulf States Energy, Inc.
    Description: Gulf States Energy Inc submits amended triennial
updated market power analysis in compliance with the FERC order.
    Filed Date: 10/06/2006.
    Accession Number: 20061010-0034.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Docket Numbers: ER03-821-001.
    Applicants: One Nation Energy Solutions, LLC.
    Description: One Nation Energy Solutions, LLC submits a Triennial
Market Power Update.
    Filed Date: 10/12/2006.
    Accession Number: 20061013-0099.
    Comment Date: 5 p.m. Eastern Time on Thursday, November 2, 2006.

    Docket Numbers: ER03-888-003; ER06-1503-001; ER06-1504-001.
    Applicants: Nordic Marketing of Ohio; Nordic Marketing of
Pennsylvania, LLC; Nordic Marketing of Illinois, LLC.
    Description: Nordic Marketing of Ohio LLC et al submit rate
schedule cancellation sheet (Second Revised Sheet 1 et al.) to
supplement their 9/15/06 submission.
    Filed Date: 10/06/2006.
    Accession Number: 20061011-0010.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Docket Numbers: ER03-891-002.
    Applicants: Gulf States Energy Investments L.P.
    Description: Gulf States Energy Investments, LP submits amended
triennial updated market power analysis in compliances with FERC's
Order 652 under ER03-891.
    Filed Date: 10/06/2006.
    Accession Number: 20061010-0030.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Docket Numbers: ER03-1288-002.
    Applicants: Rocky Mountain Energy Center, LLC.
    Description: Rocky Mountain Energy Center, LLC submits an Updated
Market Analysis in accordance with the Commission's 10/3/03 letter
order.
    Filed Date: 10/03/2006.
    Accession Number: 20061005-0044.
    Comment Date: 5 p.m. Eastern Time on Tuesday, October 24, 2006.

    Docket Numbers: ER05-636-005.
    Applicants: Midwest Independent Transmission System Operator, Inc.
    Description: Midwest Independent Transmission System Operator, Inc
submits a Compliance Filing of Large Generator Interconnection
Agreement among Columbia Community Windpower LLC.
    Filed Date: 10/10/2006.

    Accession Number: 20061011-0053.
    Comment Date: 5 p.m. Eastern Time on Tuesday, October 31, 2006.

    Docket Numbers: ER05-662-005.
    Applicants: Midwest Independent Transmission System Operator, Inc.
    Description: Midwest Independent Transmission System Operator, Inc
submits the Large Generator Interconnection Agreement with Darlington
Wind Farm, LLC et al.
    Filed Date: 10/10/2006.
    Accession Number: 20061011-0018.
    Comment Date: 5 p.m. Eastern Time on Tuesday, October 31, 2006.

    Docket Numbers: ER05-864-004.
    Applicants: Midwest Independent Transmission System Operator, Inc.
    Description: Midwest Independent Transmission System Operator Inc
submits a Large Generator Interconnection Agreement among Forward
Energy LLC & American Transmission Co, LLC.
    Filed Date: 10/10/2006.
    Accession Number: 20061011-0266.
    Comment Date: 5 p.m. Eastern Time on Tuesday, October 31, 2006.

    Docket Numbers: ER05-1178-005.
    Applicants: Gila River Power, L.P.; Union Power Partners, LP.
    Description: Gila River Power LP and Union Power Partners LP
submits a Notice of Non-Material Change in Status relating to their
upstream ownership structure.
    Filed Date: 10/05/2006.
    Accession Number: 20061010-0211.
    Comment Date: 5 p.m. Eastern Time on Thursday, October 26, 2006.

    Docket Numbers: ER05-1508-003.
    Applicants: Midwest Independent Transmission System Operator, Inc.
    Description: Midwest Independent Transmission System Operator, Inc
submits an amendment to its 9/8/06 filing of the Large Generator
Interconnection Agreement with Power Partners Midwest, LLC et al.
    Filed Date: 10/04/2006
    Accession Number: 20061006-0005.
    Comment Date: 5 p.m. Eastern Time on Wednesday, October 25, 2006.

    Docket Numbers: ER06-690-004.
    Applicants: Midwest Independent Transmission System Operator, Inc.
    Description: Midwest Independent Transmission System Operator, Inc
submits proposed revisions to Attachment HH (Dispute Resolution
Procedures) of the Open Access Transmission and Energy Markets Tariff.
    Filed Date: 10/10/2006.
    Accession Number: 20061011-0200.
    Comment Date: 5 p.m. Eastern Time on Tuesday, October 31, 2006.

    Docket Numbers: ER06-731-003.
    Applicants: Midwest Independent Transmission System Operator, Inc.
    Description: Midwest Independent Transmission System Operator, Inc
submits an amended compliance filing re Broad Constrained Area
Mitigation.
    Filed Date: 10/11/2006.
    Accession Number: 20061013-0055.
    Comment Date: 5 p.m. Eastern Time on Wednesday, November 1, 2006.

    Docket Numbers: ER06-1001-001.
    Applicants: Midwest Independent Transmission System.
    Description: Midwest Independent Transmission System Operator, Inc
submits a correction to its 10/2/06 filing re: Substitute Third Revised
Sheet 969 et al to FERC Electric Tariff, Third Revised Volume 1.
    Filed Date: 10/04/2006.
    Accession Number: 20061005-0188.
    Comment Date: 5 p.m. Eastern Time on Wednesday, October 25, 2006.

    Docket Numbers: ER06-1234-002.
    Applicants: Southern Company Services, Inc.
    Description: Southern Company Services Inc, acting as agent for
Alabama Power Co et al submits an interconnection agreement in
accordance with FERC's September Order.
    Filed Date: 10/10/2006.
    Accession Number: 20061011-0198.
    Comment Date: 5 p.m. Eastern Time on Tuesday, October 31, 2006.

    Docket Numbers: ER06-1295-001.
    Applicants: Boston Edison Company.
    Description: Boston Edison Company submits a response to 9/26/06
FERC Deficiency Letter of NSTAR Electric & Gas Corp.
    Filed Date: 10/05/2006.
    Accession Number: 20061005-5031.
    Comment Date: 5 p.m. Eastern Time on Thursday, October 26, 2006.

    Docket Numbers: ER06-1331-000.
    Applicants: CalPeak Power LLC.
    Description: CalPeak Power LLC supplements its 8/2/06 application
for acceptance of their initial market-based rate tariff etc, to
clarify a statement in the application.
    Filed Date: 10/04/2006.
    Accession Number: 20061006-0001.
    Comment Date: 5 p.m. Eastern Time on Wednesday, October 25, 2006.

    Docket Numbers: ER06-1422-001.
    Applicants: Louisville Gas & Electric Company Kentucky Utilities
Company.
    Description: Louisville Gas and Electric Co and Kentucky Utilities
Co requests that the Commission find that they continue to be
authorized to make sales of ARS energy to BREC not-withstanding recent
changes to market based rate tariff.
    Filed Date: 10/04/2006.
    Accession Number: 20061006-0004.
    Comment Date: 5 p.m. Eastern Time on Wednesday, October 25, 2006.

    Docket Numbers: ER06-1458-002.
    Applicants: E. ON U.S., LLC; Louisville Gas and Electric Company;
Kentucky Utilities Company.
    Description: E.On U.S. LLC on behalf of Louisville Gas, et al
submit supplements to its 9/21/06 filing with supporting testimony and
data of LG & E Companies et al substitute unexecuted Service Agreement
for Integration Transmission Service.
    Filed Date: 09/28/2006.
    Accession Number: 20061005-0166.
    Comment Date: 5 p.m. Eastern Time on Thursday, October 19, 2006.

    Docket Numbers: ER06-1502-001.
    Applicants: Round Rock Energy LLC.
    Description: Round Rock Energy LLC submits amendments to its market
based rate, Rate Schedule No. 1.
    Filed Date: 10/05/2006.
    Accession Number: 20061010-0218.
    Comment Date: 5 p.m. Eastern Time on Thursday, October 26, 2006.

    Docket Numbers: ER06-1503-001.
    Applicants: Nordic Marketing of Ohio, LLC.
    Description: Nordic Marketing of Ohio LLC et al submits further
information and rate schedule cancellation sheet (Second Revised Sheet
1et al) to supplement their 9/15/06 submission under ER06-1503 et al.
    Filed Date: 10/06/2006.
    Accession Number: 20061011-0010.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Docket Numbers: ER07-4-001.
    Applicants: Southwest Power Pool, Inc.
    Description: Southwest Power Pool, Inc supplements its 10/2/06
filing by submitting Exhibit I a redlined version of the Agreement
against the 1981 Agreement to comply with Order 614.
    Filed Date: 10/10/2006.
    Accession Number: 20061011-0017.
    Comment Date: 5 p.m. Eastern Time on Tuesday, October 31, 2006.

    Docket Numbers: ER07-12-000.
    Applicants: Southern California Edison Company.
    Description: Southern California Edison Company submits revised
rate sheets to the Interconnection Facilities Agreement with NM Mid
Valley Genco, LLC.
    Filed Date: 10/04/2006.
    Accession Number: 20061006-0006.
    Comment Date: 5 p.m. Eastern Time on Wednesday, October 25, 2006.

    Docket Numbers: ER07-13-000.
    Applicants: Dynegy Midwest Generation, Inc.

    Description: Dynegy Midwest Generation, Inc submits revisions to
its market-based rate tariff that would remove the outdated restriction
on sales to Illinois Power Co.
    Filed Date: 10/04/2006.
    Accession Number: 20061006-0009.
    Comment Date: 5 p.m. Eastern Time on Wednesday, October 25, 2006.

    Docket Numbers: ER07-14-000.
    Applicants: Southwest Power Pool, Inc.
    Description: Southwest Power Pool, Inc submits notices of
cancellation for Network Operating Agreements and on 10/10/06 submit a
supplement to this filing.
    Filed Date: 10/04/2006; 10/10/2006.
    Accession Number: 20061006-0008; 20061011-0203.
    Comment Date: 5 p.m. Eastern Time on Wednesday, October 25, 2006.

    Docket Numbers: ER07-15-000.
    Applicants: Florida Power Corporation.
    Description: Florida Power Corp dba Progress Energy Florida Inc
submits a modification of the 10/12/95 Agreement for Sale & Purchase of
Capacity & Energy with Seminole Electric Cooperative Inc, First Rev
Rate Schedule 176.
    Filed Date: 10/06/2006.
    Accession Number: 20061010-0213.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Docket Numbers: ER07-17-000.
    Applicants: Alloy Power L.L.C.
    Description: Alloy Power, LLC submits a Notice of Cancellation and
cancellation tariff sheet for the purpose of canceling its Shared
Facilities Agreement for service to West Virginia Alloys, Inc etc.
    Filed Date: 10/06/2006.
    Accession Number: 20061010-0214.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Docket Numbers: ER07-18-000.
    Applicants: New York Independent System Operator, Inc.
    Description: New York State Electric & Gas Corp submits an Original
Service Agreement 921 between NYSEG and Indeck Energy Services of
Silver Springs Inc under its OATT.
    Filed Date: 10/06/2006.
    Accession Number: 20061010-0215.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Docket Numbers: ER07-19-000.
    Applicants: PJM Interconnection, LLC.
    Description: PJM Interconnection, LLC submits its proposed
revisions to its Open Access Transmission Tariff.
    Filed Date: 10/06/2006.
    Accession Number: 20061011-0012.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Docket Numbers: ER07-20-000.
    Applicants: PJM Interconnection, LLC.
    Description: PJM Interconnection, LLC submits proposed revisions to
its Open Access Transmission Tariff by amending the timing requirement
for Short Term Firm Transmission Service.
    Filed Date: 10/06/2006.
    Accession Number: 20061011-0013.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Docket Numbers: ER07-21-000.
    Applicants: PJM Interconnection, LLC.
    Description: PJM Interconnection, LLC submits an executed
Interconnection service agreement with Camp Grove Wind Farm, LLC and
Commonwealth Edison Company.
    Filed Date: 10/06/2006.
    Accession Number: 20061011-0014.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Docket Numbers: ER07-22-000.
    Applicants: Jump Power, LLC.
    Description: Jump Power submits a Petition for Acceptance of
Initial Tariff, Waivers and Blanket Authority, FERC Electric Tariff,
Original Volume 1 etc.
    Filed Date: 10/10/2006.
    Accession Number: 20061011-0199.
    Comment Date: 5 p.m. Eastern Time on Tuesday, October 31, 2006.

    Docket Numbers: ER07-23-000.
    Applicants: Arizona Public Service Company.
    Description: Arizona Public Service Co submits its proposed FERC
Electric Tariff, Volume 5 which provides for cost-based sales of
capacity and energy with a duration of less than one year.
    Filed Date: 10/10/2006.
    Accession Number: 20061012-0170.
    Comment Date: 5 p.m. Eastern Time on Tuesday, October 31, 2006.

    Docket Numbers: ER07-24-000.
    Applicants: Southwest Power Pool, Inc.
    Description: Southwest Power Pool, Inc submits a Letter Agreement
between Southwestern Public Service Co d/b/a Xcel Energy and Lea Power
Partners, LLC.
    Filed Date: 10/10/2006.
    Accession Number: 20061012-0172.
    Comment Date: 5 p.m. Eastern Time on Tuesday, October 31, 2006.

    Docket Numbers: ER07-25-000.
    Applicants: Southwest Power Pool, Inc.
    Description: Southwest Power Pool, Inc submits a Letter Agreement
between Southwestern Public Service Co dba Xcel Energy and Golden
Spread Electric Cooperative, Inc.
    Filed Date: 10/10/2006.
    Accession Number: 20061012-0171.
    Comment Date: 5 p.m. Eastern Time on Tuesday, October 31, 2006.

    Docket Numbers: ER07-26-000.
    Applicants: AEP Energy Partners, LP.
    Description: AEP Energy Partners, LP (AEP) submits its Notice of
Succession to reflect a name change on its market-based tariff from CSW
Power Marketing Inc to AEP.
    Filed Date: 10/11/2006.
    Accession Number: 20061012-0174.
    Comment Date: 5 p.m. Eastern Time on Wednesday, November 1, 2006.

    Docket Numbers: ER07-27-000.
    Applicants: Wisconsin Public Power, Inc.
    Description: Wisconsin Public Power, Inc submits an Initial Rate
Schedule 1 and supporting cost data to establish its annual revenue
requirement.
    Filed Date: 10/11/2006.
    Accession Number: 20061013-0075.
    Comment Date: 5 p.m. Eastern Time on Wednesday, November 1, 2006.

    Docket Numbers: ER07-28-000.
    Applicants: Wisconsin Public Power, Inc.
    Description: Wisconsin Public Power, Inc submits its Initial Rate
Schedule 2 and supporting cost data to establish its annual revenue
requirement.
    Filed Date: 10/11/2006.
    Accession Number: 20061013-0079.
    Comment Date: 5 p.m. Eastern Time on Wednesday, November 1, 2006.

    Docket Numbers: ER07-29-000.
    Applicants: Wisconsin Public Power, Inc.
    Description: Wisconsin Public Power, Inc submits its Initial Rate
Schedule 3 and supporting cost data to establish its annual revenue
requirement.
    Filed Date: 10/11/2006.
    Accession Number: 20061013-0078.
    Comment Date: 5 p.m. Eastern Time on Wednesday, November 1, 2006.

    Docket Numbers: ER07-30-000.
    Applicants: RC Cape May Holdings, LLC.
    Description: RC Cape May Holdings, LLC submits an application for
market based rate authority (Electric Tariff, Original Volume 1),
certain waivers and blanket authorizations.
    Filed Date: 10/11/2006.
    Accession Number: 20061013-0077.
    Comment Date: 5 p.m. Eastern Time on Wednesday, November 1, 2006.

    Docket Numbers: ER07-31-000.
    Applicants: Endeavor Power Partners, LLC.
    Description: Endeavor Power Partners, LLC submits an application
for market-based rate authority under Section 205 of the Federal Power
Act,

Request for expedited consideration and for waivers and pre-approvals.
    Filed Date: 10/11/2006.
    Accession Number: 20061013-0076.
    Comment Date: 5 p.m. Eastern Time on Wednesday, November 1, 2006.

    Docket Numbers: ER07-33-000.
    Applicants: New York Independent System Operator, Inc.
    Description: NYISO submits a request for temporary tariff waiver.
    Filed Date: 10/06/2006.
    Accession Number: 20061013-0082.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Docket Numbers: ER07-34-000.
    Applicants: Plains End II, LLC.
    Description: Petition of Plains End II, LLC for order accepting
market-based rate tariff for filing and granting waivers and blanket
approvals and request for expedited action.
    Filed Date: 10/12/2006.
    Accession Number: 20061013-0081.
    Comment Date: 5 p.m. Eastern Time on Thursday, November 2, 2006.

    Docket Numbers: ER96-1551-018.
    Applicants: Public Service Company of New Mexico.
    Description: Public Service Company of New Mexico submits a
compliance Electric Refund Report of Public Service Company of New
Mexico.
    Filed Date: 10/06/2006.
    Accession Number: 20061006-5052.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    Take notice that the Commission received the following electric
securities filings:

    Docket Numbers: ES07-1-000.
    Applicants: Edison Sault Electric Company.
    Description: Edison Sault Electric Co submits an application for
authorization to borrow under Section 204 of the Federal Power Act.
    Filed Date: 10/10/2006.
    Accession Number: 20061012-0099.
    Comment Date: 5 p.m. Eastern Time on Tuesday, October 24, 2006.

    Take notice that the Commission received the following foreign
utility company status filings:

    Docket Numbers: FC07-1-000.
    Applicants: Uskmouth Power Limited.
    Description: Uskmouth Power Limited submits a Notice of Self
Certification.
    Filed Date: 10/03/2006.
    Accession Number: 20061003-5016.
    Comment Date: 5 p.m. Eastern Time on Tuesday, October 24, 2006.

    Docket Numbers: FC07-2-000.
    Applicants: Enel Latin America, LLC.
    Description: Enel Latin America, LLC submits a Self-Certification
of Foreign Utility Company Status.
    Filed Date: 10/06/2006.
    Accession Number: 20061006-5064.
    Comment Date: 5 p.m. Eastern Time on Friday, October 27, 2006.

    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 dockets(s). For assistance
with any FERC Online service, please e-mail<EMAIL_ADDRESS>
or call<PHONE_NUMBER> (toll free). For TTY, call<PHONE_NUMBER>.

Magalie R. Salas,
Secretary.
[FR Doc. E6-17467 Filed 10-18-06; 8:45 am]

BILLING CODE 6717-01-P