[Federal Register: February 7, 2007 (Volume 72, Number 25)]
[Notices]
[Page 5768-5772]
[DOCID:fr07fe07-155]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-55213; File No. SR-Amex-2006-118]

Self-Regulatory Organizations; American Stock Exchange LLC;
Notice of Filing of Proposed Rule Change and Amendment No. 1 Thereto
Relating to Generic Listing Standards for Series of Portfolio
Depositary Receipts and Index Fund Shares Based on Fixed Income Indexes

January 31, 2007.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on December 22, 2006, the American Stock Exchange LLC (``Amex'' or
``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 substantially by the
Exchange. On January 26, 2007, the Exchange filed Amendment No. 1.\3\
The Commission is publishing this notice to solicit comments on the
proposed rule change, as amended, from interested persons.
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    \1\ 15 U.S.C. 78s(b)(l).
    \2\ 17 CFR 240.19b-4.
    \3\ In Amendment No. 1, the Exchange modified the proposed rule
text and corresponding description of its proposal. Amendment No. 1
replaced and superseded the original filing in its entirety.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    The Exchange proposes to revise Amex Rules 1000 and 1000A to
include generic listing standards for series of portfolio depositary
receipts (``PDRs'') and index fund shares (``IFSs'') (together referred
to as ``exchange-traded funds'' or ``ETFs'') that are based on fixed
income indexes or indexes consisting of both equity and fixed income
securities (``combination indexes'').
    The text of the proposed rule change is available at the Amex, at
the Commission's Public Reference Room, and on the Exchange's Web site
at http://www.amex.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, Amex included statements
concerning the purpose of, and basis for, the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
Sections A, B, and C below, of the most significant aspects of such
statements.

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

1. Purpose
    The Exchange proposes to add Commentaries .04, .05, and .06 to Amex
Rule 1000 and Commentaries .03, .04, and .05 to Amex Rule 1000A to
include generic listing standards for series of PDRs and IFSs that are
based on fixed income indexes or combination indexes. These generic
listing standards would be applicable to fixed income indexes and
combination indexes that the Commission has yet to review as well as
those fixed income indexes described in exchange rule changes that have
previously been approved by the Commission under Section 19(b)(2) of
the Act for the trading of ETFs, options, or other index-based
securities. The Exchange also proposes to amend Amex Rules 1000(b)(1)
and 1000A(b)(1) to revise the definitions of PDR and IFS to include
ETFs based on fixed income indexes and combination indexes. This
proposal would enable the Exchange to list and trade ETFs pursuant to
Rule 19b-4(e) under the Act \4\ if each of the conditions set forth in
either Commentaries .04 and .05 to Rule 1000 or Commentaries .03 and
.04 to Rule 1000A, as applicable, are satisfied.
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    \4\ 17 CFR 240.19b-4(e).
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Background

    Exchange-Traded Funds. Amex Rules 1000 et seq. allow for the
listing and trading on the Exchange of PDRs. A PDR represents an
interest in a unit investment trust registered under the Investment
Company Act of 1940 (the ``1940 Act'') \5\ that operates on an open-end
basis and which holds the securities that comprise an index or
portfolio. Amex Rules 1000A et seq. provide standards for listing IFSs,
which are securities issued by an open-end management investment
company (i.e., an open-end mutual fund) based on a portfolio of
securities that seeks to provide investment results that correspond
generally to the price and yield performance or total return
performance of a specified foreign or domestic stock index or fixed
income index. Pursuant to Rules 1000 et seq. and 1000A et seq., PDRs or
IFSs must be issued in a specified aggregate minimum number in return
for a deposit of specified securities and/or a cash amount, with a
value equal to the next determined net asset value. When aggregated in
the same specified minimum number, PDRs or IFSs must be redeemed by the
issuer for the securities and/or cash, with a value equal to the next
determined net asset value. Consistent with Amex Rules 1002 and 1002A,
the net asset value is calculated once a day after the close of the
regular trading day.
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    \5\ 15 U.S.C. 80a.
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    To meet the investment objective of providing investment returns
that correspond to the performance of the underlying index, an ETF may
use a ``replication'' strategy or a ``representative sampling''
strategy with respect to the ETF portfolio. An ETF using a replication
strategy will invest in each component security of the underlying index
in about the same proportion as that security is represented in the
index itself. An ETF using a representative sampling strategy will
generally invest in a significant number, but perhaps not all, of the
component securities of the underlying

index, and will hold securities that, in the aggregate, are intended to
approximate the full index in terms of certain key characteristics. In
the context of a fixed income index, such characteristics may include
liquidity, duration, maturity, and yield.
    In addition, an ETF portfolio may be adjusted in accordance with
changes in the composition of the underlying index or to maintain
compliance with requirements applicable to a regulated investment
company under the Internal Revenue Code (``IRC'').\6\
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    \6\ For an ETF to qualify for tax treatment as a regulated
investment company, it must meet several requirements under the IRC.
Among these is the requirement that, at the close of each quarter of
the ETF's taxable year, (i) At least 50% of the market value of the
ETF's total assets must be represented by cash items, U.S.
government securities, securities of other regulated investment
companies, and other securities, with such other securities limited
for purposes of this calculation in respect of any one issuer to an
amount not greater than 5% of the value if the ETF's assets and not
greater than 10% of the outstanding voting securities of such
issuer; and (ii) not more than 25% of the value of its total assets
may be invested in the securities of any one issuer, or two or more
issuers that are controlled by the ETF (within the meaning of
Section 851(b)(4)(B) of the IRC) and that are engaged in the same or
similar trades or businesses or related trades or business (other
than U.S. government securities or the securities of other regulated
investment companies).
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    Generic Listing Standards for Exchange-Traded Funds. The Exchange
notes that the Commission has previously approved generic listing
standards contemplated by Rule 19b-4(e) under the Act for ETFs based on
indexes that consist of stocks listed on U.S. and non-U.S.
exchanges.\7\ This proposal seeks to adopt generic listing standards
for fixed income and combination indexes that generally reflect
existing generic listing standards for equities, but are tailored for
the fixed income markets.
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    \7\ See Securities Exchange Act Release Nos. 54739 (November 9,
2006), 71 FR 66993 (November 17, 2006) (for ETFs based on global and
international indexes) and 42787 (May 15, 2000), 65 FR 33598 (May
24, 2000) (for ETFs based on indexes comprised of U.S. stocks).
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    The Exchange notes that the Commission has previously approved the
listing and trading of ETFs based on certain fixed income indexes \8\
as well as structured notes linked to a basket or index of fixed income
securities.\9\ In addition, the Commission has also approved listing
standards for other index-based derivatives that permit the listing--
pursuant to Rule 19b-4(e)--of such securities where the Commission had
previously approved the trading of specified index-based derivatives on
the same index, on the condition that all of the standards set forth in
the original order are satisfied by the exchange employing generic
listing standards.\10\
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    \8\ See Securities Exchange Act Release Nos. 46252 (July 24,
2002), 67 FR 49715 (July 31, 2002) (approving the listing and
trading of funds based on U.S. Treasury or corporate bond indexes);
46738 (October 29, 2002), 67 FR 67666 (November 6, 2002) (approving
the listing and trading of FITRS) and 52870 (December 1, 2005), 70
FR 73039 (December 8, 2005) (approving the trading on a UTP basis of
the iShares Lehman TIPS Bond Fund).
    \9\ See Securities Exchange Act Release Nos. 41334 (April 27,
1999), 64 FR 23883 (May 4, 1999) (approving the listing and trading
of Bond Indexed Term Notes); 46923 (November 27, 2002), 67 FR 72247
(December 4, 2002) (approving the listing and trading of trust units
linked to a basket of investment-grade fixed income securities);
48484 (September 11, 2003), 68 FR 54508 (September 17, 2003)
(approving the listing and trading of trust certificates linked to a
basket of up to five investment-grade fixed income securities plus
U.S. Treasury securities); and 50355 (September 13, 2004), 69 FR
56252 (September 20, 2004) (approving generic listing standards for
trust certificates linked to portfolios of investment grade
securities and U.S. Treasury securities).
    \10\ See Amex Company Guide Section 107D (Index-Linked
Securities); Securities Exchange Act Release No. 51563 (April 15,
2005), 70 FR 21257 (April 25, 2005).
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    The Exchange believes that adopting additional generic listing
standards for ETFs based on fixed income indexes and applying Rule 19b-
4(e) should fulfill the intended objective of that rule by allowing
those ETFs that satisfy the proposed generic listing standards to
commence trading, without the need for individualized Commission
approval. The proposed rules have the potential to reduce the time
frame for bringing ETFs to market, thereby reducing the burdens on
issuers and other market participants. The Exchange submits that the
failure of a particular ETF to comply with the proposed generic listing
standards would not, however, preclude the Exchange from submitting a
separate filing pursuant to Section 19(b)(2) requesting Commission
approval to list and trade a particular ETF.

Fixed Income and Combination Index ETFs

    Requirements for Listing and Trading ETFs Based on Fixed Income
Indexes. Exchange-traded funds listed pursuant to the proposed generic
listing standards for fixed income indexes would be traded, in all
other respects, under the Exchange's existing trading rules and
procedures that apply to ETFs and would be covered under the Exchange's
surveillance program for ETFs.\11\ The Exchange represents that its
surveillance procedures are adequate to properly monitor the trading of
ETFs listed pursuant to the proposed new listing standards. In
addition, the Exchange also has a general policy prohibiting the
distribution of material, non-public information by its employees.
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    \11\ See Amex Rules 1000 through 1006 and 1000A through 1005A.
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    In order to list an ETF pursuant to the proposed generic listing
standards for fixed income indexes, the index underlying the ETF must
satisfy all the conditions contained in proposed Commentary .04 to Rule
1000 (for PDRs) or proposed Commentary .03 to Rule 1000A (for IFSs). As
with existing generic listing standards for ETFs based on domestic and
international or global indexes, the proposed generic listing standards
are intended to ensure that fixed income securities with substantial
market distribution and liquidity account for a substantial portion of
the weight of an index or portfolio. While the standards in this
proposal are loosely based on the standards contained in Commission and
Commodity Futures Trading Commission (``CFTC'') rules regarding the
application of the definition of narrow-based security index to debt
security indexes \12\ as well as existing fixed income ETFs, they have
been adapted as appropriate to apply generally to fixed income indexes
for ETFs.
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    \12\ See Securities Exchange Act Release No. 54106 (July 6,
2006), 71 FR 39534 (July 13, 2006) (File No. S7-07-06) (the ``Joint
Rules'').
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Fixed Income Securities

    As proposed, Commentary .04 to Rule 1000 and Commentary .03 to Rule
1000A define the term ``Fixed Income Securities'' to include notes,
bonds (including convertible bonds), debentures, or evidence of
indebtedness that include, but are not limited to, U.S. Treasury
securities (``Treasury Securities''), government-sponsored entity
securities (``GSE Securities''), municipal securities, trust-preferred
securities,\13\ supranational debt,\14\ and debt of a foreign country
or subdivision thereof. This new definition is designed to create a
category of ETFs based on

fixed income indexes that may be listed and traded pursuant to Rule
19b-4(e) under the Act.
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    \13\ Trust-preferred securities are undated cumulative
securities issued from a special purpose trust in which a bank or
bank holding company owns all of the common securities. The trust's
sole asset is a subordinated note issued by the bank or bank holding
company. Trust preferred securities are treated as debt for tax
purposes so that the distributions or dividends paid are a tax-
deductible interest expense.
    \14\ Supranational debt represents the debt of international
organizations such as the World Bank, the International Monetary
Fund, regional multilateral development banks, and multilateral
financial institutions. Examples of regional multilateral
development banks include the African Development Bank, Asian
Development Bank, European Bank for Reconstruction and Development,
and the Inter-American Development Bank. In addition, examples of
multilateral financial institutions include the European Investment
Bank and the International Fund for Agricultural Development.
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    For purposes of the proposed definition, a convertible bond is
deemed to be a Fixed Income Security up until the time that it is
converted into its underlying common or preferred stock.\15\ Once
converted, the equity security may no longer continue as a component of
a fixed income index under the proposed rules, and accordingly, would
have to be removed from such index for the ETF to remain listed
pursuant to proposed Commentary .04 to Rule 1000 or Commentary .03 to
Rule 1000A.
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    \15\ The Exchange notes that, under the Section 3(a)(11) of the
Act, 15 U.S.C. 78c(a)(11), a convertible security is defined as an
equity security. However, for the purpose of the proposed generic
listing criteria, Amex believes that defining a convertible security
(prior to its conversion) as a Fixed Income Security is consistent
with the objectives and intention of the generic listing standards
for fixed-income-based ETFs as well as the Act.
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    The Exchange proposes that, to list an ETF based on a fixed income
index pursuant to the generic standards, the index must meet the
following criteria:
     The index or portfolio must consist of Fixed Income
Securities;
     Components that in aggregate account for at least 75% of
the weight of the index or portfolio must have a minimum original
principal amount outstanding of $100 million or more;
     No component Fixed Income Security (excluding a Treasury
Security) represents more than 30% of the weight of the index, and the
five highest weighted component fixed income securities in the index do
not in the aggregate account for more than 65% of the weight of the
index;
     An underlying index or portfolio (excluding one consisting
entirely of exempted securities) must include a minimum of 13 non-
affiliated issuers; and
     Component securities that in aggregate account for at
least 90% of the weight of the index or portfolio must be either:
    [rtarr8] From issuers that are required to file reports pursuant to
Sections 13 and 15(d) of the Act; \16\
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    \16\ 15 U.S.C. 78m and 78o(d).
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    [rtarr8] From issuers that have a worldwide market value of its
outstanding common equity held by non-affiliates of $700 million or
more;
    [rtarr8] From issuers that have outstanding securities that are
notes, bonds, debentures, or evidences of indebtedness having a total
remaining principal amount of at least $1 billion;
    [rtarr8] Exempted securities, as defined in Section 3(a)(12) of the
Act; \17\ or
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    \17\ 15 U.S.C. 78c(a)(12).
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    [rtarr8] From issuers that are governments of foreign countries or
political subdivisions of foreign countries.
    The Exchange believes that these proposed component criteria
standards are reasonable for fixed income indexes, and, when applied in
conjunction with the other listing requirements, would result in ETFs
that are sufficiently broad-based in scope and not readily susceptible
to manipulation.
    The Exchange notes that the proposed standards are similar to the
standards set forth by the Commission and the CFTC in the Joint Rules
as well as existing fixed-income-based ETFs. First, in the proposed
standards, component fixed income securities that in the aggregate
account for at least 75% of the weight of the index or portfolio would
have to have a minimum original principal amount outstanding of at
least $100 million. This is virtually identical to the corresponding
standard in Section 107E(a)(x) of the Amex Company Guide for trust
certificates. Second, in the proposed standards, the most heavily
weighted component stock cannot exceed 30% of the weight of the index
or portfolio, consistent with the standard for U.S. equity ETFs set
forth in Commentaries .03(a)(A) to Rule 1000 and .02(a)(A) to Rule
1000A. In addition, this standard is identical to the standard set
forth by the Commission and the CFTC in the Joint Rules.\18\ Third, in
the proposed standards, the five most heavily weighted component
securities could not exceed 65% of the weight of the index or
portfolio, consistent with the standard for U.S. equity ETFs set forth
in Commentaries .03(a)(A) to Rule 1000 and .02(a)(A) to Rule 1000A as
well as the Joint Rules. Fourth, the minimum number of fixed income
securities (except for portfolios consisting entirely of exempted
securities, such as Treasury Securities or GSEs) from unaffiliated \19\
issuers in the proposed standards is 13, consistent with the standard
for U.S. equity ETFs set forth in Commentaries .03(a)(A) to Rule 1000
and .02(a)(A) to Rule 1000A and the Joint Rules. This requirement
together with the diversification standards set forth above would
provide assurance that the fixed income securities comprising an index
would not be overly dependent on the price behavior of a single
component or small group of components.
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    \18\ See note 12 supra.
    \19\ Rule 405 under the Securities Act of 1933, 17 CFR 230.405,
defines an affiliate as a person that directly, or indirectly
through one or more intermediaries, controls or is controlled by, or
is under common control with, such person. Control, for this
purpose, is the possession, direct or indirect, of the power to
direct or cause the direction of the management and policies of a
person, whether through the ownership of voting securities, by
contract, or otherwise.
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    Finally, the proposed standards would require that at least 90% of
the weight of the index or portfolio must be either (i) From issuers
that are required to file reports pursuant to Sections 13 and 15(d) of
the Act; \20\ (ii) from issuers that have a worldwide market value of
its outstanding common equity held by non-affiliates of $700 million or
more; (iii) from issuers that have outstanding securities that are
notes, bonds, debentures, or evidences of indebtedness having a total
remaining principal amount of at least $1 billion; (iv) exempted
securities, as defined in Section 3(a)(12) of the Act; \21\ or (v) from
issuers that are governments of foreign countries or political
subdivisions of foreign countries. This proposed standard is consistent
with a similar standard in the Joint Rules and is designed to ensure
that the component fixed income securities have sufficient publicly
available information.
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    \20\ 15 U.S.C. 78m and 78o(d).
    \21\ 15 U.S.C. 78c(a)(12).
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    The proposed generic listing requirements for fixed income ETFs
would not require that component securities in an underlying index have
an investment-grade rating.\22\ In addition, the proposed requirements
would not require a minimum trading volume, due to the lower trading
volume that generally occurs in the fixed income markets as compared to
the equity markets. However, the Exchange submits that the minimum
principal amount outstanding requirement of $100 million, coupled with
the proposed concentration requirements, would severely reduce the
likelihood that an ETF listed under the proposal would be readily
susceptible to manipulation. In all cases, Multiple or Inverse ETFs,
which are considered for listing pursuant to Rule 1000A(b)(2), may not
be the subject of these proposed generic listing standards.
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    \22\ See Joint Rules, 71 FR at 30538.
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    Requirements for Listing and Trading ETFs Based on Combination
Indexes. The Exchange also seeks to list and trade ETFs based on a
combination of equity and fixed income securities or a composite index
that would consist of an equity index and fixed income index
(collectively, ``combination indexes''). An ETF listed pursuant to the
generic standards for combination indexes would be traded, in all other
respects, under the Exchange's existing trading

rules and procedures that apply to ETFs and would be covered under the
Exchange's surveillance program for ETFs.\23\
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    \23\ See Amex Rules 1000 through 1006 and 1000A through 1005A.
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    To list an ETF pursuant to the proposed generic listing standards
for combination indexes, an index underlying a PDR or IFS must satisfy
all the conditions contained in proposed Commentary .05 to Rule 1000
(for PDRs) or proposed Commentary .04 to Rule 1000A (for IFSs). These
generic listing standards are intended to ensure that securities with
substantial market distribution and liquidity account for a substantial
portion of the weight of both the equity and fixed income portions of
an index or portfolio.
    Proposed Commentaries .05 to Rule 1000 and .04 to Rule 1000A would
provide that the Exchange may approve series of PDRs and IFSs--based on
a combination of indexes or a series of component securities
representing the U.S. or domestic equity market, the international
equity market, and the fixed income market--for listing and trading
pursuant to Rule 19b-4(e) under the Act. The standards that an ETF
would have to comply with are as follows: (i) Such portfolio or
combination of indexes has been described in exchange rule changes
reviewed and approved for the trading of options, PDRs, IFSs, Index-
Linked Exchangeable Notes, or Index-Linked Securities by the Commission
under Section 19(b)(2) of the Act, and all of the standards set forth
in the original order are satisfied by the exchange employing generic
listing standards; or (ii) the equity portion and fixed income portion
of the component securities separately meet the criteria set forth in
Commentary .03 (equities) and proposed Commentary .04 (fixed income)
for PDRs and Commentary .02 (equities) and proposed Commentary .03
(fixed income) for IFSs. In all cases, however, Multiple or Inverse
ETFs, which are considered for listing pursuant to Rule 1000A(b)(2),
may not be the subject of these proposed generic listing standards.
    Index Methodology and Dissemination. The Exchange proposes to adopt
Commentaries .04(b) and .05(a) to Rule 1000 and Commentaries .03(b) and
.04(a) to Rule 1000A to establish requirements for index methodology
and dissemination in connection with fixed income and combination
indexes.
    If a broker-dealer is responsible for maintaining (or has a role in
maintaining) the underlying index, such broker-dealer would be required
to erect and maintain a ``firewall,'' in a form satisfactory to the
Exchange, to prevent the flow of non-public information regarding the
underlying index from the personnel involved in the development and
maintenance of such index to others such as sales and trading
personnel.
    With respect to index dissemination, the Exchange proposes to adopt
Commentaries .04(b)(iii) and .05(a)(iii) to Rule 1000 and Commentaries
.03(b)(iii) and .04(a)(iii) to Rule 1000A to require that the index
value for an ETF listed pursuant to the proposed standards for fixed
income be widely disseminated by one or more major market data vendors
at least once a day during the time when the ETF shares trade on the
Exchange. If the index value does not change during some or all of the
period when trading is occurring on the Exchange, the last official
calculated index value must remain available throughout Exchange
trading hours. This reflects the nature of the fixed income markets as
well as the frequency of intra-day trading information with respect to
fixed income indexes. To the extent that an ETF is based on a
combination index, the index would have to be widely disseminated by
one or more major market data vendors at least every 15 seconds during
the time when the ETF shares trade on the Exchange to reflect updates
for the prices of the equity securities included in the combination
index. The fixed income portion of the combination index would have to
be updated at least daily.
    Application of General Rules. Commentaries .06 to Rule 1000 and .05
to Rule 1000A would be added to identify those characteristics of ETFs
that would apply to all such series of PDRs or IFSs based on fixed
income or combination indexes. This would include the dissemination of
the Intraday Indicative Value, an estimate of the value of a share of
each ETF, updated at least every 15 seconds. In addition, proposed
Commentaries .05 to Rule 1000 and .06 to Rule 1000A would set forth the
requirements for PDRs or IFSs relating to initial shares outstanding,
minimum price variation, listing fees, surveillance procedures, and the
application of PDR or IFS rules, as applicable.
    The Exchange states that the Commission has approved generic
standards providing for the listing pursuant to Rule 19b-4(e) of other
derivative products based on indexes described in rule changes
previously approved by the Commission under Section 19(b)(2) of the
Act. The Exchange proposes to include in the generic standards for the
listing of PDRs and IFSs based on fixed income and combination indexes,
in new Commentary .04 to Rule 1000 and Commentary .03 to Rule 1000A,
indexes that have been approved by the Commission in connection with
the listing of options, Portfolio Depository Receipts, Index Fund
Shares, Index-Linked Exchangeable Notes, or Index-Linked Securities.
The Exchange believes that the application of that standard to ETFs is
appropriate because the underlying index would have been subject to
detailed and specific Commission review in the context of the approval
of listing of other derivatives.\24\
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    \24\ See supra notes 7 and 9.
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    The Exchange notes that existing Rules 1002 and 1002A provide
continued listing standards for all PDRs and IFSs. For example, where
the value of the underlying index or portfolio of securities on which
the ETF is based is no longer calculated or available, or in the event
that the ETF chooses to substitute a new index or portfolio for the
existing index or portfolio, the Exchange would commence delisting
proceedings if the new index or portfolio does not meet the
requirements of and listing standards set forth in Rules 1000 et seq.
or Rules 1000A et seq., as applicable. If an ETF chose to substitute an
index that did not meet any of the generic listing standards for
listing of ETFs pursuant to Rule 19b-4(e) under the Act, then for
continued listing and trading, approval by the Commission of a separate
filing pursuant to Section 19(b)(2) to list and trade that ETF would be
required. The Exchange further notes that existing Amex Rules
1002(a)(ii) and 1002A(a)(ii) provide that, before approving an ETF for
listing, the Exchange will obtain a representation from the ETF issuer
that the net asset value per share will be calculated daily and made
available to all market participants at the same time.
    The trading halt requirements for existing ETFs will similarly
apply to fixed income and combination index ETFs. In particular, Rules
1002(b)(ii) and 1002A(b)(iv) provide that, if the Intraday Indicative
Value or the index value applicable to that series of ETFs is not being
disseminated as required, the Exchange may halt trading during the day
in which the interruption to the dissemination of the Intraday
Indicative Value or the index value occurs. If the interruption to the
dissemination of the Intraday Indicative Value or the index value
persists past the trading day in which it occurred, the Exchange will
halt trading no later than the beginning

of the trading day following the interruption.\25\
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    \25\ If an ETF is traded on the Exchange pursuant to unlisted
trading privileges, the Exchange would halt trading if the primary
listing market halts trading in such ETF because the Intraday
Indicative Value and/or the index value is not being disseminated.
See Securities Exchange Act Release No. 55018 (December 28, 2006),
72 FR 1040 (January 9, 2007) (SR Amex-2006-109).
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2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section
6(b) of the Act \26\ in general, and furthers the objectives of Section
6(b)(5) of the Act \27\ in particular, in that it is designed to
promote just and equitable principles of trade; to foster cooperation
and coordination with persons engaged in regulating, clearing,
settling, processing information with respect to, and facilitating
transactions in securities; to remove impediments to and perfect the
mechanism of a free and open market and a national market system.
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    \26\ 15 U.S.C. 78f(b).
    \27\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange believes that the proposed rule change would impose no
burden on competition that is not necessary or appropriate in
furtherance of the purposes of the Act.

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

    The Exchange has neither solicited nor received comments on this
proposal.

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

    Within 35 days of the date of publication of this notice in the
Federal Register or within such longer period (i) as the Commission may
designate up to 90 days of such date if it finds such longer period to
be appropriate and publishes its reasons for so finding or (ii) as to
which the Exchange consents, the Commission will:
    (A) By order approve such proposed rule change, or
    (B) Institute proceedings to determine whether the proposed rule
change should be disapproved.
    The Amex has requested accelerated approval of the proposed rule
change. The Commission had determined that a public notice and comment
period is appropriate.

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 e-mail to<EMAIL_ADDRESS>Please include

File Number SR-Amex-2006-118 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-Amex-2006-118. This file
number should be included on the subject line if e-mail is used. To
help the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml
). Copies of the submission, all subsequent amendments, all

written statements with respect to the proposed rule change that are
filed with the Commission, and all written communications relating to
the proposed rule change between the Commission and any person, other
than those that may be withheld from the public in accordance with the
provisions of 5 U.S.C. 552, will be available for inspection and
copying in the Commission's Public Reference Room. Copies of such
filing also will be available for inspection and copying at the
principal office of Amex. All comments received will be posted without
change; the Commission does not edit personal identifying information
from submissions. You should submit only information that you wish to
make available publicly. All submissions should refer to File Number
SR-Amex-2006-118 and should be submitted on or before February 22,
2007.

    For the Commission, by the Division of Market Regulation,
pursuant to delegated authority.\28\
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    \28\ 17 CFR 200.30-3(a)(12).
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Florence E. Harmon,
Deputy Secretary.
 [FR Doc. E7-1998 Filed 2-6-07; 8:45 am]

BILLING CODE 8010-01-P


[Federal Register Volume 79, Number 133 (Friday, July 11, 2014)]
[Notices]
[Pages 40107-40108]
[FR Doc No: 2014-16252]

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DEPARTMENT OF HEALTH AND HUMAN SERVICES

Food and Drug Administration

[Docket No. FDA-2011-D-0125]

Agency Information Collection Activities; Submission for Office
of Management and Budget Review; Comment Request; Guidance for Industry
on Establishing That a Tobacco Product Was Commercially Marketed in the
United States as of February 15, 2007

AGENCY: Food and Drug Administration, HHS.

ACTION: Notice.

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SUMMARY: The Food and Drug Administration (FDA) is announcing that a
proposed collection of information has been submitted to the Office of
Management and Budget (OMB) for review and clearance under the
Paperwork Reduction Act of 1995 (PRA).

DATES: Fax written comments on the collection of information by August
11, 2014.

ADDRESSES: To ensure that comments on the information collection are
received, OMB recommends that written comments be faxed to the Office
of Information and Regulatory Affairs, OMB, Attn: FDA Desk Officer,
FAX:<PHONE_NUMBER>, or emailed to<EMAIL_ADDRESS>All
comments should be identified with the OMB control number 0910-New and
title ``Guidance for Industry on Establishing That a Tobacco Product
Was Commercially Marketed in the United States as of February 15,
2007.'' Also include the FDA docket number found in brackets in the
heading of this document.

FOR FURTHER INFORMATION CONTACT: FDA PRA Staff, Office of Operations,
Food and Drug Administration, 8455 Colesville Rd., COLE-14526, Silver
Spring, MD 20993-0002<EMAIL_ADDRESS>
SUPPLEMENTARY INFORMATION: In compliance with 44 U.S.C. 3507, FDA has
submitted the following proposed collection of information to OMB for
review and clearance.

Guidance for Industry on Establishing That a Tobacco Product Was
Commercially Marketed in the United States as of February 15, 2007--
(OMB Control Number 0910-New)

    This guidance provides information on how a manufacturer may
establish that a tobacco product was commercially marketed in the
United States as of February 15, 2007. Grandfathered tobacco products
are not considered new tobacco products and thus are not subject to
premarket review. A grandfathered tobacco product may also serve as the
predicate tobacco product in a Section 905(j) Report: Demonstrating
Substantial Equivalence for Tobacco Products (intended to be used
toward demonstrating substantial equivalence) for a new tobacco product
(section 905(j)(1)(A)(i) of the Federal Food, Drug, and Cosmetic Act
(21 U.S.C. 387e(j)(1)(A)(i))).
    The guidance recommends that the manufacturer submit information
adequate to demonstrate that the tobacco product was commercially
marketed in the United States as of February 15, 2007. Examples of such
information may include, but are not limited to, the following: dated
copies of advertisements, dated catalog pages, dated promotional
material, and dated bills of lading.
    FDA's estimate of the number of respondents is based on the fact
that requesting an Agency determination of the grandfathered status of
a tobacco product under the guidance is not required and also on
indications of interest of making such request. The number of hours to
gather the evidence is FDA's estimate of how long it might take one to
review, gather, and submit dated information if making a request for
Agency determination. After further consideration of these estimates,
FDA has reduced the number of hours to submit this information from 10
to 5 hours.
    In the Federal Register of April 25, 2011 (76 FR 22903), FDA
published a 60-day notice requesting public comment on the proposed
collection of information. No comments were submitted on FDA's
estimates of the number of respondents or burden. FDA received three
comments that generally addressed topics related to the recommendations
of the guidance, including questions about the status of tobacco
products that were in test markets in the United States as of February
15, 2007, and how much evidence should be submitted.
    FDA estimates the burden of this collection of information as
follows:

                                                      Table 1--Estimated Annual Reporting Burden\1\
--------------------------------------------------------------------------------------------------------------------------------------------------------
                                                                                Number of
                              Activity                                  Number of      responses per     Total annual    Average burden    Total hours
                                                                       respondents       respondent       responses       per response
--------------------------------------------------------------------------------------------------------------------------------------------------------
Submit evidence of commercial marketing in the United States as of              150                1              150                5              750
 February 15, 2007.................................................
--------------------------------------------------------------------------------------------------------------------------------------------------------
\1\ There are no capital costs or operating and maintenance costs associated with this collection of information.

    FDA based the estimates on information it received from
interactions with the industry that 3 large manufacturers might submit
as many as 25 packages of evidence annually, and other manufacturers
might submit as many as 125 packages of evidence indicating that their
tobacco product was commercially marketed in the United States as of
February 15, 2007, for a total of 150 responses annually. FDA further
estimates it would take a manufacturer approximately 5 hours to put
together this collection of evidence and to submit the package to FDA
for review. This is a reduction from FDA's original estimate of 10
hours per response. FDA estimates that it should take approximately 750
hours annually (150 responses times 5 hours for each response) to
respond to this collection of information.

    Dated: July 8, 2014.
Leslie Kux,
Assistant Commissioner for Policy.
[FR Doc. 2014-16252 Filed 7-10-14; 8:45 am]
BILLING CODE 4164-01-P


[Federal Register Volume 76, Number 129 (Wednesday, July 6, 2011)]
[Notices]
[Pages 39457-39463]
[FR Doc No: 2011-16843]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-64770; File No. SR-Phlx-2011-87]

Self-Regulatory Organizations; Notice of Filing and Immediate
Effectiveness of Proposed Rule Change by NASDAQ OMX PHLX LLC Relating
to Listing and Trading Various Russell Products

June 29, 2011.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 19b-4 \2\ thereunder, notice is hereby given
that on June 22, 2011, NASDAQ OMX PHLX LLC (``Phlx'' or ``Exchange'')
filed with the Securities and Exchange Commission (``SEC'' or
``Commission'') the proposed rule change as described in Items I, II,
and III, below, which Items have been prepared by the Exchange. The
Commission is publishing this notice to solicit comments on the
proposed rule change from interested persons.
---------------------------------------------------------------------------

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

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

    The Exchange, pursuant to Section 19(b)(1) of the Act \3\ and Rule
19b-4 thereunder,\4\ proposes to amend Exchange Rules 1079, 1001A and
1101A to list and trade new options on various Russell \5\ Indexes
based upon the (i) full values of the Russell U.S. Indexes (``Full
Value Russell U.S. Indexes'') and (ii) one-tenth values of the Russell
U.S. Indexes (``Reduced Values Russell U.S. Indexes'').\6\ The text of
the proposed rule change is available on the Exchange's Web site at
http://www.nasdaqtrader.com/micro.aspx?id=PHLXRulefilings, at the
principal office of the Exchange, and at the Commission's Public
Reference Room.
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    \3\ 15 U.S.C. 78s(b)(1).
    \4\ 17 CFR 240.19b-4.
    \5\ Russell refers to the Frank Russell Company. Information
about the Russell U.S. Indexes can also be found at http://www.russell.com/us/indexes/us/definitions.asp.
    \6\ The Exchange currently lists cash-settled, European-style
FULL Value Russell Options and Reduced Value Russell Options,
including FLEX options and LEAPS, on the Russell 2000[supreg] Index
and the Mini-Russell 2000.
---------------------------------------------------------------------------

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 purpose of the proposed rule change is to amend its Exchange
Rules 1079 (FLEX Index, Equity and Currency Options), 1001A (Position
Limits), and 1101A (Terms of Options Contracts) to list and trade cash-
settled, European-style options, including FLEX \7\ options and
LEAPS,\8\ on the following products (collectively ``Russell U.S.
Indexes''): Russell 3000[supreg] Index,\9\ Russell 3000[supreg] Value
Index,\10\ Russell 3000[supreg] Growth Index,\11\ Russell 2500\TM\
Index,\12\ Russell 2500\TM\ Value Index,\13\ Russell 2500\TM\ Growth
Index,\14\ Russell 2000[supreg] Value Index,\15\ Russell 2000[supreg]
Growth

Index,\16\ Russell 1000[supreg] Index,\17\ Russell 1000[supreg] Value
Index,\18\ Russell 1000[supreg] Growth Index,\19\ Russell Top
200[supreg] Index,\20\ Russell Top 200[supreg] Value Index,\21\ Russell
Top 200[supreg] Growth Index,\22\ Russell MidCap[supreg] Index,\23\
Russell MidCap[supreg] Value Index,\24\ Russell MidCap[supreg] Growth
Index,\25\ Russell Small Cap Completeness[supreg] Index,\26\ Russell
Small Cap Completeness[supreg] Value Index \27\ and Russell Small Cap
Completeness[supreg] Growth Index.\28\ The Exchange also proposes to
list and trade long-term options on each of the Full Value Russell U.S.
Indexes and Reduced Value Russell U.S. Indexes noted above (``Russell
LEAPS'').\29\
---------------------------------------------------------------------------

    \7\ FLEX Options are flexible exchange-traded index, equity, or
currency option contracts that provide investors the ability to
customize basic option features including size, expiration date,
exercise style, and certain exercise prices. FLEX Options may have
expiration dates within five years. See Exchange Rules 1079 and
1012.
    \8\ LEAPS or Long Term Equity Anticipation Securities are long
term options that generally expire from twelve to thirty-nine months
from the time they are listed.
    \9\ The Russell 3000 Index measures the performance of the
largest 3000 U.S. companies representing approximately 98% of the
investable U.S. equity market.
    \10\ The Russell 3000 Value Index measures the performance of
the broad value segment of the U.S. equity universe. It includes
those Russell 3000 companies with lower price-to-book ratios and
lower forecasted growth values.
    \11\ The Russell 3000 Growth Index measures the performance of
the broad growth segment of the U.S. equity universe. It includes
those Russell 3000 companies with higher price-to-book ratios and
higher forecasted growth values.
    \12\ The Russell 2500 Index measures the performance of the
small to mid-cap segment of the U.S. equity universe, commonly
referred to as ``smid'' cap. The Russell 2500 Index is a subset of
the Russell 3000[supreg] Index.
    \13\ The Russell 2500 Value Index measures the performance of
the small to mid-cap value segment of the U.S. equity universe. It
includes those Russell 2500 companies with lower price-to-book
ratios and lower forecasted growth values.
    \14\ The Russell 2500 Growth Index measures the performance of
the small to mid-cap growth segment of the U.S. equity universe. It
includes those Russell 2500 companies with higher price-to-book
ratios and higher forecasted growth values.
    \15\ The Russell 2000 Value Index measures the performance of
small-cap value segment of the U.S. equity universe. It includes
those Russell 2000 companies with lower price-to-book ratios and
lower forecasted growth values.
    \16\ The Russell 2000 Growth Index measures the performance of
the small-cap growth segment of the U.S. equity universe. It
includes those Russell 2000 companies with higher price-to-book
ratios and higher forecasted growth values.
    \17\ The Russell 1000 Index measures the performance of the
large-cap segment of the U.S. equity universe. It is a subset of the
Russell 3000[supreg] Index and includes approximately 1,000 of the
largest securities based on a combination of their market cap and
current index membership. The Russell 1000 represents approximately
92% of the Russell 3000 Index.
    \18\ The Russell 1000 Value Index measures the performance of
the large-cap value segment of the U.S. equity universe. It includes
those Russell 1000 companies with lower price-to-book ratios and
lower expected growth values.
    \19\ The Russell 1000 Growth Index measures the performance of
the large-cap growth segment of the U.S. equity universe. It
includes those Russell 1000 companies with higher price-to-book
ratios and higher forecasted growth values.
    \20\ The Russell Top 200 Index measures the performance of the
largest cap segment of the U.S. equity universe. The Russell Top 200
Index is a subset of the Russell 3000[supreg] Index. It includes
approximately 200 of the largest securities based on a combination
of their market cap and current index membership and represents
approximately 65% of the U.S. market.
    \21\ The Russell Top 200 Value Index measures the performance of
the especially large cap segment of the U.S. equity universe
represented by stocks in the largest 200 by market cap that exhibit
value characteristics. It includes Russell Top 200 companies with
lower price-to-book ratios and lower forecasted growth values. These
stocks also are members of the Russell 1000[supreg] Value Index.
    \22\ The Russell Top 200 Growth Index offers measures the
performance of the especially large cap segment of the U.S. equity
universe represented by stocks in the largest 200 by market cap that
exhibit growth characteristics. It includes Russell Top 200 Index
companies with higher price-to-book ratios and higher forecast
growth values. The companies also are members of the Russell
1000[supreg] Growth Index.
    \23\ The Russell Midcap Index measures the performance of the
mid-cap segment of the U.S. equity universe. The Russell Midcap
Index is a subset of the Russell 1000[supreg] Index. It includes
approximately 800 of the smallest securities based on a combination
of their market cap and current index membership. The Russell Midcap
Index represents approximately 27% of the total market
capitalization of the Russell 1000 companies.
    \24\ The Russell Midcap Value Index measures the performance of
the mid-cap value segment of the U.S. equity universe. It includes
those Russell Midcap Index companies with lower price-to-book ratios
and lower forecasted growth values.
    \25\ The Russell Midcap Growth Index measures the performance of
the mid-cap growth segment of the U.S. equity universe. It includes
those Russell Midcap Index companies with higher price-to-book
ratios and higher forecasted growth values.
    \26\ The Russell Small Cap Completeness measures the performance
of the Russell 3000[supreg] Index companies excluding S&P 500
constituents.
    \27\ The Russell Small Cap Completeness Value Index measures the
performance of the Russell 3000[supreg] Index companies excluding
S&P 500 constituents. It includes those Russell Small Cap
Completeness Index companies with lower price-to-book ratios and
lower forecasted growth values.
    \28\ The Russell Small Cap Completeness Growth Index measures
the performance of the Russell 3000[supreg] Index companies
excluding S&P 500 constituents. It includes those Russell Small Cap
Completeness Index companies with higher price-to-book ratios and
higher forecast growth values.
    \29\ Each of these Russell U.S. Indexes is a capitalization-
weighted index containing various groups of stocks drawn from the
largest 3,000 companies incorporated in the United States. All index
components are traded on the New York Stock Exchange (``NYSE''), the
NYSE Amex, Inc. (``NYSE Amex'') and/or the NASDAQ Stock Market LLC
(``NASDAQ''). Options on all of the indexes, currently trade on the
International Securities Exchange, LLC (``ISE'') and options on all
of the indexes, except for the Russell 2500 Index (regular, value,
and growth) and the Russell Small Cap Completeness Index (regular,
value, and growth), currently trade on the Chicago Board Options
Exchange (``CBOE''). The Russell 2000[supreg] Index is traded on
Phlx and the Boston Options Exchange (``BOX''). All of the Russell
U.S. Indexes are subsets of the Russell 3000 Index. The growth and
value versions of each primary index (Russell 3000, Russell 2500,
Russell 2000, Russell 1000, Russell Top 200, Russell Midcap, and
Russell Small Cap Completeness) may contain common components, but
the capitalization of those components is apportioned so that the
sum of the total capitalization of the growth and value indexes
equals the total capitalization of the respective primary index.
---------------------------------------------------------------------------

Index Design and Composition
    The Russell U.S. Indexes are designed to be a comprehensive
representation of the investable U.S. equity market. These indexes are
capitalization-weighted and include only common stocks belonging to
corporations domiciled in the United States. These indexes are traded
on NYSE, NYSE Amex and/or NASDAQ. Stocks are weighted by their
``available'' market capitalization, which is calculated by multiplying
the primary market price by the ``available'' shares; that is, total
shares outstanding less corporate cross-owned shares; shares owned by
Employee Stock Ownership Plans (``ESOPs'') and Leveraged Employee Stock
Ownership Plans (``LESOPs'') that comprise 10% or more of shares
outstanding; shares that are part of unlisted share classes; and shares
held by an individual, a group of individuals acting together, or a
corporation not in the index that owns 10% or more of the shares
outstanding; and shares subject to Initial Public Offering lock-ups.
    All equity securities listed on NYSE, NYSE Amex or NASDAQ are
considered for inclusion in the Russell U.S. Indexes, with the
following exceptions: (1) Stocks trading less than $1.00 per share on
average during the month of May; (2) stocks of non-U.S. companies; (3)
preferred and convertible preferred stocks; (4) redeemable shares; (5)
participating preferred stocks; (6) warrants and rights; (7) trust
receipts; (8) royalty trusts; (9) limited liability companies; (10)
Bulletin Board and Pink Sheet stocks; (11) closed-end investment
companies; (12) limited partnerships; and (13) foreign stocks. All of
these stocks are ``reported securities'' as defined by Rule 11Aa3-
1(a)(4) under the Act.\30\ [sic]
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    \30\ 17 CFR 240.11Aa3-1(a)(4). [sic]
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    As of May 31, 2010, the stocks comprising the Russell 1000[supreg]
Index had an average market capitalization of $12.24 billion, ranging
from a high of $295.03 billion (Exxon Mobil Corp.) to a low of $0.14
billion (Seahawk Drilling Inc.). The number of available shares
outstanding averaged 401.41 million, ranging from a high of 28.98
billion (Citigroup Inc.) to a low of 6.17 million (NVR Inc.). The
Russell 1000[supreg] Index has a total capitalization of approximately
$11.7 trillion as of May 31, 2010.
    As of May 31, 2010, the stocks comprising the Russell 1000[supreg]
Growth Index had an average market capitalization of $13.20 billion,
ranging from a high of $295.03 billion (Exxon Mobil Corp.) to a low of
$0.14 billion (Seahawk Drilling Inc.). The number of available shares
outstanding averaged 355.18 million, ranging from a high of 8.76
billion (Microsoft Corp.) to a low of 6.17 million (NVR Inc.). The
Russell 1000[supreg] Growth Index has a total capitalization of
approximately $8.2 trillion as of May 31, 2010.
    As of May 31, 2010, the stocks comprising the Russell 1000[supreg]
Value Index had an average market capitalization of $11.31 billion,
ranging from a high of $295.03 billion (Exxon Mobil Corp.) to a low of
$0.14 billion (Seahawk Drilling Inc.). The number of available shares
outstanding averaged 429.04 million, ranging from a high of 28.98
billion (Citigroup Inc.) to a low of 6.17 million (NVR Inc.). The
Russell 1000[supreg] Value Index has a total capitalization of
approximately $7.6 trillion as of May 31, 2010.
    As of May 31, 2010, the stocks comprising the Russell 2000[supreg]
Growth Index had an average market capitalization of $623.07 million,
ranging from a high of $4.53 billion (Human Genome Sciences Inc.) to a
low of $14.57 million (Repros Therapeutics Inc.). The number of
available shares outstanding averaged 44.06 million,

ranging from a high of 658.72 million (Cell Therapeutics) to a low of
2.02 million (Atrion Corp.). The Russell 2000[supreg] Growth Index has
a total capitalization of approximately $0.8 trillion as of May 31,
2010.
    As of May 31, 2010, the stocks comprising the Russell 2000[supreg]
Value Index had an average market capitalization of $579.57 million,
ranging from a high of $3.34 billion (UAL Corp.) to a low of $26.15
million (Cardiac Science Corp.). The number of available shares
outstanding averaged 46.19 million, ranging from a high of 2.20 billion
(E*Trade Financial Corp.) to a low of 1.23 million (Seaboard Corp.).
The Russell 2000[supreg] Value Index has a total capitalization of
approximately $0.8 trillion as of May 31, 2010.
    As of May 31, 2010, the stocks comprising the Russell 3000[supreg]
Index had an average market capitalization of $4.39 billion, ranging
from a high of $295.03 billion (Exxon Mobil Corp.) to a low of $14.57
million (Repros Therapeutics Inc.). The number of available shares
outstanding averaged 161.73 million, ranging from a high of 28.98
billion (Citigroup Inc.) to a low of 1.23 million (Seaboard Corp.). The
Russell 3000[supreg] Index has a total capitalization of approximately
$12.9 trillion as of May 31, 2010.
    As of May 31, 2010, the stocks comprising the Russell 3000[supreg]
Growth Index had an average market capitalization of $4.77 billion,
ranging from a high of $295.03 billion (Exxon Mobil Corp.) to a low of
$14.57 million (Repros Therapeutics Inc.). The number of available
shares outstanding averaged 146.50 million ranging from a high of 8.76
billion (Microsoft Corp.) to a low of 2.02 million (Atrion Corp.). The
Russell 3000[supreg] Growth Index has a total capitalization of
approximately $9.0 trillion as of May 31, 2010.
    As of May 31, 2010, the stocks comprising the Russell 3000[supreg]
Value Index had an average market capitalization of $4.10 billion,
ranging from a high of $295.03 billion (Exxon Mobil Corp.) to a low of
$26.15 million (Cardiac Science Corp.). The number of available shares
outstanding averaged 171.82 million, ranging from a high of 28.98
billion (Citigroup Inc.) to a low of 1.23 million (Seaboard Corp.). The
Russell 3000[supreg] Value Index has a total capitalization of
approximately $8.4 trillion as of May 31, 2010.
    As of May 31, 2010, the stocks comprising the Russell
Midcap[supreg] Index had an average market capitalization of $4.59
billion, ranging from a high of $18.79 billion (TJX Cos Inc.) to a low
of $0.14 billion (Seahawk Drilling Inc.). The number of available
shares outstanding averaged 173.74 million, ranging from a high of 1.74
billion (Qwest Communications International) to a low of 6.17 million
(NVR Inc.). The Russell Midcap[supreg] Index has a total capitalization
of approximately $3.5 trillion as of May 31, 2010.
    As of May 31, 2010, the stocks comprising the Russell
Midcap[supreg] Growth Index had an average market capitalization of
$4.71 billion, ranging from a high of $18.79 billion (TJX Cos Inc.) to
a low of $0.14 billion (Seahawk Drilling Inc.). The number of available
shares outstanding averaged 163.59 million, ranging from a high of 1.38
billion (Xerox Corp.) to a low of 6.17 million (NVR Inc.). The Russell
Midcap[supreg] Growth Index has a total capitalization of approximately
$2.3 trillion as of May 31, 2010.
    As of May 31, 2010, the stocks comprising the Russell
Midcap[supreg] Value Index had an average market capitalization of 4.43
billion, ranging from a high of $15.48 billion (Las Vegas Sands Corp.)
to a low of $0.14 billion (Seahawk Drilling Inc.). The number of
available shares outstanding averaged 187.15 million, ranging from a
high of 1.74 billion (Qwest Communications International) to a low of
6.17 million (NVR Inc.). The Russell Midcap[supreg] Value Index has a
total capitalization of approximately $2.4 trillion as of May 31, 2010.
    As of May 31, 2010, the stocks comprising the Russell Top
200[supreg] Index had an average market capitalization of $42.92
billion, ranging from a high of $295.03 billion (Exxon Mobil Corp.) to
a low of $2.24 billion (AOL Inc.). The number of available shares
outstanding averaged 1.31 billion, ranging from a high of 28.98 billion
(Citigroup Inc.) to a low of 48.90 million (Liberty Media Corp.--
Starz). The Russell Top 200[supreg] Index has a total capitalization of
approximately $8.2 trillion as of May 31, 2010.
    As of May 31, 2010, the stocks comprising the Russell Top
200[supreg] Growth Index had an average market capitalization of $44.74
billion, ranging from a high of $295.03 billion (Exxon Mobil Corp.) to
a low of $9.11 billion (Boston Scientific Corp.) The number of
available shares outstanding averaged 1.07 billion, ranging from a high
of 8.76 billion (Microsoft Corp.) to a low of 64.32 million (Blackrock
Inc.). The Russell Top 200[supreg] Growth Index has a total
capitalization of approximately $5.9 trillion as of May 31, 2010.
    As of May 31, 2010, the stocks comprising the Russell Top
200[supreg] Value Index had an average market capitalization of $41.52
billion, ranging from a high of $295.03 billion (Exxon Mobil Corp.) to
a low of $2.24 billion (AOL Inc.). The number of available shares
outstanding averaged 1.49 billion, ranging from a high of 28.98 billion
(Citigroup Inc.) to a low of 48.90 million (Liberty Media Corp.--
Starz). The Russell Top 200[supreg] Value Index has a total
capitalization of approximately $5.2 trillion as of May 31, 2010.
    As of May 31, 2010, the stocks comprising the Russell 2500
TM Index had an average market capitalization of $1.06
billion, ranging from a high of $10.19 billion (Centurylink Inc.) to a
low of $14.57 million (Repros Therapeutics Inc.). The number of
available shares outstanding averaged 62.53 million, ranging from a
high of 2.20 billion (E*Trade Financial Corp.) to a low of 1.23 million
(Seaboard Corp.). The Russell 2500 TM Index has a total
capitalization of approximately $2.6 trillion as of May 31, 2010.
    As of May 31, 2010, the stocks comprising the Russell 2500
TM Growth Index had an average market capitalization of
$1.07 billion, ranging from a high of $7.62 billion (Genworth Financial
Inc.) to a low of $14.57 million (Repros Therapeutics Inc.). The number
of available shares outstanding averaged 57.71 million, ranging from a
high of 673.37 million (Advanced Micro Devices Inc.) to a low of 2.02
million (Atrion Corp.). The Russell 2500 TM Growth Index has
a total capitalization of approximately $1.7 trillion as of May 31,
2010.
    As of May 31, 2010, the stocks comprising the Russell
2500TM Value Index had an average market capitalization of
$1.05 billion, ranging from a high of $10.19 billion (Centurylink Inc.)
to a low of $26.15 million (Cardiac Science Corp.). The number of
available shares outstanding averaged 65.34 million, ranging from a
high of 2.20 billion (E*Trade Financial Corp.) to a low of 1.23 million
(Seaboard Corp.). The Russell 2500 TM Value Index has a
total capitalization of approximately $1.8 trillion as of May 31, 2010.
    As of May 31, 2010, the stocks comprising the Russell Small Cap
Completeness Index had an average market capitalization of $1.11
billion, ranging from a high of $31.67 billion (Blackrock Inc.) to a
low of $14.57 million (Repros Therapeutics Inc.). The number of
available shares outstanding averaged 61.07 million, ranging from a
high of 1.66 billion (Level 3 Communications Inc.) to a low of 1.23
million (Seaboard Corp.). The Russell Small Cap Completeness Index has
a total capitalization of approximately $2.7 trillion as of May 31,
2010.

    As of May 31, 2010, the stocks comprising the Russell Small Cap
Completeness Growth Index had an average market capitalization of $1.17
billion, ranging from a high of $31.67 billion (Blackrock Inc.) to a
low of $14.57 million (Repros Therapeutics Inc.). The number of
available shares outstanding averaged 59.29 million, ranging from a
high of 1.24 billion (Activision Blizzard Inc.) to a low of 2.02
million (Atrion Corp.). The Russell Small Cap Completeness Growth Index
has a total capitalization of approximately $1.8 trillion as of May 31,
2010.
    As of May 31, 2010, the stocks comprising the Russell Small Cap
Completeness Value Index had an average market capitalization of $1.08
billion, ranging from a high $31.67 billion (Blackrock Inc.) to a low
of $26.15 million (Cardiac Science Corp.). The number of available
shares outstanding averaged 62.61 million, ranging from a high of 1.66
billion (Level 3 Communications Inc.) to a low of 1.23 million
(Seaboard Corp.). The Russell Small Cap Completeness Value Index has a
total capitalization of approximately $1.8 trillion as of May 31, 2010.
Index Calculation and Index Maintenance
    The value of each Russell Index is currently calculated by Reuters
Limited (``Reuters'') \31\ on behalf of Russell and is disseminated
every 15 seconds during regular Exchange trading hours to market
information vendors via RussellTick TM.\32\
---------------------------------------------------------------------------

    \31\ Reuters is a ThomsonReuters company.
    \32\ RussellTick \TM\, developed by NASDAQ OMX Information, LLC,
is a premier data feed that consolidates the distribution of the
Russell Family of Indexes. NASDAQ OMX is the primary distribution
source for all real-time Russell U.S. Indexes.
---------------------------------------------------------------------------

    The methodology used to calculate the value of the Russell U.S.
Indexes is similar to the methodology used to calculate the value of
other well known market-capitalization-weighted indexes. The level of
each index reflects the total market value of the component stocks
relative to a particular base period and is computed by dividing the
total market value of the companies in each index by the respective
index divisor. The divisor is adjusted periodically to maintain
consistent measurement of the index. Below is a table of base dates and
the respective index levels as of May 26, 2011:

------------------------------------------------------------------------
                   Index                     Total value    Price value
------------------------------------------------------------------------
Russell 3000 [supreg].....................     3587.75086     1457.85247
Russell 3000 [supreg] Growth..............     2879.89383     2426.1502
Russell 3000 [supreg] Value...............     3817.44497     2589.28728
Russell 1000 [supreg].....................     3602.4988      1418.35062
Russell 1000 [supreg] Growth..............      529.47313      403.83622
Russell 1000 [supreg] Value...............      725.61762      416.2859
Russell Top 200 [supreg]..................     2939.54016      546.63736
Russell Top 200 [supreg] Growth...........      910.11636      672.12634
Russell Top 200 [supreg] Value............     1071.03283      651.91595
Russell Midcap [supreg]...................     6401.81184     2797.43808
Russell Midcap [supreg] Growth............     1341.84209     1065.26732
Russell Midcap [supreg] Value.............     1793.62334     1125.65007
Russell 2000 [supreg].....................     3726.27315     2064.91582
Russell 2000 [supreg] Growth..............     3201.14137     2903.97679
Russell 2000 [supreg] Value...............     5864.70724     3980.15914
Russell 2500 TM...........................     1061.26992      772.74832
Russell 2500 TM Growth....................     3547.792       3254.40744
Russell 2500 TM Value.....................     5493.08424     3839.81694
Russell Small Cap Completeness [supreg]...     2229.12739     1905.30123
Russell Small Cap Completeness [supreg]        1726.03596     1624.91776
 Growth...................................
Russell Small Cap Completeness [supreg]        2732.41535     2105.81535
 Value....................................
Russell 3000E [supreg] Index..............     1298.3572      1156.55132
Russell 3000E [supreg] Growth Index.......     1297.56505     1211.74568
Russell 3000E [supreg] Value Index........     1066.61795      938.33245
Russell Microcap [supreg] Index...........     1196.56615     1116.96383
Russell Microcap [supreg] Growth Index....     1119.15656     1093.12822
Russell Microcap [supreg] Value Index.....      953.92585      870.2775
Russell 3000 [supreg] Dynamic Index \TM\..     1059.29034     1054.09067
Russell 3000 [supreg] Defensive Index \TM\     1073.79788     1063.74849
Russell 1000 [supreg] Dynamic Index \TM\..     1059.42851     1053.97672
Russell 1000 [supreg] Defensive Index \TM\     1073.99375     1063.61825
Russell 2000 [supreg] Dynamic Index \TM\..     1057.89868     1055.42339
Russell 2000 [supreg] Defensive Index \TM\     1071.77749     1065.42301
------------------------------------------------------------------------

In recent years, the value of the Russell U.S. Indexes has increased
significantly. As a result, the premium for options on the Full Russell
U.S. Indexes has also increased, causing these index options to trade
at a level that may be uncomfortably high for retail investors.
Therefore, the Exchange also proposes to trade Reduced Value Russell
U.S. Indexes. The Exchange believes that listing reduced value options
would attract a greater source of customer business than if it listed
only full value options on the Full Value Russell U.S. Indexes. The
Exchange further believes that listing reduced value options would
provide an opportunity for investors to hedge, or speculate on, the
market risk associated with the stocks comprising the Russell U.S.
Indexes and use this trading vehicle while extending a smaller outlay
of capital. The Exchange believes that this should attract additional
investors and, in turn, create a more active and liquid trading
environment.\33\
---------------------------------------------------------------------------

    \33\ The Exchange believes that reduced value options on Russell
U.S. Indexes have generated considerable interest from investors, as
measured, by their robust trading volume on CBOE and ISE.

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

    Options on the Russell U.S. Indexes would expire on the Saturday
following the third Friday of the expiration month (``Expiration
Saturday''). Trading in options on the Russell U.S. Indexes would
normally cease at 4:15 p.m. Eastern Standard Time (``EST'') \34\ on the
Thursday preceding an Expiration Saturday. The exercise settlement
value at expiration of each new index option would be calculated by
Reuters on behalf of Russell, based on the opening prices of the
index's component securities on the last business day prior to
expiration (``Settlement Day'').\35\ The Settlement Day is normally the
Friday preceding Expiration Saturday. If a component security in a
Russell Index does not trade on Settlement Day, the last reported sales
price in the primary market from the previous trading day would be used
to calculate both full and reduced settlement values. Settlement values
for the Full and Reduced Value Russell U.S. Indexes would be
disseminated via RussellTick\TM\.
---------------------------------------------------------------------------

    \34\ See Exchange Rule 1001A. [sic]
    \35\ The aggregate exercise value of the option contract is
calculated by multiplying the index value by the index multiplier,
which is 100.
---------------------------------------------------------------------------

    The Russell U.S. Indexes are monitored and maintained by Russell,
which is responsible for making all necessary adjustments to the index
to reflect component deletions, share changes, stock splits, stock
dividends (other than ordinary cash dividends), and stock price
adjustments due to restructuring, mergers, or spin-offs involving the
underlying components. Some corporate actions, such as stock splits and
stock dividends, require simple changes to the available shares
outstanding and the stock prices of the underlying components. Other
corporate actions, such as share issuances, change the market value of
an index and require the use of an index divisor to effect adjustments.
    The Russell U.S. Indexes are re-constituted annually on the last
Friday in June (unless the last Friday is the 27th or later of the
month, in which case the re-constitution occurs on the prior Friday),
based on prices and available shares outstanding as of the preceding
May 31. New index components are added only as part of the annual re-
constitution, after which, should a stock be removed from an index for
any reason, it could not be replaced until the next re-constitution
except in the case of a spin-off where the new company resulting from
the spin-off meets the membership criteria of one of the existing
indexes.
    The Exchange represents that it would monitor the Russell U.S.
Indexes on a quarterly basis, and would not list any additional series
for trading and would limit all transactions in such options to closing
transactions only for the purpose of maintaining a fair and orderly
market and protecting investors if: (i) The number of securities in the
Index drops by one-third or more; (ii) 10% or more of the weight of the
Index is represented by component securities having a market value of
less than $75 million; (iii) less than 80% of the weight of the Index
is represented by component securities that are eligible for options
trading pursuant to Exchange Rules 1000A et seq.; (iv) 10% or more of
the weight of the Index is represented by component securities trading
less than 20,000 shares per day; or (v) the largest component security
accounts for more than 25% of the weight of the Index or the largest
five components in the aggregate account for more than 50% of the
weight of the Index. The Exchange represents that, if the Index ceases
to be maintained or calculated, or if the Index values are not
disseminated every 15 seconds by a widely available source, it would
not list any additional series for trading and would limit all
transactions in such options to closing transactions only for the
purpose of maintaining a fair and orderly market and protecting
investors.
Contract Specifications
    The proposed contract specifications for the options on the Russell
U.S. Indexes are based on the contract specifications of similar
options currently listed on CBOE, NYSE Amex and ISE.\36\ The Russell
U.S. Indexes are broad-based indexes, as defined in Exchange Rule
1101A(a). Options on the Russell U.S. Indexes would be European-style
and a.m. cash-settled. The Exchange's standard trading hours for index
options (9:30 a.m. to 4:15 p.m. E.S.T.), as set forth in Exchange Rule
1101A at Commentary .01, would apply to options on the Russell U.S.
Indexes. Exchange Rules that apply to the trading of options on broad-
based indexes also would apply to options on both the Full and Reduced
Value Russell Indexes.\37\ The trading of these options also would be
subject to, among others, Exchange Rules governing margin requirements
\38\ and trading halt procedures \39\ for index options.
---------------------------------------------------------------------------

    \36\ See note 27.
    \37\ See generally Exchange Rules 1001A through 1107A (Rules
Applicable to Trading Options on Indices) and Exchange Rules 1000
through 1094 (Rules Applicable to Trading of Options on Stocks,
Exchange-Traded Fund Shares and Foreign Currencies).
    \38\ See Exchange Rule 721 (Proper and Adequate Margin).
    \39\ See Exchange Rule 1047A (Trading Rotations, Halts or
Reopenings).
---------------------------------------------------------------------------

    For options on the Full Value Russell U.S. Indexes, the Exchange
proposes to establish an aggregate position limit of 50,000 contracts
on the same side of the market, provided that no more than 30,000 of
such contracts are in the nearest expiration month series. Full Value
Russell Index contracts would be aggregated with Reduced Value Russell
Index contracts, where ten Reduced Value Russell Index contracts would
equal one Full Value Russell Index contract.\40\ These limits are
identical to the limits applicable to options based on the Russell U.S.
Indexes that currently trade on ISE.\41\
---------------------------------------------------------------------------

    \40\ See Exchange Rule 1001A(e). The same limits that apply to
position limits would apply to exercise limits for these products.
See Exchange Rule 1002A.
    \41\ See ISE Rule 2004.
---------------------------------------------------------------------------

    Additionally, Commentary .01 to Exchange Rule 1001A provides that
under certain circumstances index options positions may be exempted
from established position limits for each contract ``hedged'' by an
equivalent dollar amount of the underlying component securities.
Furthermore, Commentary .02 to that same Rule provides that member
organizations may receive exemptions of up to two times the applicable
position limit where the index options positions are in proprietary
accounts used for the purpose of facilitating orders for customers of
those member organizations.\42\ The Exchange proposes to apply existing
index margin requirements for the purchase and sale of options on the
Russell U.S. Indexes.\43\ Exchange Rule 1003 describes a member or
member organizations obligations to file with the Exchange a report of
that member or member organization's positions.\44\
---------------------------------------------------------------------------

    \42\ See Exchange Rule 1001A (Position Limits).
    \43\ See Exchange Rule 721 (Proper and Adequate Margin).
    \44\ See Exchange Rule 1003 (Reporting of Options Positions).
---------------------------------------------------------------------------

    The Exchange proposes to set strike price intervals for these index
options at $2.50 when the strike price of Full or Reduced Value Options
Russell U.S. Indexes is below $200, and at least $5.00 strike price
intervals otherwise.\45\ The minimum tick size for series trading below
$3 would be $0.05 and for series trading at or above $3 would be
$0.10.\46\
---------------------------------------------------------------------------

    \45\ See proposed Exchange Rule 1101A.
    \46\ See Exchange Rule 1034 (Minimum Increments) and proposed
1101A (Position Limits).
---------------------------------------------------------------------------

    Exchange Rule 1101A provides that after a particular class of stock
index options has been approved for listing

and trading on the Exchange, the Exchange shall from time to time open
for trading series of options therein. Within each approved class of
stock index options, the Exchange may open for trading series of
options expiring in consecutive calendar months (``consecutive month
series''), series of options expiring at three-month intervals (``cycle
month series''), and/or series of options having up to thirty-six
months to expiration (``long-term options series''). Prior to the
opening of trading in any series of stock index options, the Exchange
shall fix the expiration month and exercise price of option contracts
included in each such series.\47\
---------------------------------------------------------------------------

    \47\ See Exchange Rule 1101A(b) as it currently exists.
---------------------------------------------------------------------------

    The Exchange therefore, proposes to list options on the Full and
Reduced Value Russell U.S. Indexes in the three consecutive near-term
expiration months, plus up to three successive expiration months in the
March cycle. For example, consecutive expirations of June, July and
August, plus September, December and March expirations would be
listed.\48\ The trading of long-term options on the Russell U.S.
Indexes would be subject to the same rules that govern all the
Exchange's index options, including sales practice rules, margin
requirements, and trading rules.
---------------------------------------------------------------------------

    \48\ See Exchange Rule 1101A.
---------------------------------------------------------------------------

    All of the specifications and calculations for options on the
Reduced Value Russell U.S. Indexes would be the same as those used for
the Full Value Russell U.S. Indexes with position limits adjusted
accordingly for the Reduced Value Russell Options. The reduced-value
options would trade independently of, and in addition to, the full-
value options. Options on all the Russell U.S. Indexes would be subject
to the same rules that presently govern all Exchange index options,
including sales practice rules, margin requirements, trading rules, and
position and exercise limits.
    Exchange Rules are designed to protect public customer trading.
Specifically, Rule 1024 prohibits members and member organizations from
accepting a customer order to purchase or write an option unless such
customer's account has been approved in writing by a designated Options
Principal of the Member.\49\ Additionally, Exchange Rule 1026,
regarding suitability, is designed to ensure that options are only sold
to customers capable of evaluating and bearing the risks associated
with trading in this instrument.\50\ Further, Exchange Rule 1027
permits members and employees of member organizations to exercise
discretionary power with respect to trading options in a customer's
account only if the member or employee of a member organization has
received prior written authorization from the customer and the account
had been accepted in writing by a designated Options Principal.\51\
Finally, Exchange Rule 1025, Supervision of Accounts, Rule 1028,
Confirmations, and Rule 1029, Delivery of Options Disclosure Documents,
will also apply to trading in of options on the Russell Indexes.
---------------------------------------------------------------------------

    \49\ See Exchange Rule 1024 (Conduct of Accounts for Options
Trading).
    \50\ See Exchange Rule 1026 (Suitability).
    \51\ See Exchange Rule 1027 (Discretionary Accounts). Further,
this Rule states that discretionary accounts shall receive frequent
review by a Registered Options Principal qualified person
specifically delegated such responsibilities under Rule 1025, who is
not exercising the discretionary authority.
---------------------------------------------------------------------------

Surveillance and Capacity
    The Exchange represents that it has an adequate surveillance
program in place for options on the Russell U.S. Indexes and intends to
apply those same procedures that it applies to the Exchange's other
index options. Additionally, the Exchange is a member of the
Intermarket Surveillance Group (``ISG'') under the Intermarket
Surveillance Group Agreement, dated June 20, 1994. The members of the
ISG include all of the national securities exchanges. These members
work together to coordinate surveillance and share information
regarding the stock and options markets. In addition, the major futures
exchanges are affiliated members of the ISG, which allows for the
sharing of surveillance information for potential intermarket trading
abuses.
    The Exchange also represents that it has the necessary systems
capacity to support the new options series that would result from the
introduction of options on the Full and Reduced Value Russell U.S.
Indexes, including LEAPS on the Full Value Russell U.S. Indexes.
2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section
6(b) of the Act \52\ in general, and furthers the objectives of Section
6(b)(5) of the Act \53\ in particular, in that it will permit trading
in options on Full and Reduced Value Russell U.S. Indexes pursuant to
the rules designed to prevent fraudulent and manipulative acts and
practices to protect investor and the public interest, promote just
equitable principles of trade. The Exchange also represents that it has
the necessary systems capacity to support the new options series. As
stated in the filing, the Exchange has rules in place designed to
protect public customer trading.
---------------------------------------------------------------------------

    \52\ 15 U.S.C. 78f(b). See Exchange Rules 1101A and 1012 (Series
of Options Open for Trading).
    \53\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Exchange believes that the Russell U.S. Indexes would provide
investors additional trading opportunities. The Exchange believes that
listing reduced value options would attract a greater source of
customer business than if it listed only full value options on the Full
Value Russell U.S. Indexes. The Exchange further believes that listing
reduced value options would provide an opportunity for investors to
hedge, or speculate on, the market risk associated with the stocks
comprising the Russell U.S. Indexes and use this trading vehicle while
extending a smaller outlay of capital.

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

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

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

    No written comments were either solicited or received.

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

    Because the foregoing proposed rule change does not: (i)
Significantly affect the protection of investors or the public
interest; (ii) impose any significant burden on competition; and (iii)
become operative for 30 days after the date of the filing, or such
shorter time as the Commission may designate, it has become effective
pursuant to 19(b)(3)(A) of the Act \54\ and Rule 19b-4(f)(6) \55\
thereunder.
---------------------------------------------------------------------------

    \54\ 15 U.S.C. 78s(b)(3)(A).
    \55\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)
requires a self-regulatory organization to give the Commission
written notice of its intent to file the proposed rule change at
least five business days prior to the date of filing of the proposed
rule change, or such shorter time as designated by the Commission.
The Exchange has satisfied this requirement.
---------------------------------------------------------------------------

    At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act. 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 e-mail to<EMAIL_ADDRESS>Please include
File No. SR-Phlx-2011-87 on the subject line.

Paper Comments

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

All submissions should refer to File No. SR-Phlx-2011-87. This file
number should be included on the subject line if e-mail is used. To
help the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all
written statements with respect to the proposed rule change that are
filed with the Commission, and all written communications relating to
the proposed rule change between the Commission and any person, other
than those that may be withheld from the public in accordance with the
provisions of 5 U.S.C. 552, will be available for Web site viewing and
printing in the Commission's Public Reference Room, 100 F Street, NE.,
Washington, DC 20549, on official business days between the hours of 10
a.m. and 3 p.m. Copies of such filing also will be available for
inspection and copying at the principal office of the Exchange. All
comments received will be posted without change; the Commission does
not edit personal identifying information from submissions. You should
submit only information that you wish to make available publicly. All
submissions should refer to File No. SR-Phlx-2011-87 and should be
submitted on or before July 27, 2011.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\56\
---------------------------------------------------------------------------

    \56\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Cathy H. Ahn,
Deputy Secretary.
[FR Doc. 2011-16843 Filed 7-5-11; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 86, Number 4 (Thursday, January 7, 2021)]
[Notices]
[Pages 1110-1111]
[FR Doc No: 2021-00057]

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

ENVIRONMENTAL PROTECTION AGENCY

[FRL-10016-65-OMS]

Cross-Media Electronic Reporting: Authorized Program Revision
Approval, State of Tennessee

AGENCY: Environmental Protection Agency (EPA).

ACTION: Notice.

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

SUMMARY: This notice announces the Environmental Protection Agency
(EPA) approval of the State of Tennessee's request to revise/modify
certain of its EPA-authorized programs to allow electronic reporting.

DATES: EPA approves the authorized program revisions/modifications as
of January 7, 2021.

FOR FURTHER INFORMATION CONTACT: Shirley M. Miller, CROMERR Program
Manager, U.S. Environmental Protection Agency, Office of Information
Management, Mail Stop 2824T, 1200 Pennsylvania Avenue NW, Washington,
DC 20460,<PHONE_NUMBER><EMAIL_ADDRESS>
SUPPLEMENTARY INFORMATION: On October 13, 2005, the final Cross-Media
Electronic Reporting Rule (CROMERR) was published in the Federal
Register (70 FR 59848) and codified as part 3 of title 40 of the CFR.
CROMERR establishes electronic reporting as an acceptable regulatory
alternative to paper reporting and establishes requirements to assure
that electronic documents are as legally dependable as their paper
counterparts. Subpart D of CROMERR requires that state, tribal or local
government agencies that receive, or wish to begin receiving,
electronic reports under their EPA-authorized programs must apply to
EPA for a revision or modification of those programs and obtain EPA
approval. Subpart D provides standards for such approvals based on
consideration of the electronic document receiving systems that the
state, tribe, or local government will use to implement the electronic
reporting. Additionally, Sec.  3.1000(b) through (e) of 40 CFR part 3,
subpart D provides special procedures for program revisions and
modifications to allow electronic reporting, to be used at the option
of the state, tribe or local government in place of procedures
available under existing program-specific authorization regulations. An
application submitted under the subpart D procedures must show that the
state, tribe or local government has sufficient legal authority to
implement the electronic reporting components of the programs covered
by the application and will use electronic document receiving systems
that meet the applicable subpart D requirements.
    On September 3, 2020, the Tennessee Department of Environmental
Conservation (TDEC) submitted an application titled MyTDEC Forms for
revisions/modifications to its EPA-approved programs under title 40 CFR
to allow new electronic reporting. EPA reviewed TDEC's request to
revise/modify its EPA-authorized programs and, based on this review,
EPA determined that the applications met the standards for approval of
authorized program revisions/modifications set out in 40 CFR part 3,
subpart D. In accordance with 40 CFR 3.1000(d), this notice of EPA's
decision to approve the State of Tennessee's request to revise/modify
its following EPA-authorized programs under 40 CFR parts 123 and 403,
to allow electronic reporting under 40 CFR parts 122, 125, and 403-471,
is being published in the Federal Register:

Part 123: EPA-Administered Permit Programs: the National Pollutant
Discharge Elimination System (NPDES) Reporting under CFR 122 & 125
Part 403: General Pretreatment Regulations for Existing and New

Sources of Pollution Reporting under CFR 403-471

    TDEC was notified of EPA's determination to approve its application
with respect to the authorized programs listed above.

    Dated: December 11, 2020.
Jennifer Campbell,
Office Director, Office of Information Management.
[FR Doc. 2021-00057 Filed 1-6-21; 8:45 am]
BILLING CODE 6560-50-P