[Federal Register: August 7, 2006 (Volume 71, Number 151)]
[Notices]
[Page 44744-44745]
[DOCID:fr07au06-115]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-54244; File No. SR-NASD-2006-085]

Self-Regulatory Organizations; National Association of Securities
Dealers, Inc.; Notice of Filing and Immediate Effectiveness of Proposed
Rule Change Relating to Revisions to the Series 39 Examination Program

 July 31, 2006.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on July 14, 2006, the National Association of Securities Dealers, Inc.
(``NASD'') filed with the Securities and Exchange Commission
(``Commission'') the proposed rule change as described in Items I, II
and III below, which Items have been prepared by NASD. NASD has
designated the proposed rule change as constituting a stated policy,
practice, or interpretation with respect to the meaning,
administration, or enforcement of an existing rule of the self-
regulatory organization pursuant to Section 19(b)(3)(A)(i) of the Act
\3\ and Rule 19b-4(f)(1) thereunder,\4\ which renders the proposal
effective upon receipt of this filing by the Commission. The Commission
is publishing this notice to solicit comments on the proposed rule
change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ 15 U.S.C. 78s(b)(3)(A)(i).
    \4\ 17 CFR 240.19b-4(f)(1).
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    NASD is filing revisions to the study outline and selection
specifications for the Limited Principal--Direct Participation Programs
(Series 39) examination program.\5\ The proposed revisions update the
material to reflect changes to the laws, rules and regulations covered
by the examination and to better reflect the duties and
responsibilities of a direct participation programs principal. NASD is
not proposing any textual changes to the By-Laws, Schedules to the By-
Laws, or Rules of NASD.
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    \5\ NASD also is proposing corresponding revisions to the Series
39 question bank, but based upon instruction from the Commission
staff, NASD is submitting SR-NASD-2006-085 for immediate
effectiveness pursuant to Section 19(b)(3)(A) of the Act and Rule
19b-4(f)(1) thereunder, and is not filing the question bank for
Commission review. See letter to Alden S. Adkins, Senior Vice
President and General Counsel, NASD Regulation, from Belinda Blaine,
Associate Director, Division of Market Regulation (``Division''),
Commission, dated July 24, 2000. The question bank is available for
Commission review.
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    The revised study outline is available on NASD's Web site (http://www.nasd.com
), at NASD, and at the Commission.\6\ The Series 39

selection specifications have been submitted to the Commission under
separate cover with a request for confidential treatment pursuant to
Rule 24b-2 under the Act.\7\
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    \6\ Telephone conversation between Mia Zur, Special Counsel,
Division, Commission, and Afshin Atabaki, Counsel, NASD, dated July
19, 2006.
    \7\ 17 CFR 240.24b-2.
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II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, NASD 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. NASD 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
    Section 15A(g)(3) of the Act \8\ requires NASD to prescribe
standards of training, experience, and competence for persons
associated with NASD members. In accordance with that provision, NASD
has developed examinations, and administers examinations developed by
other self-regulatory organizations, that are designed to establish
that persons associated with NASD members have attained specified
levels of competence and knowledge. NASD periodically reviews the
content of the examinations to determine whether revisions are
necessary or appropriate in view of changes pertaining to the subject
matter covered by the examinations.
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    \8\ 15 U.S.C. 78o-3(g)(3).
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    Pursuant to NASD Rule 1022(e), an associated person of a member who
meets the definition of principal in Rule 1021 may register with NASD
as a Limited Principal--Direct Participation Programs if: (1) The
individual's activities in the investment banking and securities
business are limited solely to the equity interests in or the debt of
direct participation programs as defined in Rule 1022(e)(2); (2) the
individual also is registered as either a General Securities
Representative (Series 7) or a Limited Representative--Direct
Participation Programs (Series 22); and (3) the individual passes the
Series 39 qualification examination.
    A committee of industry representatives, together with NASD staff,
recently undertook a review of the Series 39 examination program. As a
result of this review, NASD is proposing to make the following
revisions to the study outline to reflect changes to the laws, rules
and regulations covered by the examination and to better reflect the
duties and responsibilities of a direct participation programs
principal. NASD is proposing to add a section on SEC Form S-1
registration. NASD also is proposing to add sections on NASD Rules 2370
(Borrowing from or Lending to Customers), 3012 (Supervisory Control
System), 3013 (Annual Certification of Compliance and Supervisory
Processes), 3510 (Business Continuity Plan) and 3520 (Emergency Contact
Information).
    In addition, NASD is proposing to revise the study outline to
remove the sections on Section 4(3) (Transactions by a dealer) under
the Securities Act of 1933 \9\ and SEC Rule 174 (Delivery of prospectus
by dealers; exemptions under Section 4(3)).\10\ Further, NASD is
proposing to remove the sections on NASD Rules 1040 (Registration of
Assistant Representatives and Proctors), 1110 (formerly Registration of
Government Securities Principals and Representatives) and 2750
(Transactions with Related Persons), as well as to remove the section
on NASD Certificate of Incorporation.
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    \9\ 15 U.S.C. 77d(3).
    \10\ 17 CFR 230.174.
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    As a result of the revisions discussed above, the number of
questions on each section of the study outline were modified as
follows: Structure and Regulation of Direct Participation Program
Offerings, decreased from 47 to 46 questions; Sales Supervision,
General Supervision of Employees, Regulatory Framework of NASD,
increased from 31 to 32 questions; and Compliance with Financial
Responsibility Rules, increased from 17 to 22 questions.
    NASD is proposing these changes to the entire content of the Series
39 examination, including the selection specifications and question
bank. The number of questions on the Series 39 examination will
increase from 95 to 100 questions, and candidates will now have 21/4
hours (135 minutes) to complete the exam. Also, each question will
continue to count one point, and each candidate must correctly answer
70 percent of the questions to receive a passing grade.

2. Statutory Basis
    NASD believes that the proposed revisions to the Series 39
examination program are consistent with the provisions of Sections
15A(b)(6) \11\ and 15A(g)(3) of the Act,\12\ which authorize NASD to
prescribe standards of training, experience, and competence for persons
associated with NASD members.
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    \11\ 15 U.S.C. 78o-3(b)(6).
    \12\ 15 U.S.C. 78o-3(g)(3).
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B. Self-Regulatory Organization's Statement on Burden on Competition

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

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

    Written comments were neither solicited nor received.

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

    The proposed rule change has become effective pursuant to Section
19(b)(3)(A)(i) of the Act \13\ and Rule 19b-4(f)(1) thereunder,\14\ in
that the proposed rule change constitutes a stated policy, practice, or
interpretation with respect to the meaning, administration, or
enforcement of an existing rule of the self-regulatory organization.
NASD proposes to implement the revised Series 39 examination program on
August 15, 2006. NASD will announce the implementation date in a Notice
to Members to be published on the same date as this filing.
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    \13\ 15 U.S.C. 78s(b)(3)(A)(i).
    \14\ 17 CFR 240.19b-4(f)(1).
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    At any time within 60 days of the filing of such proposed rule
change, the Commission may summarily abrogate 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.

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-NASD-2006-085 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-NASD-2006-085. 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 NASD. 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-NASD-2006-085 and should be submitted on or before August 28, 2006.
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    \15\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Market Regulation,
pursuant to delegated authority.\15\
Nancy M. Morris
Secretary.
[FR Doc. E6-12688 Filed 8-4-06; 8:45 am]

BILLING CODE 8010-01-P


[Federal Register Volume 85, Number 161 (Wednesday, August 19, 2020)]
[Notices]
[Pages 51028-51029]
[FR Doc No: 2020-18144]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket No. ER20-2648-000]

Northern Divide Wind, LLC; Supplemental Notice That Initial
Market-Based Rate Filing Includes Request for Blanket Section 204
Authorization

    This is a supplemental notice in the above-referenced proceeding of
Northern Divide Wind, LLC's application for market-based rate
authority, with an accompanying rate tariff, noting that such
application includes a request for blanket authorization, under 18 CFR
part 34, of future issuances of securities and assumptions of
liability.
    Any person desiring to intervene or to protest should file with the
Federal Energy Regulatory Commission, 888 First Street NE, Washington,
DC 20426, in accordance with Rules 211 and 214 of the Commission's
Rules of Practice and Procedure (18 CFR 385.211 and 385.214). Anyone
filing a motion to intervene or protest must serve a copy of that
document on the Applicant.
    Notice is hereby given that the deadline for filing protests with
regard to the applicant's request for blanket authorization, under 18
CFR part 34, of future issuances of securities and assumptions of
liability, is September 2, 2020.
    The Commission encourages electronic submission of protests and
interventions in lieu of paper, using the FERC Online links at http://www.ferc.gov. To facilitate electronic service, persons with internet
access who will eFile a document and/or be listed as a contact for an
intervenor must create and validate an eRegistration account using the
eRegistration link. Select the eFiling link to log on and submit the
intervention or protests.
    Persons unable to file electronically may mail similar pleadings to
the Federal Energy Regulatory Commission, 888 First Street NE,
Washington, DC 20426. Hand delivered submissions in docketed
proceedings should be delivered to Health and Human Services, 12225
Wilkins Avenue, Rockville, Maryland 20852.
    In addition to publishing the full text of this document in the
Federal Register, the Commission provides all interested persons an
opportunity to view and/or print the contents of this document via the
internet through the Commission's Home Page (http://ferc.gov) using the
eLibrary link. Enter

the docket number excluding the last three digits in the docket number
field to access the document. At this time, the Commission has
suspended access to the Commission's Public Reference Room, due to the
proclamation declaring a National Emergency concerning the Novel
Coronavirus Disease (COVID-19), issued by the President on March 13,
2020. For assistance, contact the Federal Energy Regulatory Commission
at<EMAIL_ADDRESS>or call toll-free,<PHONE_NUMBER> or TYY,
(202) 502-8659.

    Dated: August 13, 2020.
Nathaniel J. Davis, Sr.,
Deputy Secretary.
[FR Doc. 2020-18144 Filed 8-18-20; 8:45 am]
BILLING CODE 6717-01-P


Power Demand Factor for Selective Catalytic Recovery

7/15/2010

Using an EPA report* on NOx control technologies for portland cement
manufacturing, annual power demand for SCR was calculated as follows.

Total energy costs ($/yr) for model precalciner kilns were divided by
the cost of electricity ($0.05/kwh) to estimate annual energy
consumption (kwh/yr).

Kiln capacity was given as tons clinker/hr. The report stated that kilns
operated 8000 hr/yr. Using hourly clinker capacity and annual hours of
operation, total annual clinker production was calculated.

Total annual energy consumption (step 1) was divided by total annual
clinker production (step 2) to get kwh/ton clinker.

The steps are summarized in the table.

SCR Electricity Demand Factor, Precalciner Kilns

Energy Cost *

($/yr)	Electricity cost ($/kwh)*	Electricity use/yr

(kwh/yr)	Kiln Capacity

(tons clinker/hr)*	Hrs of Operation (Hrs/yr)*	Annual clinker production
(tons clinker/yr)	Kwh/ton clinker

930000	0.05	18600000	100	8000	800000	23

1400000	0.05	28000000	150	8000	1200000	23

*US EPA, NOx Control Technologies for the Cement Industry, September 19,
2000, pp. 84, 87, 104.


[Federal Register Volume 78, Number 15 (Wednesday, January 23, 2013)]
[Notices]
[Pages 4955-4960]
[FR Doc No: 2013-01223]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-68667; File No. SR-NYSEArca-2012-109]

Self-Regulatory Organizations; NYSE Arca, Inc.; Order Granting
Approval of Proposed Rule Change Relating to the Listing and Trading of
Shares of the U.S. Equity High Volatility Put Write Index Fund Under
NYSE Arca Equities Rule 5.2(j)(3)

January 16, 2013.

I. Introduction

    On September 27, 2012, NYSE Arca, Inc. (``Exchange'' or ``NYSE
Arca'') filed with the Securities and Exchange Commission
(``Commission''), pursuant to Section 19(b)(1) of the Securities
Exchange Act of 1934 (``Act'' or ``Exchange Act'') \1\ and Rule 19b-4
thereunder,\2\ a proposed rule change to list and trade shares
(``Shares'') of the U.S. Equity High Volatility Put Write Index Fund
(``Fund'') under NYSE Arca Equities Rule 5.2(j)(3). The proposed rule
change was published in the Federal Register on October 18, 2012.\3\
The Commission received no comments on the proposal. On November 29,
2012, pursuant to Section 19(b)(2) of the Act,\4\ the Commission
designated a longer period within which to either approve the proposed
rule change, disapprove the proposed rule change, or institute
proceedings to determine whether to disapprove the proposed rule
change.\5\ This order grants approval of the proposed rule change.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 68044 (October 12,
2012), 77 FR 64160 (``Notice'').
    \4\ 15 U.S.C. 78s(b)(2).
    \5\ Securities Exchange Act Release No. 68319 (November 29,
2012), 77 FR 72429 (December 5, 2012). The Commission determined
that it was appropriate to designate a longer period within which to
take action on the proposed rule change so that it has sufficient
time to consider the proposed rule change. Accordingly, the
Commission designated January 16, 2013 as the date by which it
should approve, disapprove, or institute proceedings to determine
whether to disapprove the proposed rule change.
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II. Description of the Proposal

    The Exchange proposes to list and trade the Shares of the Fund
under Commentary .01 to NYSE Arca Equities Rule 5.2(j)(3), which
governs the listing and trading of Investment Company Units. The Shares
will be issued by the ALPS ETF Trust (``Trust'').\6\ ALPS Advisors,
Inc. will be the Fund's investment adviser (``Adviser''), and Rich
Investment Solutions, LLC will be the Fund's investment sub-adviser
(``Sub-Adviser''). The Adviser is affiliated with a broker-dealer and
will implement and maintain procedures designed to prevent the use and
dissemination of material, non-public information regarding the Fund's
portfolio. The Sub-Adviser is not affiliated with a broker-dealer. In
the event (a) the Sub-Adviser becomes newly affiliated with a broker-
dealer, or (b) any new adviser or sub-adviser becomes affiliated with a
broker-dealer, it will implement and maintain procedures designed to
prevent the use and dissemination of material, non-public information
regarding the Fund's portfolio.
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    \6\ The Trust is registered under the Investment Company Act of
1940 (``1940 Act''). On May 3, 2012, the Trust filed with the
Commission an amendment to its registration statement on Form N-1A
(``Registration Statement'') under the Securities Act of 1933 and
under the 1940 Act relating to the Fund (File Nos. 333-148826 and
811-22175). In addition, the Commission has issued an order granting
certain exemptive relief to the Trust under the 1940 Act. See
Investment Company Act Release No. 28262 (May 1, 2008) (File No.
812-13430).
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    The Bank of New York Mellon (``BNY'') will serve as custodian, fund
accounting agent, and transfer agent for the Fund. ALPS Distributors,
Inc. will be the Fund's distributor (``Distributor''). NYSE Arca will
be the ``Index Provider'' for the Fund. NYSE Arca is not affiliated
with the Trust, the Adviser, the Sub-Adviser, or the Distributor. NYSE
Arca is affiliated with a broker-dealer and will implement a fire wall
and maintain procedures designed to prevent the use and dissemination
of material, non-public information regarding the Index.
Description of the Fund
    The Fund will seek investment results that correspond generally to
the performance, before the Fund's fees and expenses, of the NYSE Arca
U.S. Equity High Volatility Put Write Index (``Index''). The Index
measures the return of a hypothetical portfolio consisting of U.S.
exchange traded put options which have been sold on each of 20 stocks
and a cash position calculated as described below. The 20 stocks on
which options are sold (``written'') are those 20 stocks from a
selection of the largest capitalized (over $5 billion in market
capitalization) stocks which also have listed options and which have
the highest volatility, as determined by the Index Provider. The Sub-
Adviser will seek a correlation over time of 0.95 or better between the
Fund's performance and the performance of the Index. A figure of 1.00
would represent perfect correlation.
    The Exchange submitted this proposed rule change because the Index
for the Fund does not meet all of the ``generic'' listing requirements
of Commentary .01(a)(A) to NYSE Arca Equities Rule 5.2(j)(3) applicable
to the listing of Investment Company Units based upon an index of ``US
Component Stocks.'' \7\ Specifically, Commentary .01(a)(A) to NYSE Arca
Equities Rule 5.2(j)(3) \8\ sets forth the requirements to be met by
components of an index or portfolio of US Component Stocks. As
described further below, the Index consists of U.S. exchange-traded put
options. The Exchange has represented that the Shares will conform to
the initial and continued listing criteria under NYSE Arca Equities
Rules 5.2(j)(3) and 5.5(g)(2), except that the Index is comprised of
put options, which are not NMS Stocks as defined in Rule 600 of
Regulation NMS.
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    \7\ NYSE Arca Equities Rule 5.2(j)(3) provides that the term
``US Component Stock'' shall mean an equity security that is
registered under Sections 12(b) or 12(g) of the Exchange Act or an
American Depositary Receipt, the underlying equity security of which
is registered under Sections 12(b) or 12(g) of the Exchange Act.
    \8\ Commentary .01(a)(A) to NYSE Arca Equities Rule 5.2(j)(3)
states, in relevant part, that the components of an index of US
Component Stocks, upon the initial listing of a series of Investment
Company Units pursuant to Rule 19b-4(e) under the Exchange Act,
shall be NMS Stocks as defined in Rule 600 of Regulation NMS under
the Exchange Act. See 17 CFR 242.600(b)(47) (defining ``NMS Stock''
as any NMS Security other than an option).
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Index Methodology and Construction
    The Index consists of at least 20 exchange-listed put options
(``Index Components''), selected in accordance with NYSE Arca's rules-
based methodology for the Index. In selecting the stocks underlying the
Index Components, the Index Provider begins with the universe of all
U.S. exchange-listed stocks, and then screens for those stocks that
meet the following criteria: (1) Minimum market capitalization of at
least $5 billion; (2) minimum trading volume of at least 50 million
shares during the preceding 6 months; (3) minimum average daily trading
volume of one million shares during the preceding 6 months; (4) minimum
average daily trading value of at least $10 million during the
preceding 6 months; (5) share price of $10 or higher; (6) the
availability of U.S. exchange-listed options. The Index is

reconstituted/rebalanced every two months (i.e., six times a year).
    Stocks meeting the above criteria are then sorted in descending
order based upon the two month implied volatility as measured on
Bloomberg using the field labeled 2M--PUT--IMP--VOL--50DELTA--DFLT,
which is derived from at-the-money listed put options on each of such
stocks.\9\ The 20 stocks with the highest volatility are selected for
inclusion. The industry sector of each stock is also noted, and the
Index will not allow more than 10 of the 20 stocks to be from any one
industry sector.
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    \9\ The Adviser represents that Bloomberg defines implied
volatility as Delta Ivol, which is volatility as expressed in delta.
Delta values range from 0 to 100, with 50 delta as the theoretical
at-the-money strike. A delta of less than 50 is considered out-of-
the-money, while a delta of greater than 50 is considered in-the-
money.
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    Each listed put option included in the Index will be an ``American-
style'' option (i.e., an option which can be exercised at the strike
price at any time prior to its expiration) and have a 60-day term. The
strike price (i.e., the price at which a put option can be exercised)
of each put option included in the Index must be as close as possible
to 85% of the closing price of the option's underlying stock price as
of the beginning of each 60-day period.\10\ The listed put options
included in the Index can be exercised at any time prior to their
expiration, but the Index will reflect the value of each such option
throughout the 60-day period as if the option is not exercised until
its expiration. Each such option will automatically be deemed exercised
on its expiration date if its underlying stock price is below its
strike price. If the stock underlying the put option closes below the
option's strike price, a cash settlement payment in an amount equal to
the difference between the strike price and the closing price of the
stock is deemed to be made, and the Index value is correspondingly
reduced. If the underlying stock does not close below its strike price,
then the option expires worthless and the entire amount of the premium
payment is retained within the Index.\11\
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    \10\ The Adviser represents that a specific percentage cannot be
indicated because options are listed by an exchange in pre-defined
increments (i.e., 1, 1.5, or 2 increments) around the market price
of the stock, rounded to the nearest dollar.
    \11\ The Adviser anticipates that it may take approximately
three business days (i.e., each day the New York Stock Exchange
(``NYSE'') is open) for additions and deletions to the Index to be
reflected in the portfolio composition of the Fund.
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    The Exchange has provided the following example. Suppose a stock
``ABC'' trades at $50 per share at the start of the 60-day period, and
a listed put option with a term of 60 days was sold with a strike price
of $42.50 per share for a premium of $2 per share:
     Settlement at or above the strike price: If at the end of
60 days the ABC stock closed at or above the strike price of $42.50,
then the option would expire worthless, and the Index's value would
reflect the retention of the $2 per share premium. The Index's value
thus would be increased by $2 per share on the ABC option position.
     Settlement below the strike price: If at the end of 60
days ABC closed at $35, then the option would automatically be deemed
exercised on its expiration date. The Index's value would change as if
the Index had put (i.e., would buy) ABC at the strike price of $42.50
and would sell ABC immediately at the closing price of $35. As a
result, the Index's value would be reduced by $7.50 per share. However,
the Index's value would also reflect the retention of the $2 per share
premium, so the net loss to the Index's value would be $5.50 per share
on the ABC option position.
    The Index's value is equal to the value of the options positions
comprising the Index, plus a cash position. The options positions are
equally weighted in the Index and the Fund's portfolio, meaning that 1/
20th of the net asset value (``NAV'') of Shares of the Fund will be
invested in each option position at the beginning of the applicable 60-
day period. The cash position starts at a base of 1,000. The cash
position is increased by option premiums generated by the option
positions comprising the Index and interest on the cash position at an
annual rate equal to the three month Treasury-bill (``T-Bill'') rate.
The cash position is decreased by cash settlement on options which
finish in-the-money (i.e., where the closing price of the underlying
stock at the end of the 60-day period is below the strike price). The
cash position is also decreased by a deemed cash distribution paid
following each 60-day period, currently targeted at the rate of 1.5% of
the value of the Index. However, if the option premiums generated
during the period are less than 1.5%, the deemed distribution will be
reduced by the amount of the shortfall.
Primary Investments
    The Fund under normal circumstances \12\ will invest at least 80%
of its total assets in component securities that comprise the Index
(i.e., the Fund's option positions) and in T-Bills. The Fund will seek
to track the performance of the Index by selling listed 60-day put
options in proportion to their weightings in the Index. By selling an
option, the Fund will receive premiums from the buyer of the option,
which will increase the Fund's return if the option is not exercised
and thus expires worthless. However, if the option's underlying stock
declines below the strike price, the option will finish in-the-money,
and the Fund will be required to buy the underlying stock at the strike
price, effectively paying the buyer the difference between the strike
price and the closing price. Therefore, by writing a put option, the
Fund will be exposed to the amount by which the price of the underlying
stock is less than the strike price. As the seller of a listed put
option, the Fund will incur an obligation to buy the underlying
instrument from the purchaser of the option at the option's strike
price, upon exercise by the option purchaser. If a listed put option
sold by the Fund is exercised prior to the end of a 60-day period, the
Fund will buy the underlying stock at the time of exercise and at the
strike price, and will hold the stock until the end of the 60-day
period.
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    \12\ The term ``under normal circumstances'' includes, but is
not limited to, the absence of extreme volatility or trading halts
in the equities or options markets or the financial markets
generally; operational issues causing dissemination of inaccurate
market information; or force majeure type events such as systems
failure, natural or man-made disaster, act of God, armed conflict,
act of terrorism, riot or labor disruption, or any similar
intervening circumstance.
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    Each put option sold by the Fund will be covered through
investments in three month T-Bills at least equal to the Fund's maximum
liability under the option (i.e., the strike price).
    Every 60 days, the options included within the Index are exercised
or expire and new option positions are established, and the Fund will
enter into new option positions accordingly and sell any underlying
stocks it owns as a result of the Fund's prior option positions having
been exercised. This 60-day cycle likely will cause the Fund to have
frequent and substantial portfolio turnover.\13\
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    \13\ If the Fund receives additional inflows (and issues more
Shares accordingly in large numbers known as ``Creation Units'')
during a 60-day period, the Fund will sell additional listed put
options which will be exercised or expire at the end of such 60-day
period. Conversely, if the Fund redeems Shares in Creation Unit size
during a 60-day period, the Fund will terminate the appropriate
portion of the options it has sold accordingly.
---------------------------------------------------------------------------

Secondary Investment Strategies
    The Fund may invest its remaining assets in money market
instruments,\14\

including repurchase agreements \15\ or other funds which invest
exclusively in money market instruments, convertible securities, and
structured notes (notes on which the amount of principal repayment and
interest payments are based on the movement of one or more specified
factors, such as the movement of a particular stock or stock index).
Furthermore, the Fund may invest in one or more financial instruments,
including but not limited to futures contracts, swap agreements,\16\
forward contracts, and options on securities (other than options in
which the Fund principally will invest), indices, and futures
contracts.\17\ Swaps, options (other than options in which the Fund
principally will invest), and futures contracts \18\ may be used by the
Fund in seeking performance that corresponds to the Index and in
managing cash flows.\19\
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    \14\ The Fund may invest a portion of its assets in high-quality
money market instruments on an ongoing basis to provide liquidity.
The instruments in which the Fund may invest include: (i) Short-term
obligations issued by the U.S. Government; (ii) negotiable
certificates of deposit (``CDs''), fixed time deposits, and bankers'
acceptances of U.S. and foreign banks and similar institutions;
(iii) commercial paper rated at the date of purchase ``Prime-1'' by
Moody's Investors Service, Inc. or ``A-1+'' or ``A-1'' by Standard &
Poor's or, if unrated, of comparable quality as determined by the
Adviser; and (iv) money market mutual funds. CDs are short-term
negotiable obligations of commercial banks. Time deposits are non-
negotiable deposits maintained in banking institutions for specified
periods of time at stated interest rates. Banker's acceptances are
time drafts drawn on commercial banks by borrowers, usually in
connection with international transactions. The Fund will not invest
in money market instruments as part of a temporary defensive
strategy to protect against potential stock market declines.
    \15\ Repurchase agreements are agreements pursuant to which
securities are acquired by the Fund from a third party with the
understanding that they will be repurchased by the seller at a fixed
price on an agreed date. These agreements may be made with respect
to any of the portfolio securities in which the Fund is authorized
to invest. Repurchase agreements may be characterized as loans
secured by the underlying securities. The Fund may enter into
repurchase agreements with (i) member banks of the Federal Reserve
System having total assets in excess of $500 million and (ii)
securities dealers (``Qualified Institutions''). The Adviser will
monitor the continued creditworthiness of Qualified Institutions.
The Fund also may enter into reverse repurchase agreements, which
involve the sale of securities with an agreement to repurchase the
securities at an agreed-upon price, date, and interest payment and
have the characteristics of borrowing.
    \16\ Swap agreements are contracts between parties in which one
party agrees to make periodic payments to the other party
(``counterparty'') based on the change in market value or level of a
specified rate, index, or asset. In return, the counterparty agrees
to make periodic payments to the first party based on the return of
a different specified rate, index, or asset. Swap agreements will
usually be done on a net basis, the Fund receiving or paying only
the net amount of the two payments. The net amount of the excess, if
any, of the Fund's obligations over its entitlements with respect to
each swap will be accrued on a daily basis and an amount of cash or
highly liquid securities having an aggregate value at least equal to
the accrued excess will be maintained in an account at the Trust's
custodian bank.
    \17\ As an example of the use of such financial instruments, the
Fund may use total return swaps on one or more Index Components in
order to achieve exposures that are similar to those of the Index.
    \18\ The Fund may utilize U.S. listed exchange-traded futures.
In connection with its management of the Trust, the Adviser has
claimed an exclusion from registration as a commodity pool operator
under the Commodity Exchange Act (``CEA''). Therefore, it is not
subject to the registration and regulatory requirements of the CEA,
and there are no limitations on the extent to which the Fund may
engage in non-hedging transactions involving futures and options
thereon, except as set forth in the Registration Statement.
    \19\ Swaps, options (other than options in which the Fund
principally will invest), and futures contracts will not be included
in the Fund's investment, under normal market circumstances, of at
least 80% of its total assets in component securities that comprise
the Index and in T-Bills, as described above.
---------------------------------------------------------------------------

    The Fund may invest up to 20% of its net assets in investments not
included in its Index, but which the Adviser believes will help the
Fund track the Index. For example, there may be instances in which the
Adviser may choose to purchase (or sell) securities not in the Index
which the Adviser believes are appropriate to substitute for one or
more Index Components in seeking to replicate, before fees and
expenses, the performance of the Index.
    The Fund may borrow money from a bank up to a limit of 10% of the
value of its assets, but only for temporary or emergency purposes. The
Fund may not invest 25% of its total assets in the securities of
issuers conducting their principal business activities in the same
industry or group of industries (excluding the U.S. government or any
of its agencies or instrumentalities). Nonetheless, to the extent the
Fund's Index is concentrated in a particular industry or group of
industries, the Fund's investments will exceed this 25% limitation to
the extent that it is necessary to gain exposure to Index Components to
track its Index.
    The Fund may invest in the securities of other investment companies
(including money market funds). Under the 1940 Act, the Fund's
investment in investment companies is limited to, subject to certain
exceptions, (i) 3% of the total outstanding voting stock of any one
investment company, (ii) 5% of the Fund's total assets with respect to
any one investment company, and (iii) 10% of the Fund's total assets of
investment companies in the aggregate.
    The Fund may hold up to an aggregate amount of 15% of its net
assets in illiquid securities (calculated at the time of investment).
The Fund will monitor its portfolio liquidity on an ongoing basis to
determine whether, in light of current circumstances, an adequate level
of liquidity is being maintained, and will consider taking appropriate
steps in order to maintain adequate liquidity if, through a change in
values, net assets, or other circumstances, more than 15% of the Fund's
net assets are held in illiquid securities. Illiquid securities include
securities subject to contractual or other restrictions on resale and
other instruments that lack readily available markets as determined in
accordance with Commission staff guidance.
    The Fund intends to qualify for and to elect to be treated as a
separate regulated investment company under Subchapter M of the
Internal Revenue Code of 1986, as amended. The Fund's investments will
be consistent with the Fund's investment objective and will not be used
to enhance leverage. The Fund will not invest in non-U.S. equity
securities.
    Additional information regarding the Trust, the Fund, and the
Shares, including investment strategies, risks, creation and redemption
procedures, fees, portfolio holdings disclosure policies,
distributions, and taxes, among other things, is included in the Notice
and Registration Statement, as applicable.\20\
---------------------------------------------------------------------------

    \20\ See Notice and Registration Statement, supra notes 3 and 6.
---------------------------------------------------------------------------

III. Discussion and Commission's Findings

    The Commission has carefully reviewed the proposed rule change and
finds that it is consistent with the requirements of Section 6 of the
Act \21\ and the rules and regulations thereunder applicable to a
national securities exchange.\22\ In particular, the Commission finds
that the proposed rule change is consistent with the requirements of
Section 6(b)(5) of the Act,\23\ which requires, among other things,
that the Exchange's rules be designed to prevent fraudulent and
manipulative acts and practices, to promote just and equitable
principles of trade, to foster cooperation and coordination with
persons engaged in facilitating transactions in securities, to remove
impediments to and perfect the mechanism of a free and open market and
a national market system, and, in general, to protect investors and the
public interest. The Commission notes that the Fund and the Shares must
comply with the applicable requirements of NYSE Arca Equities

Rules 5.2(j)(3) and 5.5(g)(2) to be listed and traded on the Exchange.
---------------------------------------------------------------------------

    \21\ 15 U.S.C. 78f.
    \22\ In approving this proposed rule change, the Commission
notes that it has considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
    \23\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Commission finds that the proposal to list and trade the Shares
on the Exchange is consistent with Section 11A(a)(1)(C)(iii) of the
Act,\24\ which sets forth Congress's finding that it is in the public
interest and appropriate for the protection of investors and the
maintenance of fair and orderly markets to assure the availability to
brokers, dealers, and investors of information with respect to
quotations for, and transactions in, securities. Quotation and last-
sale information for the Shares will be available via the Consolidated
Tape Association (``CTA'') high-speed line, and for the put options
held by the Fund, will be available from the U.S. options exchanges on
which they are listed and traded. The Index value will be published by
one or more major market data vendors every 15 seconds during the NYSE
Arca Core Trading Session (9:30 a.m. to 4:00 p.m., Eastern Time).
Pricing information for the Index Components is available from the U.S.
options exchanges on which such components are listed and traded, and a
list of the Index Components, with percentage weightings, will be
available on the Exchange's Web site. In addition, an Intraday
Indicative Value (``IIV'') for the Shares will be calculated \25\ and
widely disseminated at least every 15 seconds during the NYSE Arca Core
Trading Session by one or more major market data vendors.\26\ The
Fund's portfolio holdings, including information regarding its options
positions, will be disclosed each day on the Fund's Web site, which Web
site information will be publicly available at no charge.\27\ The
Fund's NAV per Share will be determined once daily as of the close of
the New York Stock Exchange (``NYSE'') (normally 4:00 p.m., Eastern
Time) on each day the NYSE is open for trading. BNY, through the
National Securities Clearing Corporation, will make available on each
business day, prior to the opening of business on NYSE Arca (currently
9:30 a.m. Eastern Time), the amount of cash to be deposited in exchange
for a Creation Unit \28\ and the amount of cash that will be paid by
the Fund in respect of redemption requests. Information regarding
market price and trading volume of the Shares will be continually
available on a real-time basis throughout the day on brokers' computer
screens and other electronic services, and information regarding the
previous day's closing price and trading volume information for the
Shares will be published daily in the financial section of newspapers.
The Fund's Web site will also include a form of the prospectus for the
Fund, information relating to NAV (updated daily), and other
quantitative and trading information.
---------------------------------------------------------------------------

    \24\ 15 U.S.C. 78k-1(a)(1)(C)(iii).
    \25\ The Exchange will calculate the IIV by dividing the
``Estimated Fund Value'' (as defined below) as of the time of the
calculation by the total number of outstanding Shares. ``Estimated
Fund Value'' is the sum of the estimated amount of cash held in the
Fund's portfolio, the estimated amount of accrued interest owing to
the Fund, and the estimated value of the securities held in the
Fund's portfolio, minus the estimated amount of liabilities. The IIV
will be calculated based on the same portfolio holdings disclosed on
the Fund's Web site.
    \26\ See NYSE Arca Equities Rule 5.2(j)(3), Commentaries
.01(b)(2) and .01(c). According to the Exchange, several major
market data vendors widely disseminate IIVs taken from the CTA or
other data feeds. See Notice, supra note 3, at 64164.
    \27\ On a daily basis, the Adviser will disclose for each
portfolio security and other financial instrument of the Fund the
following information on the Fund's Web site: Ticker symbol (if
applicable), name of security and financial instrument, number of
shares or dollar value of financial instruments held in the
portfolio, and percentage weighting of the security and financial
instrument in the portfolio.
    \28\ Creation Units (100,000 Shares) of the Fund generally will
be sold for cash only, calculated based on the NAV per Share,
multiplied by the number of Shares representing a Creation Unit,
plus a transaction fee.
---------------------------------------------------------------------------

    The Commission further believes that the proposal to list and trade
the Shares is reasonably designed to promote fair disclosure of
information that may be necessary to price the Shares appropriately and
to prevent trading when a reasonable degree of transparency cannot be
assured. The Commission notes that the Exchange will obtain a
representation from the issuer of the Shares that the NAV will be
calculated daily and will be made available to all market participants
at the same time.\29\ If the IIV, the Index value, or the value of the
Index Components is not being disseminated as required, the Exchange
may halt trading during the day in which the disruption occurs. If the
interruption to the dissemination of the applicable IIV, Index value,
or value of the Index Components 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.\30\ In addition, if the
Exchange becomes aware that the NAV is not being disseminated to all
market participants at the same time, it will halt trading in the
Shares on the Exchange until such time as the NAV is available to all
market participants. The Exchange states that it has a general policy
prohibiting the distribution of material, non-public information by its
employees. The Exchange states that the Index Provider is affiliated
with a broker-dealer and will implement a firewall and maintain
procedures designed to prevent the use and dissemination of material,
non-public information regarding the Index. The Exchange further states
that the Adviser is affiliated with a broker-dealer and will implement
and maintain procedures designed to prevent the use and dissemination
of material, non-public information regarding the Index.\31\ The
Commission notes that the Exchange would be able to obtain information
with respect to the options comprising the Index and which will be held
by the Fund because such options will be listed and traded on U.S.
options markets that are members of the Intermarket Surveillance Group
(``ISG'').
---------------------------------------------------------------------------

    \29\ See NYSE Arca Equities Rule 5.2(j)(3)(A)(v).
    \30\ With respect to trading halts, the Exchange may consider
all relevant factors in exercising its discretion to halt or suspend
trading in the Shares of the Fund. Trading in Shares of the Fund
will be halted if the circuit breaker parameters in NYSE Arca
Equities Rule 7.12 have been reached. Trading also may be halted
because of market conditions or for reasons that, in the view of the
Exchange, make trading in the Shares inadvisable. These may include:
(1) The extent to which trading is not occurring in the securities
and/or the financial instruments comprising the Fund's portfolio; or
(2) whether other unusual conditions or circumstances detrimental to
the maintenance of a fair and orderly market are present.
    \31\ The Commission also notes that an investment adviser to an
open-end fund is required to be registered under the Investment
Advisers Act of 1940 (``Advisers Act''). As a result, the Adviser
and Sub-Adviser and their personnel are subject to the provisions of
Rule 204A-1 under the Advisers Act relating to codes of ethics. This
Rule requires investment advisers to adopt a code of ethics that
reflects the fiduciary nature of the relationship to clients as well
as compliance with other applicable securities laws. Accordingly,
procedures designed to prevent the communication and misuse of non-
public information by an investment adviser must be consistent with
Rule 204A-1 under the Advisers Act. In addition, Rule 206(4)-7 under
the Advisers Act makes it unlawful for an investment adviser to
provide investment advice to clients unless such investment adviser
has (i) adopted and implemented written policies and procedures
reasonably designed to prevent violation, by the investment adviser
and its supervised persons, of the Advisers Act and the Commission
rules adopted thereunder; (ii) implemented, at a minimum, an annual
review regarding the adequacy of the policies and procedures
established pursuant to subparagraph (i) above and the effectiveness
of their implementation; and (iii) designated an individual (who is
a supervised person) responsible for administering the policies and
procedures adopted under subparagraph (i) above.
---------------------------------------------------------------------------

    The Commission notes that, prior to the commencement of trading,
the Exchange will inform its Equity Trading Permit Holders (``ETP
Holders'') of the suitability requirements of NYSE Arca Equities Rule
9.2(a) in an Information Bulletin.\32\ Specifically, the Exchange

will remind ETP Holders that, in recommending transactions in these
securities, they must have a reasonable basis to believe that (1) the
recommendation is suitable for a customer given reasonable inquiry
concerning the customer's investment objectives, financial situation,
needs, and any other information known by such member, and (2) the
customer can evaluate the special characteristics, and is able to bear
the financial risks, of an investment in the Shares. In connection with
the suitability obligation, the Information Bulletin will also provide
that members must make reasonable efforts to obtain the following
information: (a) The customer's financial status; (b) the customer's
tax status; (c) the customer's investment objectives; and (d) such
other information used or considered to be reasonable by such member or
registered representative in making recommendations to the customer.
---------------------------------------------------------------------------

    \32\ NYSE Arca Equities Rule 9.2(a) provides that an ETP Holder,
before recommending a transaction in any security, must have
reasonable grounds to believe that the recommendation is suitable
for the customer based on any facts disclosed by the customer as to
its other security holdings and as to its financial situation and
needs. Further, the rule provides, with a limited exception, that
prior to the execution of a transaction recommended to a non-
institutional customer, the ETP Holder must make reasonable efforts
to obtain information concerning the customer's financial status,
tax status, investment objectives, and any other information that
such ETP Holder believes would be useful to make a recommendation.
---------------------------------------------------------------------------

    As described above, the Fund will seek to track the performance of
the Index by selling listed 60-day put options in proportion to their
weightings in the Index. If the option's underlying stock declines
below the strike price, the option will finish in-the-money and the
Fund will be required to buy the underlying stock at the strike price,
effectively paying the buyer the difference between the strike price
and the closing price. Therefore, by writing a put option, the Fund is
exposed to the amount by which the price of the underlying stock is
less than the strike price. FINRA has issued a regulatory notice
relating to sales practice procedures applicable to recommendations to
customers by FINRA members of reverse convertibles, as described in
FINRA Regulatory Notice 10-09 (February 2010) (``FINRA Regulatory
Notice'').\33\ While the Fund will not invest in reverse convertibles,
the Fund's options strategies may raise issues similar to those raised
in the FINRA Regulatory Notice. Therefore, the Exchange has represented
that the Information Bulletin will state that ETP Holders that carry
customer accounts should follow the FINRA Regulatory Notice with
respect to suitability.
---------------------------------------------------------------------------

    \33\ NASD Rule 2310 relating to suitability, referenced in the
FINRA Regulatory Notice, has been superseded by FINRA Rule 2111. See
FINRA Regulatory Notice 12-25 (May 2012).
---------------------------------------------------------------------------

    As disclosed in the Registration Statement, the Fund is designed
for investors who seek to obtain income through selling put options on
select equity securities which the Index Provider determines to have
the highest volatility. Because of the high volatility of the stocks
underlying the put options sold by the Fund, it is possible that the
value of such stocks will decline in sufficient magnitude to trigger
the exercise of the put options and cause a loss which may outweigh the
income from selling such put options. Accordingly, the Exchange has
stated that the Fund should be considered as a speculative trading
instrument and is not necessarily appropriate for investors who seek to
avoid or minimize their exposure to stock market volatility. The
Exchange has represented that the Information Bulletin regarding the
Fund will provide information regarding the suitability of an
investment in the Shares, as stated in the Registration Statement.
    The Exchange represents that the Shares are deemed to be equity
securities, thus rendering trading in the Shares subject to the
Exchange's existing rules governing the trading of equity securities.
In support of this proposal, the Exchange has made representations,
including:
    (1) The Shares will conform to the initial and continued listing
criteria under NYSE Arca Equities Rules 5.2(j)(3) and 5.5(g)(2), except
that the Index is comprised of U.S. exchange-listed options.
    (2) The Exchange has appropriate rules to facilitate transactions
in the Shares during all trading sessions.
    (3) The Exchange's surveillance procedures applicable to derivative
products, which include Investment Company Units, are adequate to
properly monitor Exchange trading of the Shares in all trading sessions
and to deter and detect violations of Exchange rules and applicable
federal securities laws. All Index Components are listed and traded on
U.S. options exchanges, which are members of ISG.
    (4) Prior to the commencement of trading, the Exchange will inform
its ETP Holders in an Information Bulletin of the special
characteristics and risks associated with trading the Shares.
Specifically, the Information Bulletin will discuss the following: (a)
The procedures for purchases and redemptions of Shares in Creation
Units (and that Shares are not individually redeemable); (b) NYSE Arca
Equities Rule 9.2(a), which imposes a duty of due diligence on its ETP
Holders to learn the essential facts relating to every customer prior
to trading the Shares; (c) the risks involved in trading the Shares
during the Opening and Late Trading Sessions when an updated IIV will
not be calculated or publicly disseminated; (d) how information
regarding the IIV is disseminated; (e) the requirement that ETP Holders
deliver a prospectus to investors purchasing newly issued Shares prior
to or concurrently with the confirmation of a transaction; and (f)
trading information. The Information Bulletin will also advise ETP
Holders of their suitability obligations with respect to recommended
transactions to customers in the Shares, and will state that ETP
Holders that carry customer accounts should follow the FINRA Regulatory
Notice with respect to suitability.
    (5) The Index will consist of at least 20 equally-weighted
exchange-listed put options, selected in accordance with NYSE Arca's
rules-based methodology, and the Fund, under normal circumstances, will
invest at least 80% of its total assets in the Index Components and in
T-Bills.
    (6) The stocks underlying the Index Components must be U.S.
exchange listed and must meet the following additional criteria: (1)
Minimum market capitalization of at least $5 billion; (2) minimum
trading volume of at least 50 million shares during the preceding 6
months; (3) minimum average daily trading volume of one million shares
during the preceding 6 months; (4) minimum average daily trading value
of at least $10 million during the preceding 6 months; (5) share price
of $10 or higher; and (6) the availability of U.S. exchange-listed
options.
    (7) The Sub-Adviser will seek a correlation over time of 0.95 or
better between the Fund's performance and the performance of the Index.
A figure of 1.00 would represent perfect correlation.
    (8) The Fund may hold up to an aggregate amount of 15% of its net
assets in illiquid securities. In addition, the Fund's investments will
be consistent with the Fund's investment objective and will not be used
to enhance leverage. The Fund will not invest in non-U.S. equity
securities.
    (9) Swaps, options (other than options in which the Fund
principally will invest), and futures contracts will not be included in
the Fund's investment, under normal market circumstances, of at least
80% of its total assets in component securities that comprise the Index
and in T-Bills.
    (10) A minimum of 100,000 Shares of the Fund will be outstanding as
of the start of trading on the Exchange.

    (11) For initial and continued listing, the Fund will be in
compliance with Rule 10A-3 under the Act,\34\ as provided by NYSE Arca
Equities Rule 5.3.
---------------------------------------------------------------------------

    \34\ 17 CFR 240.10A-3.
---------------------------------------------------------------------------

    The Commission further notes that the Fund and the Shares must
comply with all other requirements as set forth in Exchange rules
applicable to Investment Company Units and prior Commission releases
relating to, and orders approving, the listing rules (and amendments
thereto) applicable to the listing and trading of Investment Company
Units. This approval order is based on all of the Exchange's
representations, including those set forth above and in the Notice, and
the Exchange's description of the Fund.
    For the foregoing reasons, the Commission finds that the proposed
rule change is consistent with Section 6(b)(5) of the Act \35\ and the
rules and regulations thereunder applicable to a national securities
exchange.
---------------------------------------------------------------------------

    \35\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

IV. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\36\ that the proposed rule change (SR-NYSEArca-2012-109) be, and
it hereby is, approved.
---------------------------------------------------------------------------

    \36\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\37\
---------------------------------------------------------------------------

    \37\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-01223 Filed 1-22-13; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 77, Number 183 (Thursday, September 20, 2012)]
[Notices]
[Pages 58366-58367]
[FR Doc No: 2012-23220]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket Nos. CP12-519-000; CP12-520-000]

Dominion South Pipeline Company, L.P.; Gulf Shore Energy
Partners, LP; Notice of Applications

    Take notice that on September 11, 2012, Dominion South Pipeline
Company, L.P. (Dominion South), 701 East Cary Street, Richmond,
Virginia 23113, filed an application in Docket No. CP12-519-000
pursuant to section 7(b) of the Natural Gas Act (NGA) requesting
authorization to abandon by sale to Gulf Shore Energy Partners, LP
(Gulf Shore) certain facilities in Matagorday County, Texas. Also on
September 11, 2012, Gulf Shore, 333 Clay Street, Suite 4500, Houston,
Texas 77002, file an application in Docket No. CP12-520-000 pursuant to
section 7(c) of the NGA and Parts 157 and 284 of the Commission's
regulations to acquire the subject facilities from Dominion South and
to install certain compression facilities. Gulf Shore additionally
requests a Part 157 blanket certificate and a Part 284 blanket
certificate, all as more fully set forth in the application which is on
file with the Commission and open to public inspection. The filing is
available for review at the Commission in the Public Reference Room or
may be viewed on the Commission's Web site web at http://www.ferc.gov
using the ``eLibrary'' link. Enter the docket number excluding the last
three digits in the docket number field to access the document. For
assistance, contact FERC at<EMAIL_ADDRESS>or call toll-
free,<PHONE_NUMBER> or TYY,<PHONE_NUMBER>.
    Any questions concerning Dominion South's application may be
directed to David P. Kohler, Manager, Business Development, Dominion
South Pipeline Company, L.P., 701 East Cary Street, Richmond, Virginia
23113, by telephone at<PHONE_NUMBER> or by email at
<EMAIL_ADDRESS>Any questions concerning Gulf Shore's
application may be directed to Mark W. Fuqua, President, Gulf Shore
Energy Partners, LP, 333 Clay Street, Houston, Texas 77002, by
telephone at<PHONE_NUMBER> or by email at<EMAIL_ADDRESS>    There are two ways to become involved in the Commission's review of
this project. First, any person wishing to obtain legal status by
becoming a party to the proceedings for this project should, on or
before the comment date stated below file with the Federal Energy
Regulatory Commission, 888 First Street NE., Washington, DC 20426, a
motion to intervene in accordance with the requirements of the
Commission's Rules of Practice and Procedure (18 CFR 385.214 or
385.211) and the Regulations under the NGA (18 CFR 157.10). A person
obtaining party status will be placed on the service list maintained by
the Secretary of the Commission and will receive copies of all
documents filed by the applicant and by all other parties. A party must
submit 7 copies of filings made in the proceeding with the Commission
and must mail a copy to the applicant and to every other party. Only
parties to the proceeding can ask for court review of Commission orders
in the proceeding.
    However, a person does not have to intervene in order to have
comments considered. The second way to participate is by filing with
the Secretary of the Commission, as soon as possible, an original and
two copies of comments in support of or in opposition to this project.
The Commission will consider these comments in determining the
appropriate action to be

taken, but the filing of a comment alone will not serve to make the
filer a party to the proceeding. The Commission's rules require that
persons filing comments in opposition to the project provide copies of
their protests only to the party or parties directly involved in the
protest.
    Persons who wish to comment only on the environmental review of
this project should submit an original and two copies of their comments
to the Secretary of the Commission. Environmental commentors will be
placed on the Commission's environmental mailing list, will receive
copies of the environmental documents, and will be notified of meetings
associated with the Commission's environmental review process.
Environmental commentors will not be required to serve copies of filed
documents on all other parties. However, the non-party commentors will
not receive copies of all documents filed by other parties or issued by
the Commission (except for the mailing of environmental documents
issued by the Commission) and will not have the right to seek court
review of the Commission's final order.
    The Commission strongly encourages electronic filings of comments,
protests and interventions in lieu of paper using the ``eFiling'' link
at http://www.ferc.gov. Persons unable to file electronically should
submit an original and seven copies of the protest or intervention to
the Federal Energy Regulatory Commission, 888 First Street NE.,
Washington, DC 20426.
    This filing is accessible on-line at http://www.ferc.gov, using the
``eLibrary'' link and is available for review in the Commission's
Public Reference Room in Washington, DC. There is an ``eSubscription''
link on the web site that enables subscribers to receive email
notification when a document is added to a subscribed docket(s). For
assistance with any FERC Online service, please email
<EMAIL_ADDRESS>or call<PHONE_NUMBER> (toll free). For
TTY, call<PHONE_NUMBER>.
    Comment Date: 5:00 p.m. Eastern Time on October 4, 2012

    Dated: September 13, 2012.
Kimberly D. Bose,
Secretary.
[FR Doc. 2012-23220 Filed 9-19-12; 8:45 am]
BILLING CODE 6717-01-P


[Federal Register Volume 77, Number 43 (Monday, March 5, 2012)]
[Notices]
[Pages 13162-13164]
[FR Doc No: 2012-5206]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-66484; File No. SR-Phlx-2012-24]

Self-Regulatory Organizations; Notice of Filing and Immediate
Effectiveness of Proposed Rule Change by NASDAQ OMX PHLX LLC To Adopt
an Administrative Fee for the Payment for Order Flow Program

February 28, 2012.
    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 February 21, 2012, 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 and II
below, which Items have been prepared by the Exchange. The Exchange has
designated this proposal as one establishing or changing a due, fee, or
other charge imposed by Phlx under Section 19(b)(3)(A)(ii) of the Act
\3\ and Rule 19b-4(f)(2) thereunder,\4\ which renders the proposal
effective upon filing with the Commission. The Commission is publishing
this notice to solicit comments on the proposed rule change from
interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ 15 U.S.C. 78s(b)(3)(A)(ii).
    \4\ 17 CFR 240.19b-4(f)(2).
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    The Exchange proposes to amend its payment for order flow program.
Phlx proposes to amend Section II of its Fee Schedule to adopt an
administrative fee, as described further below. While changes to the
Fee Schedule pursuant to this proposal are effective upon filing, the
Exchange has designated these changes to be operative on March 1, 2012.
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.

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

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

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

1. Purpose
    The Exchange currently has a payment-for-order-flow (``PFOF'')
program that helps its Specialists \5\ and Directed Registered Options
Traders

(``Directed ROTs'') \6\ establish PFOF arrangements with an order flow
provider in exchange for that order flow provider directing some or all
of its order flow to that Specialist or Directed ROT. This program is
funded through fees paid by Registered Options Traders (``ROTs''),
Specialists and Directed ROTs and assessed on transactions resulting
from customer orders (the ``PFOF Fees'').\7\
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    \5\ A Specialist is an Exchange member who is registered as an
options specialist pursuant to Rule 1020(a).
    \6\ A Registered Option Trader is defined in Exchange Rule
1014(b) as a regular member of the Exchange located on the trading
floor who has received permission from the Exchange to trade in
options for his own account. See Exchange Rule 1014(b)(i) and (ii).
A ``Directed ROT'' is an ROT who is a Directed Participant. The term
``Directed Participant'' applies to transactions for the account of
a Specialist or ROT resulting from a customer order that is (1)
directed to it by an order flow provider, and (2) executed by it
electronically on Phlx XL II.
    \7\ See Securities Exchange Act Release No. 59841 (April 29,
2009), 74 FR 21035 (May 6, 2009) (SR-Phlx-2009-38).
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    These PFOF Fees are available to be disbursed by the Exchange
according to the instructions of the Specialist units/Specialists or
Directed ROTs to order flow providers who are members or member
organizations who submit, as agent, customer orders to the Exchange
through a member or member organization who is acting as agent for
those customer orders. Any excess payment for order flow funds billed
but not utilized by the Specialist or Directed ROT are carried forward
unless the Directed ROT or Specialist elects to have those funds
rebated to the applicable ROT, Directed ROT or Specialist on a pro rata
basis, reflected as a credit on the monthly invoices. At the end of
each calendar quarter, the Exchange calculates the amount of excess
funds from the previous quarter and subsequently rebates excess funds
on a pro-rata basis to the applicable ROT, Directed ROT or Specialist
who paid into that pool of funds.
    The Exchange now proposes to adopt an administrative fee to offset
its costs in administering the PFOF program. Specifically, Phlx
proposes to assess an administrative fee of 0.45% of the total amount
of PFOF Fees collected each month. Phlx will closely monitor the amount
of funds raised by this administrative fee and amend the fee in the
future if necessary, so that the fee provides sufficient funds to
adequately offset Phlx's costs in administering the PFOF program.
    Phlx proposes to implement this fee beginning on March 1, 2012.
Phlx is not making any other changes to its PFOF program.
2. Statutory Basis
    The Exchange believes that its proposal to amend its Fee Schedule
is consistent with Section 6(b) of the Act \8\ in general, and furthers
the objectives of Section 6(b)(4) of the Act \9\ in particular, in that
it is an equitable allocation of reasonable fees and other charges
among Exchange members and other persons using its facilities.
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    \8\ 15 U.S.C. 78f(b).
    \9\ 15 U.S.C. 78f(b)(4).
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    The Exchange believes that it is reasonable to assess the
administrative fee in that it should permit the Exchange to offset its
costs in administering the PFOF program. As noted above, the Exchange
will closely monitor the amount of funds raised by this administrative
fee and amend the fee in the future if necessary, so that the fee
provides sufficient funds to adequately offset the Exchange's costs in
administering the PFOF program.
    The Exchange believes that it is equitable and not unfairly
discriminatory to assess the administrative fee because it would apply
uniformly to all funds collected under the PFOF program as a means to
offset costs of collecting and administering such funds.

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

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

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 establishes a due, fee,
or other charge imposed by the Exchange, it has become effective
pursuant to Section 19(b)(3)(A) of the Act \10\ and subparagraph (f)(2)
of Rule 19b-4 \11\ thereunder. At any time within 60 days of the filing
of the proposed rule change, the Commission summarily may temporarily
suspend such rule change if it appears to the Commission that such
action is necessary or appropriate in the public interest, for the
protection of investors, or otherwise in furtherance of the purposes of
the Act. If the Commission takes such action, the Commission shall
institute proceedings to determine whether the proposed rule should be
approved or disapproved.
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    \10\ 15 U.S.C. 78s(b)(3)(A).
    \11\ 17 CFR 240.19b-4(f)(2).
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IV. Solicitation of Comments

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

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to<EMAIL_ADDRESS>Please include
File Number SR-Phlx-2012-24 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 Number SR-Phlx-2012-24. This
file number should be included on the subject line if email is used. To
help the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all
written statements with respect to the proposed rule change that are
filed with the Commission, and all written communications relating to
the proposed rule change between the Commission and any person, other
than those that may be withheld from the public in accordance with the
provisions of 5 U.S.C. 552, will be available for Web site viewing and
printing in the Commission's Public Reference Room, 100 F Street NE.,
Washington, DC 20549, on official business days between the hours of 10
a.m. and 3 p.m. Copies of the filing also will be available for
inspection and copying at the principal office of the Exchange. All
comments received will be posted without change; the Commission does
not edit personal identifying information from submissions. You should
submit only information that you wish to make available publicly. All
submissions should refer to File Number SR-Phlx-2012-24 and should be
submitted on or before March 26, 2012.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\12\
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    \12\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2012-5206 Filed 3-2-12; 8:45 am]
BILLING CODE 8011-01-P