[Federal Register: December 23, 2009 (Volume 74, Number 245)]
[Notices]
[Page 68262]
[DOCID:fr23de09-50]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket Nos. ER10-228-000; ER10-228-001]

Star Point Wind Project LLC; Notice of Filing

December 16, 2009.
    Take notice that, on December 9, 2009, Star Point Wind Project LLC
filed to supplement its filing in the above captioned docket with
information required under the Commission's regulations. Such filing
served to reset the filing date in this proceeding.
    Any person desiring to intervene or to protest this filing must
file in accordance with Rules 211 and 214 of the Commission's Rules of
Practice and Procedure (18 CFR 385.211, 385.214). Protests will be
considered by the Commission in determining the appropriate action to
be taken, but will not serve to make protestants parties to the
proceeding. Any person wishing to become a party must file a notice of
intervention or motion to intervene, as appropriate. Such notices,
motions, or protests must be filed on or before the comment date.
Anyone filing a motion to intervene or protest must serve a copy of
that document on the Applicant and all the parties in this proceeding.
    The Commission encourages electronic submission of 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 14 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 e-mail
notification when a document is added to a subscribed docket(s). For
assistance with any FERC Online service, please e-mail
<EMAIL_ADDRESS>or call<PHONE_NUMBER> (toll free). For
TTY, call<PHONE_NUMBER>.
    Comment Date: 5 p.m. Eastern Time on December 30, 2009.

Kimberly D. Bose,
Secretary.
[FR Doc. E9-30459 Filed 12-22-09; 8:45 am]

BILLING CODE 6717-01-P


[Federal Register Volume 76, Number 44 (Monday, March 7, 2011)]
[Notices]
[Pages 12349-12350]
[FR Doc No: 2011-5020]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

Combined Notice of Filings No. 2

March 01, 2011.
    Take notice that the Commission has received the following Natural
Gas Pipeline Rate and Refund Report filings:
    Docket Numbers: RP11-1833-000.
    Applicants: Southern Star Central Gas Pipeline, Inc.
    Description: Southern Star Central Gas Pipeline, Inc. submits
tariff filing per 154.204: Fuel Filing--Eff. April 1, 2011 to be
effective 4/1/2011.
    Filed Date: 03/01/2011.
    Accession Number: 20110301-5047.
    Comment Date: 5 p.m. Eastern Time on Monday, March 14, 2011.

    Docket Numbers: RP11-1834-000.
    Applicants: Panhandle Eastern Pipe Line Company, LP.
    Description: Panhandle Eastern Pipe Line Company, LP submits tariff
filing per 154.204: Fuel Filing 3-1-2011 to be effective 4/1/2011.
    Filed Date: 03/01/2011.
    Accession Number: 20110301-5054.
    Comment Date: 5 p.m. Eastern Time on Monday, March 14, 2011.

    Docket Numbers: RP11-1835-000.
    Applicants: Trunkline Gas Company, LLC.
    Description: Trunkline Gas Company, LLC submits tariff filing per
154.204: Fuel Filing 3-1-2011 to be effective 4/1/2011.
    Filed Date: 03/01/2011.
    Accession Number: 20110301-5058.
    Comment Date: 5 p.m. Eastern Time on Monday, March 14, 2011.

    Docket Numbers: RP11-1836-000.
    Applicants: Southwest Gas Storage Company.
    Description: Southwest Gas Storage Company submits tariff filing
per 154.204: Fuel Filing 3-1-2011 to be effective 4/1/2011.
    Filed Date: 03/01/2011.
    Accession Number: 20110301-5059.
    Comment Date: 5 p.m. Eastern Time on Monday, March 14, 2011.

    Docket Numbers: RP11-1837-000.
    Applicants: Williston Basin Interstate Pipeline Company.
    Description: Williston Basin Interstate Pipeline Company submits
tariff filing per 154.204: NSP Restatement to be effective 3/1/2011.
    Filed Date: 03/01/2011.
    Accession Number: 20110301-5063.
    Comment Date: 5 p.m. Eastern Time on Monday, March 14, 2011.

    Docket Numbers: RP11-1838-000.
    Applicants: Gulf South Pipeline Company, LP.
    Description: Gulf South Pipeline Company, LP submits tariff filing
per 154.204: Oneok to BG Energy Negotiated Rate Cap Reliability Filing
to be effective 3/1/2011.
    Filed Date: 03/01/2011.
    Accession Number: 20110301-5066.
    Comment Date: 5 p.m. Eastern Time on Monday, March 14, 2011.

    Docket Numbers: RP11-1839-000.
    Applicants: Gulf South Pipeline Company, LP.
    Description: Gulf South Pipeline Company, LP submits tariff filing
per 154.204: EOG Resources Amendment to Negotiated Rate Agreement to be
effective 3/1/2011.
    Filed Date: 03/01/2011.
    Accession Number: 20110301-5067.
    Comment Date: 5 p.m. Eastern Time on Monday, March 14, 2011.

    Docket Numbers: RP11-1840-000.

    Applicants: Gulf South Pipeline Company, LP.
    Description: Gulf South Pipeline Company, LP submits tariff filing
per 154.204: EOG Resources Amendment to Negotiated Rate Agreement
Filing 2 to be effective 3/1/2011.
    Filed Date: 03/01/2011.
    Accession Number: 20110301-5068.
    Comment Date: 5 p.m. Eastern Time on Monday, March 14, 2011.

    Docket Numbers: RP11-1841-000.
    Applicants: Gulf South Pipeline Company, LP.
    Description: Gulf South Pipeline Company, LP submits tariff filing
per 154.204: EnCana Marketing Amendment to Negotiated Rate Agreement
Filing to be effective 2/24/2011.
    Filed Date: 03/01/2011.
    Accession Number: 20110301-5069.
    Comment Date: 5 p.m. Eastern Time on Monday, March 14, 2011.

    Docket Numbers: RP11-1842-000.
    Applicants: Gulf Crossing Pipeline Company LLC.
    Description: Gulf Crossing Pipeline Company LLC submits tariff
filing per 154.204: Antero to Tenaska Cap Reliability Negotiated Rate
3-1-11 Filing to be effective 3/1/2011.
    Filed Date: 03/01/2011.
    Accession Number: 20110301-5083.
    Comment Date: 5 p.m. Eastern Time on Monday, March 14, 2011.

    Docket Numbers: RP11-1843-000.
    Applicants: KO Transmission Company.
    Description: KO Transmission Company submits tariff filing per
154.403: Transportation Retainage Adjustment Change Filing to be
effective 4/1/2011.
    Filed Date: 03/01/2011.
    Accession Number: 20110301-5089.
    Comment Date: 5 p.m. Eastern Time on Monday, March 14, 2011.

    Docket Numbers: RP11-1844-000.
    Applicants: Rockies Express Pipeline LLC.
    Description: Rockies Express Pipeline LLC submits tariff filing per
154.204: Annual FL&U Percentage Adjustment to be effective 4/1/2011.
    Filed Date: 03/01/2011.
    Accession Number: 20110301-5091.
    Comment Date: 5 p.m. Eastern Time on Monday, March 14, 2011.

    Docket Numbers: CP11-74-000.
    Applicants: Transcontinental Gas Pipe Line Company, LLC.
    Description: American Midstream LLC. Transcontinental Gas Pipe Line
Company, LLC and American Midstream LLC, submit a joint application to
abandon certificated transportation and exchange services.
    Filed Date: 02/01/2011.
    Accession Number: 20110201-5193.
    Comment Date: 5 p.m. Eastern Time on Tuesday, March 8, 2011 .

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

Nathaniel J. Davis, Sr.,
Deputy Secretary.
[FR Doc. 2011-5020 Filed 3-4-11; 8:45 am]
BILLING CODE 6717-01-P


[Federal Register: May 9, 2006 (Volume 71, Number 89)]
[Notices]
[Page 26959-26960]
[DOCID:fr09my06-92]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

Notice of Application for Non-Project Use of Project Lands and
Waters and Soliciting Comments, Motions To Intervene, and Protests

May 2, 2006
    Take notice that the following application has been filed with the
Commission and is available for public inspection:
    a. Application Type: Non-Project Use Of Project Lands and Waters.
    b. Project No: 2165-025.
    c. Date Filed: March 6, 2006.
    d. Applicant: Alabama Power Company.

    e. Name of Project: The Warrior River Project, which includes the
Smith Dam development.
    f. Location: The proposed action will take place at the Smith Dam
development at the former Castle Rock Marina on Ryan Creek, which is a
tributary to Smith Lake located in Cullman County, Alabama
approximately 11 stream miles above the Smith Dam.
    g. Filed Pursuant to: Federal Power Act, 16 U.S.C. 791 (a) 825(r)
and 799 and 801.
    h. Applicant Contact: Mr. Keith E. Bryant, Sr. Engineer; Alabama
Power Company Hydro Services; 600 18th Street North, Birmingham, AL
35203;<PHONE_NUMBER>.
    i. FERC Contact: Any questions on this notice should be addressed
to Brian Romanek at<PHONE_NUMBER>, or by e-mail: Brian
<EMAIL_ADDRESS>
    j. Deadline for filing comments and or motions: June 1, 2006.
    All documents (original and eight copies) should be filed with: Ms.
Magalie R. Salas, Secretary, Federal Energy Regulatory Commission, 888
First Street, NE., Washington, DC 20426. Please include the project
number (P-2165-025) on any comments or motions filed. Comments,
protests, and interventions may be filed electronically via the
internet in lieu of paper. See, 18 CFR 385.2001(a)(1)(iii) and the
instructions on the Commission's Web site under the ``e-Filing'' link.
The Commission strongly encourages e-filings.
    k. Description of Request: The licensee has requested Commission
approval to allow Crane Hill Development, LLC. to install three
floating boat dock structures at the former Castle Rock Marina, which
is presently closed. The new docks would be for private use by
residents of Waterford Condominiums, a residential community adjoining
project land. The new dock structure would consist of: (1) Two covered
docks, each measuring 58 feet wide by 136 feet long and will
accommodate 20 boats, each and; (2) one partially covered dock
structure, measuring 58 feet wide by 123 feet long, accommodating 18
boats. The total number of boats accommodated would be 58. The former
marina had docks that would accommodate 92 boats. In addition, a one-
fourth of an acre parking area would be constructed as well as a 50-
foot-long retaining wall around the existing swimming pool.
    l. Location of the Application: This filing is available for review
at the Commission or may be viewed on the Commission's Web site 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 Online Support at
<EMAIL_ADDRESS>or toll-free at<PHONE_NUMBER>, or for TTY,

contact<PHONE_NUMBER>.
    m. Individuals desiring to be included on the Commission's mailing
list should so indicate by writing to the Secretary of the Commission.
    n. Comments, Protests, or Motions to Intervene: Anyone may submit
comments, a protest, or a motion to intervene in accordance with the
requirements of Rules of Practice and Procedure, 18 CFR 385.210,
385.211, 385.214. In determining the appropriate action to take, the
Commission will consider all protests or other comments filed, but only
those who file a motion to intervene in accordance with the
Commission's Rules may become a party to the proceeding. Any comments,
protests, or motions to intervene must be received on or before the
specified comment date for the particular application.
    o. Filing and Service of Responsive Documents: Any filings must
bear in all capital letters the title ``COMMENTS'', ``RECOMMENDATIONS
FOR TERMS AND CONDITIONS'', ``PROTEST'', OR ``MOTION TO INTERVENE'', as
applicable, and the Project Number of the particular application to
which the filing refers. A copy of any motion to intervene must also be
served upon each representative of the Applicant specified in the
particular application.
    p. Agency Comments: Federal, state, and local agencies are invited
to file comments on the described applications. A copy of the
applications may be obtained by agencies directly from the Applicant.
If an agency does not file comments within the time specified for
filing comments, it will be presumed to have no comments. One copy of
an agency's comments must also be sent to the Applicant's
representatives.

Magalie R. Salas,
Secretary.
 [FR Doc. E6-6952 Filed 5-8-06; 8:45 am]

BILLING CODE 6717-01-P


[Federal Register Volume 77, Number 68 (Monday, April 9, 2012)]
[Rules and Regulations]
[Pages 20992-20993]
[FR Doc No: 2012-8406]

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DEPARTMENT OF HOMELAND SECURITY

Federal Emergency Management Agency

44 CFR Part 65

[Docket ID FEMA-2012-0003; Internal Agency Docket No. FEMA-B-1248]

Changes in Flood Elevation Determinations

AGENCY: Federal Emergency Management Agency, DHS.

ACTION: Interim rule.

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SUMMARY: This interim rule lists communities where modification of the
Base (1% annual-chance) Flood Elevations (BFEs) is appropriate because
of new scientific or technical data. New flood insurance premium rates
will be calculated from the modified BFEs for new buildings and their
contents.

DATES: These modified BFEs are currently in effect on the dates listed
in the table below and revise the Flood Insurance Rate Maps (FIRMs) in
effect prior to this determination for the listed communities.
    From the date of the second publication of these changes in a
newspaper of local circulation, any person has ninety (90) days in
which to request through the community that the Deputy Associate
Administrator for Mitigation reconsider the changes. The modified BFEs
may be changed during the 90-day period.

ADDRESSES: The modified BFEs for each community are available for
inspection at the office of the Chief Executive Officer of each
community. The respective addresses are listed in the table below.

FOR FURTHER INFORMATION CONTACT: Luis Rodriguez, Chief, Engineering
Management Branch, Federal Insurance and Mitigation Administration,
Federal Emergency Management Agency, 500 C Street SW., Washington, DC
20472,<PHONE_NUMBER>, or (email<EMAIL_ADDRESS>
SUPPLEMENTARY INFORMATION: The modified BFEs are not listed for each
community in this interim rule. However, the address of the Chief
Executive Officer of the community where the modified BFE
determinations are available for inspection is provided.
    Any request for reconsideration must be based on knowledge of
changed conditions or new scientific or technical data.
    The modifications are made pursuant to section 201 of the Flood
Disaster Protection Act of 1973, 42 U.S.C. 4105, and are in accordance
with the National Flood Insurance Act of 1968, 42 U.S.C. 4001 et seq.,
and with 44 CFR part 65.
    For rating purposes, the currently effective community number is
shown and must be used for all new policies and renewals.
    The modified BFEs are the basis for the floodplain management
measures that the community is required either to adopt or to show
evidence of being already in effect in order to qualify or to remain
qualified for participation in the National Flood Insurance Program
(NFIP).
    These modified BFEs, together with the floodplain management
criteria required by 44 CFR 60.3, are the minimum that are required.
They should not be construed to mean that the community must change any
existing ordinances that are more stringent in their floodplain
management requirements. The community may at any time enact stricter
requirements of its own or pursuant to policies established by other
Federal, State, or regional entities. The changes in BFEs are in
accordance with 44 CFR 65.4.
    National Environmental Policy Act. This interim rule is
categorically excluded from the requirements of 44 CFR part 10,
Environmental Consideration. An environmental impact assessment has not
been prepared.
    Regulatory Flexibility Act. As flood elevation determinations are
not within the scope of the Regulatory Flexibility Act, 5 U.S.C. 601-
612, a regulatory flexibility analysis is not required.
    Regulatory Classification. This interim rule is not a significant
regulatory action under the criteria of section 3(f) of Executive Order
12866 of September 30, 1993, Regulatory Planning and Review, 58 FR
51735.
    Executive Order 13132, Federalism. This interim rule involves no
policies that have federalism implications under Executive Order 13132,
Federalism.
    Executive Order 12988, Civil Justice Reform. This interim rule
meets the applicable standards of Executive Order 12988.

List of Subjects in 44 CFR Part 65

    Flood insurance, Floodplains, Reporting and recordkeeping
requirements.

    Accordingly, 44 CFR part 65 is amended to read as follows:

PART 65--[AMENDED]

0
1. The authority citation for part 65 continues to read as follows:

    Authority: 42 U.S.C. 4001 et seq.; Reorganization Plan No. 3 of
1978, 3 CFR, 1978 Comp., p. 329; E.O. 12127, 44 FR 19367, 3 CFR,
1979 Comp., p. 376.

Sec.  65.4  [Amended]

0
2. The tables published under the authority of Sec.  65.4 are amended
as follows:

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                                                             Date and name of
         State and county           Location and case No.     newspaper where     Chief executive officer    Effective date of modification   Community
                                                           notice was published         of community                                             No.
--------------------------------------------------------------------------------------------------------------------------------------------------------
Alabama: Mobile...................  Unincorporated areas   November 24, 2011;    The Honorable Connie       March 30, 2012.................       015008
                                     of Mobile County (11-  December 1, 2011;     Hudson, President,
                                     04-1740P).             The Press-Register.   Mobile County
                                                                                Commission, 205
                                                                                Government Street,
                                                                                Mobile, AL 36644.
Connecticut: Hartford.............  Town of West Hartford  October 13, 2011;     The Honorable Scott        October 3, 2011................       095082
                                     (10-01-2143P).         October 20, 2011;     Slifka, Mayor, Town of
                                                            The Hartford          West Hartford, 50 South
                                                            Courant.              Main Street, West
                                                                                Hartford, CT 06107.
Florida:
    Broward.......................  City of Deerfield      December 2, 2011;     The Honorable Peggy        November 22, 2011..............       125101
                                     Beach (12-04-0283P).   December 9, 2011;     Noland, Mayor, City of
                                                            The Sun-Sentinel.     Deerfield Beach, 150
                                                                                Northeast 2nd Avenue,
                                                                                Deerfield Beach, FL
                                                                                33441.
    Broward.......................  Town of Lauderdale-By- November 3, 2011;     The Honorable Roseann      October 26, 2011...............       125123
                                     The-Sea (11-04-        November 10, 2011;    Minnet, Mayor, Town of
                                     7642P).                The Sun-Sentinel.     Lauderdale-By-The-Sea,
                                                                                4501 Ocean Drive,
                                                                                Lauderdale[dash]By[dash]
                                                                                The[dash]Sea, FL 33308.
Idaho:
    Shoshone......................  City of Osburn (11-10- October 27, 2011;     The Honorable Robert       March 2, 2012..................       160116
                                     1374P).                November 3, 2011;     McPhail, Mayor, City of
                                                            The Shoshone News     Osburn, 921 East Mullan
                                                            Press.                Avenue, Osburn, ID 83849.
    Shoshone......................  Unincorporated areas   October 27, 2011;     Mr. Jon Cantamessa,        March 2, 2012..................       160114
                                     of Shoshone County     November 3, 2011;     Shoshone County
                                     (11-10-1374P).         The Shoshone News     Commissioner, District
                                                            Press.                3, 700 Bank Street,
                                                                                Suite 120, Wallace, ID
                                                                                83873.
Illinois:
    Grundy........................  Unincorporated areas   October 26, 2011;     Mr. Ron Severson, Grundy   November 10, 2011..............       170256
                                     of Grundy County (11-  November 2, 2011;     County, Chairman of the
                                     05-8349P).             The Paper.            Board, 1320 Union
                                                                                Street, Morris, IL 60450.
    Grundy and Livingston.........  Village of Dwight (11- October 26, 2011;     Mr. Bill Wilkey, Village   November 10, 2011..............       170423
                                     05-8349P).             November 2, 2011;     of Dwight President, 209
                                                            The Paper.            South Prairie Avenue,
                                                                                Dwight, IL 60420.
Iowa: Story.......................  City of Ames (11-07-   October 27, 2011;     The Honorable Ann          March 2, 2012..................       190254
                                     1005P).                November 3, 2011;     Campbell, Mayor, City of
                                                            The Ames Tribune.     Ames, P.O. Box 811, 515
                                                                                Clark Avenue, Ames, IA
                                                                                50010.
Oregon: Deschutes.................  Unincorporated areas   November 29, 2011;    Mr. Erik Kropp, Interim    April 4, 2012..................       410055
                                     of Deschutes County    December 6, 2011;     Deschutes County
                                     (11-10-1524P).         The Bend Bulletin.    Administrator, 1300
                                                                                Northwest Wall Street,
                                                                                2nd Floor, Bend, OR
                                                                                97701.
Texas: Hays.......................  City of Buda (11-06-   December 7, 2011;     The Honorable Sarah        April 12, 2012.................       481640
                                     4776P).                December 14, 2011;    Mangham, Mayor, City of
                                                            The Hays Free Press.  Buda, 121 Main Street,
                                                                                Buda, TX 78610.
Washington: King County...........  City of Burien (11-10- October 28, 2011;     The Honorable Joan         November 4, 2011...............       530321
                                     0033P).                November 4, 2011;     McGilton, Mayor, City of
                                                            The Highline Times.   Burien, 400 Southwest
                                                                                152nd Street, Suite 300,
                                                                                Burien, WA 98166.
Wisconsin:
    Calumet.......................  City of Brillion (11-  October 27, 2011;     The Honorable Gary         March 2, 2012..................       550036
                                     05-3616P).             November 3, 2011;     Deiter, Mayor, City of
                                                            The Zander Press.     Brillion, 225 Apollo
                                                                                Court, Brillion, WI
                                                                                54110.
    Calumet.......................  Unincorporated areas   October 27, 2011;     Mr. Jay Shambeau, Calumet  March 2, 2012..................       550035
                                     of Calumet County      November 3, 2011;     County Administrator,
                                     (11-05-3616P).         The Zander Press.     206 Court Street,
                                                                                Chilton, WI 53014.
    Manitowoc.....................  Unincorporated areas   November 7, 2011;     Mr. Bob Ziegelbauer,       October 28, 2011...............       550236
                                     of Manitowoc County    November 14, 2011;    Manitowoc County
                                     (11-05-7812P).         The Herald Times      Executive, Manitowoc
                                                            Reporter.             County Courthouse, 1010
                                                                                South 8th Street,
                                                                                Manitowoc, WI 54220.
--------------------------------------------------------------------------------------------------------------------------------------------------------

(Catalog of Federal Domestic Assistance No. 97.022, ``Flood
Insurance.'')
    Dated: March 15, 2012.
Sandra K. Knight,
Deputy Associate Administrator for Mitigation, Department of Homeland
Security, Federal Emergency Management Agency.
[FR Doc. 2012-8406 Filed 4-6-12; 8:45 am]
BILLING CODE 9110-12-P


[Federal Register Volume 80, Number 230 (Tuesday, December 1, 2015)]
[Notices]
[Pages 75148-75155]
[FR Doc No: 2015-30480]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-76525; File No. SR-NYSEMKT-2015-95]

Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and
Immediate Effectiveness of a Proposed Rule Change Establishing Fees for
the NYSE MKT Integrated Feed

November 25, 2015.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on November 16, 2015, NYSE MKT LLC (the ``Exchange'' or ``NYSE MKT'')
filed with the Securities and Exchange Commission (``Commission'') the
proposed rule change as described in Items I, II, and III below, which
Items have been prepared by the Exchange.

The Commission is publishing this notice to solicit comments on the
proposed rule change from interested persons.
---------------------------------------------------------------------------

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

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

    The Exchange proposes to establish fees for the NYSE MKT Integrated
Feed. The proposed rule change is available on the Exchange's Web site
at www.nyse.com, at the principal office of the Exchange, and at the
Commission's Public Reference Room.

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

    In its filing with the Commission, the self-regulatory organization
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 those 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 parts 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 establish the fees for the NYSE MKT
Integrated Feed in the NYSE MKT Equities Proprietary Market Data Fee
Schedule (``Fee Schedule'').\3\ The Exchange proposes to make the NYSE
MKT Integrated Feed available without charge starting on November 16,
2015. The Exchange proposes to establish the following fees for the
NYSE MKT Integrated Feed operative on January 1, 2016:
---------------------------------------------------------------------------

    \3\ The proposed rule change establishing the NYSE MKT
Integrated Feed was immediately effective on January 23, 2015. See
Securities Exchange Act Release No. 74127 (Jan. 23, 2015), 80 FR
4956 (Jan. 29, 2015) (SR-NYSEMKT-2015-06).
---------------------------------------------------------------------------

    1. Access Fee. For the receipt of access to the NYSE MKT Integrated
Feed, the Exchange proposes to charge $2,500 per month.
    2. User Fees. The Exchange proposes to charge a Professional User
Fee (Per User) of $10 per month and a Non-Professional User Fee (Per
User) of $2 per month. These user fees would apply to each display
device that has access to the NYSE MKT Integrated Feed.
    3. Non-Display Fees. The Exchange proposes to establish non-display
fees for the NYSE MKT Integrated Feed using the same non-display use
fee structure established for the Exchange's other market data
products.\4\ Non-display use would mean accessing, processing, or
consuming the NYSE MKT Integrated Feed delivered via direct and/or
Redistributor \5\ data feeds for a purpose other than in support of a
data recipient's display or further internal or external redistribution
(``Non-Display Use''). Non-Display Use would include any trading use,
such as high frequency or algorithmic trading, and would also include
any trading in any asset class, automated order or quote generation
and/or order pegging, price referencing for algorithmic trading or
smart order routing, operations control programs, investment analysis,
order verification, surveillance programs, risk management, compliance,
and portfolio management.
---------------------------------------------------------------------------

    \4\ See Securities Exchange Act Release Nos. 69285 (April 3,
2013), 78 FR 21172 (April 9, 2013) (SR-NYSEMKT-2013-32) and 72020
(Sept. 9, 2014), 79 FR 55040 (Sept. 15, 2014) (SR-NYSE-2014-72)
[sic].
    \5\ ``Redistributor'' means a vendor or any person that provides
a real-time NYSE MKT data product to a data recipient or to any
system that a data recipient uses, irrespective of the means of
transmission or access.
---------------------------------------------------------------------------

    Under the proposal, for Non-Display Use of NYSE MKT Integrated
Feed, there would be three categories of, and fees applicable to, data
recipients. One, two or three categories of Non-Display Use may apply
to a data recipient.
     Under the proposal, the Category 1 Fee would be $5,000 per
month and would apply when a data recipient's Non-Display Use of the
NYSE MKT Integrated Feed is on its own behalf, not on behalf of its
clients.
     Under the proposal, Category 2 Fees would be $5,000 per
month and would apply to a data recipient's Non-Display Use of the NYSE
MKT Integrated Feed on behalf of its clients.
     Under the proposal, Category 3 Fees would be $5,000 and
would apply to a data recipient's Non-Display Use of the NYSE MKT
Integrated Feed for the purpose of internally matching buy and sell
orders within an organization, including matching customer orders for
data recipient's own behalf and/or on behalf of its clients. This
category would apply to Non-Display Use in trading platforms, such as,
but not restricted to, alternative trading systems (``ATSs''), broker
crossing networks, broker crossing systems not filed as ATSs, dark
pools, multilateral trading facilities, exchanges and systematic
internalization systems. Category 3 Fees would be capped at $15,000 per
month for each data recipient for the NYSE MKT Integrated Feed.
    Non-Display Use fees for NYSE MKT Integrated Feed include, for
customers also paying access fees for NYSE MKT BBO, NYSE MKT Trades,
NYSE MKT OpenBook and NYSE MKT Order Imbalances, the Non-Display Use
for such products when declared within the same category of use.
    The description of the three non-display use categories is set
forth in the Fee Schedule in endnote 1 and that endnote would be
referenced in the NYSE MKT Integrated Feed fees on the Fee Schedule.
The text in the endnote would remain unchanged.
    Data recipients that receive the NYSE MKT Integrated Feed for Non-
Display Use would be required to complete and submit a Non-Display Use
Declaration before they would be authorized to receive the feed.\6\ A
firm subject to Category 3 Fees would be required to identify each
platform that uses the NYSE MKT Integrated Feed on a Non-Display Use
basis, such as ATSs and broker crossing systems not registered as ATSs,
as part of the Non-Display Use Declaration.
---------------------------------------------------------------------------

    \6\ Data recipients are required to complete and submit the Non-
Display Declaration with respect to each market data product on the
Fee Schedule that includes Non-Display Fees. See Securities Exchange
Act Release Nos. 74885 (May 6, 2015), 80 FR 27205 (May 12, 2015)
(SR-NYSEMKT-2015-34) (NYSE MKT OpenBook) and 74884 (May 6, 2015), 80
FR 27212 (May 12, 2015)(SR-NYSEMKT-2015-35)(NYSE MKT Order
Imbalances) and 74882 (May 6, 2015), 80 FR 27210 (May 12, 2015) (SR-
NYSEMKT-2015-36) (NYSE MKT Trades and NYSE MKT BBO).
---------------------------------------------------------------------------

    4. Non-Display Declaration Late Fee. Data recipients that receive
the NYSE MKT Integrated Feed for Non-Display Use would be required to
complete and submit a Non-Display Use Declaration before they would be
authorized to receive the feed. Beginning in 2017, NYSE MKT Integrated
Feed data recipients would be required to submit, by January 31st of
each year, the Non-Display Use Declaration that applies to all real-
time NYSE MKT market data products that include Non-Display Use
fees.\7\ The Exchange proposes to charge a Non-Display Declaration Late
Fee of $1,000 per month to any data recipient that pays an Access Fee
for NYSE MKT Integrated Feed that has failed to complete and submit a
Non-Display Use Declaration. Specifically, with respect to the Non-
Display Use Declaration due by January 31st of each year beginning in
2017, the Non-Display Declaration Late Fee would apply to data
recipients that fail to complete and submit the Non-Display Use
Declaration by the January 31st due date, and would apply beginning
February 1st and for each month thereafter until the data recipient

has completed and submitted the annual Non-Display Use Declaration. The
Exchange also proposes to apply current endnote 2 on the Fee Schedule
to the Non-Display Declaration Late Fee for NYSE MKT Integrated Feed,
but proposes to modify endnote 2 to the Fee Schedule so that it is
clear that the Non-Display Declaration Late Fee applies to the NYSE MKT
Integrated Feed beginning February 1st of 2017 and each year with
respect to the Non-Display Use Declaration due by January 31st each
year.\8\
---------------------------------------------------------------------------

    \7\ Id.
    \8\ The second sentence of endnote 2 to the Fee Schedule refers
to a late fee for the Non-Display Use Declarations due September 1,
2014 that have not been submitted by July 1, 2015. This sentence is
not applicable to the NYSE MKT Integrated Feed because NYSE MKT
Integrated Feed was not available as of the September 1, 2014 due
date and because data recipients of the NYSE MKT Integrated Feed
will have to complete and submit a Non-Display Declaration before
they can receive the feed. The Exchange proposes to modify the
second sentence so that it applies only to NYSE MKT OpenBook, NYSE
MKT BBO, NYSE MKT Trades and NYSE MKT Order Imbalances and not to
the NYSE MKT Integrated Feed. The Exchange proposes to modify the
third sentence so that it is clear that it applies to all market
data products, including the NYSE MKT Integrated Feed, to which Non-
Display Use fees apply.
---------------------------------------------------------------------------

    In addition, if a data recipient's use of the NYSE MKT Integrated
Feed data changes at any time after the data recipient submits a Non-
Display Use Declaration, the data recipient must inform the Exchange of
the change by completing and submitting at the time of the change an
updated declaration reflecting the change of use.
    5. Redistribution Fee. For redistribution of the NYSE MKT
Integrated Feed, the Exchange proposes to establish a fee of $1,500 per
month.
    The Exchange notes that the three existing data feed products--NYSE
MKT OpenBook, NYSE MKT Trades, and NYSE MKT Order Imbalances--would
continue to be available to vendors and subscribers separately, in each
case at the same prices at which they are currently available.\9\
---------------------------------------------------------------------------

    \9\ See Fee Schedule.
---------------------------------------------------------------------------

2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent
with the provisions of Section 6 of the Act,\10\ in general, and
Sections 6(b)(4) and 6(b)(5) of the Act,\11\ in particular, in that it
provides an equitable allocation of reasonable fees among users and
recipients of the data and is not designed to permit unfair
discrimination among customers, issuers, and brokers.
---------------------------------------------------------------------------

    \10\ 15 U.S.C. 78f(b).
    \11\ 15 U.S.C. 78f(b)(4), (5).
---------------------------------------------------------------------------

    The Exchange believes it is equitable and not unfairly
discriminatory to make the NYSE MKT Integrated Feed available free of
charge through December 31, 2015 because providing it at no charge
would provide an opportunity for vendors and subscribers to determine
whether the NYSE MKT Integrated Feed suits their needs without
incurring fees. Other exchanges provide or have provided market data
products free for a certain period of time.\12\
---------------------------------------------------------------------------

    \12\ For example, the Exchange, through NYSE Amex Options LLC,
offered ArcaBook for Amex Options-Complex and NYSE Arca, Inc.
(``NYSE Arca''), an affiliate of the Exchange, without charge
between May 1, 2014 and October 31, 2014. See Securities Exchange
Act Release Nos. 72074 (May 1, 2014), 79 FR 26277 (May 7, 2014)
(NYSEArca 2014-51) and 72075 (May 1, 2014), 79 FR 26290 (May 7,
2014) (NYSEMKT 2014-40). NASDAQ provides a 30-day free trial related
to NASDAQNASDAQ [sic] TotalView. See NASDAQ Rule 7023(e).
---------------------------------------------------------------------------

    The fees for the NYSE MKT Integrated Feed are reasonable because
they represent not only the value of the data available from three
existing data feeds but also the value of receiving the data on an
integrated basis. Receiving the data on an integrated basis provides
greater efficiencies and reduced errors for vendors and subscribers
that currently choose to integrate the data themselves after receiving
it from the Exchange. Some vendors and subscribers may not have the
technology or resources to integrate the separate data feeds in a
timely and/or efficient manner, and thus the integration feature of the
product may be valuable to them.
    Moreover, the fees are equitably allocated and not unfairly
discriminatory because vendors and subscribers may choose to continue
to receive some or all of the data through the existing separate feeds
at current prices, or they can choose to pay for the NYSE MKT
Integrated Feed in order to received integrated data, or they can
choose a combination of the two approaches, thereby allowing each
vendor or subscriber to choose the best business solution for itself.
    The Exchange believes the proposed monthly Access Fee of $2,500 and
monthly Redistribution Fee of $1,500 for NYSE MKT Integrated Feed are
reasonable because they are comparable to the total of the same types
of fees for NYSE MKT OpenBook, NYSE MKT Trades, and NYSE MKT Order
Imbalances. The monthly Access Fee for NYSE MKT OpenBook is $1,000, for
NYSE MKT Trades is $750 and for NYSE MKT Order Imbalances is $500.\13\
The monthly Redistribution Fee for NYSE MKT Trades is $750.\14\
---------------------------------------------------------------------------

    \13\ The Access Fee for Managed Non-Display Services only for
NYSE MKT OpenBook is $500 per month, for NYSE MKT Trades is $375 per
month and for NYSE MKT Order Imbalances is $250 per month. Managed
Non-Display Services will not be offered for NYSE MKT Integrated
Feed.
    \14\ There are no Redistribution fees charged for NYSE MKT
OpenBook or Redistribution or User fees charged for NYSE MKT Order
Imbalances.
---------------------------------------------------------------------------

    The Exchange believes that it is reasonable to charge
redistribution fees because vendors receive value from redistributing
the data in their business products for their customers. The
redistribution fees also are equitable and not unfairly discriminatory
because they will be charged on an equal basis to those vendors that
choose to redistribute the data. Also, the proposed redistribution fee
for NYSE MKT Integrated Feed is reasonable because it is comparable to
the redistribution fees that are currently charged by other
exchanges.\15\
---------------------------------------------------------------------------

    \15\ NYSE Arca charges a $3,000 per month redistribution fee for
the NYSE Arca Integrated Feed. See Securities Exchange Act Release
No. 66128 (Jan. 10, 2012), 77 FR 2331 (Jan. 17, 2012) (SR-NYSEArca-
2011-96). Distributors of a NASDAQ listed security depth
entitlements pay a Monthly External Distributor Fee of $2,500. See
NASDAQ Rule 7019(b).
---------------------------------------------------------------------------

    The proposed monthly Professional User Fee (Per User) of $10 and
Non-Professional User Fee (Per User) of $2 are reasonable because they
are comparable to the total of the per user fees for NYSE MKT OpenBook
and NYSE MKT Trades. The monthly Professional User Fee (Per User) for
NYSE MKT OpenBook is $5 and for NYSE MKT Trades, it is $1. The monthly
Non-Professional User Fee (Per User) for NYSE MKT OpenBook is $1 and
for NYSE MKT Trades, it is $0.05.
    The Exchange believes that having separate Professional and Non-
Professional User fees for the NYSE MKT Integrated Feed is reasonable
because it will make the product more affordable and result in greater
availability to Professional and Non-Professional Users. Setting a
modest Non-Professional User fee is reasonable because it provides an
additional method for Non-Professional Users to access the NYSE MKT
Integrated Feed by providing the same data that is available to
Professional Users. The Exchange believes that the proposed fees are
equitable and not unfairly discriminatory because they will be charged
uniformly to recipient firms and Users. The fee structure of
differentiated Professional and Non-Professional fees applies to the
user fees applicable to NYSE MKT OpenBook and NYSE MKT Trades and has
long been used by the Exchange in order to reduce the price of data to
Non-Professional Users and make it more broadly available.\16\ Offering
the NYSE MKT

Integrated Feed to Non-Professional Users with the same data available
to Professional Users results in greater equity among data recipients.
---------------------------------------------------------------------------

    \16\ See e.g., Securities Exchange Act Release No. 69285 (April
3, 2013), 78 FR 21172 (April 9, 2013) (SR-NYSEMKT-2013-32)
(establishing the $1 Non-Professional User Fee (Per User) and $5
Professional User Fee (Per User) for NYSE MKT OpenBook). See e.g.,
Securities Exchange Act Release No. 20002, File No. S7-433 (July 22,
1983), 48 FR 34552 (July 29, 1983) (establishing nonprofessional
fees for CTA data); NASDAQ Rules 7023(b), 7047.
---------------------------------------------------------------------------

    The Exchange believes the proposed Non-Display Use fees are
reasonable, equitable and not unfairly discriminatory because they
reflect the value of the data to the data recipients in their profit-
generating activities and do not impose the burden of counting non-
display devices. After gaining further experience with the non-display
fee structure, the Exchange believes that the proposed Non-Display Use
fees reflect the significant value of the non-display data to data
recipients, which purchase such data on an entirely voluntary basis.
Non-display data can be used by data recipients for a wide variety of
profit-generating purposes, including proprietary and agency trading
and smart order routing, as well as by data recipients that operate
order matching and execution platforms that compete directly with the
Exchange for order flow. The data also can be used for a variety of
non-trading purposes that indirectly support trading, such as risk
management and compliance. While some of these non-trading uses do not
directly generate revenues, they can nonetheless substantially reduce
the recipient's costs by automating such functions so that they can be
carried out in a more efficient and accurate manner and reduce errors
and labor costs, thereby benefiting end users. The Exchange believes
that charging for non-trading uses is reasonable because data
recipients can derive substantial value from such uses, for example, by
automating tasks so that they can be performed more quickly and
accurately and less expensively than if they were performed manually.
    Data can be processed much faster by a non-display device than it
can be by a human being processing information that he or she views on
a data terminal. Non-display devices also can dispense data to multiple
computer applications as compared with the restriction of data to one
display terminal. While non-display data has become increasingly
valuable to data recipients who can use it to generate substantial
profits, it has become increasing difficult for them and the Exchange
to accurately count non-display devices. The number and type of non-
display devices, as well as their complexity and interconnectedness,
have grown in recent years, creating administrative challenges for
vendors, data recipients, and the Exchange to accurately count such
devices and audit such counts. Unlike a display device, such as a
Bloomberg terminal, it is not possible to simply walk through a trading
floor or areas of a data recipient's premises to identify non-display
devices. During an audit, an auditor must review a firm's entitlement
report to determine usage. While display use is generally associated
with an individual end user and/or unique user ID, a non-display use is
more difficult to account for because the entitlement report may show a
server name or Internet protocol (``IP'') address or it may not. The
auditor must review each IP or server and further inquire about
downstream use and quantity of servers with access to data; this type
of counting is very labor-intensive and prone to inaccuracies.
    Market data technology and usage has evolved to the point where it
is no longer practical, nor fair and equitable, to simply count non-
display devices. The administrative costs and difficulties of
establishing reliable counts and conducting an effective audit of non-
display devices have become too burdensome, impractical, and non-
economic for the Exchange, vendors, and data recipients. Indeed, some
data recipients dislike the burden of having to comply with count-based
audit processes, and the Exchange's non-display pricing policies are a
direct response to such complaints as well as a further competitive
distinction between the Exchange and other markets. The Exchange
believes that the proposed fee structure for non-display use is
reasonable, equitable, and not unfairly discriminatory in light of
these developments.
    The Non-Display Use fees for the NYSE MKT Integrated Feed are
reasonable because they represent the extra value of receiving the data
for Non-Display Use on an integrated basis. The Exchange believes that
the proposed fees directly and appropriately reflect the significant
value of using NYSE MKT Integrated Feed on a non-display basis in a
wide range of computer-automated functions relating to both trading and
non-trading activities and that the number and range of these functions
continue to grow through innovation and technology developments.\17\
---------------------------------------------------------------------------

    \17\ See also Exchange Act Release No. 69157, March 18, 2013, 78
FR 17946, 17949 (March 25, 2013) (SR-CTA/CQ-2013-01) (``[D]ata feeds
have become more valuable, as recipients now use them to perform a
far larger array of non-display functions. Some firms even base
their business models on the incorporation of data feeds into black
boxes and application programming interfaces that apply trading
algorithms to the data, but that do not require widespread data
access by the firm's employees. As a result, these firms pay little
for data usage beyond access fees, yet their data access and usage
is critical to their businesses.'').
---------------------------------------------------------------------------

    The Exchange believes that it is reasonable to require annual
submissions of the Non-Display Use Declaration so that the Exchange
will have current and accurate information about the use of the NYSE
MKT Integrated Feed and can correctly assess fees for the uses of the
NYSE MKT Integrated Feed. The annual submission requirement is
equitable and not unfairly discriminatory because it will apply to all
users.
    The Exchange believes that it is reasonable to impose a late fee in
connection with the submission of the Non-Display Use Declaration. In
order to correctly assess fees for the non-display use of NYSE MKT
Integrated Feed, the Exchange needs to have current and accurate
information about the use of NYSE MKT Integrated Feed. The failure of
data recipients to submit the Non-Display Use Declaration on time leads
to potentially incorrect billing and administrative burdens, including
tracking and obtaining late Non-Display Use Declarations and correcting
and following up on payments owed in connection with late Non-Display
Use Declarations. The purpose of the late fee is to incent data
recipients to submit the Non-Display Use Declaration promptly to avoid
the administrative burdens associated with the late submission of Non-
Display Use Declarations. The Non-Display Declaration Late Fee is
equitable and not unfairly discriminatory because it will apply to all
data recipients that choose to subscribe to the NYSE MKT Integrated
Feed.
    In addition, the proposed fees are reasonable when compared to fees
for comparable products, including the NYSE Arca Integrated Feed,\18\
offered by the Exchange's affiliate, NYSE Arca and NASDAQ TotalView-
Itch,\19\ offered by The NASDAQ Stock Market, Inc. ``NASDAQ'').
Specifically, the fees for NYSE Arca Integrated Feed, which like

NYSE MKT Integrated Feed, includes depth of book, trades, and order
imbalances data for the NYSE Arca market, and a security status
message, consist of an Access Fee of $3,000 per month, a Professional
User Fee (Per User) of $40 per month a Non-Professional User Fee (Per
User) of $20 per month, Non-Display Fees of $7,000 per month for each
of Categories 1, 2 and 3, and a Redistribution Fee of $3,000 per month.
---------------------------------------------------------------------------

    \18\ See NYSE Arca Integrated Feed, http://www.nyxdata.com/page/1084 (last visited June 8, 2015)(data feed that provides a unified
view of events, in sequence as they appear on the NYSE Arca matching
engine, including depth of book, trades, order imbalance data, and
security status messages).
    \19\ See NASDAQ TotalView-ITCH, http://www.nasdaqtrader.com/Trader.aspx?id=Totalview2 (last visited June 8, 2015)(displays the
full order book depth for NASDAQ market participants and also
disseminates the Net Order Imbalance Indicator (NOII) for the
NASDAQNASDAQ [sic] Opening and Closing Crosses and NASDAQ IPO/Halt
Cross).
---------------------------------------------------------------------------

    The fees are also equitable and not unfairly discriminatory because
they will apply to all data recipients that choose to subscribe to the
NYSE MKT Integrated Feed.
    The Exchange also notes that the NYSE MKT Integrated Feed is
entirely optional. The Exchange is not required to make the NYSE MKT
Integrated Feed available or to offer any specific pricing alternatives
to any customers, nor is any firm required to purchase the NYSE MKT
Integrated Feed. Firms that purchase the NYSE MKT Integrated Feed would
do so for the primary goals of using it to increase revenues, reduce
expenses, and in some instances compete directly with the Exchange
(including for order flow); those firms are able to determine for
themselves whether the NYSE MKT Integrated Feed or any other similar
products are attractively priced or not.
    Firms that do not wish to purchase the NYSE MKT Integrated Feed at
the new prices have a variety of alternative market data products from
which to choose,\20\ or if the NYSE MKT Integrated Feed does not
provide sufficient value to firms as offered based on the uses those
firms have or planned to make of it, such firms may simply choose to
conduct their business operations in ways that do not use the NYSE MKT
Integrated Feed. The Exchange notes that broker-dealers are not
required to purchase proprietary market data to comply with their best
execution obligations.\21\ Similarly, there is no requirement in
Regulation NMS or any other rule that proprietary data be utilized for
order routing decisions, and some broker-dealers and ATSs have chosen
not to do so.\22\
---------------------------------------------------------------------------

    \20\ See supra notes 19-20.
    \21\ See In the Matter of the Application of Securities Industry
And Financial Markets Association For Review of Actions Taken by
Self-Regulatory Organizations, Release Nos. 34-72182; AP-3-15350;
AP-3-15351 (May 16, 2014).
    \22\ For example, Goldman Sachs Execution and Clearing, L.P.
disclosed in 2014 that it was not using proprietary market data in
connection with Sigma X, its ATS. See response to Question E3,
available at http://www.goldmansachs.com/media-relations/in-the-news/current/pdf-media/gsec-order-handling-practices-ats-specific.pdf. By way of comparison, IEX has disclosed that it uses
proprietary market data feeds from all registered stock exchanges.
See http://www.iextrading.com/about/.
---------------------------------------------------------------------------

    The decision of the United States Court of Appeals for the District
of Columbia Circuit in NetCoalition v. SEC, 615 F.3d 525 (D.C. Cir.
2010), upheld reliance by the Securities and Exchange Commission
(``Commission'') upon the existence of competitive market mechanisms to
set reasonable and equitably allocated fees for proprietary market
data:

    In fact, the legislative history indicates that the Congress
intended that the market system `evolve through the interplay of
competitive forces as unnecessary regulatory restrictions are
removed' and that the SEC wield its regulatory power `in those
situations where competition may not be sufficient,' such as in the
creation of a `consolidated transactional reporting system.'

    Id. at 535 (quoting H.R. Rep. No. 94-229 at 92 (1975), as reprinted
in 1975 U.S.C.C.A.N. 323). The court agreed with the Commission's
conclusion that ``Congress intended that `competitive forces should
dictate the services and practices that constitute the U.S. national
market system for trading equity securities.''' \23\
---------------------------------------------------------------------------

    \23\ NetCoalition, 615 F.3d at 535.
---------------------------------------------------------------------------

    As explained below in the Exchange's Statement on Burden on
Competition, the Exchange believes that there is substantial evidence
of competition in the marketplace for proprietary market data and that
the Commission can rely upon such evidence in concluding that the fees
established in this filing are the product of competition and therefore
satisfy the relevant statutory standards. In addition, the existence of
alternatives to these data products, such as consolidated data and
proprietary data from other sources, as described below, further
ensures that the Exchange cannot set unreasonable fees, or fees that
are unreasonably discriminatory, when vendors and subscribers can
select such alternatives.
    As the NetCoalition decision noted, the Commission is not required
to undertake a cost-of-service or ratemaking approach. The Exchange
believes that, even if it were possible as a matter of economic theory,
cost-based pricing for non-core market data would be so complicated
that it could not be done practically or offer any significant
benefits.\24\
---------------------------------------------------------------------------

    \24\ The Exchange believes that cost-based pricing would be
impractical because it would create enormous administrative burdens
for all parties and the Commission, to cost-regulate a large number
of participants and standardize and analyze extraordinary amounts of
information, accounts, and reports. In addition, and as described
below, it is impossible to regulate market data prices in isolation
from prices charged by markets for other services that are joint
products. Cost-based rate regulation would also lead to litigation
and may distort incentives, including those to minimize costs and to
innovate, leading to further waste. Under cost-based pricing, the
Commission would be burdened with determining a fair rate of return,
and the industry could experience frequent rate increases based on
escalating expense levels. Even in industries historically subject
to utility regulation, cost-based ratemaking has been discredited.
As such, the Exchange believes that cost-based ratemaking would be
inappropriate for proprietary market data and inconsistent with
Congress's direction that the Commission use its authority to foster
the development of the national market system, and that market
forces will continue to provide appropriate pricing discipline. See
Appendix C to NYSE's comments to the Commission's 2000 Concept
Release on the Regulation of Market Information Fees and Revenues,
which can be found on the Commission's Web site at http://www.sec.gov/rules/concept/s72899/buck1.htm.
---------------------------------------------------------------------------

    For these reasons, the Exchange believes that the proposed fees are
reasonable, equitable, and not unfairly discriminatory.

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. An exchange's ability to
price its proprietary market data feed products is constrained by
actual competition for the sale of proprietary market data products,
the joint product nature of exchange platforms, and the existence of
alternatives to the Exchange's proprietary data.
The Existence of Actual Competition.
    The market for proprietary data products is currently competitive
and inherently contestable because there is fierce competition for the
inputs necessary for the creation of proprietary data and strict
pricing discipline for the proprietary products themselves. Numerous
exchanges compete with one another for listings and order flow and
sales of market data itself, providing ample opportunities for
entrepreneurs who wish to compete in any or all of those areas,
including producing and distributing their own market data. Proprietary
data products are produced and distributed by each individual exchange,
as well as other entities, in a vigorously competitive market. Indeed,
the U.S. Department of Justice (``DOJ'') (the primary antitrust
regulator) has expressly acknowledged the aggressive actual competition
among exchanges, including for the sale of proprietary market data. In
2011, the DOJ stated that exchanges ``compete head to head to offer
real-time equity data products. These data products include the best
bid

and offer of every exchange and information on each equity trade,
including the last sale.'' \25\
---------------------------------------------------------------------------

    \25\ Press Release, U.S. Department of Justice, Assistant
Attorney General Christine Varney Holds Conference Call Regarding
NASDAQ OMX Group Inc. and IntercontinentalExchange Inc. Abandoning
Their Bid for NYSE Euronext (May 16, 2011), available at http://www.justice.gov/iso/opa/atr/speeches/2011/at-speech-110516.html; see
also Complaint in U.S. v. Deutsche Borse AG and NYSE Euronext, Case
No. 11-cv-2280 (DC Dist.) ] 24 (``NYSE and Direct Edge compete head-
to-head . . . in the provision of real-time proprietary equity data
products.'').
---------------------------------------------------------------------------

    Moreover, competitive markets for listings, order flow, executions,
and transaction reports provide pricing discipline for the inputs of
proprietary data products and therefore constrain markets from
overpricing proprietary market data. Broker-dealers send their order
flow and transaction reports to multiple venues, rather than providing
them all to a single venue, which in turn reinforces this competitive
constraint. As a 2010 Commission Concept Release noted, the ``current
market structure can be described as dispersed and complex'' with
``trading volume . . . dispersed among many highly automated trading
centers that compete for order flow in the same stocks'' and ``trading
centers offer[ing] a wide range of services that are designed to
attract different types of market participants with varying trading
needs.'' \26\ More recently, SEC Chair Mary Jo White has noted that
competition for order flow in exchange-listed equities is ``intense''
and divided among many trading venues, including exchanges, more than
40 alternative trading systems, and more than 250 broker-dealers.\27\
---------------------------------------------------------------------------

    \26\ Concept Release on Equity Market Structure, Securities
Exchange Act Release No. 61358 (Jan. 14, 2010), 75 FR 3594 (Jan. 21,
2010) (File No. S7-02-10). This Concept Release included data from
the third quarter of 2009 showing that no market center traded more
than 20% of the volume of listed stocks, further evidencing the
dispersal of and competition for trading activity. Id. at 3598. Data
available on ArcaVision show that from June 30, 2013 to June 30,
2014, no exchange traded more than 12% of the volume of listed
stocks by either trade or dollar volume, further evidencing the
continued dispersal of and fierce competition for trading activity.
See https://www.arcavision.com/Arcavision/arcalogin.jsp.
    \27\ Mary Jo White, Enhancing Our Equity Market Structure,
Sandler O'Neill & Partners, L.P. Global Exchange and Brokerage
Conference (June 5, 2014) (available on the Commission Web site),
citing Tuttle, Laura, 2014, ``OTC Trading: Description of Non-ATS
OTC Trading in National Market System Stocks,'' at 7-8.
---------------------------------------------------------------------------

    If an exchange succeeds in its competition for quotations, order
flow, and trade executions, then it earns trading revenues and
increases the value of its proprietary market data products because
they will contain greater quote and trade information. Conversely, if
an exchange is less successful in attracting quotes, order flow, and
trade executions, then its market data products may be less desirable
to customers using them in support of order routing and trading
decisions in light of the diminished content; data products offered by
competing venues may become correspondingly more attractive. Thus,
competition for quotations, order flow, and trade executions puts
significant pressure on an exchange to maintain both execution and data
fees at reasonable levels.
    In addition, in the case of products that are also redistributed
through market data vendors, such as Bloomberg and Thompson Reuters,
the vendors themselves provide additional price discipline for
proprietary data products because they control the primary means of
access to certain end users. These vendors impose price discipline
based upon their business models. For example, vendors that assess a
surcharge on data they sell are able to refuse to offer proprietary
products that their end users do not or will not purchase in sufficient
numbers. Vendors will not elect to make available NYSE MKT Integrated
Feed unless their customers request it, and customers will not elect to
pay the proposed fees unless NYSE MKT Integrated Feed can provide value
by sufficiently increasing revenues or reducing costs in the customer's
business in a manner that will offset the fees. All of these factors
operate as constraints on pricing proprietary data products.
Joint Product Nature of Exchange Platform
    Transaction execution and proprietary data products are
complementary in that market data is both an input and a byproduct of
the execution service. In fact, proprietary market data and trade
executions are a paradigmatic example of joint products with joint
costs. The decision of whether and on which platform to post an order
will depend on the attributes of the platforms where the order can be
posted, including the execution fees, data availability and quality,
and price and distribution of data products. Without a platform to post
quotations, receive orders, and execute trades, exchange data products
would not exist.
    The costs of producing market data include not only the costs of
the data distribution infrastructure, but also the costs of designing,
maintaining, and operating the exchange's platform for posting quotes,
accepting orders, and executing transactions and the cost of regulating
the exchange to ensure its fair operation and maintain investor
confidence. The total return that a trading platform earns reflects the
revenues it receives from both products and the joint costs it incurs.
    Moreover, an exchange's broker-dealer customers generally view the
costs of transaction executions and market data as a unified cost of
doing business with the exchange. A broker-dealer will only choose to
direct orders to an exchange if the revenue from the transaction
exceeds its cost, including the cost of any market data that the
broker-dealer chooses to buy in support of its order routing and
trading decisions. If the costs of the transaction are not offset by
its value, then the broker-dealer may choose instead not to purchase
the product and trade away from that exchange. There is substantial
evidence of the strong correlation between order flow and market data
purchases. For example, in April 2015, more than 80% of the transaction
volume on each of NYSE MKT and NYSE MKT's affiliates NYSE Arca and New
York Stock Exchange LLC (``NYSE'') was executed by market participants
that purchased one or more proprietary market data products (the 20
firms were not the same for each market). A supra-competitive increase
in the fees for either executions or market data would create a risk of
reducing an exchange's revenues from both products.
    Other market participants have noted that proprietary market data
and trade executions are joint products of a joint platform and have
common costs.\28\ The Exchange agrees with and adopts those discussions
and the arguments therein. The Exchange also notes that the economics
literature confirms that there is no way to allocate common costs
between joint products that would shed any light on competitive or
efficient pricing.\29\
---------------------------------------------------------------------------

    \28\ See Securities Exchange Act Release No. 72153 (May 12,
2014), 79 FR 28575, 28578 n.15 (May 16, 2014) (SR-NASDAQ-2014-045)
(``[A]ll of the exchange's costs are incurred for the unified
purposes of attracting order flow, executing and/or routing orders,
and generating and selling data about market activity. The total
return that an exchange earns reflects the revenues it receives from
the joint products and the total costs of the joint products.'').
See also Securities Exchange Act Release No. 62907 (Sept. 14, 2010),
75 FR 57314, 57317 (Sept. 20, 2010) (SR-NASDAQ-2010-110), and
Securities Exchange Act Release No. 62908 (Sept. 14, 2010), 75 FR
57321, 57324 (Sept. 20, 2010) (SR-NASDAQ-2010-111).
    \29\ See generally Mark Hirschey, Fundamentals of Managerial
Economics, at 600 (2009) (``It is important to note, however, that
although it is possible to determine the separate marginal costs of
goods produced in variable proportions, it is impossible to
determine their individual average costs. This is because common
costs are expenses necessary for manufacture of a joint product.
Common costs of production--raw material and equipment costs,
management expenses, and other overhead--cannot be allocated to each
individual by-product on any economically sound basis. . . . Any
allocation of common costs is wrong and arbitrary.''). This is not
new economic theory. See, e.g., F. W. Taussig, ``A Contribution to
the Theory of Railway Rates,'' Quarterly Journal of Economics V(4)
438, 465 (July 1891) (``Yet, surely, the division is purely
arbitrary. These items of cost, in fact, are jointly incurred for
both sorts of traffic; and I cannot share the hope entertained by
the statistician of the Commission, Professor Henry C. Adams, that
we shall ever reach a mode of apportionment that will lead to
trustworthy results.'').

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

    Analyzing the cost of market data product production and
distribution in isolation from the cost of all of the inputs supporting
the creation of market data and market data products will inevitably
underestimate the cost of the data and data products because it is
impossible to obtain the data inputs to create market data products
without a fast, technologically robust, and well-regulated execution
system, and system and regulatory costs affect the price of both
obtaining the market data itself and creating and distributing market
data products. It would be equally misleading, however, to attribute
all of an exchange's costs to the market data portion of an exchange's
joint products. Rather, all of an exchange's costs are incurred for the
unified purposes of attracting order flow, executing and/or routing
orders, and generating and selling data about market activity. The
total return that an exchange earns reflects the revenues it receives
from the joint products and the total costs of the joint products.
    As noted above, the level of competition and contestability in the
market is evident in the numerous alternative venues that compete for
order flow, including 11 equities self-regulatory organization
(``SRO'') markets, as well as various forms of ATSs, including dark
pools and electronic communication networks (``ECNs''), and
internalizing broker-dealers. SRO markets compete to attract order flow
and produce transaction reports via trade executions, and two FINRA-
regulated Trade Reporting Facilities compete to attract transaction
reports from the non-SRO venues.
    Competition among trading platforms can be expected to constrain
the aggregate return that each platform earns from the sale of its
joint products, but different trading platforms may choose from a range
of possible, and equally reasonable, pricing strategies as the means of
recovering total costs. For example, some platforms may choose to pay
rebates to attract orders, charge relatively low prices for market data
products (or provide market data products free of charge), and charge
relatively high prices for accessing posted liquidity. Other platforms
may choose a strategy of paying lower rebates (or no rebates) to
attract orders, setting relatively high prices for market data
products, and setting relatively low prices for accessing posted
liquidity. For example, BATS Global Markets (``BATS'') and Direct Edge,
which previously operated as ATSs and obtained exchange status in 2008
and 2010, respectively, provided certain market data at no charge on
their Web sites in order to attract more order flow, and used revenue
rebates from resulting additional executions to maintain low execution
charges for their users.\30\ In this environment, there is no economic
basis for regulating maximum prices for one of the joint products in an
industry in which suppliers face competitive constraints with regard to
the joint offering.
---------------------------------------------------------------------------

    \30\ This is simply a securities market-specific example of the
well-established principle that in certain circumstances more sales
at lower margins can be more profitable than fewer sales at higher
margins; this example is additional evidence that market data is an
inherent part of a market's joint platform.
---------------------------------------------------------------------------

Existence of Alternatives
    The large number of SROs, ATSs, and internalizing broker-dealers
that currently produce proprietary data or are currently capable of
producing it provides further pricing discipline for proprietary data
products. Each SRO, ATS, and broker-dealer is currently permitted to
produce and sell proprietary data products, and many currently do or
have announced plans to do so, including but not limited to the
Exchange, NYSE, NYSE Arca, NASDAQ OMX, BATS, and Direct Edge.
    The fact that proprietary data from ATSs, internalizing broker-
dealers, and vendors can bypass SROs is significant in two respects.
First, non-SROs can compete directly with SROs for the production and
sale of proprietary data products. By way of example, BATS and NYSE
Arca both published proprietary data on the Internet before registering
as exchanges. Second, because a single order or transaction report can
appear in an SRO proprietary product, a non-SRO proprietary product, or
both, the amount of data available via proprietary products is greater
in size than the actual number of orders and transaction reports that
exist in the marketplace. With respect to NYSE MKT Integrated Feed,
competitors offer close substitute products.\31\ Because market data
users can find suitable substitutes for most proprietary market data
products, a market that overprices its market data products stands a
high risk that users may substitute another source of market data
information for its own.
---------------------------------------------------------------------------

    \31\ See supra notes 19-20.
---------------------------------------------------------------------------

    Those competitive pressures imposed by available alternatives are
evident in the Exchange's proposed pricing.
    In addition to the competition and price discipline described
above, the market for proprietary data products is also highly
contestable because market entry is rapid and inexpensive. The history
of electronic trading is replete with examples of entrants that swiftly
grew into some of the largest electronic trading platforms and
proprietary data producers: Archipelago, Bloomberg Tradebook, Island,
RediBook, Attain, TrackECN, BATS Trading and Direct Edge. As noted
above, BATS launched as an ATS in 2006 and became an exchange in 2008,
while Direct Edge began operations in 2007 and obtained exchange status
in 2010.
    In setting the proposed fees for the NYSE MKT Integrated Feed, the
Exchange considered the competitiveness of the market for proprietary
data and all of the implications of that competition. The Exchange
believes that it has considered all relevant factors and has not
considered irrelevant factors in order to establish fair, reasonable,
and not unreasonably discriminatory fees and an equitable allocation of
fees among all users. The existence of numerous alternatives to the
Exchange's products, including proprietary data from other sources, and
continued availability of the Exchange's separate data feeds at a lower
price, ensures that the Exchange cannot set unreasonable fees, or fees
that are unreasonably discriminatory, when vendors and subscribers can
elect these alternatives or choose not to purchase a specific
proprietary data product if the attendant fees are not justified by the
returns that any particular vendor or data recipient would achieve
through the purchase.

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

    No written comments were solicited or received with respect to the
proposed rule change.

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

    The foregoing rule change is effective upon filing pursuant to
Section 19(b)(3)(A) \32\ of the Act and subparagraph (f)(2) of Rule
19b-4 \33\

thereunder, because it establishes a due, fee, or other charge imposed
by the Exchange.
---------------------------------------------------------------------------

    \32\ 15 U.S.C. 78s(b)(3)(A).
    \33\ 17 CFR 240.19b-4(f)(2).
---------------------------------------------------------------------------

    At any time within 60 days of the filing of such 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 under
Section 19(b)(2)(B) \34\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
---------------------------------------------------------------------------

    \34\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------

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-NYSEMKT-2015-95 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-NYSEMKT-2015-95. This
file number should be included on the subject line if email is used. To
help the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all
written statements with respect to the proposed rule change that are
filed with the Commission, and all written communications relating to
the proposed rule change between the Commission and any person, other
than those that may be withheld from the public in accordance with the
provisions of 5 U.S.C. 552, will be available for Web site viewing and
printing in the Commission's Public Reference Room, 100 F Street NE.,
Washington, DC 20549 on official business days between the hours of
10:00 a.m. and 3:00 p.m. Copies of such filing also will be available
for inspection and copying at the principal offices of the Exchange.
All comments received will be posted without change; the Commission
does not edit personal identifying information from submissions. You
should submit only information that you wish to make available
publicly. All submissions should refer to File Number SR-NYSEMKT-2015-
95, and should be submitted on or before December 22, 2015.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\35\
---------------------------------------------------------------------------

    \35\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Brent J. Fields,
Secretary.
[FR Doc. 2015-30480 Filed 11-30-15; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 84, Number 74 (Wednesday, April 17, 2019)]
[Notices]
[Pages 16117-16119]
[FR Doc No: 2019-07615]

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

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-85627; File No. SR-BX-2019-006]

Self-Regulatory Organizations; Nasdaq BX, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change To Amend
Transaction Fees at Equity 7, Section 118(a)

April 11, 2019.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act'') \1\, and Rule 19b-4 thereunder,\2\ notice is hereby given
that on April 1, 2019, Nasdaq BX, Inc. (``BX'' or ``Exchange'') filed
with the Securities and Exchange Commission (``SEC'' or ``Commission'')
the proposed rule change as described in Items I, II, and III, below,
which Items have been prepared by the Exchange. The Commission is
publishing this notice to

solicit comments on the proposed rule change from interested persons.
---------------------------------------------------------------------------

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

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

    The Exchange proposes to amend the Exchange's transaction fees at
Equity 7, Section 118(a), as described further below.
    The text of the proposed rule change is available on the Exchange's
website at http://nasdaqbx.cchwallstreet.com/, at the principal office
of the Exchange, and at the Commission's Public Reference Room.

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

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

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

1. Purpose
    The purpose of the proposed rule change is to amend the Exchange's
transaction fees at Equity 7, Section 118(a) to adjust the qualifying
terms for an existing credit it offers to members with orders that
access liquidity on the Exchange.
    The Exchange operates on the ``taker-maker'' model, whereby it pays
credits to members that take liquidity and charges fees to members that
provide liquidity. Currently, the Exchange offers several different
credits for orders that access liquidity on the Exchange. Among these
credits, the Exchange offers a $0.0015 per share executed credit for
orders that access liquidity (excluding orders with Midpoint pegging
and excluding orders that receive price improvement and execute against
an order with a Non-displayed price) that are entered by a member that
accesses liquidity equal to or exceeding 0.075% of total Consolidated
Volume \3\ during a month. Because the Exchange has been growing in
volume over the past few months, the Exchange recently increased the
level of Consolidated Volume required to receive the credit from 0.065%
to 0.075% of total Consolidated Volume during a month.\4\ The Exchange
believes that a lower volume requirement would help more firms grow as
the exchange grows and is therefore proposing to adjust the requirement
lower to 0.070%.
---------------------------------------------------------------------------

    \3\ Pursuant to Equity 7, Section 118(a), the term
``Consolidated Volume'' means the total consolidated volume reported
to all consolidated transaction reporting plans by all exchanges and
trade reporting facilities during a month in equity securities,
excluding executed orders with a size of less than one round lot.
    \4\ See Securities Exchange Act Release No. 85298 (March 13,
2019), 84 FR 10158 (March 19, 2019) (SR-BX-2019-003).
---------------------------------------------------------------------------

2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section
6(b) of the Act,\5\ in general, and furthers the objectives of Sections
6(b)(4) and 6(b)(5) of the Act,\6\ in particular, in that it provides
for the equitable allocation of reasonable dues, fees and other charges
among members and issuers and other persons using any facility, and is
not designed to permit unfair discrimination between customers,
issuers, brokers, or dealers.
---------------------------------------------------------------------------

    \5\ 15 U.S.C. 78f(b).
    \6\ 15 U.S.C. 78f(b)(4) and (5).
---------------------------------------------------------------------------

    The Commission and the courts have repeatedly expressed their
preference for competition over regulatory intervention in determining
prices, products, and services in the securities markets. In Regulation
NMS, while adopting a series of steps to improve the current market
model, the Commission highlighted the importance of market forces in
determining prices and SRO revenues and, also, recognized that current
regulation of the market system ``has been remarkably successful in
promoting market competition in its broader forms that are most
important to investors and listed companies.'' \7\
---------------------------------------------------------------------------

    \7\ Securities Exchange Act Release No. 51808 (June 9, 2005), 70
FR 37496, 37499 (June 29, 2005) (``Regulation NMS Adopting
Release'').
---------------------------------------------------------------------------

    Likewise, in NetCoalition v. Securities and Exchange Commission \8\
(``NetCoalition'') the D.C. Circuit upheld the Commission's use of a
market-based approach in evaluating the fairness of market data fees
against a challenge claiming that Congress mandated a cost-based
approach.\9\ As the court emphasized, the Commission ``intended in
Regulation NMS that `market forces, rather than regulatory
requirements' play a role in determining the market data . . . to be
made available to investors and at what cost.'' \10\
---------------------------------------------------------------------------

    \8\ NetCoalition v. SEC, 615 F.3d 525 (D.C. Cir. 2010).
    \9\ See NetCoalition, at 534-535.
    \10\ Id. at 537.
---------------------------------------------------------------------------

    Further, ``[n]o one disputes that competition for order flow is
`fierce.' . . . As the SEC explained, `[i]n the U.S. national market
system, buyers and sellers of securities, and the broker-dealers that
act as their order-routing agents, have a wide range of choices of
where to route orders for execution'; [and] `no exchange can afford to
take its market share percentages for granted' because `no exchange
possesses a monopoly, regulatory or otherwise, in the execution of
order flow from broker dealers' . . . .'' \11\
---------------------------------------------------------------------------

    \11\ Id. at 539 (quoting Securities Exchange Act Release No.
59039 (December 2, 2008), 73 FR 74770, 74782-83 (December 9, 2008)
(SR-NYSEArca-2006-21)).
---------------------------------------------------------------------------

    The Exchange believes that it is reasonable to decrease the
Consolidated Volume threshold for orders that access liquidity in
securities (excluding orders with Midpoint pegging and excluding orders
that receive price improvement and execute against an order with a Non-
displayed price) that are entered by a member that accesses liquidity
equal to or exceeding 0.075% of total Consolidated Volume during a
month from .075% to 0.070% of total Consolidated Volume. The proposal
is a modest decrease in the standard, which will ensure that members
are providing adequate market participation in return for the credit
while also making it more attractive to a greater number of members.
The Exchange notes that the credit remains unchanged and therefore
continues to be reasonable.
    The Exchange believes that decrease to the total Consolidated
Volume requirement is an equitable allocation and is not unfairly
discriminatory because the Exchange will apply the same credit to all
similarly situated members. Again, the proposed change is a moderate
decrease to the Consolidated Volume requirement, which will make the
credit more attractive to a greater number of members, any of which may
choose to provide the level of Consolidated Volume required to receive
the credit.

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. In terms of inter-market
competition, the Exchange notes that it operates in a highly
competitive market in which market participants can readily favor
competing venues if they deem fee levels at a particular venue to be
excessive, or rebate opportunities available at other

venues to be more favorable. In such an environment, the Exchange must
continually adjust its fees to remain competitive with other exchanges
and with alternative trading systems that have been exempted from
compliance with the statutory standards applicable to exchanges.
Because competitors are free to modify their own fees in response, and
because market participants may readily adjust their order routing
practices, the Exchange believes that the degree to which fee changes
in this market may impose any burden on competition is extremely
limited.
    In this instance, the Exchange's proposed credit amendment does not
impose a burden on competition because the Exchange's execution
services are completely voluntary and subject to extensive competition
both from other exchanges and from off-exchange venues. The proposed
modification to the $0.0015 per share executed credit represents a
modest decrease in the criteria required to qualify for the credit.
Thus, members will be able to receive the credit by accessing a lower
amount of Consolidated Volume during a month. The Exchange believes
that lowering the level of Consolidated Volume will incentivize more
members to provide the market-improving Consolidated Volume needed to
qualify for the credit. If the proposal is unattractive to market
participants, it is likely that the Exchange will lose market share as
a result. Accordingly, the Exchange does not believe that the proposal
will impair the ability of members or competing order execution venues
to maintain their competitive standing in the financial markets.

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

    No written comments were either solicited or received.

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

    The foregoing rule change has become effective pursuant to Section
19(b)(3)(A)(ii) of the Act.\12\
---------------------------------------------------------------------------

    \12\ 15 U.S.C. 78s(b)(3)(A)(ii).
---------------------------------------------------------------------------

    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: (i)
Necessary or appropriate in the public interest; (ii) for the
protection of investors; or (iii) 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 email to [email protected]. Please include
File Number SR-BX-2019-006 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-BX-2019-006. This file
number should be included on the subject line if email is used. To help
the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's internet website (http://www.sec.gov/rules/sro.shtml).
Copies of the submission, all subsequent amendments, all written
statements with respect to the proposed rule change that are filed with
the Commission, and all written communications relating to the proposed
rule change between the Commission and any person, other than those
that may be withheld from the public in accordance with the provisions
of 5 U.S.C. 552, will be available for website viewing and printing in
the Commission's Public Reference Room, 100 F Street NE, Washington, DC
20549, on official business days between the hours of 10:00 a.m. and
3:00 p.m. Copies of 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. Persons submitting comments are
cautioned that we do not redact or edit personal identifying
information from comment submissions. You should submit only
information that you wish to make available publicly. All submissions
should refer to File Number SR-BX-2019-006 and should be submitted on
or before May 8, 2019.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\13\
---------------------------------------------------------------------------

    \13\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019-07615 Filed 4-16-19; 8:45 am]
 BILLING CODE 8011-01-P