[Federal Register Volume 87, Number 92 (Thursday, May 12, 2022)]
[Proposed Rules]
[Pages 29105-29108]
[FR Doc No: 2022-09741]

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

ENVIRONMENTAL PROTECTION AGENCY

40 CFR Part 52

[EPA-R09-OAR-2022-0306; FRL-9713-01-R9]

Air Quality State Implementation Plans; Approvals and
Promulgations: California; San Diego County Air Pollution Control
District; Permits

AGENCY: Environmental Protection Agency (EPA).

ACTION: Proposed rule.

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

SUMMARY: The Environmental Protection Agency (EPA) is proposing to
approve four permitting rules submitted as a revision to the San Diego
County Air Pollution Control District (SDAPCD or ``District'') portion
of the California State Implementation Plan (SIP). These revisions
concern the District's New Source Review (NSR) permitting program for
new and modified sources of air pollution under section 110(a)(2)(C)
and part D of title I of the Clean Air Act (CAA or ``Act''). This
action will update the District's applicable SIP with rules revised to
address a deficiency identified in a previous limited disapproval
action. We are taking comments on this proposal and plan to follow with
a final action. Elsewhere in this issue of the Federal Register, we are
making an interim final determination that will defer the imposition of
CAA sanctions associated with our previous limited disapproval action.
This action also proposes to revise regulatory text to clarify that San
Diego County is not subject to the Federal Implementation Plan related
to protection of visibility.

DATES: Comments must be received on or before June 13, 2022.

ADDRESSES: Submit your comments, identified by Docket ID No. EPA-R09-
OAR-2022-0306 at https://www.regulations.gov. For comments submitted at
Regulations.gov, follow the online instructions for submitting
comments. Once submitted, comments cannot be edited or removed from
Regulations.gov. The EPA may publish any comment received to its public
docket. Do not submit electronically any information you consider
Confidential Business Information (CBI) or other information the
disclosure of which is restricted by statute. Multimedia

submissions (audio, video, etc.) must be accompanied by a written
comment. The written comment is considered the official comment and
should include discussion of all points you wish to make. The EPA will
generally not consider comments or comment contents located outside of
the primary submission (i.e., on the web, cloud, or other file sharing
system). For additional submission methods, please contact the person
identified in the FOR FURTHER INFORMATION CONTACT section. For the full
EPA public comment policy, information about CBI or multimedia
submissions, and general guidance on making effective comments, please
visit https://www.epa.gov/dockets/commenting-epa-dockets. If you need
assistance in a language other than English or if you are a person with
disabilities who needs a reasonable accommodation at no cost to you,
please contact the person identified in the FOR FURTHER INFORMATION
CONTACT section.

FOR FURTHER INFORMATION CONTACT: Laura Yannayon, EPA Region IX, 75
Hawthorne St., San Francisco, CA 94105. By phone:<PHONE_NUMBER> or by
email at [email protected].

SUPPLEMENTARY INFORMATION: Throughout this document, ``we,'' ``us,''
and ``our'' refer to the EPA.

Table of Contents

I. The State's Submittal
    A. What rules did the State submit?
    B. Are there other versions of these rules?
    C. What is the purpose of the submitted rule revisions?
II. The EPA's Evaluation and Action
    A. How is the EPA evaluating the rules?
    B. Do the rules meet the evaluation criteria?
    C. Proposed action and public comment
III. Incorporation by Reference
IV. Statutory and Executive Order Reviews

I. The State's Submittal

A. What rules did the State submit?

    Table 1 lists the rules addressed by this proposal with the dates
when they were amended by the District and submitted by the California
Air Resources Board (CARB). These rules constitute part of the
District's current program for preconstruction review and permitting of
new or modified stationary sources under its jurisdiction. The rule
revisions that are the subject of this action represent an update to
the SDAPCD's preconstruction review and permitting program and are
intended to satisfy the requirements under part D of title I of the Act
(``Nonattainment NSR'' or ``NNSR'') as well as the general
preconstruction review requirements under section 110(a)(2)(C) of the
Act (``Minor NSR'').

                                            Table 1--Submitted Rules
----------------------------------------------------------------------------------------------------------------
                Rule No.                             Rule title                Amended date      Submitted date
----------------------------------------------------------------------------------------------------------------
11.....................................  Exemptions From Rule 10 Permit              7/8/2020          9/21/2020
                                          Requirements.
20.1...................................  New Source Review--General                10/14/2021           2/2/2022
                                          Provisions.
20.3 *.................................  New Source Review--Major                  10/14/2021           2/2/2022
                                          Stationary Sources and PSD
                                          Stationary Sources.
20.4 *.................................  New Source Review--Portable               10/14/2021           2/2/2022
                                          Emission Units.
----------------------------------------------------------------------------------------------------------------
* The following subsections of the Rules 20.3 and 20.4 were not submitted to the EPA for inclusion in the San
  Diego SIP: Rule 20.3 Subsections (d)(1)(vi), (d)(2)(i)(B), (d)(2)(v), (d)(2)(vi)(B) and (d)(3); and Rule 20.4
  Subsections (b)(2), (b)(3), (d)(1)(iii), (d)(2)(i)(B), (d)(2)(iv), (d)(2)(v)(B), (d)(3) and (d)(5).

    On March 21, 2021, the submittal of Rule 11 became complete by
operation of law. On March 28, 2022, the EPA determined that the
February 2, 2022 submittal of revised Rules 20.1, 20.3, and 20.4 met
the completeness criteria in 40 CFR part 51, appendix V, which must be
met before formal EPA review.

B. Are there other versions of these rules?

    The SIP-approved versions of the submitted rules are identified
below in Table 2.

                                           Table 2--SIP Approved Rules
----------------------------------------------------------------------------------------------------------------
                                                                                Federal Register
                Rule No.                             Rule title             SIP approval date       citation
----------------------------------------------------------------------------------------------------------------
11.....................................  Exemptions.......................            10/4/18        83 FR 50007
20.1...................................  New Source Review--General                   9/16/20        85 FR 57727
                                          Provisions.
20.3...................................  New Source Review--Major                     9/16/20        85 FR 57727
                                          Stationary Sources and PSD
                                          Stationary Sources.
20.4...................................  New Source Review--Portable                  9/16/20        85 FR 57727
                                          Emission Units.
----------------------------------------------------------------------------------------------------------------

    If the EPA finalizes the action proposed herein, these rules will
be replaced in the SIP by the submitted set of rules listed in Table 1.
Additionally, as described below, the EPA's final approval of Rule 20.1
will address our previous limited disapproval.

C. What is the purpose of the submitted rule revisions?

    As described in further detail below, the submitted rules are
intended to resolve the NSR program deficiency we identified in our
September 16, 2020 final action (``2020 NSR Action''),\1\ which
included a limited disapproval of a prior version of Rule 20.1. In
addition, the submitted rules are intended to demonstrate that the
District's NNSR program meets the requirements applicable to San Diego
County following the EPA's June 2, 2021 reclassification of San Diego
County as a Severe nonattainment area for the 2008 and 2015 ozone
national ambient air quality standards (NAAQS).\2\ Other minor
revisions in the rules revise some permit exemptions, provide minor
edits, and address recent changes to regulatory requirements related to
interpollutant trading (IPT) of offsets.
---------------------------------------------------------------------------

    \1\ 85 FR 57727.
    \2\ 86 FR 29522.
---------------------------------------------------------------------------

II. The EPA's Evaluation and Action

A. How is the EPA evaluating the rules?

    The EPA has evaluated the submitted rules to determine whether they
address the deficiency identified in our 2020 NSR Action. We have also
evaluated the rules for compliance with applicable regulations at 40
CFR 51.160 through 51.165, consistent with the District's current
classification as a Severe

nonattainment area for both the 2008 and 2015 ozone standards, and
including the recent removal of provisions related to IPT of offsets
made in response to the D.C. Circuit Court of Appeals decision in
Sierra Club v. EPA, 21 F.4th 815 (2021).\3\ We have also reviewed the
rules for consistency with other CAA general requirements for SIP
submittals, including requirements at section 110(a)(2)(A) regarding
rule enforceability, and requirements at sections 110(l) and 193 for
SIP revisions.
---------------------------------------------------------------------------

    \3\ See 86 FR 37918 (July 19, 2021). This decision and the
regulatory changes made in response are discussed in the TSD for
this action.
---------------------------------------------------------------------------

    The implementing regulations at 40 CFR 51.165 contain the NNSR
program requirements for major stationary sources and major
modifications at facilities that are located in a nonattainment area
and that are major sources for the pollutants for which the area has
been designated nonattainment. Section 110(a)(2)(A) of the Act requires
that regulations submitted to the EPA for SIP approval must be clear
and legally enforceable. Section 110(l) of the Act prohibits the EPA
from approving SIP revisions that would interfere with any applicable
requirement concerning attainment and reasonable further progress (RFP)
or any other applicable requirement of the CAA. Section 193 of the Act
prohibits the modification of a SIP-approved control requirement in
effect before November 15, 1990, in a nonattainment area, unless the
modification ensures equivalent or greater emission reductions of the
relevant pollutant(s). With respect to procedures, CAA sections 110(a)
and 110(l) require that a state conduct reasonable notice and hearing
before adopting a SIP revision.

B. Do the rules meet the evaluation criteria?

    The EPA finds that the submitted rules satisfy the applicable CAA
and regulatory requirements. Below, we discuss generally our evaluation
of the submitted rules. The technical support document (TSD) for this
proposed rulemaking contains a more detailed analysis and is included
in the docket for this action.
    We find that the revision to Rule 20.1 Section (a) to remove the
sentence that was the basis for the deficiency identified in our 2020
NSR Action corrects this deficiency. We find that the submitted rules
satisfy the applicable NNSR requirements for both the 2008 and 2015
ozone NAAQS, in that the rules contain the proper major source and
major modification thresholds and offset ratio for a Severe ozone
nonattainment area. We find that the revisions to Rule 11,
``Exemptions,'' are approvable as the emissions from new and revised
permit exemptions are inconsequential to attainment or maintenance of
the NAAQS, considering local air quality concerns, and as the changes
to the rule are otherwise acceptable. We find that the removal of IPT
provisions from Rules 20.3 and 20.4 is consistent with the EPA's recent
changes to 40 CFR 51.165(a)(11) addressing the Sierra Club decision and
are therefore approvable. Finally, we find that the other minor non-
substantive edits to the rules are approvable.
    The submitted rules comply with the substantive and procedural
requirements of CAA section 110(l). With respect to the procedural
requirements, based on our review of the public process documentation
included with the submitted rules, we find that the SDAPCD has provided
sufficient evidence of public notice and opportunity for comment and
public hearings prior to submittal of this SIP revision and has
satisfied these procedural requirements under CAA section 110(l).
    With respect to the substantive requirements of CAA section 110(l),
we have determined that our approval of the submitted rules would not
interfere with the area's ability to attain or maintain the NAAQS or
with any other applicable requirements of the CAA. Similarly, we find
that the submitted rules are approvable under section 193 of the Act
because they do not modify any control requirement in effect before
November 15, 1990, without ensuring equivalent or greater emission
reductions. The submitted rules are otherwise consistent with criteria
for the EPA's approval of regulations submitted for inclusion in the
SIP, including the requirement at CAA section 110(c)(2)(A) that
submitted regulations be clear and legally enforceable.
    For the reasons stated above and explained further in our TSD, we
find that the submitted NSR rules satisfy the applicable CAA and
regulatory requirements for NNSR permit programs under CAA section
110(a)(2)(A) and part D of title I of the Act and other applicable
requirements. This submittal also corrects the deficiency described in
our 2020 NSR Action. If we finalize this action as proposed, our action
will resolve the limited disapproval of Rule 20.1 and will be codified
through revisions to 40 CFR 52.220 (Identification of plan--in part).
Elsewhere in this issue of the Federal Register, we are making an
interim final determination that will defer the imposition of sanctions
triggered by that limited disapproval.

C. Proposed Action and Public Comment

    As authorized in section 110(k)(3) of the Act, the EPA is proposing
approval of Rules 11, 20.1, 20.3, and 20.4. We are proposing this
action based on our determination that the submitted rules satisfy the
applicable statutory and regulatory provisions governing regulation of
stationary sources under part D of title I of the Act and accompanying
regulations at 40 CFR 51.160 through 51.165. In support of our proposed
action, we have concluded that our approval would comply with sections
110(l) and 193 of the Act because the amended rules will not interfere
with continued attainment of the NAAQS in San Diego County and do not
relax control technology and offset requirements.
    This action would also revise the regulatory provisions at 40 CFR
52.281(d) concerning the applicability of the visibility Federal
implementation plan (FIP) at 40 CFR 52.28 as it pertains to California,
to provide that this FIP does not apply to sources subject to review
under the District's SIP-approved NNSR program. As described in more
detail in the TSD for this action, the EPA has previously found
Subsection (e)(3) of District Rule 20.3 acceptable to meet the
visibility provisions for sources subject to the NNSR program at 40 CFR
51.307.\4\
---------------------------------------------------------------------------

    \4\ See TSD for 2018 NSR Action at 28.
---------------------------------------------------------------------------

    We will accept comments from the public on this proposal until June
13, 2022. If finalized, this action would incorporate the submitted
rules into the SIP and our action would be codified through revisions
to 40 CFR 52.220, ``Identification of plan--in part.''

III. Incorporation by Reference

    In this rule, the EPA is proposing to include in a final EPA rule
regulatory text that includes incorporation by reference. In accordance
with requirements of 1 CFR 51.5, the EPA is proposing to incorporate by
reference the SDAPCD rules described in Table 1 of this preamble. The
EPA has made, and will continue to make, these materials available
through https://www.regulations.gov and at the EPA Region IX Office
(please contact the person identified in the FOR FURTHER INFORMATION
CONTACT section of this preamble for more information).

IV. Statutory and Executive Order Reviews

    Under the Clean Air Act, the Administrator is required to approve a
SIP submission that complies with the provisions of the Act and
applicable Federal regulations. 42 U.S.C. 7410(k); 40 CFR 52.02(a).
Thus, in reviewing SIP submissions, the EPA's role is to approve state
choices, provided that they meet the criteria of the Clean Air Act.
Accordingly, this proposed action merely proposes to approve state law
as meeting Federal requirements and does not impose additional
requirements beyond those imposed by state law. For that reason, this
proposed action:
     Is not a ``significant regulatory action'' subject to
review by the Office of Management and Budget under Executive Orders
12866 (58 FR 51735, October 4, 1993) and 13563 (76 FR 3821, January 21,
2011);
     Does not impose an information collection burden under the
provisions of the Paperwork Reduction Act (44 U.S.C. 3501 et seq.);
     Is certified as not having a significant economic impact
on a substantial number of small entities under the Regulatory
Flexibility Act (5 U.S.C. 601 et seq.);
     Does not contain any unfunded mandate or significantly or
uniquely affect small governments, as described in the Unfunded
Mandates Reform Act of 1995 (Pub. L. 104-4);
     Does not have federalism implications as specified in
Executive Order 13132 (64 FR 43255, August 10, 1999);
     Is not an economically significant regulatory action based
on health or safety risks subject to Executive Order 13045 (62 FR
19885, April 23, 1997);
     Is not a significant regulatory action subject to
Executive Order 13211 (66 FR 28355, May 22, 2001);
     Is not subject to requirements of Section 12(d) of the
National Technology Transfer and Advancement Act of 1995 (15 U.S.C. 272
note) because application of those requirements would be inconsistent
with the Clean Air Act; and
     Does not provide the EPA with the discretionary authority
to address disproportionate human health or environmental effects with
practical, appropriate, and legally permissible methods under Executive
Order 12898 (59 FR 7629, February 16, 1994).
    In addition, the SIP is not approved to apply on any Indian
reservation land or in any other area where the EPA or an Indian tribe
has demonstrated that a tribe has jurisdiction. In those areas of
Indian country, the rules do not have tribal implications and will not
impose substantial direct costs on tribal governments or preempt tribal
law as specified by Executive Order 13175 (65 FR 67249, November 9,
2000).

List of Subjects in 40 CFR Part 52

    Environmental protection, Administrative practice and procedure,
Air pollution control, Carbon monoxide, Incorporation by reference,
Intergovernmental relations, Lead, Nitrogen dioxide, Ozone, Particulate
matter, Reporting and recordkeeping requirements, Sulfur dioxide,
Volatile organic compounds.

    Authority: 42 U.S.C. 7401 et seq.

    Dated: April 29, 2022.
Martha Guzman Aceves,
Regional Administrator, Region IX.
[FR Doc. 2022-09741 Filed 5-11-22; 8:45 am]
BILLING CODE 6560-50-P


[Federal Register Volume 75, Number 218 (Friday, November 12, 2010)]
[Notices]
[Pages 69494-69501]
[FR Doc No: 2010-28514]

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

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-63267; File No. SR-NYSEArca-2010-95]

Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
of Proposed Rule Change To List and Trade Shares of the ETFS Asian Gold
Trust

November 8, 2010.
    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 October 25, 2010, NYSE Arca, Inc. (``NYSE Arca'' or
``Exchange'') filed with the Securities and Exchange Commission
(``Commission'') the proposed rule change as described in Items I and
II below, which Items have been prepared by the self-regulatory
organization. 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 list and trade shares of the ETFS Asian
Gold Trust (the ``Trust'') pursuant to NYSE Arca Equities Rule 8.201.
The text of the proposed rule change is available at the Exchange, the
Commission's Public Reference Room, and http://www.nyse.com.

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

    In its filing with the Commission, the 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
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to list and trade ETFS Physical Asian Gold
Shares (``Shares'') of the Trust under NYSE Arca Equities Rule 8.201.
Under NYSE Arca Equities Rule 8.201, the Exchange may propose to list
and/or trade pursuant to unlisted trading privileges (``UTP'')
``Commodity-Based Trust Shares.'' \3\ The Commission has previously
approved listing on the Exchange under NYSE Arca Equities Rule 8.201
shares of the ETFS Gold Trust,\4\ ETFS Platinum Trust \5\ and ETFS
Palladium Trust (collectively, the ``ETFS Trusts'').\6\ In addition,
the Commission has approved listing on the Exchange of streetTRACKS
Gold Trust and iShares COMEX Gold Trust.\7\ Prior to their listing on
the Exchange, the Commission approved listing of the streetTRACKS Gold
Trust on the New York Stock Exchange (``NYSE'') and listing of iShares
COMEX Gold Trust on the American Stock Exchange LLC.\8\ In addition,
the Commission has approved trading of the streetTRACKS Gold Trust and
iShares Silver Trust and on the Exchange pursuant to UTP.\9\ The
Commission also has approved listing of the iShares Silver Trust on the
Exchange \10\ and, previously, listing of the iShares Silver Trust on
the American Stock Exchange LLC (now known as ``NYSE Amex LLC'').\11\
---------------------------------------------------------------------------

    \3\ Commodity-Based Trust Shares are securities issued by a
trust that represent investors' discrete identifiable and undivided
beneficial ownership interest in the commodities deposited into the
Trust.
    \4\ Securities Exchange Act Release No. 59895 (May 8, 2009), 74
FR 22993 (May 15, 2009) (SR-NYSEArca-2009-40).
    \5\ Securities Exchange Act Release No. 61219 (December 22,
2009), 74 FR 68886 (December 29, 2009) (SR-NYSEArca-2009-95).
    \6\ Securities Exchange Act Release No. 61220 (December 22,
2009), 74 FR 68895 (December 29, 2009) (SR-NYSEArca-2009-94).
    \7\ See Securities Exchange Act Release No. 56224 (August 8,
2007), 72 FR 45850 (August 15, 2007) (SR-NYSEArca-2007-76)
(approving listing on the Exchange of the streetTRACKS Gold Trust);
Securities Exchange Act Release No. 56041 (July 11, 2007), 72 FR
39114 (July 17, 2007) (SR-NYSEArca-2007-43) (order approving listing
on the Exchange of iShares COMEX Gold Trust).
    \8\ See Securities Exchange Act Release Nos. 50603 (October 28,
2004), 69 FR 64614 (November 5, 2004) (SR-NYSE-2004-22) (order
approving listing of streetTRACKS Gold Trust on NYSE); 51058
(January 19, 2005), 70 FR 3749 (January 26, 2005) (SR-Amex-2004-38)
(order approving listing of iShares COMEX Gold Trust on the American
Stock Exchange LLC).
    \9\ See Securities Exchange Act Release Nos. 53520 (March 20,
2006), 71 FR 14977 (March 24, 2006) (SR-PCX-2005-117) (approving
trading on the Exchange pursuant to UTP of the iShares Silver
Trust); 51245 (February 23, 2005), 70 FR 10731 (March 4, 2005) (SR-
PCX-2004-117) (approving trading on the Exchange of the streetTRACKS
Gold Trust pursuant to UTP).
    \10\ See Securities Exchange Act Release No. 58956 (November 14,
2008), 73 FR 71074 (November 24, 2008) (SR-NYSEArca-2008-124)
(approving listing on the Exchange of the iShares Silver Trust).
    \11\ See Securities Exchange Act Release No. 53521 (March 20,
2006), 71 FR 14967 (March 24, 2006) (SR-Amex-2005-72) (approving
listing on the American Stock Exchange LLC of the iShares Silver
Trust).
---------------------------------------------------------------------------

    The Trust will issue Shares which represent units of fractional
undivided beneficial interest in and ownership of the Trust. The
investment objective of the Trust is for the Shares to reflect the
performance of the price of gold bullion, less the expenses of the
Trust's operations.\12\ ETFS Securities USA LLC is the sponsor of the
Trust (``Sponsor''), The Bank of New York Mellon is the trustee of the
Trust (``Trustee''),\13\ and JPMorgan Chase Bank, N.A. is the custodian
of the Trust (``Custodian'').\14\
---------------------------------------------------------------------------

    \12\ See the Registration Statement for the Trust on Form S-1,
filed with the Commission on July 22, 2010 (No. 333-168277)
(``Registration Statement''). The descriptions of the Trust, the
Shares and the gold market contained herein are based on the
Registration Statement.
    \13\ The Trustee is generally responsible for the day-to-day
administration of the Trust. This includes (1) transferring the
Trust's gold as needed to pay the Sponsor's fee in gold (gold
transfers are expected to occur approximately monthly in the
ordinary course); (2) calculating the net asset value (``NAV'') of
the Trust and the NAV per Share; (3) receiving and processing orders
from Authorized Participants to create and redeem Baskets and
coordinating the processing of such orders with the Custodian and
The Depository Trust Company (``DTC''); and (4) selling the Trust's
gold as needed to pay any extraordinary Trust expenses that are not
assumed by the Sponsor.
    \14\ The Custodian is responsible for the safekeeping of the
Trust's gold deposited with it by Authorized Participants in
connection with the creation of Baskets. The Custodian also
facilitates the transfer of gold in and out of the Trust through
gold accounts it will maintain for Authorized Participants and the
Trust. The Custodian is a market maker, clearer and approved weigher
under the rules of the London Bullion Market Association (``LBMA'').
The Custodian will hold the Trust's allocated gold at the
Custodian's Singapore vaulting premises on a segregated basis.
---------------------------------------------------------------------------

    The Exchange represents that the Shares satisfy the requirements of
NYSE Arca Equities Rule 8.201 and thereby qualify for listing on the
Exchange.\15\
---------------------------------------------------------------------------

    \15\ With respect to application of Rule 10A-3 (17 CFR 240.10A-
3) under the Securities Exchange of 1934 (``Act'') (15 U.S.C. 78a),
the Trust relies on the exemption contained in Rule 10A-3(c)(7).
---------------------------------------------------------------------------

Operation of the Gold Bullion Market
    According to the Registration Statement, the global trade in gold
consists of Over-the-Counter (``OTC'') transactions in spot, forwards,
and options and other derivatives, together with exchange-traded
futures and options. The OTC market trades on a 24-hour per day
continuous basis and accounts for most global gold trading.
    Market makers, as well as others in the OTC market, trade with each
other and with their clients on a principal-to-principal basis. All
risks and issues of credit are between the parties directly involved in
the transaction. Market makers include the market-making members of the
LBMA, the trade association that acts as the coordinator for activities
conducted on behalf of its members and other participants in the London
bullion market. The nine market-making members of the LBMA are:
Barclays Bank plc, Deutsche Bank AG, HSBC Bank USA, N.A. (through its
London branch), Goldman Sachs International, JPMorgan Chase Bank,
ScotiaMocatta (a division of the Bank of Nova Scotia),
Soci[eacute]t[eacute] G[eacute]n[eacute]rale, Mitsui & Co Precious
Metals Inc, and UBS AG. The OTC market provides a relatively flexible
market in terms of quotes, price, size, destinations for delivery and
other factors. Bullion dealers customize transactions to meet clients'
requirements. The OTC market has no formal structure and no open-outcry
meeting place.
    The main centers of the OTC market are London and New York. Mining
companies, central banks, manufacturers of jewelry and industrial
products, together with investors and speculators, tend to transact
their

business through one of these market centers. Centers such as Dubai and
several cities in the Far East also transact substantial OTC market
business, typically involving jewelry and small bars (1 kilogram or
less) and will hedge their exposure by selling into one of these main
OTC centers. Bullion dealers have offices around the world and most of
the world's major bullion dealers are either members or associate
members of the LBMA. Of the nine market-making members of the LBMA, six
offer clearing services. There are a further 59 full members, plus a
number of associate members around the world.
    In the OTC market, the standard size of gold trades between market
makers ranges between 5,000 and 10,000 ounces. Bid-offer spreads are
typically 50 U.S. cents per ounce. Certain dealers are willing to offer
clients competitive prices for much larger volumes, including trades
over 100,000 ounces, although this will vary according to the dealer,
the client and market conditions, as transaction costs in the OTC
market are negotiable between the parties and therefore vary widely.
Cost indicators can be obtained from various information service
providers as well as dealers.
    According to the Registration Statement, liquidity in the OTC
market can vary from time to time during the course of the 24-hour
trading day. Fluctuations in liquidity are reflected in adjustments to
dealing spreads--the differential between a dealer's ``buy'' and
``sell'' prices. The period of greatest liquidity in the gold market
generally occurs at the time of day when trading in the European time
zones overlaps with trading in the United States, which is when OTC
market trading in London, New York and other centers coincides with
futures and options trading on the COMEX. This period lasts for
approximately four hours each New York business day morning.
The London Bullion Market
    According to the Registration Statement, although the market for
physical gold is distributed globally, most OTC market trades are
cleared through London. In addition to coordinating market activities,
the LBMA acts as the principal point of contact between the market and
its regulators. A primary function of the LBMA is its involvement in
the promotion of refining standards by maintenance of the ``London Good
Delivery Lists,'' which are the lists of LBMA accredited melters and
assayers of gold. The LBMA also coordinates market clearing and
vaulting, promotes good trading practices and develops standard
documentation.\16\
---------------------------------------------------------------------------

    \16\ Terms relating to the Trust and the Shares referred to, but
not defined, herein are defined in the Registration Statement.
---------------------------------------------------------------------------

    The terms ``loco London'' gold and ``loco Singapore'' gold refer to
gold physically held in London and Singapore, respectively, that meets
the specifications for weight, dimensions, fineness (or purity),
identifying marks (including the assay stamp of a LBMA acceptable
refiner) and appearance set forth in ``The Good Delivery Rules for Gold
and Silver Bars'' published by the LBMA. Gold bars meeting these
requirements are described in the Trust's prospectus from time to time
as ``London Good Delivery Bars.'' The unit of trade in London is the
troy ounce, whose conversion between grams is: 1,000 grams = 32.1507465
troy ounces and 1 troy ounce = 31.1034768 grams. A London Good Delivery
Bar is acceptable for delivery in settlement of a transaction on the
OTC market. Typically referred to as 400-ounce bars, a London Good
Delivery Bar must contain between 350 and 430 fine troy ounces of gold,
with a minimum fineness (or purity) of 995 parts per 1,000 (99.5%), be
of good appearance and be easy to handle and stack. The fine gold
content of a gold bar is calculated by multiplying the gross weight of
the bar (expressed in units of 0.025 troy ounces) by the fineness of
the bar. A London Good Delivery Bar must also bear the stamp of one of
the melters and assayers who are on the LBMA approved list. Unless
otherwise specified, the gold spot price always refers to that of a
London Good Delivery Bar. Business is generally conducted over the
phone and through electronic dealing systems.
    Twice daily during London trading hours there is a fix which
provides reference gold prices for that day's trading. Many long-term
contracts will be priced on the basis of either the morning (AM) or
afternoon (PM) London fix, and market participants will usually refer
to one or the other of these prices when looking for a basis for
valuations. The London fix is the most widely used benchmark for daily
gold prices and is quoted by various financial information sources.
    Formal participation in the London fix is traditionally limited to
five members, each of which is a bullion dealer and a member of the
LBMA. The chairmanship now rotates annually among the five member
firms. The morning session of the fix starts at 10:30 a.m. London time
and the afternoon session starts at 3 p.m. London time. The members of
the gold fixing are currently The Bank of Nova Scotia--ScotiaMocatta,
Deutsche Bank AG, HSBC Bank USA, N.A., Soci[eacute]t[eacute]
G[eacute]n[eacute]rale and Barclays Bank plc. Any other market
participant wishing to participate in the trading on the fix is
required to do so through one of the five gold fixing members.
    Orders are placed either with one of the five fixing members or
with another bullion dealer who will then be in contact with a fixing
member during the fixing. The fixing members net-off all orders when
communicating their net interest at the fixing. The fix begins with the
fixing chairman suggesting a ``trying price,'' reflecting the market
price prevailing at the opening of the fix. This is relayed by the
fixing members to their dealing rooms which have direct communication
with all interested parties. Any market participant may enter the
fixing process at any time, or adjust or withdraw his order. The gold
price is adjusted up or down until all the buy and sell orders are
matched, at which time the price is declared fixed. All fixing orders
are transacted on the basis of this fixed price, which is instantly
relayed to the market through various media. The London fix is widely
viewed as a full and fair representation of all market interest at the
time of the fix.
The Singapore Bullion Market
    After London and Zurich, Singapore is one of the key regional
cities for physical gold trading and one of the largest gold trading
centers in Asia. In 2010, the Singapore Mercantile Exchange launched
the first locally settled gold futures contract, and Singapore opened
its first free-trade zone for the custody and storage of precious
metals.
Futures Exchanges
    According to the Registration Statement, the most significant gold
futures exchanges are the COMEX and the Tokyo Commodity Exchange
(``TOCOM''). The COMEX is the largest exchange in the world for trading
precious metals futures and options and has been trading gold since
1974. The TOCOM has been trading gold since 1982. Trading on these
exchanges is based on fixed delivery dates and transaction sizes for
the futures and options contracts traded. Trading costs are negotiable.
As a matter of practice, only a small percentage of the futures market
turnover ever comes to physical delivery of the gold represented by the
contracts traded. Both exchanges permit trading on margin. Margin
trading can add to the speculative risk involved

given the potential for margin calls if the price moves against the
contract holder. The COMEX operates through a central clearance system.
On June 6, 2003, TOCOM adopted a similar clearance system. In each
case, the exchange acts as a counterparty for each member for clearing
purposes.
Other Exchanges
    There are other gold exchange markets, such as the Istanbul Gold
Exchange (trading gold since 1995), the Shanghai Gold Exchange (trading
gold since October 2002), the Hong Kong Chinese Gold & Silver Exchange
Society (trading gold since 1918) and the Singapore Mercantile Exchange
(trading gold since 2010).
Market Regulation
    The global gold markets are overseen and regulated by both
governmental and self-regulatory organizations. In addition, certain
trade associations have established rules and protocols for market
practices and participants. In the United Kingdom, responsibility for
the regulation of the financial market participants, including the
major participating members of the LBMA, falls under the authority of
the Financial Services Authority (``FSA'') as provided by the Financial
Services and Markets Act 2000 (``FSM Act''). Under this act, all UK-
based banks, together with other investment firms, are subject to a
range of requirements, including fitness and properness, capital
adequacy, liquidity, and systems and controls.
    The FSA is responsible for regulating investment products,
including derivatives, and those who deal in investment products.
Regulation of spot, commercial forwards, and deposits of gold and
silver not covered by the FSM Act is provided for by The London Code of
Conduct for Non-Investment Products, which was established by market
participants in conjunction with the Bank of England.
    The TOCOM has authority to perform financial and operational
surveillance on its members' trading activities, scrutinize positions
held by members and large-scale customers, and monitor the price
movements of futures markets by comparing them with cash and other
derivative markets' prices. To act as a Futures Commission Merchant
Broker, a broker must obtain a license from Japan's Ministry of
Economy, Trade and Industry, the regulatory authority that oversees the
operations of the TOCOM.
    The Trust will not trade in gold futures contracts on the COMEX or
on any other futures exchange. The Trust will take delivery of physical
gold that complies with the LBMA gold delivery rules. Because the Trust
will not trade in gold futures contracts on any futures exchange, the
Trust will not be regulated by the Commodity Futures Trading Commission
(``CFTC'') under the Commodity Exchange Act (``CEA'') \17\ as a
``commodity pool,'' and will not be operated by a CFTC-regulated
commodity pool operator. Investors in the Trust will not receive the
regulatory protections afforded to investors in regulated commodity
pools, nor may the COMEX or any futures exchange enforce its rules with
respect to the Trust's activities. In addition, investors in the Trust
will not benefit from the protections afforded to investors in gold
futures contracts on regulated futures exchanges.
---------------------------------------------------------------------------

    \17\ 7 U.S.C. 1 et seq.
---------------------------------------------------------------------------

    The activities of the Trust will be limited to (1) issuing baskets
in exchange for the gold deposited (``Basket'') with the Custodian as
consideration, (2) delivering gold as necessary to cover the Sponsor's
Fee and selling gold as necessary to pay Trust expenses not assumed by
the Sponsor and other liabilities and (3) delivering gold in exchange
for Baskets surrendered for redemption. The Trust will not be actively
managed. It will not engage in any activities designed to obtain a
profit from, or to ameliorate losses caused by, changes in the price of
gold.
    Custody of the gold bullion deposited with and held by the Trust
will be provided by the Custodian at its Singapore vaults, and by other
subcustodians on a temporary basis. The Custodian is a market maker,
clearer and approved weigher under the rules of the LBMA.
    According to the Registration Statement, the investment objective
of the Trust is for the Shares to reflect the performance of the price
of gold bullion, less the Trust's expenses. The Shares are intended to
constitute a simple and cost-effective means of making an investment
similar to an investment in gold. An investment in physical gold
requires expensive and sometimes complicated arrangements in connection
with the assay, transportation, warehousing and insurance of the metal.
Although the Shares will not be the exact equivalent of an investment
in gold, they provide investors with an alternative that allows a level
of participation in the gold market through the securities market.
    According to the Registration Statement, the Trust is not
registered as an investment company under the Investment Company Act of
1940 \18\ and is not required to register under such act.
---------------------------------------------------------------------------

    \18\ 15 U.S.C. 80a.
---------------------------------------------------------------------------

Secondary Market Trading
    While the Trust's investment objective is for the Shares to reflect
the performance of gold bullion, less the expenses of the Trust, the
Shares may trade in the secondary market on NYSE Arca at prices that
are lower or higher relative to their net asset value (``NAV'') per
Share. The amount of the discount or premium in the trading price
relative to the NAV per Share may be influenced by non-concurrent
trading hours between the NYSE Arca and the COMEX, London, Zurich and
Singapore. While the Shares will trade on NYSE Arca until 8 p.m.,
Eastern Time (``E.T.''), liquidity in the global gold market will be
reduced after the close of the COMEX at 1:30 p.m., E.T. As a result,
during this time, trading spreads, and the resulting premium or
discount, on the Shares may widen.
Trust Expenses
    The Trust's only ordinary recurring charge is expected to be the
remuneration due to the Sponsor (``Sponsor's Fee''). In exchange for
the Sponsor's Fee, the Sponsor has agreed to assume the ordinary
administrative and marketing expenses that the Trust is expected to
incur. The Sponsor will also pay the costs of the Trust's organization
and the initial sale of the Shares, including the applicable SEC
registration fees.
    The Sponsor's Fee will accrue daily and will be payable monthly in
arrears. The Sponsor, from time to time, may temporarily waive all or a
portion of the Sponsor's Fee at its discretion for a stated period of
time.
    The Sponsor's Fee shall be paid by delivery of gold to an account
maintained by the Custodian for the Sponsor on an unallocated basis,
monthly on the first business day of the month in respect of fees
payable for the prior month. The delivery shall be of that number of
ounces of gold which equals the daily accrual of the Sponsor's Fee for
such prior month calculated at the London PM Fix.
    The Trustee will, when directed by the Sponsor, and, in the absence
of such direction, may, in its discretion, sell gold in such quantity
and at such times as may be necessary to permit payment in cash of
Trust expenses not assumed by the Sponsor. The Trustee is authorized to
sell gold at such times and in the smallest amounts required to permit
such payments as they become due, it being the intention to avoid or
minimize the Trust's holdings of assets other than gold.

Creation and Redemption of Shares
    The Trust will create and redeem Shares daily, but only in one or
more Baskets (a Basket equals a block of 50,000 Shares). The creation
and redemption of Baskets will only be made in exchange for the
delivery to the Trust or the distribution by the Trust of the amount of
gold and any cash represented by the Baskets being created or redeemed,
the amount of which will be based on the combined NAV of the number of
Shares included in the Baskets being created or redeemed determined on
the day the order to create or redeem Baskets is properly received.
    Authorized Participants are the only persons that may place orders
to create and redeem Baskets. Authorized Participants must be (1)
registered broker-dealers or other securities market participants, such
as banks and other financial institutions, which are not required to
register as broker-dealers to engage in securities transactions, and
(2) participants in DTC. To become an Authorized Participant, a person
must enter into an Authorized Participant Agreement with the Sponsor
and the Trustee. The Authorized Participant Agreement provides the
procedures for the creation and redemption of Baskets and for the
delivery of the gold and any cash required for such creations and
redemptions.
    All gold will be delivered to the Trust and distributed by the
Trust in unallocated form through credits and debits between authorized
participant unallocated accounts (``Authorized Participant Unallocated
Accounts'') and the trust unallocated account (``Trust Unallocated
Account'') (as further described in the Registration Statement). Gold
transferred from an Authorized Participant Unallocated Account to the
Trust in unallocated form will first be credited to the Trust
Unallocated Account. Thereafter, the Custodian will allocate specific
bars of gold representing the amount of gold credited to the Trust
Unallocated Account (to the extent such amount is representable by
whole gold bars) to the Trust Allocated Account. The movement of gold
is reversed for the distribution of gold to an Authorized Participant
in connection with the redemption of Baskets.
    All gold bullion represented by a credit to any Authorized
Participant Unallocated Account and to the Trust Unallocated Account
and all gold bullion held in the Trust Allocated Account with the
Custodian must be of at least a minimum fineness (or purity) of 995
parts per 1,000 (99.5%) and otherwise conform to the rules,
regulations, practices and customs of the LBMA, including the
specifications for a London Good Delivery Bar.
    Authorized Participants can elect to deliver gold loco London or
loco Singapore in connection with the creation of a Basket. Authorized
Participants can elect to receive delivery gold loco London or loco
Singapore in connection with the redemption of a Basket.
Creation Procedures
    On any business day, an Authorized Participant may place an order
with the Trustee to create one or more Baskets. Creation and redemption
orders will be accepted on ``business days'' the NYSE Arca is open for
regular trading. Settlements of such orders requiring receipt or
delivery, or confirmation of receipt or delivery, of gold in the United
Kingdom, Singapore or another jurisdiction will occur on ``business
days'' when (1) banks in the United Kingdom, Singapore or such other
jurisdiction and (2) the London or Singapore gold markets are regularly
open for business. If such banks or the London or Singapore gold
markets are not open for regular business for a full day, such a day
will only be a ``business day'' for settlement purposes if the
settlement procedures can be completed by the end of such day.
Redemption settlements involving gold deliveries loco London may be
delayed longer than three business days following the redemption order
date. Settlement of orders requiring receipt or delivery, or
confirmation of receipt or delivery, of Shares will occur, after
confirmation of the applicable gold delivery, on ``business days'' when
the NYSE Arca is open for regular trading. Purchase orders must be
placed no later than 3:59:59 p.m. (E.T.) on each business day the NYSE
Arca is open for regular trading. The day on which the Trustee receives
a valid purchase order is the purchase order date.
    By placing a purchase order, an Authorized Participant agrees to
deposit gold with the Trust, as described below. Prior to the delivery
of Baskets for a purchase order, the Authorized Participant must also
have wired to the Trustee the non-refundable transaction fee due for
the purchase order.
    The amount of the required gold deposit is determined by dividing
the number of ounces of gold held by the Trust by the number of Baskets
outstanding, as adjusted for the amount of gold constituting estimated
accrued but unpaid fees and expenses of the Trust. Fractions of a fine
ounce of gold smaller than 0.001 of a fine ounce which are included in
the gold deposit amount are disregarded in the foregoing calculation.
All questions as to the composition of a Creation Basket Deposit will
be finally determined by the Trustee. The Trustee's determination of
the Creation Basket Deposit shall be final and binding on all persons
interested in the Trust.
    An Authorized Participant who places a purchase order is
responsible for crediting its Authorized Participant Unallocated
Account with the required gold deposit amount by the third business day
in London or Singapore following the purchase order date. Upon receipt
of the gold deposit amount, the Custodian, after receiving appropriate
instructions from the Authorized Participant and the Trustee, will
transfer on the third business day following the purchase order date
the gold deposit amount from the Authorized Participant Unallocated
Account to the Trust Unallocated Account and the Trustee will direct
DTC to credit the number of Baskets ordered to the Authorized
Participant's DTC account. If gold is to be delivered other than as
described above, the Sponsor is authorized to establish such procedures
and to appoint such custodians and establish such custody accounts in
addition to those described in the Registration Statement, as the
Sponsor determines to be desirable.
Redemption Procedures
    The procedures by which an Authorized Participant can redeem one or
more Baskets will mirror the procedures for the creation of Baskets. On
any business day, an Authorized Participant may place an order with the
Trustee to redeem one or more Baskets. Redemption orders must be placed
no later than 3:59:59 p.m. (E.T.) on each business day NYSE Arca is
open for regular trading. A redemption order so received is effective
on the date it is received in satisfactory form by the Trustee. The
redemption procedures allow Authorized Participants to redeem Baskets
and do not entitle an individual Shareholder to redeem any Shares in an
amount less than a Basket, or to redeem Baskets other than through an
Authorized Participant.
    By placing a redemption order, an Authorized Participant agrees to
deliver the Baskets to be redeemed through DTC's book-entry system to
the Trust not later than the third business day following the effective
date of the redemption order. Prior to the delivery of the redemption
distribution for a redemption order, the Authorized Participant must
also have wired to the Trustee the non-refundable transaction

fee due for the redemption order. The redemption distribution from the
Trust will consist of a credit to the redeeming Authorized
Participant's Authorized Participant Unallocated Account representing
the amount of the gold held by the Trust evidenced by the Shares being
redeemed.
    Authorized Participants can elect to deliver gold loco London or
loco Singapore in connection with the creation of a Basket. Authorized
Participants can also elect to receive delivery of gold loco London or
loco Singapore in connection with the redemption of a Basket. A Basket
creation order that elects a loco London delivery of gold will cause
the Custodian to effect a transfer of gold to Singapore from the Trust
Unallocated Account maintained by the Custodian in London to the Trust
Unallocated Account maintained by the Custodian in Singapore. Likewise,
a Basket redemption order that elects a loco London delivery of gold
will cause the Custodian to effect a transfer of gold from the Trust
Unallocated Account maintained by the Custodian in Singapore to the
Authorized Participant Unallocated Account maintained in London.
Termination Events
    The Trustee will terminate and liquidate the Trust if the aggregate
market capitalization of the Trust, based on the closing price for the
Shares, was less than $350 million (as adjusted for inflation) at any
time after the first anniversary after the Trust's formation and the
Trustee receives, within six months after the last of those trading
days, notice from the Sponsor of its decision to terminate the Trust.
The Trustee will terminate the Trust if the CFTC determines that the
Trust is a commodities pool under the CEA. The Trustee may also
terminate the Trust upon the agreement of the owners of beneficial
interests in the Shares owning at least 75% of the outstanding Shares.
    Additional information regarding the Shares and the operation of
the Trust, including termination events, risks, and creation and
redemption procedures, are described in the Registration Statement.
Valuation of Gold, Definition of Net Asset Value and Adjusted Net Asset
Value (``ANAV'')
    On each day that NYSE Arca is open for regular trading, as promptly
as practicable after 4 p.m. (E.T.), on such day (``Evaluation Time''),
the Trustee will evaluate the gold held by the Trust and determine both
the ANAV and the NAV of the Trust.
    At the Evaluation Time, the Trustee will value the Trust's gold on
the basis of that day's London PM Fix or, if no London PM Fix is made
on such day or has not been announced by the Evaluation Time, the next
most recent London gold price fix (AM or PM) determined prior to the
Evaluation Time will be used, unless the Sponsor determines that such
price is inappropriate as a basis for evaluation. In the event the
Sponsor determines that the London PM Fix or such other publicly
available price as the Sponsor may deem fairly represents the
commercial value of the Trust's gold is not an appropriate basis for
evaluation of the Trust's gold, it shall identify an alternative basis
for such evaluation to be employed by the Trustee. Neither the Trustee
nor the Sponsor shall be liable to any person for the determination
that the London PM Fix or such other publicly available price is not
appropriate as a basis for evaluation of the Trust's gold or for any
determination as to the alternative basis for such evaluation provided
that such determination is made in good faith.
    Once the value of the gold has been determined, the Trustee will
subtract all estimated accrued but unpaid fees (other than the fees
accruing for such day on which the valuation takes place computed by
reference to the value of the Trust or its assets), expenses and other
liabilities of the Trust from the total value of the gold and all other
assets of the Trust (other than any amounts credited to the Trust's
reserve account, if established). The resulting figure is the ANAV of
the Trust. The ANAV of the Trust is used to compute the Sponsor's Fee.
    All fees accruing for the day on which the valuation takes place
computed by reference to the value of the Trust or its assets shall be
calculated using the ANAV calculated for such day on which the
valuation takes place. The Trustee shall subtract from the ANAV the
amount of accrued fees so computed for such day and the resulting
figure is the NAV of the Trust. The Trustee will also determine the NAV
per Share by dividing the NAV of the Trust by the number of the Shares
outstanding as of the close of trading on the NYSE Arca (which includes
the net number of any Shares created or redeemed on such evaluation
day).
    The Shares will be book-entry only and individual certificates will
not be issued for the Shares.
Liquidity
    According to the Registration Statement, the Shares may trade at,
above or below the NAV per Share. The NAV per Share will fluctuate with
changes in the market value of the Trust's assets. The trading price of
the Shares will fluctuate in accordance with changes in the NAV per
Share as well as market supply and demand. The amount of the discount
or premium in the trading price relative to the NAV per Share may be
influenced by non-concurrent trading hours between the NYSE Arca and
the major gold markets. While the Shares will trade on the NYSE Arca
until 8 p.m. (E.T.), liquidity in the market for gold will be reduced
after the close of the major world gold markets, including London and
the COMEX. As a result, during this time, trading spreads, and the
resulting premium or discount, on the Shares may widen.
Availability of Information Regarding Gold Prices
    Currently, the Consolidated Tape Plan does not provide for
dissemination of the spot price of a commodity, such as gold, over the
Consolidated Tape. However, there will be disseminated over the
Consolidated Tape the last sale price for the Shares, as is the case
for all equity securities traded on the Exchange (including exchange-
traded funds). In addition, there is a considerable amount of gold
price and gold market information available on public Web sites and
through professional and subscription services.
    Investors may obtain on a 24-hour basis gold pricing information
based on the spot price for an ounce of gold from various financial
information service providers, such as Reuters and Bloomberg. Reuters
and Bloomberg provide at no charge on their Web sites delayed
information regarding the spot price of gold and last sale prices of
gold futures, as well as information about news and developments in the
gold market. Reuters and Bloomberg also offer a professional service to
subscribers for a fee that provides information on gold prices directly
from market participants. An organization named EBS provides an
electronic trading platform to institutions such as bullion banks and
dealers for the trading of spot gold, as well as a feed of live
streaming prices to Reuters and Moneyline Telerate subscribers.
Complete real-time data for gold futures and options prices traded on
the COMEX are available by subscription from Reuters and Bloomberg. The
NYMEX also provides delayed futures and options information on current
and past trading sessions and market news free of charge on its Web
site. There are a variety of other public Web sites providing
information on gold, ranging

from those specializing in precious metals to sites maintained by major
newspapers, such as The Wall Street Journal. In addition, the London AM
Fix and London PM Fix are publicly available at no charge at or http://www.thebulliondesk.com.
    The Trust Web site will provide an intraday indicative value
(``IIV'') per share for the Shares updated every 15 seconds, as
calculated by the Exchange or a third party financial data provider
during the Exchange's Core Trading Session (9:30 a.m. to 4 p.m.,
(E.T.). The IIV will be calculated based on the amount of gold required
for creations and redemptions and a price of gold derived from updated
bids and offers indicative of the spot price of gold.\19\ The Trust Web
site will also provide the Creation Basket Deposit and the NAV of the
Trust as calculated each business day by the Sponsor. In addition, the
Web site for the Trust will contain the following information, on a per
Share basis, for the Trust: (a) The mid-point of the bid-ask price \20\
at the close of trading in relation to the NAV as of the time the NAV
is calculated (``Bid/Ask Price''), and a calculation of the premium or
discount of such price against such NAV; and (b) data in chart format
displaying the frequency distribution of discounts and premiums of the
Bid/Ask Price against the NAV, within appropriate ranges, for each of
the four previous calendar quarters. The Web site for the Trust will
also provide the Trust's prospectus, as well as the two most recent
reports to stockholders. Finally, the Trust Web site will provide the
last sale price of the Shares as traded in the US market. The Exchange
will provide on its Web site (http://www.nyx.com) a link to the Trust's
Web site. In addition, the Exchange will make available over the
Consolidated Tape quotation information, trading volume, closing prices
and NAV for the Shares from the previous day.
---------------------------------------------------------------------------

    \19\ The IIV on a per Share basis disseminated during the Core
Trading Session should not be viewed as a real-time update of the
NAV, which is calculated once a day.
    \20\ The bid-ask price of the Trust is determined using the
highest bid and lowest offer on the Consolidated Tape as of the time
of calculation of the closing day NAV.
---------------------------------------------------------------------------

Criteria for Initial and Continued Listing
    The Trust will be subject to the criteria in NYSE Arca Equities
Rule 8.201(e) for initial and continued listing of the Shares.
    It is anticipated that a minimum of 100,000 Shares will be required
to be outstanding at the start of trading. The minimum number of shares
required to be outstanding is comparable to requirements that have been
applied to previously listed shares of the ETFS Trusts, streetTRACKS
Gold Trust, the iShares COMEX Gold Trust, the iShares Silver Trust and
exchange-traded funds. The Exchange believes that the anticipated
minimum number of Shares outstanding at the start of trading is
sufficient to provide adequate market liquidity.
Trading Rules
    The Exchange deems the Shares to be equity securities, thus
rendering trading in the Fund subject to the Exchange's existing rules
governing the trading of equity securities. Trading in the Shares on
the Exchange will occur in accordance with NYSE Arca Equities Rule
7.34(a). The Exchange has appropriate rules to facilitate transactions
in the Shares during all trading sessions. As provided in NYSE Arca
Equities Rule 7.6, Commentary .03, the minimum price variation
(``MPV'') for quoting and entry of orders in equity securities traded
on the NYSE Arca Marketplace is $0.01, with the exception of securities
that are priced less than $1.00 for which the MPV for order entry is
$0.0001.
    Further, NYSE Arca Equities Rule 8.201 sets forth certain
restrictions on ETP Holders acting as registered Market Makers in the
Shares to facilitate surveillance. Pursuant to NYSE Arca Equities Rule
8.201(g), an ETP Holder acting as a registered Market Maker in the
Shares is required to provide the Exchange with information relating to
its trading in the underlying gold, related futures or options on
futures, or any other related derivatives. Commentary .04 of NYSE Arca
Equities Rule 6.3 requires an ETP Holder acting as a registered Market
Maker, and its affiliates, in the Shares to establish, maintain and
enforce written policies and procedures reasonably designed to prevent
the misuse of any material nonpublic information with respect to such
products, any components of the related products, any physical asset or
commodity underlying the product, applicable currencies, underlying
indexes, related futures or options on futures, and any related
derivative instruments (including the Shares).
    As a general matter, the Exchange has regulatory jurisdiction over
its ETP Holders and their associated persons, which include any person
or entity controlling an ETP Holder. A subsidiary or affiliate of an
ETP Holder that does business only in commodities or futures contracts
would not be subject to Exchange jurisdiction, but the Exchange could
obtain information regarding the activities of such subsidiary or
affiliate through surveillance sharing agreements with regulatory
organizations of which such subsidiary or affiliate is a member.
    With respect to trading halts, the Exchange may consider all
relevant factors in exercising its discretion to halt or suspend
trading in the Shares. Trading on the Exchange in the Shares may be
halted because of market conditions or for reasons that, in the view of
the Exchange, make trading in the Shares inadvisable. These may
include: (1) The extent to which conditions in the underlying gold
market have caused disruptions and/or lack of trading, or (2) whether
other unusual conditions or circumstances detrimental to the
maintenance of a fair and orderly market are present. In addition,
trading in Shares will be subject to trading halts caused by
extraordinary market volatility pursuant to the Exchange's ``circuit
breaker'' rule.\21\
---------------------------------------------------------------------------

    \21\ See NYSE Arca Equities Rule 7.12.
---------------------------------------------------------------------------

Surveillance
    The Exchange intends to utilize its existing surveillance
procedures applicable to derivative products (including Commodity-Based
Trust Shares) to monitor trading in the Shares. The Exchange represents
that these procedures are adequate to properly monitor Exchange trading
of the Shares in all trading sessions and to deter and detect
violations of Exchange rules and applicable Federal securities laws.
    The Exchange's current trading surveillance focuses on detecting
securities trading outside their normal patterns. When such situations
are detected, surveillance analysis follows and investigations are
opened, where appropriate, to review the behavior of all relevant
parties for all relevant trading violations. Also, pursuant to NYSE
Arca Equities Rule 8.201(g), the Exchange is able to obtain information
regarding trading in the Shares and the underlying gold, gold futures
contracts, options on gold futures, or any other gold derivative,
through ETP Holders acting as registered Market Makers, in connection
with such ETP Holders' proprietary or customer trades through ETP
Holders which they effect on any relevant market. In addition, the
Exchange may obtain trading information via the Intermarket
Surveillance Group (``ISG'') from other exchanges who are members of
the ISG.\22\ COMEX and Hong Kong

Exchanges and Clearing Limited are members of ISG.
---------------------------------------------------------------------------

    \22\ A list of ISG members is available at http://www.isgportal.org. The Exchange notes that the Hong Kong Chinese
Gold & Silver Exchange Society, Shanghai Gold Exchange, Shanghai
Futures Exchange, Singapore Mercantile Exchange, and TOCOM are not
members of ISG and the Exchange does not have in place a
comprehensive surveillance sharing agreement with such markets.
---------------------------------------------------------------------------

Information Bulletin
    Prior to the commencement of trading, the Exchange will inform its
ETP Holders in an Information Bulletin of the special characteristics
and risks associated with trading the Shares. Specifically, the
Information Bulletin will discuss the following: (1) The procedures for
purchases and redemptions of Shares in Baskets (including noting that
Shares are not individually redeemable); (2) NYSE Arca Equities Rule
9.2(a), which imposes a duty of due diligence on its ETP Holders to
learn the essential facts relating to every customer prior to trading
the Shares; (3) how information regarding the ITV is disseminated; (4)
the requirement that ETP Holders deliver a prospectus to investors
purchasing newly issued Shares prior to or concurrently with the
confirmation of a transaction; (5) the possibility that trading spreads
and the resulting premium or discount on the Shares may widen as a
result of reduced liquidity of gold trading during the Core and Late
Trading Sessions after the close of the major world gold markets; and
(6) trading information. For example, the Information Bulletin will
advise ETP Holders, prior to the commencement of trading, of the
prospectus delivery requirements applicable to the Trust. The Exchange
notes that investors purchasing Shares directly from the Trust (by
delivery of the Creation Basket Deposit) will receive a prospectus. ETP
Holders purchasing Shares from the Trust for resale to investors will
deliver a prospectus to such investors.
    In addition, the Information Bulletin will reference that the Trust
is subject to various fees and expenses described in the Registration
Statement. The Information Bulletin will also reference the fact that
there is no regulated source of last sale information regarding
physical gold, that the Commission has no jurisdiction over the trading
of gold as a physical commodity, and that the CFTC has regulatory
jurisdiction over the trading of gold futures contracts and options on
gold futures contracts.
    The Information Bulletin will also discuss any relief, if granted,
by the Commission or the staff from any rules under the Act.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent
with Section 6(b) \23\ of the Act, in general, and furthers the
objectives of Section 6(b)(5),\24\ in particular, because it is
designed to promote just and equitable principles of trade, to foster
cooperation and coordination with persons engaged in facilitating
transactions in securities, and to remove impediments and perfect the
mechanisms of a free and open market and to protect investors and the
public interest. The Exchange believes that the proposed rule change
will facilitate the listing and trading of an additional type of
commodity-based product that will enhance competition among market
participants, to the benefit of investors and the marketplace.
---------------------------------------------------------------------------

    \23\ 15 U.S.C. 78f(b).
    \24\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

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

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

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

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

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

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

The Exchange has requested accelerated approval of the proposed rule
change. The Commission is considering granting accelerated approval of
the proposal at the end of a 15-day comment period.

IV. Solicitation of Comments

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

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an e-mail to<EMAIL_ADDRESS>Please include
File Number SR-NYSEArca-2010-95 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-NYSEArca-2010-95. This
file number should be included on the subject line if e-mail is used.
To help the Commission process and review your comments more
efficiently, please use only one method. The Commission will post all
comments on the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments,
all written statements with respect to the proposed rule change that
are filed with the Commission, and all written communications relating
to the proposed rule change between the Commission and any person,
other than those that may be withheld from the public in accordance
with the provisions of 5 U.S.C. 552, will be available for Web site
viewing and printing in the Commission's Public Reference Room, 100 F
Street, NE., Washington, DC 20549, on official business days between
the hours of 10 a.m. and 3 p.m. Copies of the filing also will be
available for inspection and copying at the principal office of the
Exchange. All comments received will be posted without change; the
Commission does not edit personal identifying information from
submissions. You should submit only information that you wish to make
available publicly. All submissions should refer to File Number SR-
NYSEArca-2010-95 and should be submitted on or before November 29,
2010.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\25\
---------------------------------------------------------------------------

    \25\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Florence E. Harmon,
Deputy Secretary.
[FR Doc. 2010-28514 Filed 11-10-10; 8:45 am]
BILLING CODE 8011-01-P