[Federal Register: November 30, 2005 (Volume 70, Number 229)]
[Notices]
[Page 71874-71882]
[DOCID:fr30no05-89]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-52826; File No. SR-NYSE-2005-67]

Self-Regulatory Organizations; New York Stock Exchange, Inc.;
Notice of Filing and Order Granting Accelerated Approval of Proposed
Rule Change Relating to iShares[reg] Dow Jones U.S. Energy Sector Index
Fund and iShares Dow Jones U.S. Telecommunications Sector Index Fund

November 22, 2005.
    Pursuant to section 19(b)(1) of the Securities Exchange Act of 1934
(``Act'' or ``Exchange Act''),\1\ and Rule 19b-4 thereunder,\2\ notice
is hereby given that on September 30, 2005 the New York Stock Exchange,
Inc. (``NYSE'' or ``Exchange'') filed with the Securities and Exchange
Commission (``Commission'' or ``SEC'') the proposed rule change as
described in Items I and II 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 and is
approving the proposal on an accelerated basis.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    The NYSE proposes to list and trade the iShares[reg] Dow Jones U.S.
Energy Sector Index Fund and iShares Dow Jones U.S. Telecommunications
Sector Index Fund, both exchange-traded

funds, which the Exchange denominates as Investment Company Units
(``ICUs'').

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 NYSE included statements
concerning the purpose of, and basis for, the proposed rule change. The
text of these statements may be examined at the places specified in
Item III, below, and is set forth in sections A, B, and C below.

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

1. Purpose
    The Exchange has adopted listing standards applicable to ICUs that
are consistent with the listing criteria currently used by other
national securities exchanges, and trading standards pursuant to which
the Exchange may either list and trade ICUs, or trade such ICUs on the
Exchange on an unlisted trading privileges (``UTP'') basis.\3\
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    \3\ In 1996, the Commission approved section 703.16 of the NYSE
Listed Company Manual (``Manual''), which sets forth the rules
related to the listing of ICUs. See Securities Exchange Act Release
No. 36923 (March 5, 1996), 61 FR 10410 (March 13, 1996) (SR-NYSE-95-
23). In 2000, the Commission also approved the Exchange's generic
listing standards for listing and trading, or the trading pursuant
to UTP, of ICUs under section 703.16 of the Manual and NYSE Rule
1100. See Securities Exchange Act Release No. 43679 (December 5,
2000), 65 FR 77949 (December 13, 2000) (SR-NYSE-00-46).
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    The Exchange now proposes to list and trade under Section 703.16 of
the NYSE Listed Company Manual (``Manual'') and NYSE Rule 1100 et seq.
shares of the iShares[reg] \4\ Dow Jones U.S. Energy Sector Index Fund
based on the Dow Jones U.S. Oil and Gas Index and iShares Dow Jones
U.S. Telecommunications Sector Index Fund based on the Dow Jones
Telecommunications Index (collectively, the ``Funds''). The Funds are a
series of the iShares Trust (the ``Trust'').\5\ The Funds are currently
listed and traded on the American Stock Exchange LLC, and the issuer
intends to move the listing of the Funds to the NYSE. As described
below, the Funds do not meet the ``generic'' listing requirements of
Section 703.16 of the Manual applicable to listing of ICUs (permitting
listing in reliance upon Rule 19b-4(e) under the Act) and cannot be
listed without a filing pursuant to Rule 19b-4 \6\ under the Act.
Section 703.16(B)(2)(c) provides that the most heavily weighted
component stock may not exceed 25% of the weight of the index or
portfolio, and the five most heavily weighted component stocks may not
exceed 65% of the weight of the index or portfolio. As of September 23,
2005, one stock in the Dow Jones U.S. Oil and Gas Index-- Exxon Mobil
Corp.--accounted for 31.91% of the index weight and thus exceeded the
25% criterion. In addition, as of September 23, 2005, the five most
heavily weighted stocks in the Dow Jones U.S. Telecommunications Sector
Index exceeded the 65% weighting criterion. The following five stocks
accounted for 83.24% of the index weight: Verizon Communications Inc.
(24.17%), SBC Communications Inc. (21.32%), Sprint Nextel Corp.
(18.60%), BellSouth Corp. (12.91%), and Alltel Corp. (6.24%).
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    \4\ iShares is a registered trademark of Barclays Global
Investors, N.A.
    \5\ The Trust is registered under the Investment Company Act of
1940 (15 U.S.C. 80a), (the ``Investment Company Act''). On April 15,
2005, the Trust filed with the Commission a Registration Statement
for the Funds on Form N-1A under the Securities Act of 1933 (15
U.S.C. 77a), and under the Investment Company Act relating to the
Funds (File Nos. 333-92935 and 811-09729) (as amended, the
``Registration Statement'').
    On March 3, 2004, the Trust filed with the Commission an Amended
and Restated Application for an Amended Order under sections 6(c)
and 17(b) of the Investment Company Act and on September 8, 2004,
the Trust filed with the Commission a Second Amended and Restated
Application to Amend Orders under sections 6(c) and 17(b) of the
Investment Company Act for the purpose of exempting the Fund from
various provisions of the Investment Company Act and the rules
thereunder (the ``Application''). The Application requested that the
Commission amend a prior Order received by the Advisor, the Trust
and the Distributor on August 15, 2001, as amended (the ``Prior
Order''). On October 5, 2004, the SEC acted on the Application by
approving an order amending certain prior orders under section 6(c)
of the Investment Company Act for an exemption from sections
2(a)(32), 5(a)(1), 22(d) and 22(e) of the Investment Company Act and
Rule 22c-1 under the Investment Company Act, and under sections 6(c)
and 17(b) of the Investment Company Act for an exemption from
sections 17(a)(1) and (a)(2) thereof. Investment Company Act Release
No. 26626 (October 5, 2004) (``Amended Order''). See also In the
Matter of iShares Trust, et al., Investment Company Act Release No.
25111 (August 15, 2001) as amended by In the Matter of iShares,
Inc., et al., Investment Company Act Release No. 25623 (June 25,
2002) and In the Matter of iShares Trust, et al., Investment Company
Act Release No. 26006 (April 15, 2003). The Amended Order permits
the Trust to offer the Funds and permits the Funds to invest in
certain depository receipts.
    \6\ 17 CFR 240.19b-4.
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    As set forth in detail below, the Funds will hold certain
securities (``Component Securities'') selected to correspond generally
to the performance of the Dow Jones U.S. Oil and Gas Index and the Dow
Jones U.S. Telecommunications Sector Index (the ``Underlying
Indexes''), respectively. Each Fund intends to qualify as a ``regulated
investment company'' (a ``RIC'') under the Internal Revenue Code (the
``Code''). Barclays Global Fund Advisors (the ``Advisor'' or ``BGFA'')
is the investment advisor to the Funds. The Advisor is registered under
the Investment Advisers Act of 1940.\7\ The Advisor is the wholly owned
subsidiary of Barclays Global Investors, N.A. (``BGI''), a national
banking association. BGI is an indirect subsidiary of Barclays Bank PLC
of the United Kingdom. SEI Investments Distribution Co. (``SEI `` or
the ``Distributor''), a Pennsylvania corporation and broker-dealer
registered under the Act, is the principal underwriter and distributor
of Creation Unit Aggregations of iShares (see ``Issuance of Creation
Units Aggregations,'' below). The Distributor is not affiliated with
the Exchange or the Advisor. The Trust has appointed Investors Bank &
Trust Co. (``IBT'') to act as administrator (the ``Administrator''),
custodian, fund accountant, transfer agent, and dividend disbursing
agent for the Funds. The Exchange expects that performance of the
Administrator's duties and obligations will be conducted within the
provisions of the Investment Company Act \8\ and the rules thereunder.
There is no affiliation between the Administrator and the Trust, the
Advisor, or the Distributor.
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    \7\ 15 U.S.C. 80b.
    \8\ 15 U.S.C. 80a-1.
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(a) Operation of the Funds \9\
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    \9\ The Exchange states that the information provided herein is
based on information included in the application, Prior Order and
the Prior Application as well as on the prospectus and Statement of
Additional Information for the Funds. (See note 5, supra.) While the
Advisor would manage the Funds, the Funds' Board of Directors would
have overall responsiblity for the Funds' operations. The
composition of the Board is, and would be, in compliance with the
requirements of section 10 of the Investment Company Act. The Funds
are subject to and must comply with Section 303A.06 of the Manual,
which requires that the Funds have an audit committee that complies
with SEC Rule 10A-3, 17 CFR 240.10A-3.
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    The investment objective of the Funds will be to provide investment
results that correspond generally to the price and yield performance of
the Underlying Indexes.\10\ In seeking to achieve their investment
objective, the Funds will utilize ``passive'' indexing investment
strategies. The Funds utilize a ``representative sampling'' strategy to
track the applicable Underlying Index. A Fund utilizing a
representative sampling strategy generally will hold a basket of the
Component Securities of

its Underlying Index, but it may not hold all of the Component
Securities of its Underlying Index. The Application states that the
representative sampling techniques that will be used by the Advisor to
manage the Funds do not differ from the representative sampling
techniques it uses to manage the funds that were the subject of the
Prior Order.
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    \10\ The Funds' investment objectives, policiies and investment
stategies will be fully disclosed in their prospectus
(``Prospectus'') and statement of additional information (``SAI'').
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    From time to time, adjustments may be made in the portfolio of the
Funds in accordance with changes in the composition of the Underlying
Indexes or to maintain compliance with requirements applicable to a
``registered investment company'' (``RIC'') under the Internal Revenue
Code.\11\ For example, if at the end of a calendar quarter a Fund would
not comply with the RIC diversification tests, the Advisor would make
adjustments to the portfolio to ensure continued RIC status. In order
to maintain RIC status, the Funds may not hold Underlying Index stocks
in the same percentage weightings as in the Underlying Index, and the
individual stock weightings in such indexes could be more concentrated
than the index securities held by the Funds.
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    \11\ In order for the Funds to qualify for tax treatment as a
RIC, they must meet several requirements under the Code. Among these
is a requirement that, at the close of each quarter of the Funds'
taxable year, (1) at least 50% of the market value of the Funds'
total assets must be represented by cash items, U.S. government
securities, securities of other RICs and other securities, with such
other securities limited for the purpose of this calculation with
respect to any one issuer to an amount not greater than 5% of the
value of the Funds' assets and not greater than 10% of the
outstanding voting securities of such issuer; and (2) not more than
25% of the value of their total assets may be invested in securities
of any one issuer, or two or more issuers that are controlled by the
Funds (within the meaning of section 851(b)(4)(B) of the Code) and
that are engaged in the same or similar trades or business (other
than U.S. government securities of other RICs).
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    The Exchange states that an index is a theoretical financial
calculation, while each Fund is an actual investment portfolio. The
performance of the Funds and the Underlying Indexes will vary somewhat
due to transaction costs, market impact, corporate actions (such as
mergers and spin-offs) and timing variances. It is expected that, over
time, the correlation between each Funds' performance and that of its
respective Underlying Index, before fees and expenses, will be 95% or
better. A figure of 100% would indicate perfect correlation. Any
correlation of less than 100% is called ``tracking error.'' \12\ As
stated in the Application under the Investment Company Act applicable
to the Funds, the Funds are expected to have a tracking error relative
to the performance of the applicable Underlying Index of no more than
5%. The Funds' board of directors reviews the tracking error of the
Funds on a quarterly basis and, based upon its review, will consider if
any action might be appropriate.\13\
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    \12\ The Web site for the Funds, http://www.iShares.com,

contains detailed information on the performance and the tracking
error for each Fund. Telephone conversation between Florence Harmon,
Senior Special Counsel, Division of Market Regulation, Commission,
and Michael Cavalier, Assistant General Counsel, NYSE, on November
15, 2005.
    \13\ The price at which the Funds' shares trade should be
disciplined by arbitrage opportunities created by the ability to
purchase or redeem shares of the Funds in Creation Unit Aggregations
throughout the trading day. This should help ensure that the Funds'
shares will not trade at a material discount or premium to their net
asset value or redemption value.
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    The Funds will not concentrate their investments (i.e., hold 25% or
more of their assets) in a particular industry or group of industries,
except that the Funds will concentrate their investments to
approximately the same extent that the respective Underlying Index is
so concentrated. For purposes of this limitation, securities of the
U.S. Government (including its agencies and instrumentalities),
repurchase agreements collateralized by U.S. Government securities, and
securities of state or municipal governments and their political
subdivisions are not considered to be issued by members of any
industry.
    Each Fund will invest at least 90% of its assets in the securities
of its Underlying Index or in American Depositary Receipts (``ADRs'')
based on securities in the Underlying Index. A fund may invest the
remainder of its assets in securities not included in its Underlying
Index, which BGFA believes will help the Fund track its Underlying
Index. For example, a Fund may invest in securities not included in its
Underlying Index in order to reflect various corporate actions (such as
mergers) and other changes in its Underlying Index (such as
reconstitutions, additions and deletions). A Fund also may invest its
other assets in futures contracts, options on futures contracts,
options, and swaps related to its Underlying Index, as well as cash and
cash equivalents, including shares of money market funds affiliated
with BGFA.
    The Exchange believes that these requirements and policies prevent
the Funds from being excessively weighted in any single security or
small group of securities.\14\
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    \14\ Both of the Funds hold securities and ADRs (for at least
90% of their assets) that are registered under Section 12 of the
Exchange Act and listed on a national securities exchange or traded
through the facilities of Nasdaq and that are ``NMS stocks'' as
defined in Rule 600 of Regulation NMS of the Exchange Act. Telephone
conversation between Florence Harmon, Senior Special Counsel,
Division of Market Regulation, Commission, and Michael Cavalier,
Assistant General Counsel, NYSE, on November 22, 2005.
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(b) Description of the Funds and the Underlying Indexes

Index Description

    The Dow Jones U.S. Oil and Gas Index measures the performance of
the oil and gas sector of the U.S. equity market. The Index includes
companies in the following sectors: oil and gas producers and oil
equipment, services and distribution. The Fund will concentrate its
investments in a particular industry or group of industries to
approximately the same extent as the Index is so concentrated. As of
the close of business on December 17, 2004, the Index was concentrated
in the integrated oil and gas industry group which comprised 56% of the
market capitalization of the Index.
    As of September 23, 2005, the Dow Jones U.S. Oil and Gas Index's
top three holdings were Exxon Mobil Corp., Chevron Corp., and
ConocoPhillips. The Index's top industries were Energy Equipment and
Services, and Oil, Gas & Consumable Fuels.
    As of September 23, 2005, the Dow Jones U.S. Oil and Gas Index
components had a total market capitalization of approximately $1.27
trillion. The average total market capitalization was approximately
$15.3 billion; the lowest market capitalization figure was $529.6
million. The ten largest constituents represented approximately 68.2%
of the Index weight while the five highest weighted stocks represented
56.4% of the Index weight. During the past two months (from September
23, 2005), the five highest weighted stocks had an average daily
trading volume in excess of 8.1 million shares. From March 23, 2005
through September 23, 2005, 91.8% of the component stocks traded at
least 1.8 million shares. During August 23, 2005 through September 23,
2005, the minimum monthly trading volume for the lowest performing
Index component was at least 1.9 million shares.
    The Dow Jones U.S. Telecommunications Sector Index measures the
performance of the telecommunications sector of the U.S. equity market.
The Index includes companies in the following sectors: fixed-line
telecommunications and mobile telecommunications.
    The Fund will concentrate its investments in a particular industry
or group of industries to approximately the same extent as the Index is
so concentrated. As of the close of business

on December 12, 2004, the Index was concentrated in the fixed line
telecommunications industry group, which comprised 84% of the market
capitalization of the Index.
    As of September 23, 2005, the Dow Jones U.S. Telecommunications
Sector Index's top three holdings were Verizon Communications Inc., SBC
Communications Inc., and Sprint Nextel Corp. The Index's top industry
was Telecommunication Services.
    As of September 23, 2005, the Dow Jones U.S. Telecommunications
Sector Index components had a total market capitalization of
approximately $368.2 billion. The average total market capitalization
was approximately $16.7 billion; the lowest market capitalization
figure was $209.3 million. The ten largest constituents represented
approximately 93.5% of the Index weight while the five highest weighted
stocks represented approximately 83.3% of the Index weight. For July
23, 2005 through September 23, 2005, the five highest weighted stocks
had an average daily trading volume in excess of 7.1 million shares.
From March 23, 2005 through September 23, 2005, 99.9% of the component
stocks traded at least 850,000 shares. During August 23, 2005 through
September 23, 2005, the minimum monthly trading volume for the lowest
performing Index component was at least 1.2 million shares.

The Dow Jones Indexes

    Component Selection Criteria. Securities of companies listed on a
U.S. exchange (such as the NYSE, the Amex or the Nasdaq) are considered
for inclusion in the indexes, with the following general rules and
exceptions. Stocks must have a minimum trade history of six months on
the rebalancing date to be eligible for inclusion. Foreign issues,
including ADRs and GDRs, non-common equity issues such as preferred
stocks, convertible notes, warrants, rights, closed-end funds, trust
receipts, limited liabilities companies, royalty trusts, units, limited
partnerships, over-the-counter bulletin boards and pink sheet stocks
generally are not eligible for inclusion in the indexes.
    Issue Changes. Each index is reviewed and rebalanced quarterly to
maintain accurate representation of the market segment represented by
the Index. Securities that leave an index between reconstitution dates
are not replaced. Thus, the number of securities in an index between
rebalancing dates fluctuates according to corporate activity. When a
stock is acquired, delisted, or moves to the pink sheets or OTC
bulletin board, the stock is deleted from the index. The only additions
between rebalancing dates are as a result of spin-offs.
    Index Maintenance. Maintaining the Dow Jones Indexes includes
monitoring and completing the adjustments for additions and deletions
to each Index, share changes, stock splits, stock dividends, and stock
price adjustments due to restructuring and spin-offs. Generally, each
component security in an Index is limited to a maximum market
capitalization of 25% of the Index weight, and sum of the weights of
all component securities greater than 5% of the index is limited to 50%
of the Index total. If components fail either rule, their market
capitalization will be reduced to meet the set guidelines. However, as
noted, the Indexes (upon which the Funds are based) are subsets of the
Dow Jones Total Market Index and contain components whose weighting
exceeds these general parameters.\15\
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    \15\ Telephone conversation between Florence Harmon, Senior
Special Counsel, Division of Market Regulation, Commission, and
Michael Cavalier, Assistant General Counsel, NYSE, on November 22,
2005.
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    The Dow Jones U.S. Oil & Gas Index is a subset of the Dow Jones
U.S. Total Market Index. The Index is capitalization weighted and
includes companies in the oil and gas industries of the Dow Jones U.S.
Total Market Index.\16\ The component stocks are weighted according to
the total market value of their outstanding shares. The impact of a
component's price change is proportional to the issue's total market
value, which is the share price multiplied by the number of shares
outstanding. The Index is adjusted to reflect changes in capitalization
resulting from mergers, acquisitions, stock rights, substitutions and
other capital events.
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    \16\ Id.
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    The Dow Jones U.S. Telecommunications Index is also a subset of the
Dow Jones U.S. Total Market Index. The Index is capitalization-weighted
and includes only companies in the telecommunications industry of the
Dow Jones U.S. Total Market Index. The component stocks are weighted
according to the total market value of their outstanding shares. The
impact of a component's price change is proportional to the issue's
total market value, which is the share price multiplied by the number
of shares outstanding. The Index is adjusted to reflect changes in
capitalization resulting from mergers, acquisitions, stock rights,
substitutions and other capital events.
    The Dow Jones Indexes are calculated continuously, and real-time
index values are available from major data vendors at least every 15
seconds during the hours that the Shares trade on the Exchange.\17\
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    \17\ See infra note 24 and accompanying text.
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(c) Issuance of Creation Unit Aggregations
    (i) In General. Shares of the Funds (the ``iShares'') will be
issued on a continuous offering basis in groups of 50,000 iShares, or
multiples thereof. These ``groups'' of shares are called ``Creation
Unit Aggregations.'' The Funds will issue and redeem iShares only in
Creation Unit Aggregations.\18\
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    \18\ As of September 20, 2005, a Creation Unit Aggregation for
the iShares Dow Jones Energy Sector Index Fund and the iShares Dow
Jones Telecommunications Sector Index Fund had a value of
approximately $4,536,000 and $1,179,500, respectively.
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    As with other open-end investment companies, iShares will be issued
at the net asset value (``NAV'') per share next determined after an
order in proper form is received.
    The NAV per share of the Funds is determined as of the close of the
regular trading session on the Exchange on each day that the Exchange
is open. The Trust sells Creation Unit Aggregations of the Funds only
on business days at the next determined NAV of the Fund. Creation Unit
Aggregations generally will be issued by the Funds in exchange for the
in-kind deposit of equity securities designated by the Advisor to
correspond generally to the price and yield performance of the Fund's
Underlying Index (the ``Deposit Securities'') and a specified cash
payment. Creation Unit Aggregations generally will be redeemed by the
Fund in exchange for portfolio securities of the Fund (``Fund
Securities'') and a specified cash payment. Fund Securities received on
redemption may not be identical to Deposit Securities deposited in
connection with creations of Creation Unit Aggregations for the same
day.
    All orders to purchase iShares in Creation Unit Aggregations must
be placed through an Authorized Participant. An Authorized Participant
must be either a ``Participating Party,'' i.e., a broker-dealer or
other participant in the clearing process through the National
Securities Clearing Corporation (``NSCC'') Continuous Net Settlement
System (the ``Clearing Process''), a clearing agency that is registered
with the SEC, or a Depository Trust Company (``DTC'') participant, and
in each case, must enter into a Participant Agreement.
    The Funds impose a transaction fee in connection with the issuance
and

redemption of iShares to offset transfer and other transaction costs.
The transaction fee in connection with the issuance and redemption of
Creation Unit Aggregations of the Funds are estimated to be
approximately $500-$2000 for the iShares Dow Jones Energy Sector Index
Fund and between $250-$1000 for the iShares Dow Jones
Telecommunications Sector Index Fund.
    (ii) In-Kind Deposit of Portfolio Securities. Payment for Creation
Unit Aggregations will be made by the purchasers generally by an in-
kind deposit with the applicable Fund of the Deposit Securities
together with an amount of cash (the ``Balancing Amount'') specified by
the Advisor in the manner described below. The Balancing Amount is an
amount equal to the difference between (1) the NAV (per Creation Unit
Aggregation) of the Fund and (2) the total aggregate market value (per
Creation Unit Aggregation) of the Deposit Securities (such value
referred to herein as the ``Deposit Amount''). The Balancing Amount
serves the function of compensating for differences, if any, between
the NAV per Creation Unit Aggregation and that of the Deposit Amount.
The deposit of the requisite Deposit Securities and the Balancing
Amount are collectively referred to herein as a ``Fund Deposit.'' The
Advisor will make available to the market through the NSCC on each
business day, prior to the opening of trading on the Exchange
(currently 9:30 a.m. Eastern Time), the list of the names and the
required number of shares of each Deposit Security included in the
current Fund Deposit (based on information at the end of the previous
business day) for each Fund. The Fund Deposit will be applicable to the
relevant Fund (subject to any adjustments to the Balancing Amount, as
described below) in order to effect purchases of Creation Unit
Aggregations of such Fund until such time as the next-announced Fund
Deposit composition is made available.
    The identity and number of shares of the Deposit Securities
required for the Fund Deposit for each Fund will change from time to
time. The composition of the Deposit Securities may change in response
to adjustments to the weighting or composition of the Component
Securities in the Underlying Index. In addition, the Trust reserves the
right to permit or require the substitution of an amount of cash--i.e.,
a ``cash in lieu'' amount--to be added to the Balancing Amount to
replace any Deposit Security that may not be available in sufficient
quantity for delivery or that may not otherwise be eligible for
transfer. The Trust also reserves the right to permit or require a
``cash in lieu'' amount where the delivery of the Deposit Security by
the Authorized Participant would be restricted under the securities
laws or where the delivery of the Deposit Security to the Authorized
Participant would result in the disposition of the Deposit Security by
the Authorized Participant becoming restricted under the securities
laws, or in certain other situations. The adjustments described above
will reflect changes known to the Advisor on the date of announcement
to be in effect by the time of delivery of the Fund Deposit, in the
composition of the applicable Underlying Index or resulting from
certain corporate actions.
(d) Redemption of iShares
    Creation Unit Aggregations of the Funds will be redeemable at the
NAV next determined after receipt of a request for redemption. Creation
Unit Aggregations of the Funds generally will be redeemed in-kind,
together with a balancing cash payment (although, as described below,
Creation Unit Aggregations may sometimes be redeemed for cash). The
value of the Funds' redemption payments on a Creation Unit Aggregation
basis will equal the NAV per the appropriate number of iShares of the
Funds. Owners of iShares may sell their iShares in the secondary
market, but must accumulate enough iShares to constitute a Creation
Unit Aggregation in order to redeem through the Funds. Redemption
orders must be placed by or through an Authorized Participant.
    Shares may be redeemed only in Creation Unit Aggregations at their
NAV next determined after receipt of a redemption request in proper
form by the Fund through IBT and only on a business day. A Fund will
not redeem shares in amounts less than Creation Unit Aggregations.
    With respect to each Fund, BGFA, through the NSCC and through the
Distributor, makes available prior to the opening of business on the
Exchange (currently 9:30 a.m., Eastern time) on each business day, the
identity of the Fund securities that will be applicable (subject to
possible amendment or correction) to redemption requests received in
proper form (as described below) on that day (``Fund Securities'').
Fund Securities received on redemption may not be identical to Deposit
Securities that are applicable to creations of Creation Unit
Aggregations.
    Unless cash redemptions are available or specified for a Fund, the
redemption proceeds for a Creation Unit Aggregation generally consist
of Fund Securities--as announced on the business day of the request for
redemption received in proper form--plus cash in an amount equal to the
difference between the NAV of the shares being redeemed, as next
determined after a receipt of a request in proper form, and the value
of the Fund Securities (the ``Cash Redemption Amount''), less a
redemption transaction fee as noted above. In the event that the Fund
Securities have a value greater than the NAV of the shares, a
compensating cash payment equal to the difference is required to be
made by or through an Authorized Participant by the redeeming
shareholder.
(e) Availability of Information Regarding iShares and the Underlying
Index
    Prior to the opening of business on the Exchange (currently 9:30
a.m. Eastern time) on each business day, BGFA, through NSCC, will make
available the list of names and amount of each security constituting
the current Deposit Securities of the Fund Deposit (subject to possible
amendment or correction) and the Balancing Amount effective as of the
previous business day, per outstanding share of each Fund.\19\
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    \19\ BGFA will similarly make available the identity of the Fund
securities for redemption requests. See ``Redemption of iShares,''
supra.
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    The NAV for the Fund will be calculated and disseminated daily. The
Funds' NAV will be published in a number of places, including http://www.iShares.com
 and on the Consolidated Tape.\20\

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    \20\ Telephone conversation between Florence Harmon, Senior
Special Counsel, Division of Market Regulation, Commission, and
Michael Cavalier, Assistant General Counsel, NYSE, on November 15,
2005.
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    An amount per iShare representing the sum of the estimated
Balancing Amount effective through and including the previous business
day, plus the current value of the Deposit Securities in U.S. dollars,
on a per iShare basis (the ``Intra-day Optimized Portfolio Value'' or
``IOPV'') will be calculated by a third party independent of the issuer
(the ``Value Calculator''), at least every 15 seconds during the
Exchange's regular trading hours and disseminated at least every 15
seconds on the Consolidated Tape. In addition, the values of the
Underlying Indexes will be disseminated by one or more major market
vendors at least every 15 seconds during the Exchange's regular trading
hours.\21\ The last sale prices of

Fund shares traded in the secondary market will be disseminated on the
Consolidated Tape on a real-time basis.
---------------------------------------------------------------------------

    \21\ The Exchange will commence delisting proceedings of a
series of ICUs if the value of the index or portfolio of securities
on which the series is based is no longer calculated or available.
See section 703.16 of the Manual. Section 703.16 requires that, for
ICUs listed in reliance upon Rule 19b-4(e) under the Act, the
underlying index value and the IOPV be disseminated by one or more
major market data vendors or over the consolidated tape at least
every 15 seconds. See Release No. 34-52081 (July 20, 2005), 70 FR
43488 (July 27, 2005) (SR-NYSE-2005-44).
---------------------------------------------------------------------------

    The IOPV reflects the current value of the Deposit Securities and
the Balancing Amount. Since the Funds will utilize a representative
sampling strategy, the IOPV may not reflect the value of all securities
included in the Underlying Indexes. In addition, the IOPV does not
necessarily reflect the precise composition of the current portfolio of
securities held by the Funds at a particular point in time. Therefore,
the IOPV on a per Fund share basis disseminated during the Exchange's
trading hours should not be viewed as a real time update of the NAV of
the Funds, which is calculated only once a day. While the IOPV
disseminated by the Exchange at 9:30 a.m. is expected to be generally
very close to the most recently calculated Fund NAV on a per Fund share
basis, it is possible that the value of the portfolio of securities
held by each Fund may diverge from the Deposit Securities values during
any trading day. In such case, the IOPV will not precisely reflect the
value of each Fund's portfolio.
    However, during the trading day, the IOPV can be expected to
closely approximate the value per Fund share of the portfolio of
securities for each Fund except under unusual circumstances (e.g., in
the case of extensive rebalancing of multiple securities in a Fund at
the same time by the Advisor).
    The Exchange believes that dissemination of the IOPV based on the
Deposit Securities provides additional information regarding the Funds
that is not otherwise available to the public and is useful to
professionals and investors in connection with Fund shares trading on
the Exchange or the creation or redemption of Fund shares.
    As noted, the Dow Jones Indexes are calculated continuously, and
real-time index values are available from major data vendors at least
every 15 seconds during the hours that the Shares trade on the
Exchange.\22\
---------------------------------------------------------------------------

    \22\ See infra note 24 and accompanying text.
---------------------------------------------------------------------------

    Other information on the Funds, regarding NAV, premium or discount
to NAV, distributions, shares outstanding total returns, tracking
error, holdings and other information is available on http://www.iShares.com
.

(f) Dividends and Distributions
    General Policies. Accrued dividends from net investment income, if
any, are declared and paid at least annually by each Fund.
Distributions of net realized securities gains, if any, generally are
declared and paid once a year, but the Trust may make distributions on
a more frequent basis for certain Funds. The Trust reserves the right
to declare special distributions if, in its reasonable discretion, such
action is necessary or advisable to preserve the status of each Fund as
a RIC or to avoid imposition of income or excise taxes on undistributed
income.
    Dividends and other distribution in shares are distributed on a pro
rata basis to Beneficial Owners of such shares. Dividend payments are
made through DTC Participants and Indirect Participants to Beneficial
Owners then of record with proceeds received from the Funds.
    Dividend Reinvestment Service. No dividend reinvestment service is
provided by the Trust. Broker-dealers may make available the DTC book-
entry Dividend Reinvestment Service for use by Beneficial Owners of
Funds for reinvestment of their dividend distributions. Beneficial
Owners should contact their broker to determine the availability and
costs of the service and the details of participation therein. Brokers
may require Beneficial Owners to adhere to specific procedures and
timetables. If this service is available and used, dividend
distributions of both income and realized gains will be automatically
reinvested in additional whole shares of the same Fund purchased in the
secondary market.
    Beneficial owners of the Funds will receive all of the statements,
notices, and reports required under the Investment Company Act and
other applicable laws. They will receive, for example, annual and semi-
annual reports, written statements accompanying dividend payments,
proxy statements, annual notifications detailing the tax status of
distributions, IRS Form 1099-DIVs, etc. Because the Trust's records
reflect ownership of iShares by DTC only, the Trust will make available
applicable statements, notices, and reports to the DTC Participants
who, in turn, will be responsible for distributing them to the
beneficial owners.
(g) Other Issues
    (i) Criteria for Initial and Continued Listing. The Funds are
subject to the criteria for initial and continued listing of ICUs in
section 703.16 of the Manual. A minimum of two Creation Units (100,000
iShares) was required to be outstanding at the start of trading. This
minimum number of shares of each Fund required to be outstanding at the
start of trading will be comparable to requirements that have been
applied to previously traded series of ICUs. The Exchange notes that
the number of shares outstanding as of September 20, 2005 for the
iShares Dow Jones U.S. Energy Sector Index Fund and the Dow Jones U.S.
Telecommunications Sector Index Fund were 9,800,000 and 22,150,000
shares, respectively.
    (ii) Original and Annual Listing Fees. The original listing fees
applicable to the Funds for listing on the Exchange is $5,000 for each
Fund, and the continuing fees will be $2,000 for each Fund.
    (iii) Stop and Stop Limit Orders. Commentary .30 to NYSE Rule 13
provides that stop and stop limit orders in an ICU shall be elected by
a quotation, but specifies that if the electing bid on an offer is more
than 0.10 points away from the last sale and is for the specialist's
dealer account, prior Floor Official approval is required for the
election to be effective. This rule applies to ICUs generally.
    (iv) Rule 460.10. NYSE Rule 460.10 generally precludes certain
business relationships between an issuer and the specialist or its
affiliates in the issuer's securities. Exceptions in the Rule permit
specialists in Fund shares to enter into Creation Unit transactions
through the Distributor to facilitate the maintenance of a fair and
orderly market. A specialist or affiliate Creation Unit transaction may
only be effected on the same terms and conditions as any other
investor, and only at the net asset value of the Fund shares. A
specialist or affiliate may acquire a position in excess of 10% of the
outstanding issue of the Funds' shares, provided, however, that a
specialist registered in a security issued by an investment company may
purchase and redeem the investment company unit or securities that can
be subdivided or converted into such unit from the investment company
as appropriate to facilitate the maintenance of a fair and orderly
market in the subject security.
    (v) Prospectus or Product Description Delivery. The Commission has
granted the Trust an exemption from certain prospectus delivery
requirements under section 24(d) of the Investment Company Act.\23\ Any
product description used in reliance on the section 24(d) exemptive
order will

comply with all representations made therein and all conditions
thereto. The Exchange, in an Information Memo to Exchange members and
member organizations, will inform members and member organizations,
prior to commencement of trading, of the prospectus or product
description delivery requirements applicable to the Funds and will
refer members and member organizations to NYSE Rule 1100(b). The
Information Memo will also advise members and member organizations that
delivery of a prospectus to customers in lieu of a product description
would satisfy the requirements of NYSE Rule 1100(b).
---------------------------------------------------------------------------

    \23\ 15 U.S.C. 80a-24. See In the Matter of iShares, Inc., et
al., Investment Company Act Release No. 25623 (June 25, 2002).
---------------------------------------------------------------------------

    (vi) Information Memo. The Exchange will distribute an Information
Memo to its members in connection with the trading of the Funds. The
Memo will discuss the special characteristics and risks of trading this
type of security. Specifically, the Memo, among other things, will
discuss what the Funds are, how the Funds' shares are created and
redeemed, the requirement that members and member firms deliver a
prospectus or product description to investors purchasing shares of the
Funds prior to or concurrently with the confirmation of a transaction,
applicable Exchange rules, dissemination information, trading
information and the applicability of suitability rules (including NYSE
Rule 405). The circular will also discuss exemptive, no-action and
interpretive relief granted by the Commission certain rules under the
Act.
    (vii) Trading Halts. In order to halt the trading of the Funds, the
Exchange may consider, among other things, factors such as the extent
to which trading is not occurring in underlying security(s) and whether
other unusual conditions or circumstances detrimental to the
maintenance of a fair and orderly market are present. In addition,
trading in the Funds' shares is subject to trading halts caused by
extraordinary market volatility pursuant to NYSE Rule 80B. The Exchange
will halt trading in a Fund if the Index value or IOPV applicable to
such Fund is no longer calculated or disseminated.\24\
---------------------------------------------------------------------------

    \24\ In the even an Index value of IOPV is no longer calculated
or disseminated, the Exchange would immediately contact the
Commission to discuss measures that may be appropriate under the
circumstances. Telephone conversation between Florence Harmon,
Senior Special Counsel, Division of Market Regulation, Commission,
and Michael Cavalier, Assistant General Counsel, NYSE, on November
22, 2005.
---------------------------------------------------------------------------

    (viii) Due Diligence/Suitability. The Exchange represents that the
Information Memo to members will note, for example, Exchange
responsibilities, including that before an Exchange member, member
organization, or employee thereof recommends a transaction in the
Funds, a determination must be made that the recommendation is in
compliance with all applicable Exchange and Federal rules and
regulations, including due diligence obligations under NYSE Rule 405
(Diligence as to Accounts).
    (ix) Purchases and Redemptions in Creation Unit Size. In the Memo
referenced above, members and member organizations will be informed
that procedures for purchases and redemptions of shares of the Funds in
Creation Unit Size are described in the Funds' Prospectus and SAI, and
that shares of the Funds are not individually redeemable but are
redeemable only in Creation Unit Size aggregations or multiples
thereof.
    (x) Surveillance. Exchange surveillance procedures applicable to
trading in the proposed iShares are comparable to those applicable to
other ICUs currently trading on the Exchange. The Exchange represents
that its surveillance procedures are adequate to properly monitor the
trading of the Funds.
    (xi) Hours of Trading/Minimum Price Variation. The Funds will trade
on the Exchange until 4:15 p.m. (Eastern time). The minimum price
variation for quoting will be $.01.
2. Statutory Basis
    NYSE believes that the proposed rule change is consistent with
section 6(b)(5) of the Act \25\ requiring that an exchange have rules
that are designed, among other things, to prevent fraudulent and
manipulative acts and practices, to promote just and equitable
principles of trade, to remove impediments to, and perfect the
mechanism of a free and open market and, in general, to protect
investors and the public interest.
---------------------------------------------------------------------------

    \25\ 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

    The Exchange has neither solicited nor received written comments on
the proposed rule change.

III. 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-NYSE-2005-67 on the subject line.

Paper Comments

     Send paper comments in triplicate to Jonathan G. Katz,
Secretary, Securities and Exchange Commission, Station Place, 100 F
Street, NE., Washington, DC 20549-9303.

All submissions should refer to File Number SR-NYSE-2005-67. This file
number should be included on the subject line if e-mail is used. To
help the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml
). Copies of the submission, all subsequent amendments, all

written statements with respect to the proposed rule change that are
filed with the Commission, and all written communications relating to
the proposed rule change between the Commission and any person, other
than those that may be withheld from the public in accordance with the
provisions of 5 U.S.C. 552, will be available for inspection and
copying in the Commission's Public Reference Room. Copies of such
filing also will be available for inspection and copying at the
principal office of the NYSE. 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-NYSE-2005-67 and should be submitted on or before
December 21, 2005.

IV. Commission's Findings and Order Granting Accelerated Approval of
Proposed Rule Change

    The Commission finds that the proposed rule change is consistent
with the requirements of the Act and the rules and regulations
thereunder,

applicable to a national securities exchange.\26\ In particular, the
Commission finds that the proposed rule change is consistent with
section 6(b)(5) of the Act \27\ and will promote just and equitable
principles of trade, and facilitate transactions in securities, and, in
general, protect investors and the public interest.
---------------------------------------------------------------------------

    \26\ In approving this proposal, the Commission has considered
its impact on efficiency, competition, and capital formation. 15
U.S.C. 78c(f).
    \27\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Commission believes that the proposed rule change raises no
issues that have not been previously considered by the Commission.\28\
The Fund is similar in structure and operation to exchange-traded index
funds that the Commission has previously approved for listing and
trading on national securities exchanges under section 19(b)(2) of the
Act.\29\ Further, with respect to each of the following key issues, the
Commission believes that the Fund satisfies established standards.
---------------------------------------------------------------------------

    \28\ The Commission notes that, as is the case with similar
previously approved exchange traded funds, investors in the Fund can
redeem shares in Creation-Unit-size aggregations only. See, e.g.,
Securities Exchange Act Release Nos. 43679 (December 5, 2000), 65 FR
77949 (December 13, 2000) (File No. SR-NYSE-00-46); 50505 (October
8, 2004), 69 FR 61280 (October 15, 2004) (File No. SR-NYSE-2004-55);
50189 (August 12, 2004), 69 FR 51723 (August 20, 2004) (File No. SR-
Amex-2004-05); 52178 (July 29, 2005), 70 FR 46244 (August 9, 2005)
(File No. SR-NYSE-2005-41).
    \29\ 15 U.S.C. 78s(b)(2).
---------------------------------------------------------------------------

A. Surveillance

    Given the market capitalization and liquidity of the Underlying
Indexes and Funds' component securities, the Commission does not
believe that the Funds' shares will be susceptible to manipulation,
despite the concentration of individual components. Nevertheless, the
Exchange represents that its surveillance procedures are adequate to
properly monitor the trading of the Funds, taking into account the
concentration of the individual components. The Commission expects the
Exchange to employ adequate surveillance for detecting manipulations of
both the Shares and the underlying components, especially given the
concentration of individual components.

B. Dissemination of Fund Information

    With respect to pricing, once each day, the NAV for the Fund will
be calculated and disseminated by IBT, to various sources, including
the NYSE, and made available on http://www.iShares.com and the

Consolidated Tape. Also, during the Exchange's regular trading hours,
the IOPV Calculator will determine and disseminate at least every 15
seconds the IOPV for each Fund, and the Index values will be calculated
and disseminated at least every 15 seconds.
    The Commission notes that a variety of additional information about
each Fund will be readily available. Information with respect to recent
NAV, shares outstanding, estimated cash amount and total cash amount
per Creation Unit Aggregation will be made available prior to the
opening of the Exchange. Information on the Funds, regarding NAV,
premium or discount to NAV, distributions, shares outstanding total
returns, tracking error, holdings and other information is available on
http://www.iShares.com. Also, the closing prices of the Fund's Deposit

Securities are available from, as applicable, the relevant exchanges,
automated quotation systems, published or other public sources in the
relevant country, or on-line information services.
    Based on the representations made in the NYSE proposal, the
Commission believes that pricing and other important information about
the Fund is adequate and consistent with the Act.

C. Information Memorandum

    The Exchange represents that it will circulate an Information
Memorandum detailing applicable prospectus and product description
delivery requirements. The memo will also discuss exemptive, no-action
and interpretive relief granted by the Commission from certain rules
under the Act. The memo also will address NYSE members' responsibility
to deliver a prospectus or product description to all investors (in
accordance with NYSE Rule 1100(b)) and highlight the characteristics of
the Funds. The memo will also remind members of their suitability
obligations, including NYSE Rule 405 (Diligence as to Accounts).\30\
For example, the Information Memo will also inform members and member
organizations that Fund shares are not individually redeemable, but are
redeemable only in Creation-Unit-size aggregations or multiples thereof
as set forth in the Fund Prospectus and SAI.\31\ The Commission
believes that the disclosure included in the information memo is
appropriate and consistent with the Act.
---------------------------------------------------------------------------

    \30\ NYSE Rule 405 generally requires that members use due
diligence to learn the essential facts relative to every customer,
order or account accepted.
    \31\ See discussion under section II.A.1(g)(vi) ``Operation of
the Funds,'' above. The Exchange has represented that the
information memo will also discuss exemptive, no-action, and
interpretive relief granted by the Commission from certain rules
under the Act.
---------------------------------------------------------------------------

D. Listing and Trading

    The Commission finds that adequate rules and procedures exist to
govern the listing and trading of the Fund's shares. Fund shares will
be deemed equity securities subject to NYSE rules governing the trading
of equity securities, including, among others, rules governing trading
halts, responsibilities of the specialist, account opening and customer
suitability requirements,\32\ and the election of stop and stop limit
orders.
---------------------------------------------------------------------------

    \32\ Prior to commencement of trading, the Exchange states that
it will issue an Information Memo informing members and member
organizations of the characteristics of the Fund and of applicable
Exchange rules, as well as of the requirements of NYSE Rule 405
(Diligence as to Accounts).
---------------------------------------------------------------------------

    In addition, the Exchange states that iShares are subject to the
criteria for initial and continued listing of ICUs in section 703.16 of
the NYSE Manual. The Commission believes that the listing and delisting
criteria for Fund shares should help to ensure that a minimum level of
liquidity will exist in the Fund to allow for the maintenance of fair
and orderly markets.

E. Accelerated Approval

    The Commission finds good cause, pursuant to section 19(b)(2) of
the Act,\33\ for approving the proposed rule change prior to the
thirtieth day after the date of publication of notice in the Federal
Register. The Commission notes that the proposal is consistent with the
listing and trading standards in NYSE Rule 703.16 (ICUs). The Funds are
substantially identical in structure to other iShares Funds, which have
an established and active trading history on the NYSE and other
exchanges. The Commission does not believe that the proposed rule
change raises novel regulatory issues.
---------------------------------------------------------------------------

    \33\ 15 U.S.C. 78s(b)(2).
---------------------------------------------------------------------------

    Accordingly, the Commission finds that there is good cause,
consistent with section 6(b)(5) of the Act,\34\ to approve the proposal
on an accelerated basis.
---------------------------------------------------------------------------

    \34\ 15 U.S.C. 78s(b)(5).
---------------------------------------------------------------------------

V. Conclusion

    It Is Therefore Ordered, pursuant to section 19(b)(2) of the Act,
that the proposed rule change (SR-NYSE-2005-67), is hereby approved on
an accelerated basis.\35\
---------------------------------------------------------------------------

    \35\ 15 U.S.C. 78s(b)(2).
    \36\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

    For the Commission, by the Division of Market Regulation,
pursuant to delegated authority.\36\

Jonathan G. Katz,
Secretary.
[FR Doc. 05-23496 Filed 11-29-05; 8:45 am]

BILLING CODE 8010-01-P


[Federal Register Volume 84, Number 35 (Thursday, February 21, 2019)]
[Notices]
[Pages 5432-5433]
[FR Doc No: 2019-02999]

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

ENVIRONMENTAL PROTECTION AGENCY

[EPA R9-2018-17; FRL-9989-86-Region 9]

Notice of Proposed Good Samaritan Settlement Agreement and Order
on Consent for Removal Action for the Corona/Twin Peaks Mine Site, Napa
County, California

AGENCY: Environmental Protection Agency (EPA).

ACTION: Notice of proposed settlement; request for public comment.

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

SUMMARY: In accordance with the Comprehensive Environmental Response,
Compensation and Liability Act of 1980, as amended (``CERCLA''), notice
is hereby given that the Environmental Protection Agency (``EPA''), has
entered into a proposed settlement, embodied in an administrative Good
Samaritan

Settlement Agreement and Order on Consent for Removal Action
(``Settlement Agreement''), with Tuleyome. Under the Settlement
Agreement, Tuleyome agrees to carry out a removal action that will
include pilot studies to assess the effectiveness of various chemical
amendments to address discharges from the Corona drainage tunnel, mine
waste consolidation, and revegetation. The work will also include
improvements to the existing infiltration trenches and construction of
other surface water runoff controls.

DATES: Comments must be received on or before March 25, 2019.

ADDRESSES: The Settlement Agreement is available for public inspection
at the United States Environmental Protection Agency, Superfund Records
Center, 75 Hawthorne Street, Room 3110, San Francisco, California
94105. Telephone:<PHONE_NUMBER>. Comments should be addressed to Larry
Bradfish, Assistant Regional Counsel, Office of Regional Counsel (ORC-
3), U.S. Environmental Protection Agency, 75 Hawthorne Street, San
Francisco, CA 94105; or Email<EMAIL_ADDRESS>and should
reference the Corona Mine/Twin Peaks Mine Site, EPA R9-2018-17. EPA's
response to any comments received will be available for public
inspection at the same address.

FOR FURTHER INFORMATION CONTACT: Larry Bradfish, Assistant Regional
Counsel (ORC-3), Office of Regional Counsel, U.S. EPA Region IX, 75
Hawthorne Street, San Francisco, CA 94105; Email:
<EMAIL_ADDRESS>Phone<PHONE_NUMBER>.

SUPPLEMENTARY INFORMATION: Notice of this proposed administrative
settlement is made in accordance with the Section 122(i) of CERCLA. The
Settlement Agreement concerns work to be done by Tuleyome, a non-liable
party in connection with the Corona Mine/Twin Peaks Mine (``Site''),
located in Napa County, California. Tuleyome is a non-profit volunteer
organization focused on protecting the wild and agricultural heritage
of the inner Coastal Range and Western Sacramento Valley California.
Tuleyome maintains offices at 607 North Street, Woodland, CA 95695.
Tuleyome certifies in the Settlement Agreement that it is not a liable
party under CERCLA, and that it does not intend to acquire ownership in
the Site. This Settlement Agreement falls under EPA's Good Samaritan
Initiative, which adopted CERCLA administrative tools including a model
Administrative Settlement and Order on Consent (AOC). The purpose of
these administrative tools is to reduce barriers under CERCLA for non-
liable volunteers to clean up orphan mine sites. The Corona Mine/Twin
Peaks Mine Settlement Agreement is based on the updated 2018 model AOC,
and has been vetted with EPA Headquarters Office of Site Remediation
Enforcement. Parties to the Settlement Agreement include the EPA and
Tuleyome.
    The Site that is the subject of this Settlement Agreement includes
32 contiguous acres of land that has been disturbed from past mining
efforts at the Corona and Twin Peaks mercury mines. The 32-acre project
is located within a larger 328.8-acre area that is owned by Corona/Twin
Peaks Historical Association LLC which obtained the property from the
previous owner, John Livermore (deceased), in 2012. Under this
Settlement Agreement, Tuleyome agrees to carry out a removal action
involving pilot studies to assess the effectiveness of various chemical
amendments to address discharges from the Corona Mine drainage tunnel,
mine waste consolidation, and revegetation. The work will also include
improvements to existing infiltration trenches and construction of
other surface water runoff controls. Tuleyome has performed work at the
Site since 2016 under oversight by the California Regional Water
Quality Control Board, Central Valley Region.
    The performance of this work by Tuleyome will be overseen by EPA.
The settlement includes a covenant not to sue Tuleyome pursuant to
Sections 106 or 107(a) of CERCLA. EPA will consider all comments
received on the Settlement Agreement in accordance with the DATES and
ADDRESSES sections of this Notice and may modify or withdraw its
consent to the Settlement Agreement if comments received disclose facts
or considerations that indicate that the settlement is inappropriate,
improper, or inadequate.

    Dated: February 6, 2019.
Enrique Manzanilla,
Director, Superfund Division, EPA Region 9.
[FR Doc. 2019-02999 Filed 2-20-19; 8:45 am]
BILLING CODE 6560-50-P


[Federal Register Volume 83, Number 79 (Tuesday, April 24, 2018)]
[Notices]
[Pages 17869-17872]
[FR Doc No: 2018-08434]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-83060; File No. SR-PEARL-2018-10]

Self-Regulatory Organizations; MIAX PEARL, LLC; Notice of Filing
and Immediate Effectiveness of a Proposed Rule Change To Exchange Rule
503, Openings on the Exchange

April 18, 2018.
    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 6, 2018, MIAX PEARL, LLC (``MIAX PEARL'' or ``Exchange'')
filed with the Securities and Exchange Commission (``Commission'') a
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 is filing a proposal to amend Exchange Rule 503,
Openings on the Exchange.
    The text of the proposed rule change is available on the Exchange's
website at http://www.miaxoptions.com/rule-filings/pearl at MIAX
PEARL's principal

office, 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 Exchange proposes to amend Exchange Rule 503, Openings on the
Exchange. Specifically, the Exchange proposes to amend subsection
(b)(1)(i) and (b)(1)(ii) to make clarifying changes to add additional
detail to the rule text which describes the two different scenarios
that the Exchange uses to direct its Opening Process.\3\ Additionally,
the Exchange proposes to amend subsection (b)(2) and (b)(3) to make
additional clarifying changes to align the rule text to the changes
proposed in subsection (b)(1)(i) and (ii).
---------------------------------------------------------------------------

    \3\ See Exchange Rule 503(a)(1).
---------------------------------------------------------------------------

    Currently, the Exchange has two separate sets of criteria, either
of which must be satisfied in order to begin the Opening Process; one
for when there is a possible trade on MIAX PEARL \4\ and one for when
there is not.\5\ Specifically, Rule 503(b)(1)(i) states that to begin
the Opening Process, ``[i]f there is a possible trade on MIAX PEARL, a
Valid Width NBBO \6\ must be present.'' The Exchange now proposes to
amend this sentence to remove the phrase ``a possible trade'' and
replace it with a more comprehensive description of scenarios which, if
present, would require the presence of a Valid Width NBBO to begin the
Opening Process, to better align the rule text to the current Exchange
functionality. The Exchange therefore proposes to amend subsection
(b)(1)(i) to state, ``[i]f there is locking or crossing interest on
MIAX PEARL, or interest that locks or crosses the NBBO,\7\ a Valid
Width NBBO must be present.''
---------------------------------------------------------------------------

    \4\ See Exchange Rule 503(b)(1)(i).
    \5\ See Exchange Rule 503(b)(1)(ii).
    \6\ See Exchange Rule 503(a)(4).
    \7\ The term ``NBBO'' means the national best bid or offer as
calculated by the Exchange based on market information received by
the Exchange from OPRA. See Exchange Rule 100.
---------------------------------------------------------------------------

    The following example demonstrates interest on MIAX PEARL that
locks or crosses the NBBO.
Example 1
    MIAX PEARL receives a Customer Do Not Route (``DNR'') \8\ to sell
100 @ $.05 prior to the opening.
---------------------------------------------------------------------------

    \8\ A Do Not Route or ``DNR'' order is an order that will never
be routed outside of the Exchange regardless of the prices displayed
by away markets. See Exchange Rule 516(g).
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    At 9:30 a.m. MIAX PEARL receives ABBO \9\ market data from one
other exchange.
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    \9\ The term ``ABBO'' or ``Away Best Bid or Offer'' means the
best bid(s) or offer(s) disseminated by other Eligible Exchanges
(defined in Rule 1400(f)) and calculated by the Exchange based on
market information received by the Exchange from OPRA. See Exchange
Rule 100.

ABBO: $.05 x $5.00
NBBO: $.05 x $5.00
    The interest to sell @ $.05 on MIAX PEARL locks the NBBO.
    The interest on MIAX PEARL is not routable and there is no other
interest available on MIAX PEARL in this scenario. The Exchange's rules
require a Valid Width NBBO \10\ to be present to begin the Opening
Process. The Exchange believes that requiring the presence of a Valid
Width NBBO as a condition precedent to starting the Opening Process
ensures that there is a sufficient quoted market in the options series
which in turn will ensure that the Exchange's Opening Process
determines a valid Opening Price.\11\ The Exchange believes this
requirement provides a level of price protection to orders on its Book
\12\ and will limit transactions from occurring at the opening at
potentially erroneous prices.
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    \10\ The Exchange notes that the current calculation of a Valid
Width NBBO on MIAX PEARL requires the disseminated quotes of at
least two other exchanges and the quotes of at least one MIAX PEARL
Market Maker.
    \11\ See Exchange Rule 503(b)(2)(i).
    \12\ The term ``Book'' means the electronic book of buy and sell
orders and quotes maintained by the System. See Exchange Rule 100.
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    Similarly, the Exchange also proposes to amend subsection
(b)(1)(ii) to remove the phrase, ``no trade is possible'' and replace
it with a more comprehensive description of the conditions which would
result in the Exchange using its second set of criteria, which is not
changing under this proposal, whereby any one of the conditions may be
satisfied in order to begin the Opening Process. The Exchange therefore
proposes to amend subsection (b)(1)(ii) to state, ``[i]f there is no
locking or crossing interest on MIAX PEARL or interest that locks or
crosses the NBBO, then the Exchange will open dependent upon one of the
following: (A) A Valid Width NBBO is present; or (B) A certain number
of other options exchanges (as determined by the Exchange and posted by
MIAX PEARL on its website) have disseminated a firm quote on OPRA; or
(C) A certain period of time (as determined by the Exchange and posted
by MIAX PEARL on its website) has elapsed.''
    Additionally, the Exchange proposes to amend the heading of
subsection 503(b)(2) to align the rule text to the proposed changes
discussed above. Currently, the heading reads, ``Opening Process Where
There is a Possible Trade on MIAX PEARL.'' The Exchange proposes to
amend this heading to state, ``Opening Process Where There is Locking
or Crossing Interest on MIAX PEARL or Interest that Locks or Crosses
the NBBO.'' Further, the Exchange proposes to amend the heading of
subsection 503(b)(3) to align the rule text to the proposed changes
discussed above. Currently, the heading reads, ``Opening Process Where
There is No Possible Trade on MIAX PEARL.'' The Exchange now proposes
to amend this heading to state, ``Opening Process Where There is No
Locking or Crossing Interest on MIAX PEARL and no Interest that Locks
or Crosses the NBBO.'' The Exchange believes that these proposed
changes harmonize the rule text with the proposed amendments to
subsection (b)(1)(i) and (ii).
    The Exchange notes that the proposed changes are clarifying changes
only that will not alter the current behavior of the Exchange's Opening
Process. The Opening Process where there is locking or crossing
interest on MIAX PEARL or interest that locks or crosses the NBBO will
remain unchanged.\13\ Likewise, the Opening Process for where there is
no locking or crossing interest on MIAX PEARL and no interest that
locks or crosses the NBBO will remain unchanged. Orders in the System
will be handled at the conclusion of the Opening Process in time
sequence, beginning with the order with the oldest time stamp and may,
in whole or in part, be placed on the Book, cancelled, executed,
managed in accordance with Rule 515, or routed in accordance with Rule
529.\14\
---------------------------------------------------------------------------

    \13\ See Exchange Rule 503(b)(2)(i)-(iv).
    \14\ See Exchange Rule 503(b)(3).
---------------------------------------------------------------------------

    The proposed rule change provides additional clarification and
better aligns the rule text to how the Opening Process operates in
production, and provides consistency in the Exchange's rules

concerning the operation of the Exchange's Opening Process.
2. Statutory Basis
    MIAX PEARL believes that its proposed rule change is consistent
with Section 6(b) of the Act \15\ in general, and furthers the
objectives of Section 6(b)(5) of the Act \16\ in particular, in that it
is designed to prevent fraudulent and manipulative acts and practices,
to promote just and equitable principles of trade, to foster
cooperation and coordination with persons engaged in regulating,
clearing, settling, processing information with respect to, and
facilitating transactions in, securities, to remove impediments to and
perfect the mechanisms of a free and open market and a national market
system and, in general, to protect investors and the public interest.
---------------------------------------------------------------------------

    \15\ 15 U.S.C. 78f(b).
    \16\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Exchange believes that the proposed changes to its rulebook add
additional detail and provide further clarification to Members,
investors, and the Public, regarding the operation of the Exchange's
Opening Process. The Exchange believes it is in the interest of
investors and the public to accurately describe the behavior of the
Exchange's System in its rules as this information may be used by
investors to make decisions concerning the submission of their orders.
Transparency and clarity are consistent with the Act because it removes
impediments to and helps perfect the mechanism of a free and open
market and a national market system, and, in general, protects
investors and the public interest by accurately describing the behavior
of the Exchange's System.
    Currently the rule requires the presence of a Valid Width NBBO to
begin the Opening Process when there is locking or crossing interest on
the Exchange (a possible trade), the additional rule text requires the
presence of a Valid Width NBBO to begin the Opening Process when there
is interest that locks or crosses the NBBO, which similarly serves to
protect routable and non-routable interest on the Book. The Exchange
believes that requiring a Valid Width NBBO to be present prior to
beginning the Opening Process when there is locking or crossing
interest on the Exchange, or interest that locks or crosses the NBBO,
ensures that the option series is being sufficiently quoted to allow
meaningful price discovery. The Exchange's current Valid Width NBBO
calculation requires the disseminated quotes of at least two other
exchanges and the quotes of at least one MIAX PEARL Market Maker.\17\
The Exchange believes that using quotes from competing options
exchanges, in addition to quotes from its own Market Maker, ensures
that the Exchange can calculate a valid Opening Price.\18\ The Exchange
believes that its Valid Width NBBO requirement contributes to the
operation of a fair and orderly market, and in general, protects
investors and the public interest by reducing the chance that the
Exchange could execute opening transactions at a potentially erroneous
Opening Price.
---------------------------------------------------------------------------

    \17\ See supra note 10.
    \18\ See supra note 11.
---------------------------------------------------------------------------

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. The proposed rule change
does not alter any functionality of the Exchange's System and is
designed to add additional clarity and detail to the Exchange's rules.
    The Exchange does not believe that the proposed rule change will
impose any burden on inter-market competition as the Rules apply
equally to all Exchange Members. The proposed rule change is not a
competitive filing and is intended to enhance the protection of
investors by ensuring that there is a sufficient quoted market from
which the Exchange can determine a valid Opening Price. Additionally,
the proposed rule change provides additional detail and clarity to the
Exchange's rulebook regarding the Exchange's Opening Process.

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

    Written comments were neither solicited nor received.

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

    Because the foregoing proposed rule change does not: (i)
Significantly affect the protection of investors or the public
interest; (ii) impose any significant burden on competition; and (iii)
become operative for 30 days after the date of the filing, or such
shorter time as the Commission may designate, it has become effective
pursuant to 19(b)(3)(A) of the Act \19\ and Rule 19b-4(f)(6) \20\
thereunder.
---------------------------------------------------------------------------

    \19\ 15 U.S.C. 78s(b)(3)(A).
    \20\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)
requires a self-regulatory organization to give the Commission
written notice of its intent to file the proposed rule change at
least five business days prior to the date of filing of the proposed
rule change, or such shorter time as designated by the Commission.
The Exchange has satisfied this requirement.
---------------------------------------------------------------------------

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

IV. Solicitation of Comments

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

Electronic Comments

     Use the Commission's internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include
File Number SR- PEARL-2018-10 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-PEARL-2018-10. 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-PEARL-2018-10 and should be
submitted on or before May 15, 2018.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\21\
---------------------------------------------------------------------------

    \21\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-08434 Filed 4-23-18; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register: July 14, 2006 (Volume 71, Number 135)]
[Notices]
[Page 40085]
[DOCID:fr14jy06-50]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket No. RP00-632-021]

Dominion Transmission, Inc.; Notice of Fuel Report

July 7, 2006.
    Take notice that on June 30, 2006, Dominion Transmission, Inc.
(DTI) tendered for filing its informational fuel report. DTI states
that the fuel report details DTI's System Gas Requirements and gas
retained or otherwise obtained for the twelve-month period ending March
31, 2006.
    Any person desiring to protest this filing must file in accordance
with Rule 211 of the Commission's Rules of Practice and Procedure (18
CFR 385.211). Protests to this filing 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. Such protests
must be filed on or before the date as indicated below. Anyone filing a
protest must serve a copy of that document on all the parties to the
proceeding.
    The Commission encourages electronic submission of protests 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 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>.
    Protest Date: 5 p.m. Eastern Time on July 14, 2006.

Magalie R. Salas,
Secretary.
 [FR Doc. E6-11185 Filed 7-13-06; 8:45 am]

BILLING CODE 6717-01-P