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2044 Federal Register / Vol. 72, No.

10 / Wednesday, January 17, 2007 / Notices

* * * * * those that may be withheld from the SECURITIES AND EXCHANGE


public in accordance with the COMMISSION
III. Date of Effectiveness of the
Proposed Plan and Timing for provisions of 5 U.S.C. 552, will be
[Release No. 34–55068; File No. SR–Amex–
Commission Action available for inspection and copying in 2006–17]
the Commission’s Public Reference
Pursuant to Section 17(d)(1) of the Room. Copies of the plan also will be Self-Regulatory Organizations;
Act 18 and Rule 17d–2 thereunder,19 available for inspection and copying at American Stock Exchange LLC; Notice
after February 7, 2007, the Commission of Filing of Proposed Rule Change and
the principal offices of ISE and NASD.
may, by written notice, declare the plan Amendment Nos. 1 and 2 Thereto
All comments received will be posted
submitted by ISE and NASD, File No. 4– Relating to Procedures for At-Risk
without change; the Commission does
529, to be effective if the Commission Cross Transactions
finds that the plan is necessary or not edit personal identifying
appropriate in the public interest and information from submissions. You January 9, 2007.
for the protection of investors, to foster should submit only information that Pursuant to Section 19(b)(1) of the
cooperation and coordination among you wish to make available publicly. All Securities Exchange Act of 1934
self-regulatory organizations, or to submissions should refer to File (‘‘Act’’),1 and Rule 19b–4 thereunder,2
remove impediments to and foster the Number 4–529 and should be submitted notice is hereby given that on February
development of the national market on or before February 7, 2007. 17, 2006, the American Stock Exchange
system and a national system for the For the Commission, by the Division of LLC (‘‘Amex’’ or ‘‘Exchange’’) filed with
clearance and settlement of securities Market Regulation, pursuant to delegated the Securities and Exchange
transactions and in conformity with the authority.20 Commission (‘‘Commission’’) the
factors set forth in Section 17(d) of the Florence E. Harmon,
proposed rule change as described in
Act. Items I, II, and III below, which Items
Deputy Secretary.
have been substantially prepared by the
IV. Solicitation of Comments [FR Doc. E7–539 Filed 1–16–07; 8:45 am] Amex. On November 9, 2006, the
In order to assist the Commission in BILLING CODE 8011–01–P Exchange filed Amendment No. 1 to the
determining whether to approve the proposed rule change.3 On December 1,
amended and restated 17d–2 plan and 2006, the Exchange filed Amendment
to relieve ISE of the responsibilities SECURITIES AND EXCHANGE No. 2 to the proposed rule change.4 The
which would be assigned to NASD, COMMISSION Commission is publishing this notice to
interested persons are invited to submit solicit comments on the proposed rule
written data, views, and arguments [File No. 500–1] change, as amended, from interested
concerning the foregoing. Comments persons.
may be submitted by any of the Pathways Group, Inc. (n/k/a Bicoastal
following methods: I. Self-Regulatory Organization’s
Communications, Inc.); Order of
Statement of the Terms of Substance of
Electronic Comments Suspension of Trading
the Proposed Rule Change
• Use the Commission’s Internet January 12, 2007. The Amex proposes to revise the
comment form (http://www.sec.gov/ It appears to the Securities and procedures applicable to cross
rules/other.shtml); or transactions in equity options to provide
Exchange Commission that there is a
• Send an e-mail to rule- procedures for at-risk cross transactions.
comments@sec.gov. Please include File lack of current and accurate information
concerning the securities of Pathways The text of the proposed rule change is
Number 4–529 on the subject line. available at the Amex, on the Amex’s
Group, Inc. (n/k/a Bicoastal
Paper Comments Web site at http://amex.com, and at the
Communications, Inc.) because it has
Commission’s Public Reference Room.
• Send paper comments in triplicate not filed any periodic reports since the
to Nancy M. Morris, Secretary, period ended September 30, 2000. II. Self-Regulatory Organization’s
Securities and Exchange Commission, The Commission is of the opinion that Statement of the Purpose of, and
Station Place, 100 F Street, NE., Statutory Basis for, the Proposed Rule
the public interest and the protection of
Washington, DC 20549–1090. Change
investors require a suspension of trading
All submissions should refer to File in the securities of the above-listed In its filing with the Commission, the
Number 4–529. This file number should company. Amex included statements concerning
be included on the subject line if e-mail the purpose of, and basis for, the
is used. To help the Commission Therefore, it is ordered, pursuant to
process and review your comments Section 12(k) of the Securities Exchange 1 15 U.S.C. 78s(b)(1).
more efficiently, please use only one Act of 1934, that trading in securities of 2 17 CFR 240.19b–4.
method. The Commission will post all the above-listed company is suspended 3 Amendment No. 1 renamed the proposed

for the period from 9:30 a.m. EST on procedure for equity options as ‘‘at-risk’’ cross
comments on the Commission’s Internet transactions; provided that the eligible order size
Web site (http://www.sec.gov/rules/ January 12, 2007, through 11:59 p.m. would be at least 50 contracts; clarified certain
other.shtml). Copies of the submission, EST on January 26, 2007. descriptions of the proposal in Section II.A.1 below;
all subsequent amendments, all written and made minor revisions to the text of the
By the Commission. proposed rule change. Amendment No. 1 replaced
statements with respect to the proposed J. Lynn Taylor, and superseded the original filing in its entirety.
plan that are filed with the Commission, 4 Amendment No. 2 revised the proposed rule
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Assistant Secretary.
and all written communications relating text to clarify that, under Commentary .02(c) of
to the proposed plan between the [FR Doc. 07–159 Filed 1–12–07; 11:25 am] Amex Rule 950—ANTE(d), the member, on behalf
of the public customer whose order is subject to
Commission and any person, other than BILLING CODE 8011–01–P
facilitation, must establish priority consistent with
the Exchange’s customer priority rules. Amendment
18 15 U.S.C. 78q(d)(1). No. 2 also made a technical correction to the
19 17 CFR 240.17d–2. 20 17 CFR 200.30–3(a)(34). Purpose section of the proposed rule change.

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Federal Register / Vol. 72, No. 10 / Wednesday, January 17, 2007 / Notices 2045

proposed rule change and discussed any procedure because, under the proposed floor broker in the crowd have been
comments it received on the proposed at-risk cross provisions, the floor broker filled. This Member Firm Guarantee
rule change. The text of these statements must cross at a price at least one provides, under certain conditions, the
may be examined at the places specified minimum price variation (‘‘MPV’’) ability to cross 40 percent of the
in Item IV below. The Amex has better than the best price communicated customer order on behalf of a member
prepared summaries, set forth in by the trading crowd. In addition, the at- organization before the specialist and/or
Sections A, B, and C below, of the most risk cross procedure will provide the registered options traders in the crowd
significant aspects of such statements. trading crowd with either the can participate in the transaction. The
opportunity to buy or sell the entire provision generally applies to orders of
A. Self-Regulatory Organization’s
customer order when represented, or 400 contracts or more. However, the
Statement of the Purpose of, and
trade against the member firm’s quote, Exchange is permitted to establish
Statutory Basis for, the Proposed Rule
which will be at risk to the market. smaller eligible order sizes, on a class-
Change A facilitation order is currently by-class basis, although the size may not
1. Purpose defined by Amex Rule 950—ANTE(e) as be for fewer than 50 contracts. Under
The Exchange proposes to provide an ‘‘an order which is only executed, in the proposal, the Member Firm
alternative crossing procedure to whole or in part, in a cross transaction Guarantee will remain unchanged.
supplement the existing facilitation with an order for a public customer of However, an at-risk cross transaction
cross procedure in Commentary .02 to the member organization.’’ Commentary will not be subject to the Member Firm
Amex Rule 950—ANTE(d). In this .02 to Amex Rule 950—ANTE(d) Guarantee.
manner, the Amex would permit ‘‘at- provides the current procedure for The Amex proposes to adopt at-risk
risk’’ cross transactions by member executing facilitation cross transactions. crossing procedures by revising its
firms. According to the Commentary, a floor current facilitation cross procedures in
The proposal would establish an at- broker holding an order for a member two parts. First, the Exchange proposes
risk crossing procedure in equity firm’s public customer and a facilitation to change the definition of ‘‘facilitation
options that permits a floor broker, after order is permitted to cross the orders if: order’’ such that floor brokers may
satisfying all public customer orders, to (1) The floor broker discloses on its choose which procedure to use, either
execute an at-risk cross on behalf of a order ticket for the public customer the facilitation or the at-risk cross
member organization trading against its order which is subject to facilitation, all procedure. Amex Rule 950—
own customer’s order between the the terms of such order, including, if ANTE(e)(iv) defines a facilitation order
quoted market once priority has been applicable, any contingency involving as an ‘‘order which is only executed, in
established. Currently, floor brokers are other options, underlying securities, or whole or in part, in a cross transaction
required to follow the facilitation related securities; (2) the floor broker with an order for a public customer of
crossing procedure set forth in requests bids and offers for the option the member organization’’ (emphasis
Commentary .02(c) to Amex Rule 950— series subject to facilitation, then added). The proposed rule change
ANTE(d),5 whereby the floor broker discloses the public customer order and would revise the definition so that it is
representing the member organization any contingency respecting such order ‘‘an order which may be executed in a
must improve the quoted market on which is subject to facilitation and cross transaction with an order for a
behalf of its customer to cross or identifies the order as being subject to public customer of the member
facilitate the order. Notwithstanding the facilitation; and (3) after providing an organization’’ (emphasis added).
procedures set forth in Commentary opportunity for such bids and offers to Allowing for this change would provide
.02(c), as described above, Commentary be made, the floor broker on behalf of floor brokers with the ability to continue
.02(d) to Amex Rule 950—ANTE(d) sets the public customer whose order is using the facilitation cross procedure set
forth conditions and procedures by subject to facilitation, either bids above forth in Commentary .02(d) to Amex
which the member firm facilitating the the highest bid or offers below the Rule 950—ANTE(d).
order is entitled to participate from its lowest offer on the market. After all Second, the Exchange proposes the
other market participants are given an following procedure for the use of
proprietary account as the contra-side of
opportunity to accept the bid or offer members who choose to execute at-risk
that order to the extent of 40 percent of
made on behalf of the public customer cross transactions. The at-risk cross
the remaining contracts, provided the
whose order is subject to facilitation, the transaction procedure may only be used
order trades at or between the quoted
floor broker may then cross all or any by floor brokers attempting to cross an
market.
The purpose of the proposed revision remaining part of such order and the order of a public customer from the
is to provide floor brokers with a greater facilitation order at such customer’s bid same member organization.6 Floor
incentive to attract and maintain order or offer by announcing in public outcry brokers will be required to take the
that he is crossing such orders stating following steps:
flow on the Exchange by permitting at-
the quantity and price(s). • Disclose on its order ticket for the
risk cross transactions in between the
In cases where a floor broker is public customer order which is subject
quoted market. With an at-risk cross seeking to facilitate its own public
transaction, a customer order has the to the cross, all the terms of the order,
customer order, Commentary .02(d)(1) including, if applicable, any
opportunity for price improvement that to Amex Rule 950—ANTE(d) provides
does not always exist under the contingency involving other options,
that the member firm is entitled to underlying securities or related
Exchange’s current facilitation cross participate in the firm’s proprietary securities;
5 Telephone conversation between Jeffrey Burns,
account as the contra-side of that order • The floor broker must request bids
Vice President and Associate General Counsel,
up to 40 percent of the remaining and offers for all components of the
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Amex; and Ira Brandriss, Special Counsel, and Sara contracts (the ‘‘Member Firm customer order;
Gillis, Attorney, Division of Market Regulation, Guarantee’’), provided that the order • In response to the quoted market
Commission, on January 4, 2007. Certain additional trades at a price that matches or
technical corrections were made throughout the from the trading crowd, the floor broker,
discussion of the proposed rule change pursuant to
improves the market, after public
the January 4, 2007 telephone conversation with customer orders on the specialist’s book 6 The minimum eligible order size for the at-risk

Amex staff. or customer orders represented by a cross transaction will be 50 contracts.

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2046 Federal Register / Vol. 72, No. 10 / Wednesday, January 17, 2007 / Notices

on behalf of the member organization, process of attempting the cross, the the Commission subsequent to the
must first represent the public customer crowd could still ‘‘break up’’ the cross enactment of Section 11. In connection
order to the trading crowd as customer by selling to the customer’s 1.05 bid or with the use of affiliated or ‘‘house’’
providing the side, size and a price of buying the firm’s 1.10 offer, which is floor brokers by Amex members, Section
the order, giving the customer an ‘‘at-risk’’. As a result, the customer is 11(a)(1)(G) of the Act provides an
opportunity for price improvement; provided the opportunity to pay 1.05 exemption from the prohibitions of
• Once the trading crowd has and achieve price improvement while Section 11(a) for transactions effected
provided a quote in response to the the marketplace is provided an for a member’s own account (‘‘G
customer order, it will remain in effect opportunity for the trading crowd to Orders’’) if the member meets a business
until: (i) A reasonable amount of time purchase the firm’s offer at 1.10. The mix test that requires it to be primarily
has passed, (ii) there is significant member firm effectively relinquishes its engaged in the business of underwriting
change in the price of the underlying guaranteed participation rights (i.e., the and distributing securities, selling
security or (iii) the market given in Member Firm Guarantee) in an attempt securities to customers and/or acting as
response to the request has been to cross the entire order. a broker and provided more than 50
improved. In the case of a dispute, the The Exchange believes that the percent of its gross revenues is derived
term ‘‘significant change’’ will be proposed at-risk cross procedure better from such businesses and related
interpreted on a case-by-case basis by supports the auction market and activities.9 However, all G Orders must
two Floor Officials based upon the provides an opportunity for customers yield priority to any bid or offer at the
extent of the recent trading in the option to achieve meaningful price same price for the account of a person
and in the underlying security and any improvement that otherwise may not who is not, or is not associated with, a
other relevant factors; occur when a member firm is forced to member. Therefore, if a G Order is
• In response to the trading crowd’s use the current facilitation procedure to entered by a floor broker as part of an
quoted market, the floor broker may on interact with its customer’s order. Under at-risk cross transaction, the G Order
behalf of the member organization the current facilitation cross procedure, will not be permitted an execution
improve the quoted market establishing the floor broker (in the above example) ahead of any non-member order on the
priority; and would request a market from the trading book.10
• The floor broker may then attempt crowd and then facilitate the customer
to consummate a cross transaction at order at 1.10 subject to the Member 2. Statutory Basis
risk to the market by bidding or offering Firm Guarantee. As proposed, in The Exchange believes that the
on behalf of the member firm at one response to the trading crowd’s quoted proposed rule change is consistent with
MPV away from the public customer market, the floor broker may determine Section 6 of the Act 11 in general and
order.7 which procedure best represents the furthers the objectives of Section
The following is an example of how customer and the member firm. 6(b)(5) 12 in particular in that it is
the at-risk cross procedure will operate. For a floor broker to use the at-risk designed to perfect the mechanisms of
Assume that the posted market at the cross procedure outlined above, the a free and open market and the national
Amex is 1.00-bid/1.15-offer for 250 floor broker must be attempting to cross market system, protect investors and the
contracts. A customer has a limit order an order of a public customer from the public interest, to foster cooperation and
to buy 500 contracts at 1.10. The floor same member organization. Once the coordination with persons engaged in
broker enters the trading crowd and cross transaction has occurred, the order facilitating transactions in securities and
requests a larger size market and cannot then be broken up by a superior promote just and equitable principles of
receives 1.00-bid/1.15-offer for 500 bid or offer from the trading crowd. trade.
contracts. In response to the trading As noted above, the Exchange
crowd’s market, the floor broker bids proposes to revise the procedures B. Self-Regulatory Organization’s
1.05 for 500 contracts for the customer. applicable to cross transactions in Statement on Burden on Competition
Absent the specialist and/or equity options to provide procedures for The proposed rule change will impose
Registered Options Traders selling to at-risk cross transactions. The purpose no burden on competition that is not
the customer at 1.05, thereby improving of the proposed revision is to provide necessary or appropriate in furtherance
the customer’s limit price, or improving floor brokers with a greater incentive to of the purposes of the Act.
the offer to 1.10 in response to the attract and maintain order flow on the
customer bid, the floor broker may then Exchange and improve the auction C. Self-Regulatory Organization’s
make a better offer on behalf of the marketplace because the at-risk cross Statement on Comments on the
member organization at 1.10 procedure allows floor brokers the Proposed Rule Change Received From
establishing priority. At this point, the ability to cross transactions in between Members, Participants or Others
floor broker could invoke the Member the quoted market. The Exchange No written comments were solicited
Firm Guarantee at 1.10 and would be believes that the at-risk cross procedure or received by the Exchange on this
unable to employ the at-risk crossing will also encourage price improvement proposal.
procedure. because the trading crowd will have a
The floor broker may then attempt to greater incentive to make larger, tighter 9 Rule 11a1–1(T)(b) under the Act provides

cross the customer order at 1.10. In the markets in response to customer orders additional guidance to members seeking to meet the
that it wants to trade against. business mix test requirements of Section
11(a)(1)(G)(i). 17 CFR 240.11a1–1(T).
7 The Exchange has represented that if there is a
Section 11(a)(1) of the Act 8 makes it 10 Because the ANTE System is not programmed
public customer order on the book or represented unlawful for a member of an exchange
in the trading crowd that has priority over the at- to recognize ‘‘G’’ orders and provide for the order
risk cross, the member firm may only participate in to effect a transaction for its own to yield to all non-member accounts, affiliated floor
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those contracts remaining after the public account on that exchange unless a brokers are prohibited from sending ‘‘G’’ orders in
customer’s order has been filled. Telephone specific exception applies. The options into the ANTE System. This prohibition is
conversation between Jeffrey Burns, Vice President necessary in order to prevent a violation of Section
exceptions are set forth in Section 11(a)(1) of the Act by a member using an affiliated
and Associate General Counsel, Amex; and Ira
Brandriss, Special Counsel, and Sara Gillis, 11(a)(1) and in various rules adopted by broker to represent a ‘‘G’’ order.
11 15 U.S.C. 78f(b).
Attorney, Division of Market Regulation,
Commission, on November 28, 2006. 8 15 U.S.C. 78k(a)(1). 12 15 U.S.C. 78f(b)(5).

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Federal Register / Vol. 72, No. 10 / Wednesday, January 17, 2007 / Notices 2047

III. Date of Effectiveness of the without change; the Commission does II. Description of the Proposal
Proposed Rule Change and Timing for not edit personal identifying The purpose of the proposed rule
Commission Action information from submissions. You change is to mitigate quote traffic and
Within 35 days of the date of should submit only information that address quote capacity issues by, under
publication of this notice in the Federal you wish to make available publicly. All certain circumstances, ‘‘bundling’’
Register or within such longer period (i) submissions should refer to File quotes so that options data is submitted
as the Commission may designate up to Number SR–Amex–2006–17 and should to the Options Price Reporting
90 days of such date if it finds such be submitted on or before February 7, Authority (‘‘OPRA’’) over short intervals
longer period to be appropriate and 2007. rather than on a continuous basis.
publishes its reasons for so finding or For the Commission, by the Division of Specifically, BOX proposes to mitigate
(ii) as to which the Exchange consents, Market Regulation, pursuant to delegated quotes in the following manner:
the Commission will: authority.13 • BOX proposes to ‘‘let the market
(A) By order approve such proposed Florence E. Harmon, decide’’ which instruments would be
rule change, or Deputy Secretary. considered to be ‘‘less interesting’’ by
(B) Institute proceedings to determine [FR Doc. E7–538 Filed 1–16–07; 8:45 am] basing this determination on the open
whether the proposed rule change interest in contracts at the Options
BILLING CODE 8011–01–P
should be disapproved. Clearing Corporation for each
IV. Solicitation of Comments instrument. Those series with lower
SECURITIES AND EXCHANGE open interest are likely to be of less
Interested persons are invited to interest to options traders and investors.
COMMISSION
submit written data, views, and The precise threshold of open interest
arguments concerning the foregoing, [Release No. 34–55073 File No. SR–BSE– which will determine whether the
including whether the proposed rule 2006–48] broadcast of a series is subject to
change, as amended, is consistent with mitigation or not will vary according to
the Act. Comments may be submitted by Self-Regulatory Organizations; Boston the degree BOX is meeting its stated
any of the following methods: Stock Exchange, Inc.; Order Granting goals of reducing overall traffic. BOX
Electronic Comments Approval to Proposed Rule Change To anticipates that this threshold could be
Implement a Quote Mitigation Plan as high as 300 to 400 contracts, but that
• Use the Commission’s Internet it will be no lower than 50 contracts.
comment form (http://www.sec.gov/ January 9, 2007.
BOX does not propose to apply
rules/sro.shtml); or I. Introduction mitigation to instruments which have
• Send an e-mail to rule-
On November 15, 2006, the Boston been listed for fewer than ten trading
comments@sec.gov. Please include File
Stock Exchange, Inc. (‘‘BSE’’ or sessions, regardless of the open interest.
Number SR–Amex–2006–17 on the • BOX would ‘‘bundle’’ at intervals of
subject line. ‘‘Exchange’’) filed with the Securities
and Exchange Commission up to 1,000 milliseconds (and no less
Paper Comments than 200 milliseconds) any changes to
(‘‘Commission’’), pursuant to Section
• Send paper comments in triplicate its broadcast for those instruments
19(b)(1) of the Securities Exchange Act
which have fallen below the threshold
to Nancy M. Morris, Secretary, of 1934 (‘‘Act’’),1 and Rule 19b–4
in the previous point.
Securities and Exchange Commission, thereunder,2 a proposed rule change to • BOX would use variable rates of
100 F Street, NE., Washington, DC amend the Boston Options Exchange ‘‘bundling’’ delays for the three different
20549–1090. (‘‘BOX’’) Rules to add a Quote types of broadcast updates: changes in
All submissions should refer to File Mitigation Plan. The proposed rule price, increases in quantity without a
Number SR–Amex–2006–17. This file change was published for comment in change in price, and decreases in
number should be included on the the Federal Register on November 27, quantity without a change in price.
subject line if e-mail is used. To help the 2006.3 The Commission received one
Under this proposal, changes in prices
Commission process and review your comment letter on the proposed rule may be subject to less delay than
comments more efficiently, please use change.4 This order approves the changes to quantity at same price. For
only one method. The Commission will proposed rule change. example, BOX may apply a ‘‘bundling
post all comments on the Commission’s interval’’ of 400 milliseconds to updates
Internet Web site (http://www.sec.gov/ 13 17 CFR 200.30–3(a)(12).
regarding a price change while using a
rules/sro.shtml). Copies of the 1 15 U.S.C. 78s(b)(1).
figure of 1,000 milliseconds for updates
2 17 CFR 240.19b–4.
submission, all subsequent concerning only a change in quantity at
3 See Securities Exchange Act Release No. 54779
amendments, all written statements the same price. The appropriate mix
(November 17, 2006), 71 FR 68655.
with respect to the proposed rule 4 See letter to Nancy Morris, Secretary, will be determined by the relative
change that are filed with the Commission, from Christopher Nagy, Chair, SIFMA success BOX is meeting in its overall
Commission, and all written Options Committee (‘‘SIFMA’’), dated December 20,
goals of traffic reduction.
communications relating to the 2006. SIFMA supports BSE’s quote mitigation
proposal discussed herein and recommends its The Exchange does not propose to
proposed rule change between the implementation on an industry-wide basis. apply the above-described bundling to
Commission and any person, other than Specifically, SIFMA believes that the adoption of an message traffic relating to price
those that may be withheld from the industry-wide, uniform ‘‘holdback timer’’ proposal, improvement auctions or NBBO
public in accordance with the like the strategy approved by this order, would
provide the most effective means of quote exposure mechanisms, nor to trade
provisions of 5 U.S.C. 552, will be mitigation. SIFMA expressed concern that a lack of reporting messages. Furthermore, no
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available for inspection and copying in uniformity among quote mitigation strategies bundling of quotes is proposed for
the Commission’s Public Reference implemented by the various options exchanges may inbound orders and quotes which are
Room. Copies of the filing also will be impose a burden on member firms and result in
confusion among market participants. Additional sent to BOX by users. Instead,
available for inspection and copying at concerns raised in SIFMA’s December 20, 2006
the principal office of the Exchange. All comment letter relating to other proposed rule fully addressed in any subsequent releases issued
comments received will be posted changes filed by the options exchanges will be more by the Commission.

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