

[Federal Register: October 26, 2007 (Volume 72, Number 207)]
[Notices]               
[Page 60924-60925]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr26oc07-123]                         

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-56688; File No. SR-NYSE-2007-77]

 
Self-Regulatory Organizations; New York Stock Exchange LLC.; 
Notice of Filing of Proposed Rule Change, as Modified by Amendment Nos. 
1, 2, and 3 Thereto, To Amend Listing Fees for Structured Products

October 23, 2007.
    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 August 24, 2007, the New York Stock Exchange LLC (``NYSE'' or 
``Exchange'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I, II, 
and III below, which Items have been substantially prepared by the 
Exchange. On October 3, 2007, the Exchange filed Amendment No. 1 to the 
proposed rule change. On October 12, 2007, the Exchange filed Amendment 
No. 2 to the proposed rule change. On October 22, 2007, the Exchange 
filed Amendment No. 3 to the proposed rule change. The Commission is 
publishing this notice to solicit comments on the proposed rule change, 
as amended, from interested persons.
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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 Exchange proposes to amend its listing fees for structured 
products included in its Listed Company Manual (``Manual''). The 
Exchange seeks to clarify when certain existing fees will apply to 
specific structured products and also proposes to create a new fee 
section (Section 902.09) that will apply a new lower fee schedule to 
securities listed pursuant to Sections 703.15 (Foreign Currency 
Warrants and Currency Index Warrants), 703.17 (Stock Index Warrants 
Listing Standards), and 703.22 (Equity Index-Linked Securities, 
Commodity-Linked Securities and Currency-Linked Securities and 
Currency-Linked Securities). Except as described below, the proposed 
revisions would apply retroactively as of October 3, 2007. The text of 
the proposed rule change is available at the Commission's Public 
Reference Room, at the Exchange, and at http://www.nyse.com.


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

    In its filing with the Commission, the 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
a. Listing Fee Schedule
    The Exchange proposes to amend its listing fees for structured 
products. The Exchange seeks to clarify when certain existing fees will 
apply to specific structured products and also proposes to create a new 
fee section (Section 902.09) that will apply a new lower fee schedule 
to securities listed pursuant to Sections 703.15 (Foreign Currency 
Warrants and Currency Index Warrants), 703.17 (Stock Index Warrants 
Listing Standards) and 703.22 (Equity Index-Linked Securities, 
Commodity-Linked Securities and Currency-Linked Securities) of the 
Manual. The listing and annual fees set forth in Section 902.05 of the 
Manual relate to long-term structured products (i.e., a term of more 
than seven years) listed pursuant to Section 703.18 (Contingent Value 
Rights), the equity criteria set out in Section 703.19 (Other 
Securities) and Section 703.21 (Equity-Linked Debt Securities), and 
traded on the equity floor of the Exchange. The Exchange is also 
amending Section 902.05 of the Manual to correct two cross-references, 
clarifying that: (i) Fees applicable to structured products listed 
under the debt criteria set out in Section 703.19 and traded on NYSE 
Bonds are set forth in Section 902.08 (Listings Fees for Debt 
Securities); and (ii) fees applicable to short-term structured products 
are set forth in Section 902.06. The proposed revisions would apply 
retroactively as of October 3, 2007, except as described below.
    Section 902.06 of the Manual sets forth the listing fees for 
certain securities with a term of less than seven years, including, but 
not limited to, warrants representing equity securities, index 
warrants, foreign currency warrants, contingent value rights and 
structured products. The Exchange proposes to revise Section 902.06 to 
exclude from its coverage those securities that will be subject to the 
fees set forth in new Section 902.09. The Exchange proposes to adopt 
new Section 902.09 to establish a new fee schedule for fees related to 
securities listed pursuant to Sections 703.15 (Foreign Currency 
Warrants and Currency Index Warrants), 703.17 (Stock Index Warrants 
Listing Standards) and 703.22 (Equity Index-Linked Securities, 
Commodity-Linked Securities and Currency-Linked Securities) of the 
Manual. The listing fees applicable to securities subject to Section 
902.09 Manual are as follows:

------------------------------------------------------------------------
                     Shares outstanding                           Fee
------------------------------------------------------------------------
Up to 1 million.............................................      $5,000
1+ to 2 million.............................................      10,000
2+ to 3 million.............................................      15,000
3+ to 4 million.............................................      20,000
4+ to 5 million.............................................      25,000
5+ to 6 million.............................................      30,000
6+ to 7 million.............................................      30,000
7+ to 8 million.............................................      30,000
8+ to 9 million.............................................      30,000
9+ to 10 million............................................      32,500
10+ to 15 million...........................................      37,500
In excess of 15 million.....................................      45,000
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    These fees will apply each time an issuer lists a security of one 
of the classes specified in Section 902.09 of the Manual and also to 
subsequent listings of additional shares of the same security. The 
Exchange will treat each series of the security as a separate issue.

[[Page 60925]]

    In addition, the following annual fees will apply to securities 
subject to Section 902.09: \3\
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    \3\ The Exchange notes that it currently lists one Structured 
Product with 25 million shares or more outstanding.

------------------------------------------------------------------------
                     Shares outstanding                           Fee
------------------------------------------------------------------------
Up to 6 million.............................................     $10,000
6+ to 7 million.............................................      12,000
7+ to 8 million.............................................      14,000
8+ to 9 million.............................................      16,000
9+ to 10 million............................................      18,000
10+ to 15 million...........................................      20,000
15+ to 25 million...........................................      25,000
25+ to 50 million...........................................      42,000
In excess of 50 million.....................................      55,000
------------------------------------------------------------------------

    These Annual Fees will be billed in January for the forthcoming 
year.
    The proposed $2,500 fee for certain changes that involve 
modifications to Exchange records is applicable under the proposed fee 
schedule. This fee is consistent with the provisions of Sections 902.05 
and 902.06 of the Manual.
    The Exchange also proposes to amend Section 902.08 (Listing Fees 
for Debt Securities) of the Manual to reflect that the Automated Bond 
System is now ``NYSE Bonds.''
    Finally, the Exchange currently applies the fee schedules set forth 
in Section 902.05 and 902.06 of the Manual to securities listed 
pursuant to Sections 703.15, 703.17 and 703.22 of the Manual. However, 
Sections 902.05 and 902.06 of the Manual do not identify Sections 
703.15, 703.17 and 703.22 as securities to which the fees would apply. 
As a result, the Exchange requests permission to apply retroactively 
for the period from June 7, 2006 to October 2, 2007 the fee schedules 
set forth in Sections 902.05 and 902.06 of the Manual to all securities 
previously listed pursuant to Sections 703.15, 703.17 and 703.22 of the 
Manual. Beginning October 3, 2007, all securities listed pursuant to 
Sections 703.15, 703.17 and 703.22 of the Manual would be subject to 
the fee schedule set forth in Section 902.09 of the Manual.
2. Statutory Basis
    The Exchange believes that the proposal is consistent with Section 
6(b) of the Act \4\ in general, and Section 6(b)(4) of the Act \5\ in 
particular, in that it provides for the equitable allocation of 
reasonable dues, fees and other charges among its issuers and other 
persons using its facilities.
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    \4\ 15 U.S.C. 78f(b).
    \5\ 15 U.S.C. 78f(b)(4).
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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. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    Within 35 days of the date of publication of this notice in the 
Federal Register or within such longer period (i) as the Commission may 
designate up to 90 days of such date if it finds such longer period to 
be appropriate and publishes its reasons for so finding or (ii) as to 
which the NYSE consents, the Commission will:
    (A) By order approve such proposed rule change, or
    (B) Institute proceedings to determine whether the proposed rule 
change should be 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 e-mail to rule-comments@sec.gov. Please include 

File Number SR-NYSE-2007-77 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-NYSE-2007-77. 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, 100 F Street, NE., 
Washington, DC 20549, on official business days between the hours of 10 
a.m. and 3 p.m. Copies of such filing also will be available for 
inspection and copying at the principal office of the Exchange. All 
comments received will be posted without change; the Commission does 
not edit personal identifying information from submissions. You should 
submit only information that you wish to make available publicly. All 
submissions should refer to File Number SR-NYSE-2007-77 and should be 
submitted on or before November 16, 2007.

    For the Commission, by the Division of Market Regulation, 
pursuant to delegated authority.\6\
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    \6\ 17 CFR 200.30-3(a)(12).
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Florence E. Harmon,
Deputy Secretary.
 [FR Doc. E7-21218 Filed 10-25-07; 8:45 am]

BILLING CODE 8011-01-P
