

[Federal Register: December 12, 2007 (Volume 72, Number 238)]
[Notices]               
[Page 70635-70636]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr12de07-90]                         


[[Page 70635]]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-56918; File No. SR-NYSEArca-2007-125]

 
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
of Proposed Rule Change Relating to the Continued Listing Standards for 
Equity Index-Linked Securities

December 6, 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 December 5, 2007, NYSE Arca, Inc. (``NYSE Arca'' or ``Exchange''), 
through its wholly owned subsidiary, NYSE Arca Equities, Inc. (``NYSE 
Arca Equities''), 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. The Commission is publishing this notice to solicit comments 
on the proposed rule change 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 NYSE Arca Equities Rule 
5.2(j)(6)(B)(I)(2)(a), which sets forth the Exchange's continued 
listing criteria for Equity Index-Linked Securities.\3\ The text of the 
proposed rule change is available at the Exchange, the Commission's 
Public Reference Room, and http://www.nyse.com.

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    \3\ NYSE Arca Equities Rule 5.2(j)(6) defines Equity Index-
Linked Securities to be securities that provide for the payment at 
maturity of a cash amount based on the performance of an underlying 
index or indexes of equity securities.
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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 remove from NYSE Arca Equities Rule 
5.2(j)(6)(B)(I)(2)(a) the continued listing requirement for Equity 
Index-Linked Securities that prohibits the number of components 
comprising the underlying index from increasing or decreasing by 33 \1/
3\ from the original number of index components at the time of initial 
listing of such securities (the ``33 \1/3\ Requirement'').\4\ The 
Exchange states that its listing standards for exchange-traded funds 
under NYSE Arca Equities Rule 5.2(j)(3) and those of other national 
securities exchanges do not impose this same limitation regarding the 
change in the number of components comprising the underlying index. The 
Exchange believes that, in the case of Equity Index-Linked Securities, 
investors purchase such securities because they believe that the 
underlying index methodology is accurately described in the offering 
documentation, and that the index sponsor will maintain the index 
methodology appropriately, so that the index will continue to represent 
the sector, geographic region, or other investment characteristics the 
index is designed to track. As such, rather than buying Equity Index-
Linked Securities on the basis of the current contents of the index, 
the Exchange states that investors rely on the index sponsor to define 
and manage the index selection rules so that the index over time is 
sustainable in response to changing market conditions.
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    \4\ See NYSE Arca Equities Rule 5.2(j)(6)(B)(I)(2)(a)(ii).
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    In addition, because Equity Index-Linked Securities may have terms 
that endure for as long as 30 years, the Exchange states it is likely 
that the underlying index for such securities will ultimately change in 
ways that will render them non-compliant with NYSE Arca Equities Rule 
5.2(j)(6)(B)(I)(2)(a)(ii), and as a result, the Exchange believes that 
the 33\1/3\% Requirement penalizes Equity Index-Linked Securities with 
such long-term maturities. Specifically, Equity Index-Linked Securities 
based on total industry/country composite indexes are at risk of being 
delisted prior to the stated maturity date. In addition, new issues of 
Equity Index-Linked Securities may not be launched because of issuer 
concerns regarding the negative impact of the possible delisting of 
such securities due to index component changes that reflect expanding 
or retracting industry sectors or changes in the geographical business 
environment. The Exchange does not believe that it is protective of 
investors to require the delisting of those Equity Index-Linked 
Securities in such event.
    Under the proposal, the Exchange seeks to maintain the 10-component 
minimum requirement in NYSE Arca Equities Rule 
5.2(j)(6)(B)(I)(2)(a)(ii) as a continued listing standard by moving 
reference to this requirement to Rule 5.2(j)(6)(B)(I)(2)(a), which 
would make reference to Rule 5.2(j)(6)(B)(I)(1)(a), as proposed. NYSE 
Arca Equities Rule 5.2(j)(6)(B)(I)(1)(a) requires that each underlying 
index have at least 10 component securities of different issuers.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with section 6(b) of the Act,\5\ in general, and furthers the 
objectives of section 6(b)(5) of the Act,\6\ 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 facilitating 
transactions in securities, to remove impediments to and perfect the 
mechanism of a free and open market and a national market system, and, 
in general, to protect investors and the public interest.
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    \5\ 15 U.S.C. 78f(b).
    \6\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange believes the proposed rule change will impose no 
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 states that no written comments were solicited or 
received with respect to the proposed rule change.

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

    Within 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

[[Page 70636]]

(ii) as to which NYSE Arca 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-NYSEArca-2007-125 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-NYSEArca-2007-125. 
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 the filing also will be available for 
inspection and copying at the principal office of the Exchange. All 
comments received will be posted without change; the Commission does 
not edit personal identifying information from submissions. You should 
submit only information that you wish to make available publicly. All 
submissions should refer to File Number SR-NYSEArca-2007-125 and should 
be submitted on or before January 2, 2008.
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    \7\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\7\
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E7-24033 Filed 12-11-07; 8:45 am]

BILLING CODE 8011-01-P
