

[Federal Register: December 28, 2007 (Volume 72, Number 248)]
[Notices]               
[Page 73936-73937]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr28de07-193]                         

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

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-57015; File No. SR-ISE-2007-117]

 
Self-Regulatory Organizations; International Securities Exchange, 
LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule 
Change Relating to the Amendment of the Exchange's Amended and Restated 
Constitution

December 20, 2007.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (``Act'') and Rule 19b-4 thereunder,\2\ notice is hereby given 
that on December 10, 2007, the International Securities Exchange, LLC 
(``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. The Exchange has designated the proposed rule change as one 
concerned solely with the administration of the Exchange pursuant to 
Section 19(b)(3)(A)(iii) of the Act,\3\ and Rule 19b-4(f)(3) 
thereunder,\4\ which renders the proposal effective upon filing with 
the Commission. 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.
    \3\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \4\ 17 CFR 240.19b-4(f)(3).
---------------------------------------------------------------------------

I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange is proposing to amend its Amended and Restated 
Constitution. The text of the proposed rule change is available at the 
Exchange, the Commission's Public Reference Room, and on the Exchange's 
Internet Web site at http://www.ise.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
    The purpose of this proposed rule change is to amend the Exchange's 
Constitution to make a clarifying change relating to the qualifications 
of the Chairman of the Board of Directors of the Exchange. 
Specifically, the Exchange previously amended its Constitution \5\ to 
allow for the election of a Former Employee Director \6\, with the 
intention that such Former Employee Director, if appointed, would be 
eligible to serve as the Chairman of the Board of Directors of the 
Exchange. However, in order to accomplish its intention, the Exchange 
must further amend the Constitution to explicitly

[[Page 73937]]

provide that a Former Employee Director may become the Chairman of the 
Board of Directors of the Exchange. This proposed rule change will not 
affect the prohibition on an ``industry representative'' becoming 
Chairman of the Board of Directors of the Exchange as currently 
provided under the Constitution.
---------------------------------------------------------------------------

    \5\ Securities Exchange Act Release No. 56211 (August 6, 2007), 
72 FR 45287 (August 13, 2007) (SR-ISE-2007-34).
    \6\ Section 3.2(b)(vi) of the Constitution provides that ``[t]he 
Sole LLC Member may, in its sole and absolute discretion, elect one 
(1) additional director who shall meet the requirements of ``Non-
Industry Directors,'' except that such person was employed by the 
Exchange at any time during the three (3) year period prior to his 
or her initial election (the ``Former Employee Director'').''
---------------------------------------------------------------------------

2. Statutory Basis
    The basis under the Act for this proposed rule change is the 
requirement under Section 6(b)(1) \7\ that an exchange be so organized 
and to have the capacity to be able to carry out the purposes of the 
Act and to comply, and (subject to any rule or order of the Commission 
pursuant to Section 17(d) \8\ or 19(g)(2) of the Act \9\) to enforce 
compliance by its members and persons associated with its members, with 
the provisions of the Act, the rules and regulations thereunder and the 
rules of the exchange. The Exchange also believes this proposed rule 
change furthers the objective of Section 6(b)(5) \10\ that an exchange 
have rules that, among other things, are designed to remove impediments 
to and perfect the mechanism for a free and open market and a national 
market system, and, in general, to protect investors and the public 
interest.
---------------------------------------------------------------------------

    \7\ 15 U.S.C. 78f(b)(1).
    \8\ 15 U.S.C. 78q(d).
    \9\ 15 U.S.C. 78s(g)(2).
    \10\ 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 not solicited, and does not intend to solicit, 
comments on this proposed rule change. The Exchange has not received 
any unsolicited written comments from members or other interested 
parties.

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

    The foregoing proposed rule change is effective upon filing 
pursuant to Section 19(b)(3)(A)(iii) \11\ of the Act and Rule 19b-
4(f)(3) \12\ thereunder because it was designated by the Exchange as 
concerned solely with the administration of the Exchange. At any time 
within 60 days of the filing of the proposed rule change, the 
Commission may summarily abrogate 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.
---------------------------------------------------------------------------

    \11\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \12\ 17 CFR 240.19b-4(f)(3).
---------------------------------------------------------------------------

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-ISE-2007-117 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-ISE-2007-117. 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 on official 
business days between the hours of 10 a.m. and 3 p.m. Copies of such 
filing will also 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 No. SR-ISE-2007-117 and should be submitted on or before January 
18, 2008.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\13\
---------------------------------------------------------------------------

    \13\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Florence E. Harmon,
Deputy Secretary.
[FR Doc. E7-25201 Filed 12-27-07; 8:45 am]

BILLING CODE 8011-01-P
