
[Federal Register: June 25, 2008 (Volume 73, Number 123)]
[Notices]               
[Page 36156-36160]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr25jn08-138]                         

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-57987; File No. S7-966]

 
Program for Allocation of Regulatory Responsibilities Pursuant to 
Rule 17d-2; Notice of Filing and Order Approving and Declaring 
Effective an Amendment to the Plan for the Allocation of Regulatory 
Responsibilities Among the American Stock Exchange, LLC, the Boston 
Stock Exchange, Inc., the Chicago Board Options Exchange, Incorporated, 
the International Securities Exchange, LLC, Financial Industry 
Regulatory Authority, Inc., the New York Stock Exchange, LLC, the NYSE 
Arca, Inc., The NASDAQ Stock Market, LLC, and the Philadelphia Stock 
Exchange, Inc

June 18, 2008.
    Notice is hereby given that the Securities and Exchange Commission 
(``Commission'') has issued an Order, pursuant to Section 17(d) of the 
Securities Exchange Act of 1934 (``Act''),\1\ approving and declaring 
effective an amendment to the plan for allocating regulatory 
responsibility filed pursuant to Rule 17d-2 of the Act,\2\ by the 
American Stock Exchange, LLC (``Amex''), the Boston Stock Exchange, 
Inc. (``BSE''), the Chicago Board Options Exchange, Incorporated 
(``CBOE''), the International Securities Exchange, (``ISE''), Financial 
Industry Regulatory Authority, Inc. (``FINRA''), The NASDAQ Stock 
Market LLC (``NASDAQ''), the New York Stock Exchange LLC (``NYSE''), 
NYSE Arca, Inc. (``NYSE Arca''), and the Philadelphia Stock Exchange, 
Inc. (``Phlx'') (collectively, ``SRO participants'').
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    \1\ 15 U.S.C. 78q(d).
    \2\ 17 CFR 240.17d-2.
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I. Introduction

    Section 19(g)(1) of the Act,\3\ among other things, requires every 
self-regulatory organization (``SRO'') registered as either a national 
securities exchange or national securities association to examine for, 
and enforce compliance by, its members and persons associated with its 
members with the Act, the rules and regulations thereunder, and the 
SRO's own rules, unless the SRO is relieved of this responsibility 
pursuant to Section 17(d) \4\ or Section 19(g)(2) \5\ of the Act. 
Without this relief, the statutory obligation of each individual SRO 
could result in a pattern of multiple examinations of broker-dealers 
that maintain memberships in more than one SRO (``common members''). 
Such regulatory duplication would add unnecessary expenses for common 
members and their SROs.
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    \3\ 15 U.S.C. 78s(g)(1).
    \4\ 15 U.S.C. 78q(d).
    \5\ 15 U.S.C. 78s(g)(2).
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    Section 17(d)(1) of the Act \6\ was intended, in part, to eliminate 
unnecessary multiple examinations and regulatory duplication.\7\ With 
respect to a common member, Section 17(d)(1) authorizes the Commission, 
by rule or order, to relieve an SRO of the responsibility to receive 
regulatory reports, to examine for and enforce compliance with 
applicable statutes, rules, and regulations, or to perform other 
specified regulatory functions.
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    \6\ 15 U.S.C. 78q(d)(1).
    \7\ See Securities Act Amendments of 1975, Report of the Senate 
Committee on Banking, Housing, and Urban Affairs to Accompany S. 
249, S. Rep. No. 94-75, 94th Cong., 1st Session 32 (1975).
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    To implement Section 17(d)(1), the Commission adopted two rules: 
Rule 17d-1 and Rule 17d-2 under the Act.\8\ Rule 17d-1 authorizes the 
Commission

[[Page 36157]]

to name a single SRO as the designated examining authority (``DEA'') to 
examine common members for compliance with the financial responsibility 
requirements imposed by the Act, or by Commission or SRO rules.\9\ When 
an SRO has been named as a common member's DEA, all other SROs to which 
the common member belongs are relieved of the responsibility to examine 
the firm for compliance with the applicable financial responsibility 
rules. On its face, Rule 17d-1 deals only with an SRO's obligations to 
enforce member compliance with financial responsibility requirements. 
Rule 17d-1 does not relieve an SRO from its obligation to examine a 
common member for compliance with its own rules and provisions of the 
federal securities laws governing matters other than financial 
responsibility, including sales practices and trading activities and 
practices.
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    \8\ 17 CFR 240.17d-1 and 17 CFR 240.17d-2, respectively.
    \9\ See Securities Exchange Act Release No. 12352 (April 20, 
1976), 41 FR 18808 (May 7, 1976).
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    To address regulatory duplication in these and other areas, the 
Commission adopted Rule 17d-2 under the Act.\10\ Rule 17d-2 permits 
SROs to propose joint plans for the allocation of regulatory 
responsibilities with respect to their common members. Under paragraph 
(c) of Rule 17d-2, the Commission may declare such a plan effective if, 
after providing for notice and comment, it determines that the plan is 
necessary or appropriate in the public interest and for the protection 
of investors, to foster cooperation and coordination among the SROs, to 
remove impediments to, and foster the development of, a national market 
system and a national clearance and settlement system, and is in 
conformity with the factors set forth in Section 17(d) of the Act. 
Commission approval of a plan filed pursuant to Rule 17d-2 relieves an 
SRO of those regulatory responsibilities allocated by the plan to 
another SRO.
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    \10\ See Securities Exchange Act Release No. 12935 (October 28, 
1976), 41 FR 49091 (November 8, 1976).
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II. The Plan

    On September 8, 1983, the Commission approved the SRO participants' 
plan for allocating regulatory responsibilities pursuant to Rule 17d-
2.\11\ On May 23, 2000, the Commission approved an amendment to the 
plan that added the ISE as a participant.\12\ On November 8, 2002, the 
Commission approved another amendment that replaced the original plan 
in its entirety and, among other things, allocated regulatory 
responsibilities among all the participants in a more equitable 
manner.\13\ On February 5, 2004, the parties submitted an amendment to 
the plan, primarily to include the BSE, which was establishing a new 
options trading facility to be known as the Boston Options Exchange 
(``BOX''), as an SRO participant.\14\ On December 5, 2007, the parties 
submitted an amendment to the plan to, among other things, provide that 
the National Association of Securities Dealers (``NASD'') (n/k/a the 
Financial Industry Regulatory Authority, Inc. or ``FINRA'') and NYSE 
are Designated Options Examining Authorities under the plan.\15\ On 
December 27, 2007, the parties submitted an amendment to the plan, 
primarily to add NASDAQ as an SRO participant and to reflect the name 
change of NASD to FINRA.\16\
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    \11\ See Securities Exchange Act Release No. 20158 (September 8, 
1983), 48 FR 41256 (September 14, 1983).
    \12\ See Securities Exchange Act Release No. 42816 (May 23, 
2000), 65 FR 34759 (May 31, 2000).
    \13\ See Securities Exchange Act Release No. 46800 (November 8, 
2002), 67 FR 69774 (November 19, 2002).
    \14\ See Securities Exchange Act Release No. 49197 (February 5, 
2004), 69 FR 7046 (February 12, 2004).
    \15\ See Securities Exchange Act Release No. 55532 (March 26, 
2007), 72 FR 15729 (April 2, 2007).
    \16\ See Securities Exchange Act Release No. 57481 (March 12, 
2008), 73 FR 15571 (March 14, 2008).
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    The plan reduces regulatory duplication for a large number of firms 
currently members of two or more of the SRO participants by allocating 
regulatory responsibility for certain options-related sales practice 
matters to one of the SRO participants. Generally, under the current 
plan, the SRO participant responsible for conducting options-related 
sales practice examinations of a firm, and investigating options-
related customer complaints and terminations for cause of associated 
persons of that firm, is known as the firm's ``Designated Options 
Examining Authority'' (``DOEA''). Pursuant to the current plan, any 
other SRO of which the firm is a member is relieved of these 
responsibilities during the period in which the firm is assigned to 
another SRO acting as that firm's DOEA.

III. Proposed Amendment to the Plan

    On June 5, 2008, the parties submitted a proposed amendment to the 
plan. The primary purpose of the amendment is to remove the NYSE as a 
Designated Options Examining Authority (``DOEA''), leaving FINRA as the 
sole DOEA for all common members that are members of FINRA. The amended 
plan replaces the previous agreement in its entirety. The text of the 
proposed amended 17d-2 plan is as follows (additions are italicized; 
deletions are [bracketed]):\17\
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    \17\ The parties have not proposed any changes to Exhibit A of 
the plan. The full text of Exhibit A may be found in Release No. 34-
57481. See supra note 16 (citing to Release No. 34-57481).
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* * * * *
    Agreement by and among the American Stock Exchange, LLC, the Boston 
Stock Exchange, Inc., the Chicago Board Options Exchange, Inc., the 
International Securities Exchange, LLC, Financial Industry Regulatory 
Authority, Inc., the New York Stock Exchange, LLC, the NYSE Arca Inc., 
The NASDAQ Stock Market, LLC, and the Philadelphia Stock Exchange, 
Inc., Pursuant to Rule 17d-2 under the Securities Exchange Act of 1934.
    This agreement (``Agreement''), by and among the American Stock 
Exchange, LLC, the Boston Stock Exchange, Inc., the Chicago Board 
Options Exchange, Inc., the International Securities Exchange, LLC, 
Financial Industry Regulatory Authority, Inc. (``FINRA''), The NASDAQ 
Stock Market, LLC (``NASDAQ''), the New York Stock Exchange, LLC 
(``NYSE''), the NYSE Arca, Inc., and the Philadelphia Stock Exchange, 
Inc., hereinafter collectively referred to as the Participants, is made 
this 5th [27th] day of June [December], 2008[7], pursuant to the 
provisions of Rule 17d-2 under the Securities Exchange Act of 1934 (the 
``Exchange Act''), which allows for plans among self-regulatory 
organizations to allocate regulatory responsibility. This Agreement 
shall be administered by a committee known as the Options Self-
Regulatory Council (the ``Council'').
    This Agreement amends and restates the agreement entered into among 
the Participants on December 27[1], 2007[6], entitled ``Agreement by 
and among the American Stock Exchange, LLC, the Boston Stock Exchange, 
Inc., the Chicago Board Options Exchange, Inc., the International 
Securities Exchange, LLC, Financial Industry Regulatory Authority, 
Inc., [National Association of Securities Dealers, Inc.,] the New York 
Stock Exchange, LLC, the NYSE Arca Inc., the NASDAQ Stock Market LLC, 
and the Philadelphia Stock Exchange, Inc., Pursuant to Rule 17d-2 under 
the Securities Exchange Act of 1934.''
    Whereas, the Participants are desirous of allocating regulatory 
responsibilities with respect to broker-dealers, and persons associated 
therewith, that are members [dagger]1 of more than one 
Participant

[[Page 36158]]

(the ``Common Members'') and conduct a public business for compliance 
with Common Rules (as hereinafter defined) relating to the conduct by 
broker-dealers of accounts for listed options, index warrants, currency 
index warrants and currency warrants (collectively, ``Covered 
Securities''); and
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    \[dagger]1\In the case of the Boston Stock Exchange, Inc., and 
NASDAQ members are those persons who are options participants (as 
defined in the BOX and NASDAQ Options Market Rules).
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    Whereas, the Participants are desirous of executing a plan for this 
purpose pursuant to the provisions of Rule 17d-2 and filing such plan 
with the Securities and Exchange Commission (``SEC'' or the 
``Commission'') for its approval;
    Now, therefore, in consideration of the mutual covenants contained 
hereafter, the Participants agree as follows:
    I. As used herein the term Designated Options Examining Authority 
(``DOEA'') shall mean: (1) FINRA [and NYSE] insofar as it [each] shall 
perform Regulatory Responsibility (as hereinafter defined) for its 
broker-dealer members that also are members of another Participant[, 
and allocated to it in accordance with the terms hereof.] or (2) [T]the 
Designated Examination Authority (``DEA'') pursuant to SEC Rule 17d-1 
under the Securities Exchange Act (``Rule 17d-1'') for a broker-dealer 
that is a member of a more than one Participant (but not a member of [a 
DOEA) shall perform the Regulatory Responsibility under the Agreement 
as if such DEA were the DOEA] FINRA).
    II. As used herein, the term ``Regulatory Responsibility'' shall 
mean the examination and enforcement responsibilities relating to 
compliance by [broker-dealers that are members of more than one 
Participant (the ``] Common Members ['')] with the rules of the 
applicable Participant that are substantially similar to the rules of 
the other Participants (the ``Common Rules''), insofar as they apply to 
the conduct of accounts for Covered Securities. A list of the current 
Common Rules of each Participant applicable to the conduct of accounts 
for Covered Securities is attached hereto as Exhibit A. Each year 
within 30 days of the anniversary date of the commencement of operation 
of this Agreement, each Participant shall submit in writing to [each 
DOEA] FINRA and each DEA performing as a DOEA for any members of such 
Participant any revisions to Exhibit A reflecting changes in the rules 
of the Participant [or DOEAs], and confirm that all other rules of the 
Participant listed in Exhibit A continue to meet the definition of 
Common Rules as defined in this Agreement. Within 30 days from the date 
that [each DOEA] FINRA and each DEA performing as a DOEA has received 
revisions and/or confirmation that no change has been made to Exhibit A 
from all Participants, [the DOEAs] FINRA and each DEA performing as a 
DOEA shall confirm in writing to each Participant whether the rules 
listed in any updated Exhibit A are Common Rules as defined in this 
Agreement. Notwithstanding anything herein to the contrary, it is 
explicitly understood that the term ``Regulatory Responsibility'' does 
not include, and each of the Participants shall (unless allocated 
pursuant to Rule 17d-2 otherwise than under this Agreement) retain full 
responsibility for, each of the following:
    (a) Surveillance and enforcement with respect to trading activities 
or practices involving its own marketplace, including without 
limitation its rules relating to the rights and obligations of 
specialists and other market makers;
    (b) Registration pursuant to its applicable rules of associated 
persons;
    (c) Discharge of its duties and obligations as a DEA; and
    (d) Evaluation of advertising, responsibility for which shall 
remain with the Participant to which a Common Member submits same for 
approval.
    III. Apparent violations of another Participant's rules discovered 
by a DOEA, but which rules are not within the scope of the discovering 
DOEA's Regulatory Responsibility, shall be referred to the relevant 
Participant for such action as the Participant to which such matter has 
been referred deems appropriate. Notwithstanding the foregoing, nothing 
contained herein shall preclude a DOEA in its discretion from 
requesting that another Participant conduct an enforcement proceeding 
on a matter for which the requesting DOEA has Regulatory 
Responsibility. If such other Participants agree, the Regulatory 
Responsibility in such case shall be deemed transferred to the 
accepting Participant and confirmed in writing by the Participants 
involved. Each Participant agrees, upon request, to make available 
promptly all relevant files, records and/or witnesses necessary to 
assist another Participant in an investigation or enforcement 
proceeding.
    IV. The Council shall be composed of one representative designated 
by each of the Participants. Each Participant shall also designate one 
or more persons as its alternate representative(s). In the absence of 
the representative of a Participant, such alternate representative 
shall have the same powers, duties and responsibilities as the 
representative. Each Participant may, at any time, by notice to the 
then Chair of the Council, replace its representative and/or its 
alternate representative on such Council. A majority of the Council 
shall constitute a quorum and, unless specifically otherwise required, 
the affirmative vote of a majority of the Council members present (in 
person, by telephone or by written consent) shall be necessary to 
constitute action by the Council. [From time to time, the Council shall 
elect one member from the DOEAs to] The representative from FINRA shall 
serve as Chair of the Council [and another from the Council to serve as 
Vice Chair (to substitute for the Chair in the event of his or her 
unavailability at a meeting of the Council)]. All notices and other 
communications for the Council shall be sent to it in care of the Chair 
or to each of the representatives.
    V. The Council shall determine the times and locations of Council 
meetings, provided that the Chair, acting alone, may also call a 
meeting of the Council in the event the Chair determines that there is 
good cause to do so. To the extent reasonably possible, notice of any 
meeting shall be given at least ten business days prior thereto. 
Notwithstanding anything herein to the contrary, representatives shall 
always be given the option of participating in any meeting 
telephonically at their own expense rather than in person.
    VI. FINRA shall have Regulatory Responsibility for all Common 
Members that are members of FINRA. For the purpose of fulfilling the 
Participants' Regulatory Responsibilities for Common Members that are 
not members of FINRA, the Participant that is the DEA shall serve as 
the DOEA. [DOEAs shall allocate Common Members that conduct a public 
business in Covered Securities among DOEAs from time to time in such 
manner as the DOEAs deem appropriate, provided that any such allocation 
shall be based on the following principles except to the extent 
affected DOEAs consent:
    (a) The DOEAs may not allocate a member to a DOEA unless the member 
is a member of that DOEA, nor shall any member be allocated to a 
Participant that is not a DOEA or DEA acting as a DOEA.
    (b) To the extent practical and desired by the DOEAs, Common 
Members that conduct a public business in Covered Securities shall be 
allocated among the DOEAs of which they are members in such manner as 
to equalize as nearly as possible the allocation of such Common Members 
among such DOEAs.

[[Page 36159]]

    (c) To the extent practical and desired by the DOEAs, the 
allocation of Common Members shall take into account the amount of 
customer activity conducted by each member in Covered Securities such 
that Common Members shall be allocated among the DOEAs of which they 
are members in such manner as most evenly divides the Common Members 
with the largest amount of customer activity among such DOEAs.
    (d) The DOEAs shall make general reallocations of Common Members 
from time-to-time, as it deems appropriate.
    (e)] All Participants shall promptly notify the DOEAs no later than 
the next scheduled meeting of any change in membership of Common 
Members. [Whenever a Common Member ceases to be a member of its DOEA, 
that DOEA shall promptly inform the other DOEAs, which will promptly 
review the matter and reallocate the Common Member to the extent 
practical.
    (f)] A DOEA may request that a Common Member that is allocated to 
it be reallocated to another DOEA by giving thirty days written notice 
thereof. The DOEAs in their discretion may approve such request and 
reallocate such Common Member to another DOEA.
    [(g) All determinations by the DOEAs with respect to allocations, 
if there are more than two DOEAs, shall be by the affirmative vote of a 
majority of the DOEAs of which such firm is a Common Member, otherwise 
by negotiation and consensus.]
    VII. Each DOEA shall conduct an examination of each Common Member 
[allocated to it on a cycle not less frequently than agreed upon by all 
DOEAs]. The [other] Participants agree that, upon request, relevant 
information in their respective files relative to a Common Member will 
be made available to the applicable DOEA. At each meeting of the 
Council, each DOEA shall be prepared to report on the status of its 
examination program for the previous quarter and any period prior 
thereto that has not previously been reported to the Council. [In the 
event a DOEA believes it will not be able to complete the examination 
cycle for its allocated firms, it will so advise the Council. The DOEAs 
may undertake to remedy this situation by reallocating selected firms 
or lengthening the cycles for selected firms, with the approval of all 
other DOEAs.]
    VIII. Each DOEA will promptly furnish a copy of the Examination 
report, relating to Covered Securities, of any examination made 
pursuant to the provisions of this Agreement to each other Participant 
of which the Common Member examined is a member.
    IX. Each DOEA's Regulatory Responsibility shall for each Common 
Member allocated to it include investigations into terminations ``for 
cause'' of associated persons relating to Covered Securities, unless 
such termination is related solely to another Participant's market. In 
the latter instance, that Participant to whose market the termination 
for cause relates shall discharge Regulatory Responsibility with 
respect to such termination for cause. In connection with a DOEA's 
examination, investigation and/or enforcement proceeding regarding a 
Covered Security-related termination for cause, the other Participants 
of which the Common Member is a member shall furnish, upon request, 
copies of all pertinent materials related thereto in their possession. 
As used in this Section, ``for cause'' shall include, without 
limitation, terminations characterized on Form U5 under the label 
``Permitted to Resign,'' ``Discharge'' or ``Other.''
    X. Each DOEA shall discharge the Regulatory Responsibility for each 
Common Member allocated to it relative to a Covered Securities-related 
customer complaint [dagger]2 unless such complaint is 
uniquely related to another Participant's market. In the latter 
instance, the DOEA shall forward the matter to that Participant to 
whose market the matter relates, and the latter shall discharge 
Regulatory Responsibility with respect thereto. If a Participant 
receives a customer complaint for a Common Member related to a Covered 
Security for which the Participant is not the DOEA, the Participant 
shall promptly forward a copy of such complaint to the DOEA.
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    \[dagger]2\ For purposes of complaints, they can be reported 
pursuant to Form U4, Form U5 or RE-3 and any amendments thereto.
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    XI. Any written notice required or permitted to be given under this 
Agreement shall be deemed given if sent by certified mail, return 
receipt requested, or by a comparable means of electronic communication 
to each Participant entitled to receipt thereof, to the attention of 
the Participant's representative on the Council at the Participant's 
then principal office or by e-mail at such address as the 
representative shall have filed in writing with the Chair.
    XII. The Participants shall notify the Common Members of this 
Agreement by means of a uniform joint notice approved by the Council.
    XIII. This Agreement may be amended in writing duly approved by 
each Participant.
    XIV. Any of the Participants may manifest its intention to cancel 
its participation in this Agreement at any time by giving the Council 
written notice thereof at least 90 days prior to the effective date of 
such cancellation. Upon receipt of such notice the Council shall 
allocate, in accordance with the provisions of this Agreement, any 
Common Members for which the petitioning party was the DOEA. Until such 
time as the Council has completed the reallocation described above, the 
petitioning Participant shall retain all its rights, privileges, duties 
and obligations hereunder.
    XV. The cancellation of its participation in this Agreement by any 
Participant shall not terminate this Agreement as to the remaining 
Participants. This Agreement will only terminate following notice to 
the Commission, in writing, by the then Participants that they intend 
to terminate the Agreement and the expiration of the applicable notice 
period. Such notice shall be given at least six months prior to the 
intended date of termination, provided that in the event a notice of 
cancellation is received from a Participant that, assuming the 
effectiveness thereof, would result in there being just one remaining 
member of the Council, notice to the Commission of termination of this 
Agreement shall be given promptly upon the receipt of such notice of 
cancellation, which termination shall be effective upon the 
effectiveness of the cancellation that triggered the notice of 
termination to the Commission.
    XVI. [LIMITATION OF LIABLITY]
    No Participant nor the Council nor any of their respective 
directors, governors, officers, employees or representatives shall be 
liable to any other Participant in this Agreement for any liability, 
loss or damage resulting from or claimed to have resulted from any 
delays, inaccuracies, errors or omissions with respect to the provision 
of Regulatory Responsibility as provided hereby or for the failure to 
provide any such Responsibility, except with respect to such liability, 
loss or damages as shall have been suffered by one or more of the 
Participants and caused by the willful misconduct of one or more of the 
other participants or their respective directors, governors, officers, 
employees or representatives. No warranties, express or implied, are 
made by any or all of the Participants or the Council with respect to 
any Regulatory Responsibility to be performed by each of them 
hereunder.

[[Page 36160]]

    XVII. [RELIEF FROM RESPONSIBILITY]
    Pursuant to Section 17(d)(1)(A) of the Securities Exchange Act of 
1934 and Rule 17d-2 promulgated pursuant thereto, the Participants join 
in requesting the Securities and Exchange Commission, upon its approval 
of this Agreement or any part thereof, to relieve those Participants 
which are from time to time participants in this Agreement which are 
not the DOEA as to a Common Member of any and all Regulatory 
Responsibility with respect to the matters allocated to the DOEA.
* * * * *

IV. Solicitation of Comments

    In order to assist the Commission in determining whether to approve 
the 17d-2 plan, interested persons are invited to submit written data, 
views, and arguments concerning the foregoing. Comments may be 
submitted by any of the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://
www.sec.gov/rules/other.shtml); or
     Send an e-mail to rule-comments@sec.gov. Please include 
File Number S7-966 on the subject line.

Paper Comments

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

All submissions should refer to File Number S7-966. 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/other.shtml). 
Copies of the submission, all subsequent amendments, all written 
statements with respect to the proposed plan that are filed with the 
Commission, and all written communications relating to the proposed 
plan 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 the plan also will be 
available for inspection and copying at the principal offices of Amex, 
BSE, CBOE, ISE, FINRA, NASDAQ, NYSE, NYSE Arca, and the Phlx. 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 S7-966 and should be submitted 
on or before July 16, 2008.

V. Discussion

    The Commission continues to believe that the proposed plan is an 
achievement in cooperation among the SRO participants, and will reduce 
unnecessary regulatory duplication by allocating to the designated SRO 
the responsibility for certain options-related sales practice matters 
that would otherwise be performed by multiple SROs. The plan promotes 
efficiency by reducing costs to firms that are members of more than one 
of the SRO participants. In addition, because the SRO participants 
coordinate their regulatory functions in accordance with the plan, the 
plan promotes, and will continue to promote, investor protection.
    Under paragraph (c) of Rule 17d-2, the Commission may, after 
appropriate notice and comment, declare a plan, or any part of a plan, 
effective. In this instance, the Commission believes that appropriate 
notice and comment can take place after the proposed amendment is 
effective. The primary purpose of the amendment is to make FINRA the 
sole DOEA for common members that are members of FINRA. By declaring it 
effective today, the amended plan can reflect, without undue delay, the 
fact that the NASD and the member regulation functions of the NYSE have 
been consolidated, resulting in the transfer of certain regulatory 
responsibilities, including regulatory responsibilities under the 
amended plan, to FINRA.\18\ The prior version was similarly noticed and 
declared effective all in one document. Finally, the Commission does 
not believe that the amendment to the plan raises any new regulatory 
issues that the Commission has not previously considered.
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    \18\ See Securities Exchange Act Release No. 56145 (July 27, 
2007), 72 FR 42169 (August 1, 2007) (SR-NASD-2007-23).
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VI. Conclusion

    This order gives effect to the amended plan submitted to the 
Commission that is contained in File No. S7-966.
    It is therefore ordered, pursuant to Section 17(d) of the Act,\19\ 
that the amended plan dated June 5, 2008 by and between the Amex, BSE, 
CBOE, ISE, FINRA, NASDAQ, NYSE, NYSE Arca, and Phlx filed pursuant to 
Rule 17d-2 is hereby approved and declared effective.
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    \19\ 15 U.S.C. 78q(d).
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    It is further ordered that those SRO participants that are not the 
DOEA as to a particular common member are relieved of those regulatory 
responsibilities allocated to the common member's DOEA under the 
amended plan to the extent of such allocation.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\20\
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    \20\ 17 CFR 200.30-3(a)(34).
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Florence E. Harmon,
Acting Secretary.
[FR Doc. E8-14330 Filed 6-24-08; 8:45 am]

BILLING CODE 8010-01-P
