
[Federal Register: July 9, 2008 (Volume 73, Number 132)]
[Notices]               
[Page 39350-39352]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr09jy08-107]                         

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-58060; File No. SR-Amex-2008-49]

 
Self-Regulatory Organizations; American Stock Exchange LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To 
Amend Section 107 of the Company Guide

June 30, 2008.
    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 June 13, 2008, the American Stock Exchange LLC (``Amex'' or 
``Exchange'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I and 
II below, which Items have been prepared substantially by Amex. Amex 
filed the proposal as a ``non-controversial'' proposed rule change 
pursuant to Section 19(b)(3)(A)(iii) of the Act \3\ and Rule 19b-
4(f)(6) thereunder,\4\ which renders it effective upon filing with the 
Commission. 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.
    \3\ 15 U.S.C. 78s(b)(3)(A).
    \4\ 17 CFR 240.19b-4(f)(6).
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to make certain non-substantive housekeeping 
changes to various subsections of Section 107 of the Amex Company Guide 
(the ``Company Guide''). The text of the proposed rule change is 
available at Amex, the Commission's Public Reference Room, and http://
www.amex.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, Amex 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. Amex 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 the proposed rule change is to make certain non-
substantive changes to the rule text of Section 107 of the Company 
Guide. The Exchange in this proposal seeks to reduce the duplications 
in subsections of Sections 107D through 107I by consolidating 
provisions that apply to all securities listed under Section 107 of the 
Company Guide (the ``Section 107 Securities'').
    Over the past several years, the Exchange has adopted a variety of 
``generic'' listing standards applicable to Index-Linked Securities, 
Commodity-Linked Securities, Currency-Linked Securities, Fixed Income-
Linked Securities, Futures-Linked Securities

[[Page 39351]]

and Combination-Linked Securities. Sections 107D, 107E, 107F, 107G, 
107H and 107I of the Company Guide detail the listing requirements for 
Index-Linked Securities, Commodity-Linked Securities, Currency-Linked 
Securities, Fixed Income-Linked Securities, Futures-Linked Securities 
and Combination-Linked Securities, respectively. In each of these 
Sections, the subparagraphs (a) through (f), and (i) through (k) 
provide for substantively identical requirements. As a result, the 
Exchange proposes to delete these subparagraphs and consolidate these 
``general requirements'' into proposed new Commentaries .01 and .02 to 
Section 107 of the Company Guide.
    Proposed paragraphs (a) through (f) of proposed Commentary .01 
would consolidate substantively the same information contained in 
subparagraphs (a) through (f) of Sections 107D through I. The criteria 
set forth in proposed Commentary .01 to Section 107 of the Company 
Guide would be applicable to Section 107 Securities as follows:
     Both the issue and the issuer of the security must meet 
the ``General Criteria'' in Section 107A.
     The issue have a minimum term of one (1) year but not 
greater than thirty (30) years.
     The issue must be non-convertible debt of the issuer.
     Payment at maturity may or may not provide for a multiple 
of the direct or inverse performance of the underlying reference asset; 
however, in no event will a loss or negative payment at maturity be 
accelerated by a multiple that exceeds twice the performance of the 
underlying reference asset.
     The issuer will be expected to have a minimum tangible net 
worth in excess of $250,000,000, and to otherwise substantially exceed 
the earnings requirements set forth in Section 101(a) of the Company 
Guide. In the alternative, the issuer will be expected: (i) To have a 
minimum tangible net worth of $150,000,000 and to otherwise 
substantially exceed the earnings requirement set forth in Section 
101(a) of the Company Guide, and (ii) not to have issued securities 
where the original issue price of all the issuer's other index-linked 
note offerings (combined with index-linked note offerings of the 
issuer's affiliates) listed on a national securities exchange exceeds 
25% of the issuer's net worth.
     The issuer must be in compliance with Rule 10A-3 under the 
Act.
    Proposed Commentary .02 relating to trading halts, firewalls, 
surveillance procedures and proposed paragraphs (b) through (d) of 
proposed Commentary .02 would consolidate paragraphs (i) through (k) of 
Sections 107D through I. Proposed paragraph (a) of Commentary .02 is 
substantively identical to the trading halt provisions found in Section 
107D(h)(4) and subparagraphs (h)(3) of Sections 107E through I of the 
Company Guide. The proposed trading halt provision would apply to all 
the Section 107 Securities and would allow the Exchange to halt trading 
if the value of the underlying reference asset or indicative value is 
not being disseminated.\5\ The criteria set forth in proposed 
Commentary .02 to Section 107 of the Company Guide would be applicable 
to Section 107 Securities as follows:
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    \5\ Currently, Section 107D permits the Exchange to halt trading 
if the value of the underlying index is not being disseminated, and 
does not permit a trading halt if the indicative value is not being 
disseminated.
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     Trading Halts. If the value of the underlying reference 
asset or indicative value is not being disseminated as required, the 
Exchange may halt trading during the day on which such interruption 
first occurs. If such interruption persists past the trading day in 
which it occurred, the Exchange will halt trading no later than the 
beginning of the trading day following the interruption.
     Firewalls. If the value of a security is based in whole or 
in part on an index or portfolio maintained by a broker-dealer, the 
broker-dealer shall erect a ``firewall'' around the personnel 
responsible for the maintenance of such index or portfolio who have 
access to information concerning changes and adjustments to the index 
or portfolio, and the index or portfolio shall be calculated by a third 
party who is not a broker-dealer. Any advisory committee, supervisory 
board or similar entity that advises an index license provider or that 
makes decisions regarding the index or portfolio composition, 
methodology and related matters must implement and maintain, or be 
subject to, procedures designed to prevent the use and dissemination of 
material, non-public information regarding the applicable index or 
portfolio.
     Surveillance Procedures. The Exchange will implement 
written surveillance procedures for the listing and trading of 
securities, including adequate comprehensive surveillance sharing 
agreements, as applicable.
     Securities listed pursuant to Sections 107D through I of 
the Company Guide will be treated as equity instruments subject to the 
Exchange's equity trading rules, except that (i) such securities listed 
and traded as bond or debt securities will be subject to the rules 
applicable to bond or debt securities and (ii) securities redeemable at 
the option of the holders thereof on at least a weekly basis will be 
subject to the trading rules applicable to exchange-traded funds.
    The Exchange represents that as set forth above, the substantive 
requirements in proposed Commentaries .01 and .02 to Section 107 of the 
Company Guide are substantively identical to the corresponding 
paragraphs of Sections 107D through I of the Company Guide.
    The listing requirements for each of the Section 107 Securities 
would now refer to Commentary .01 rather than individually setting 
forth the ``General Criteria'' for each issue and issuer. Commentary 
.02 specifically provides that it applies to the listing and trading of 
the Section 107 Securities with respect to trading halts, firewalls, 
surveillance procedures and the characterization of the Section 107 
Securities.
2. Statutory Basis
    The Exchange believes the proposed rule change is consistent with 
the Act and the rules and regulations under the Act applicable to a 
national securities exchange and, in particular, the requirements of 
Section 6(b) of the Act.\6\ Specifically, the Exchange believes the 
proposed rule change is consistent with the Section 6(b)(5) Act \7\ 
requirements that the rules of an exchange be designed to promote just 
and equitable principles of trade, to prevent fraudulent and 
manipulative acts and, in general, to protect investors and the public 
interest. The Exchange believes that the proposal will provide better 
clarity and streamline its Section 107 listing requirements.
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    \6\ 15 U.S.C. 78f(b).
    \7\ 15 U.S.C. 78f(b)(5).
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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

    No written comments were solicited or received with respect to the 
proposed rule change.

[[Page 39352]]

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

    Because the foregoing proposed rule change does not: (i) 
Significantly affect the protection of investors or the public 
interest; (ii) impose any significant burden on competition; and (iii) 
become operative for 30 days from the date on which it was filed, or 
such shorter time as the Commission may designate, if consistent with 
the protection of investors and public interest, it has become 
effective pursuant to Section 19(b)(3)(A) of the Act \8\ and Rule 19b-
4(f)(6) thereunder.\9\
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    \8\ 15 U.S.C. 78s(b)(3)(A).
    \9\ 17 CFR 240.19b-4(f)(6).
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    A proposed rule change filed under Commission Rule 19b-4(f)(6) may 
not become operative prior to 30 days after the date of filing. 
However, Rule 19b-4(f)(6)(iii) \10\ permits the Commission to designate 
a shorter time if such action is consistent with the protection of 
investors and the public interest. The Exchange has requested that the 
Commission waive the 30-day operative delay set forth in Rule 19b-
4(f)(6)(iii) under the Act.\11\ The Commission believes that waiving 
the 30-day operative delay is consistent with the protection of 
investors and the public interest because the proposed rule change 
would allow the proposed non-substantive revisions to streamline and 
clarify Section 107 of the Company Guide to be effective immediately. 
For this reason, the Commission designates the proposal to be operative 
upon filing with the Commission.\12\
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    \10\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii) 
requires that a self-regulatory organization submit to the 
Commission written notice of its intent to file the proposed rule 
change, along with a brief description and text of the proposed rule 
change, at least five business days prior to the date of filing of 
the proposed rule change, or such shorter time as designated by the 
Commission. The Commission notes that Amex has satisfied this 
requirement.
    \11\ CFR 240.19b-4(f)(6)(iii).
    \12\ For purposes only of waiving the 30-day operative delay of 
this proposal, the Commission has considered the proposed rule's 
impact on efficiency, competition, and capital formation. 15 U.S.C. 
78c(f).
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    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.

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-Amex-2008-49 on the subject line.

Paper Comments

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

    All submissions should refer to File Number SR-Amex-2008-49. 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 Amex. 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-Amex-2008-49 and should be 
submitted on or before July 30, 2008.


    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\13\
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    \13\ 17 CFR 200.30-3(a)(12).
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Florence E. Harmon,
Acting Secretary.
 [FR Doc. E8-15484 Filed 7-8-08; 8:45 am]

BILLING CODE 8010-01-P
