
[Federal Register: November 17, 2009 (Volume 74, Number 220)]
[Notices]               
[Page 59319-59328]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr17no09-124]                         

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

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-60970; File No. SR-NYSEArca-2009-95]

 
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
of Proposed Rule Change Relating to Listing and Trading of Shares of 
ETFS Platinum Trust

November 9, 2009.
    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 October 20, 2009, NYSE Arca, Inc. (``NYSE Arca'' or 
``Exchange'') filed with the

[[Page 59320]]

Securities and Exchange Commission (``Commission'') the proposed rule 
change as described in Items I, II, and III below, which Items have 
been prepared by the self-regulatory organization. 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.
---------------------------------------------------------------------------

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

    NYSE Arca, through its wholly-owned subsidiary NYSE Arca Equities, 
Inc. (``NYSE Arca Equities''), proposes to list and trade shares of the 
ETFS Platinum Trust (the ``Trust'') pursuant to NYSE Arca Equities Rule 
8.201. The text of the proposed rule change is available on the 
Exchange's Web site at http://www.nyse.com, at the Exchange's principal 
office and at the Commission's Public Reference Room.

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 self-regulatory organization 
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 those 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 parts 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 list and trade ETFS Platinum Shares 
(``Shares'') of the Trust under NYSE Arca Equities Rule 8.201. Under 
NYSE Arca Equities Rule 8.201, the Exchange may propose to list and/or 
trade pursuant to unlisted trading privileges (``UTP'') ``Commodity-
Based Trust Shares.'' \3\ The Commission has previously approved 
listing on the Exchange under NYSE Arca Equities Rule 8.201 of other 
issues of Commodity-Based Trust Shares. The Commission has approved 
listing on the Exchange of the streetTRACKS Gold Trust and iShares 
COMEX Gold Trust.\4\ Prior to their listing on the Exchange, the 
Commission approved listing of the streetTRACKS Gold Trust on the New 
York Stock Exchange (``NYSE'') and listing of iShares COMEX Gold Trust 
on the American Stock Exchange LLC (now known as ``NYSE Amex LLC'').\5\ 
In addition, the Commission has approved trading of the streetTRACKS 
Gold Trust and iShares Silver Trust on the Exchange pursuant to UTP.\6\ 
The Commission also has approved listing of the iShares Silver Trust on 
the Exchange \7\ and, previously, listing of the iShares Silver Trust 
on the American Stock Exchange LLC.\8\
---------------------------------------------------------------------------

    \3\ Commodity-Based Trust Shares are securities issued by a 
trust that represent investors' discrete identifiable and undivided 
beneficial ownership interest in the commodities deposited into the 
Trust.
    \4\ See Securities Exchange Act Release No. 56224 (August 8, 
2007), 72 FR 45850 (August 15, 2007) (SR-NYSEArca-2007-76) 
(approving listing on the Exchange of the streetTRACKS Gold Trust); 
Securities Exchange Act Release No. 56041 (July 11, 2007), 72 FR 
39114 (July 17, 2007) (SR-NYSEArca-2007-43) (order approving listing 
on the Exchange of iShares COMEX Gold Trust).
    \5\ See Securities Exchange Act Release No. 50603 (October 28, 
2004), 69 FR 64614 (November 5, 2004) (SR-NYSE-2004-22) (order 
approving listing of streetTRACKS Gold Trust on NYSE); Securities 
Exchange Act Release No. 51058 (January 19, 2005), 70 FR 3749 
(January 26, 2005) (SR-Amex-2004-38) (order approving listing of 
iShares COMEX Gold Trust on the American Stock Exchange LLC).
    \6\ See Securities Exchange Act Release Nos. 53520 (March 20, 
2006), 71 FR 14977 (March 24, 2006) (SR-PCX-2005-117) (approving 
trading on the Exchange pursuant to UTP of the iShares Silver 
Trust); 51245 (February 23, 2005), 70 FR 10731 (March 4, 2005) (SR-
PCX-2004-117) (approving trading on the Exchange of the streetTRACKS 
Gold Trust pursuant to UTP).
    \7\ See Securities Exchange Act Release Nos. 58956 (November 14, 
2008), 73 FR 71074 (November 24, 2008) (SR-NYSEArca-2008-124) 
(approving listing on the Exchange of the iShares Silver Trust).
    \8\ See Securities Exchange Act Release No. 53521 (March 20, 
2006), 71 FR 14967 (March 24, 2006) (SR-Amex-2005-72) (approving 
listing on the American Stock Exchange LLC of the iShares Silver 
Trust).
---------------------------------------------------------------------------

    The Trust will issue Shares which represent units of fractional 
undivided beneficial interest in and ownership of the Trust. The 
investment objective of the Trust is for the Shares to reflect the 
performance of the price of platinum, less the expenses of the Trust's 
operations.\9\
---------------------------------------------------------------------------

    \9\ See Amendment No. 2 to the Registration Statement for the 
ETFS Platinum Trust on Form S-1, filed with the Commission on 
October 20, 2009 (File No. 333-158381) (``Registration Statement''). 
The descriptions of the Trust, the Shares and the platinum market 
contained herein are based on the Registration Statement.
---------------------------------------------------------------------------

    ETFS Services USA LLC is the sponsor of the Trust (``Sponsor''), 
The Bank of New York Mellon is the trustee of the Trust (``Trustee'') 
,\10\ and HSBC Bank USA, N.A. is the custodian of the Trust 
(``Custodian'').\11\
---------------------------------------------------------------------------

    \10\ The Trustee is generally responsible for the day-to-day 
administration of the Trust, including keeping the Trust's 
operational records. The Trustee's principal responsibilities 
include (1) transferring the Trust's platinum as needed to pay the 
Sponsor's Fee in platinum (platinum transfers are expected to occur 
approximately monthly in the ordinary course), (2) valuing the 
Trust's platinum and calculating the NAV of the Trust and the NAV 
per Share, (3) receiving and processing orders from Authorized 
Participants to create and redeem Baskets and coordinating the 
processing of such orders with the Custodian and DTC, (4) selling 
the Trust's platinum as needed to pay any extraordinary Trust 
expenses that are not assumed by the Sponsor, (5) when appropriate, 
making distributions of cash or other property to Shareholders, and 
(6) receiving and reviewing reports from or on the Custodian's 
custody of and transactions in the Trust's platinum.
    \11\ The Custodian is responsible for safekeeping for the Trust 
platinum deposited with it by Authorized Participants in connection 
with the creation of Baskets. The Custodian is also responsible for 
selecting the Zurich Sub-Custodians and its other direct sub-
custodians, if any. The Custodian facilitates the transfer of 
platinum in and out of the Trust through the unallocated platinum 
accounts it will maintain for each Authorized Participant and the 
unallocated and allocated platinum accounts it will maintain for the 
Trust. The Custodian is responsible for allocating specific plates 
or ingots of physical platinum to the Trust's allocated platinum 
account. The Custodian will provide the Trustee with regular reports 
detailing the platinum transfers in and out of the Trust's 
unallocated and allocated platinum accounts and identifying the 
platinum plates or ingots held in the Trust's allocated platinum 
account.
---------------------------------------------------------------------------

    The Exchange represents that the Shares satisfy the requirements of 
NYSE Arca Equities Rule 8.201 and thereby qualify for listing on the 
Exchange.\12\
---------------------------------------------------------------------------

    \12\ With respect to application of Rule 10A-3 (17 CFR 240.10A-
3) under the Securities Exchange of 1934 (``Act'') (15 U.S.C. 78a), 
the Trust relies on the exemption contained in Rule 10A-3(c)(7).
---------------------------------------------------------------------------

    Operation of the Platinum Market
    According to the Registration Statement, the global trade in 
platinum consists of Over-the-Counter (OTC) transactions in spot, 
forwards, and options and other derivatives, together with exchange-
traded futures and options. The OTC market trades on a 24-hour per day 
continuous basis and accounts for most global platinum trading.
    Market makers, as well as others in the OTC market, trade with each 
other and with their clients on a principal-to-principal basis. All 
risks and issues of credit are between the parties directly involved in 
the transaction. Market makers include the market-making members of the 
LPPM, the trade association that acts as the coordinator for activities 
conducted on behalf of its members and other participants in the LPPM. 
The four market-making members of the LPPM are: J.Aron & Company (a 
division of Goldman Sachs International), Engelhard Metals Limited, 
HSBC Bank USA, N.A. (through its London branch), and Standard Bank. The 
OTC market provides a relatively flexible market in terms of quotes, 
price, size, destinations for delivery and other factors. Bullion 
dealers customize transactions to meet clients' requirements. The OTC 
market has no formal structure and no open-outcry meeting place.

[[Page 59321]]

    According to the Registration Statement, the main centers of the 
OTC market are London, New York, Hong Kong and Zurich. Mining 
companies, manufacturers of jewelry and industrial products, together 
with investors and speculators, tend to transact their business through 
one of these market centers. Centers such as Dubai and several cities 
in the Far East also transact substantial OTC market business, 
typically involving jewelry and small plates or ingots (1 kilogram or 
less) and will hedge their exposure by selling into one of these main 
OTC centers. Precious metals dealers have offices around the world and 
most of the world's major bullion dealers are either members or 
associate members of the London Bullion Market Association and/or the 
LPPM. In the OTC market, the standard size of platinum trades between 
market makers is 1,000 ounces.
    Liquidity in the OTC market can vary from time to time during the 
course of the 24-hour trading day. Fluctuations in liquidity are 
reflected in adjustments to dealing spreads--the differential between a 
dealer's ``buy'' and ``sell'' prices. The period of greatest liquidity 
in the platinum market generally occurs at the time of day when trading 
in the European time zones overlaps with trading in the United States, 
which is when OTC market trading in London, New York and other centers 
coincides with futures and options trading on the COMEX. This period 
lasts for approximately four hours each New York business day 
morning.\13\
---------------------------------------------------------------------------

    \13\ The Registration Statement includes a table with data 
regarding World Platinum Supply and demand 1998-2008. According to 
the Registration Statement, the table illustrates that the platinum 
supply over the past ten years has averaged 6.8 million ounces with 
the majority of production from South Africa. Production from South 
Africa, on average, accounts for approximately 68% of total 
production. There is a 20% increase in platinum supply when 
comparing the average five-year periods ended 2003 and 2008, at 6.2 
million ounces and 7.4 million ounces, respectively. The biggest 
source of demand for platinum output from 1998-2008 has come from 
the autocatalyst sector, which has accounted for an approximate 
average of 44% of all demand. Conversely, the jewelry sector has 
seen a continuous decline in demand continually 2002 to 2008. From 
2002 levels, 2008 jewelry demand has decreased by 60%. The annual 
demand for platinum over the past 10 years has averaged 
approximately 7.0 million ounces.
---------------------------------------------------------------------------

    The London Platinum Market
    According to the Registration Statement, although the market for 
physical platinum is distributed globally, most OTC market trades are 
cleared through London. In addition to coordinating market activities, 
the London Platinum Palladium Market (``LPPM'') acts as the principal 
point of contact between the market and its regulators. A primary 
function of the LPPM is its involvement in the promotion of refining 
standards by maintenance of the ``London/Zurich Good Delivery Lists,'' 
which are the lists of LPPM accredited melters and assayers of 
platinum. The LPPM also coordinates market clearing and vaulting, 
promotes good trading practices and develops standard documentation.
    Platinum is traded generally on a loco Zurich basis, meaning the 
precious metal is physically held in vaults in Zurich or is transferred 
into accounts established in Zurich. The basis for settlement and 
delivery of a loco Zurich spot trade is payment (generally in U.S. 
dollars) two business days after the trade date against delivery. 
Delivery of the platinum can either be by physical delivery or through 
the clearing systems to an unallocated account.
    The unit of trade in London is the troy ounce, whose conversion 
between grams is: 1,000 grams is equivalent to 32.1507465 troy ounces, 
and one troy ounce is equivalent to 31.1034768 grams. A London/Zurich 
good delivery plate or ingot is acceptable for delivery in settlement 
of a transaction on the OTC market. Typically referred to as Good 
Delivery, a plate or ingot must contain between 32 and 192 troy ounces 
of platinum with a minimum fineness (or purity) of 999.5 parts per 
1,000 (99.95%), be of good appearance, and be easy to handle and stack. 
The platinum content of a platinum plate or ingot is calculated by 
multiplying the gross weight (expressed in units of 0.025 troy ounces) 
by the fineness of the plate or ingot. A Good Delivery plate or ingot 
must also bear the stamp of one of the melters and assayers who are on 
the LPPM approved list. Unless otherwise specified, the platinum spot 
price always refers to that of Good Delivery Standards. Business is 
generally conducted over the phone and through electronic dealing 
systems.\14\
---------------------------------------------------------------------------

    \14\ Terms relating to the Trust and the Shares referred to, but 
not defined, herein are defined in the Registration Statement.
---------------------------------------------------------------------------

    Twice daily during London trading hours there is a fix which 
provides reference platinum prices for that day's trading. Many long-
term contracts will be priced on the basis of either the morning (AM) 
or afternoon (PM) London fix, and market participants will usually 
refer to one or the other of these prices when looking for a basis for 
valuations. The London fix is the most widely used benchmark for daily 
platinum prices and is quoted by various financial information sources.
    Formal participation in the London fix is traditionally limited to 
four members, each of which is a bullion dealer and a member of the 
LPPM. The chairmanship now rotates annually among the four member 
firms. The morning session of the fix starts at 9:45 a.m. London time 
and the afternoon session starts at 2 p.m. London time. The members of 
the LPPM fixing are currently: J.Aron & Company (a division of Goldman 
Sachs International), Engelhard Metals Limited, HSBC Bank USA N.A. 
(London branch), and Standard Bank London Limited. Any other market 
participant wishing to participate in the trading on the fix is 
required to do so through one of the four platinum fixing members.
    Orders are placed either with one of the four fixing members or 
with another precious metals dealer who will then be in contact with a 
fixing member during the fixing. The fixing members net-off all orders 
when communicating their net interest at the fixing. The fix begins 
with the fixing chairman suggesting a ``trying price,'' reflecting the 
market price prevailing at the opening of the fix. This is relayed by 
the fixing members to their dealing rooms which have direct 
communication with all interested parties. Any market participant may 
enter the fixing process at any time, or adjust or withdraw his order. 
The platinum price is adjusted up or down until all the buy and sell 
orders are matched, at which time the price is declared fixed. All 
fixing orders are transacted on the basis of this fixed price, which is 
instantly relayed to the market through various media. The London fix 
is widely viewed as a full and fair representation of all market 
interest at the time of the fix.
    Futures Exchanges
    The most significant platinum futures exchanges are the NYMEX and 
the Tokyo Commodity Exchange (TOCOM). The NYMEX is the largest exchange 
in the world for trading precious metals futures and options and has 
been trading platinum since 1974. The TOCOM has been trading platinum 
since 1982. Trading on these exchanges is based on fixed delivery dates 
and transaction sizes for the futures and options contracts traded. The 
NYMEX operates through a central clearance system. On June 6, 2003, 
TOCOM adopted a similar clearance system. In each case, the exchange 
acts as a counterparty for each member for clearing purposes.
    Market Regulation
    The global platinum markets are overseen and regulated by both 
governmental and self-regulatory organizations. In addition, certain 
trade associations have established rules and protocols for market 
practices and

[[Page 59322]]

participants. In the United Kingdom, responsibility for the regulation 
of the financial market participants, including the major participating 
members of the LPPM, falls under the authority of the Financial 
Services Authority (``FSA'') as provided by the Financial Services and 
Markets Act 2000 (``FSM Act''). Under this act, all UK-based banks, 
together with other investment firms, are subject to a range of 
requirements, including fitness and properness, capital adequacy, 
liquidity, and systems and controls.
    The FSA is responsible for regulating investment products, 
including derivatives, and those who deal in investment products. 
Regulation of spot, commercial forwards, and deposits of platinum not 
covered by the FSM Act is provided for by The London Code of Conduct 
for Non-Investment Products, which was established by market 
participants in conjunction with the Bank of England.
    The TOCOM has authority to perform financial and operational 
surveillance on its members' trading activities, scrutinize positions 
held by members and large-scale customers, and monitor the price 
movements of futures markets by comparing them with cash and other 
derivative markets' prices. To act as a Futures Commission Merchant 
Broker, a broker must obtain a license from Japan's Ministry of 
Economy, Trade and Industry (``METI''), the regulatory authority that 
oversees the operations of the TOCOM.
    The Trust will not trade in platinum futures contracts on the NYMEX 
or on any other futures exchange. The Trust will only take delivery of 
physical platinum that complies with the NYMEX platinum delivery rules 
or the LPPM platinum delivery rules. Because the Trust will not trade 
in platinum futures contracts on any futures exchange, the Trust will 
not be regulated by the Commodity Futures Trading Commission (``CFTC'') 
under the Commodity Exchange Act \15\ (``CEA'') as a ``commodity 
pool,'' and will not be operated by a CFTC-regulated commodity pool 
operator. Investors in the Trust will not receive the regulatory 
protections afforded to investors in regulated commodity pools, nor may 
the NYMEX or any futures exchange enforce its rules with respect to the 
Trust's activities. In addition, investors in the Trust will not 
benefit from the protections afforded to investors in platinum futures 
contracts on regulated futures exchanges.
---------------------------------------------------------------------------

    \15\ 7 U.S.C. 1 et seq.
---------------------------------------------------------------------------

    Custody of the Trust's Platinum
    Custody of the physical platinum deposited with and held by the 
Trust will be provided by the Custodian at its London, England vaults, 
by Zurich Sub-Custodians selected by the Custodian in their Zurich 
vaults and by other sub-custodians on a temporary basis only. The 
Custodian is a market maker, clearer and approved weigher under the 
rules of the LPPM.
    The Custodian is the custodian of the physical platinum credited to 
the Trust Allocated Account in accordance with the Custody Agreements. 
The Custodian will segregate the physical platinum credited to the 
Trust Allocated Account from any other precious metal it holds or holds 
for others by entering appropriate entries in its books and records, 
and will require any Zurich Sub-Custodian it appoints to also segregate 
the physical platinum from the other platinum held by them for other 
customers of the Custodian and the Zurich Sub-Custodian's other 
customers. The Custodian will require any Zurich Sub-Custodian it 
appoints to identify in such Zurich Sub-Custodian's books and records 
the Trust as having the rights to the physical platinum credited to its 
Trust Allocated Account.
    The Custodian, as instructed by the Trustee, is authorized to 
accept, on behalf of the Trust, deposits of platinum in unallocated 
form. Acting on standing instructions specified in the Custody 
Agreements, the Custodian will or will require a Zurich Sub-Custodian 
to allocate platinum deposited in unallocated form with the Trust by 
selecting plates or ingots of physical platinum for deposit to the 
Trust Allocated Account. All physical platinum allocated to the Trust 
must conform to the rules, regulations, practices and customs of the 
LPPM.
    The process of withdrawing platinum from the Trust for a redemption 
of a Basket will follow the same general procedure as for depositing 
platinum with the Trust for a creation of a Basket, only in reverse. 
Each transfer of platinum between the Trust Allocated Account and the 
Trust Unallocated Account connected with a creation or redemption of a 
Basket may result in a small amount of platinum being held in the Trust 
Unallocated Account after the completion of the transfer. In making 
deposits and withdrawals between the Trust Allocated Account and the 
Trust Unallocated Account, the Custodian will use commercially 
reasonable efforts to minimize the amount of platinum held in the Trust 
Unallocated Account as of the close of each business day and in any 
case not to exceed 192 troy ounces of platinum.
    According to the Registration Statement, the Trust is not 
registered as an investment company under the Investment Company Act of 
1940 \16\ and is not required to register under such act. The Trust 
will not hold or trade in commodity futures contracts regulated by the 
CEA, as administered by the CFTC. The Trust is not a commodity pool for 
purposes of the CEA, and neither the Sponsor nor the Trustee is subject 
to regulation by the CFTC as a commodity pool operator or a commodity 
trading advisor in connection with the Shares.
---------------------------------------------------------------------------

    \16\ 15 U.S.C. 80a.
---------------------------------------------------------------------------

    Sponsor's Estimate of Expected Size of the Trust
    The Sponsor has made representations to the Commission regarding 
the expected size of the Trust and the expected impact of the offering 
of the Shares on the global platinum market.\17\ In the May 15, 2009 
Letter, the Sponsor has stated its expectation that the Trust's assets 
under management (``AUM'') would be between $240 million and $480 
million after three years of the Trust's operation, and using the 
platinum spot market price of $1149.00 per ounce as of May 8, 2009, the 
Trust would be expected to be acquiring between approximately 70,000 to 
140,000 ounces of platinum on an annual basis.\18\ The Sponsor has 
represented that it does not believe that the currently expected size 
of the Trust will have a meaningful effect on the global supply or 
demand for platinum, and that the Trust's highest forecast platinum 
acquisitions would represent 2.1% and 2.0%, respectively, of the 10-
year average annual supply and demand for platinum through the end of 
2008.\19\ The Sponsor, therefore, has stated its belief that, in view 
of the amount of Shares sought to be registered, the Trust believes 
there will be a market neutral impact given that the Shares can be a 
current source of supply at then current prices through 
redemptions.\20\
---------------------------------------------------------------------------

    \17\ See Supplemental Comment Response regarding the Trust, 
dated May 15, 2009, from Peter J. Shea, Katten Muchin Rosenman LLP, 
to the Commission (submitted via EDGAR) (``May 15, 2009 Letter'').
    \18\ The Exchange notes that ETF Securities Ltd., the Sponsor's 
parent entity, has sponsored ETFS Platinum ETP, traded on the London 
Stock Exchange (ticker symbol: PHPT), which had AUM of approximately 
$347.8 million as of May 8, 2009.
    \19\ See note 13, supra.
    \20\ The Sponsor states that it intends to recast its analysis 
each time it seeks to register additional Shares of the Trust in the 
future to ensure that additional Trust offerings will not be 
disruptive to platinum supply and demand. May 15, 2009 Letter at p. 
4. As stated in the May 15, 2009 Letter, the Registration Statement 
seeks to register 4,780,000 Shares, and that, at an estimated 
platinum acquisition rate of 140,000 ounces per year, the Trust 
would complete its Share offering in approximately 3.4 years.

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

[[Page 59323]]

    In the May 15, 2009 Letter, the Sponsor also states that it expects 
that the offering of the Shares will not have a meaningful impact on 
the global platinum market, founded on the Sponsor's belief that the 
present Share offering is limited to an appropriate size and that 
arbitrage opportunities between platinum market prices and the Trust's 
net asset value together with the low cost creation and redemption 
process utilizing physical metal will neutralize any impact of the 
Trust on the broader platinum market.\21\
---------------------------------------------------------------------------

    \21\ May 15, 2009 Letter at p. 5.
---------------------------------------------------------------------------

    According to the Registration Statement, since there is no limit on 
the amount of platinum that the Trust may acquire, the Trust, as it 
grows, may have an impact on the supply and demand of platinum that 
ultimately may affect the price of the Shares in a manner unrelated to 
other factors affecting the global market for platinum.
    Secondary Market Trading
    While the Trust's investment objective is for the Shares to reflect 
the performance of platinum, less the expenses of the Trust, the Shares 
may trade in the secondary market on the NYSE Arca at prices that are 
lower or higher relative to their net asset value (``NAV'') per Share. 
The amount of the discount or premium in the trading price relative to 
the NAV per Share may be influenced by non-concurrent trading hours 
between the NYSE Arca and the NYMEX and London. While the Shares will 
trade on the NYSE Arca until 8 PM New York time, liquidity in the 
global platinum market will be reduced after the close of the NYMEX at 
1:05 PM New York time. As a result, during this time, trading spreads, 
and the resulting premium or discount, on the Shares may widen.
    Trust Expenses
    The Trust's only ordinary recurring expense is expected to be equal 
to the Sponsor's Fee. In exchange for the Sponsor's Fee, the Sponsor 
has agreed to assume the following administrative and marketing 
expenses incurred by the Trust: the Trustee's monthly fee and out-of-
pocket expenses, the Custodian's fee, Exchange listing fees, SEC 
registration fees, printing and mailing costs, audit fees and up to 
$100,000 per annum in legal expenses. The Sponsor will also pay the 
costs of the Trust's organization and the initial sale of the Shares, 
including the applicable SEC registration fees.
    The Sponsor's Fee will accrue daily at an annualized rate equal to 
a specified percentage of the adjusted net asset value of the Trust and 
will be payable monthly in arrears. The Sponsor, from time to time, may 
temporarily waive all or a portion of the Sponsor's Fee at its 
discretion for a stated period of time.
    The Trust will deliver platinum to the Sponsor to pay the Sponsor's 
Fee and sell platinum to raise the funds needed for the payment of all 
Trust expenses not assumed by the Sponsor. The purchase price received 
as consideration for such sales will be the Trust's sole source of 
funds to cover its liabilities. The Trust will not engage in any 
activity designed to derive a profit from changes in the price of 
platinum. Platinum not needed to redeem Baskets, or to cover the 
Sponsor's Fee and Trust expenses not assumed by the Trustee, will be 
held in physical form by the Custodian (except for residual amounts not 
exceeding 192 ounces of platinum, the maximum weight to make one Good 
Delivery plate or ingot, which will be held in unallocated form by the 
Custodian on behalf of the Trust). As a result of the recurring 
deliveries of platinum necessary to pay the Sponsor's Fee in-kind and 
potential sales of platinum to pay in cash the Trust expenses not 
assumed by the Sponsor, the net asset value of the Trust and, 
correspondingly, the fractional amount of physical platinum represented 
by each Share will decrease over the life of the Trust.\22\
---------------------------------------------------------------------------

    \22\ See e-mail from Michael Cavalier, Chief Counsel, NYSE 
Euronext, to David Liu, Assistant Director, Christopher W. Chow, 
Special Counsel, and Andrew Madar, Special Counsel, Commission, 
dated November 9, 2009.
---------------------------------------------------------------------------

    Creation and Redemption of Shares
    The Trust will create and redeem Shares in one or more Baskets (a 
Basket equals a block of 50,000 Shares). The creation and redemption of 
Baskets will only be made ``in-kind'' in exchange for the delivery to 
the Trust or the distribution by the Trust of the amount of platinum 
and any cash represented by the Baskets being created or redeemed, the 
amount of which will be based on the combined NAV of the number of 
Shares included in the Baskets being created or redeemed determined on 
the day the order to create or redeem Baskets is properly received. The 
creation and redemption of Baskets may occur daily.
    Authorized Participants are the only persons that may place orders 
to create and redeem Baskets.\23\ Authorized Participants will pay a 
transaction fee of $500 to the Trustee for each order they place to 
create or redeem one or more Baskets. Authorized Participants who make 
deposits with the Trust in exchange for Baskets will receive no fees, 
commissions or other form of compensation or inducement of any kind 
from either the Sponsor or the Trust, and no such person has any 
obligation or responsibility to the Sponsor or the Trust to effect any 
sale or resale of Shares.
---------------------------------------------------------------------------

    \23\ Authorized Participants must be (1) registered broker-
dealers or other securities market participants, such as banks and 
other financial institutions that are exempt from registration as 
broker-dealers to engage in securities transactions, and (2) 
participants in DTC. To become an Authorized Participant, a person 
must enter into an Authorized Participant Agreement with the Sponsor 
and the Trustee. The Authorized Participant Agreement provides the 
procedures for the creation and redemption of Baskets and for the 
delivery of the platinum and any cash required for such creations 
and redemptions.
---------------------------------------------------------------------------

    According to the Registration Statement, certain Authorized 
Participants are expected to have the facility to participate directly 
in the physical platinum market and the platinum futures market. In 
some cases, an Authorized Participant may from time to time acquire 
platinum from or sell platinum to its affiliated platinum trading desk, 
which may profit in these instances. Each Authorized Participant will 
have its own set of rules and procedures, internal controls and 
information barriers as it determines is appropriate in light of its 
own regulatory regime.
    Shareholders who are not Authorized Participants will only be able 
to redeem their Shares through an Authorized Participant.
    All platinum will be delivered to the Trust and distributed by the 
Trust in unallocated form through credits and debits between Authorized 
Participant Unallocated Accounts and the Trust Unallocated Account. 
Platinum transferred from an Authorized Participant Unallocated Account 
to the Trust in unallocated form will first be credited to the Trust 
Unallocated Account. Thereafter, the Custodian will allocate specific 
plates or ingots of platinum representing the amount of platinum 
credited to the Trust Unallocated Account (to the extent such amount is 
representable by whole platinum plates or ingots) to the Trust 
Allocated Account. The movement of platinum is reversed for the 
distribution of platinum to an Authorized Participant in connection 
with the redemption of Baskets.
    All physical platinum represented by a credit to any Authorized 
Participant Unallocated Account and to the Trust Unallocated Account 
and all physical platinum held in the Trust Allocated Account with the 
Custodian must be of at least a minimum fineness (or purity) of 999.5 
parts per 1,000 (99.95%) and otherwise conform to the rules,

[[Page 59324]]

regulations practices and customs of the LPPM, including the 
specifications for a Good Delivery plate or ingot.
    Creation Procedures
    On any business day, an Authorized Participant may place an order 
with the Trustee to create one or more Baskets. Creation and redemption 
orders will be accepted on ``business days'' when the NYSE Arca is open 
for regular trading. Settlements of such orders requiring receipt or 
delivery, or confirmation of receipt or delivery, of platinum in the 
United Kingdom, Zurich or another jurisdiction will occur on ``business 
days'' when (1) banks in the United Kingdom, Zurich or such other 
jurisdiction and (2) the London/Zurich or such other platinum markets 
are regularly open for business. If such banks or the London/Zurich 
platinum markets are not open for regular business for a full day, such 
a day will only be a ``business day'' for settlement purposes if the 
settlement procedures can be completed by the end of such day. 
Settlement of platinum deliveries, which occur loco Zurich, may be 
delayed for longer than three business days. Settlement of orders 
requiring receipt or delivery, or confirmation of receipt or delivery, 
of Shares will occur, after confirmation of the applicable platinum 
delivery, on ``business days'' when the NYSE Arca is open for regular 
trading. Purchase orders must be placed by 4 p.m. New York time or the 
close of regular trading on the NYSE Arca, whichever is earlier. The 
day on which the Trustee receives a valid purchase order is the 
purchase order date.
    By placing a purchase order, an Authorized Participant agrees to 
deposit platinum with the Trust, or a combination of platinum and cash, 
as described below. Prior to the delivery of Baskets for a purchase 
order, the Authorized Participant must also have wired to the Trustee 
the non-refundable transaction fee due for the purchase order.
    Determination of Required Deposits
    The total deposit required to create each Basket (``Creation Basket 
Deposit'') will be an amount of platinum and cash, if any, that is in 
the same proportion to the total assets of the Trust (net of estimated 
accrued but unpaid fees, expenses and other liabilities) on the date 
the order to purchase is properly received as the number of Shares to 
be created under the purchase order is in proportion to the total 
number of Shares outstanding on the date the order is received. The 
Sponsor anticipates that in the ordinary course of the Trust's 
operations a cash deposit will not be required for the creation of 
Baskets.
    The amount of the required platinum deposit is determined by 
dividing the number of ounces of platinum held by the Trust by the 
number of Baskets outstanding, as adjusted for estimated accrued but 
unpaid fees and expenses as described in the next paragraph.
    The amount of any required cash deposit is determined as follows. 
The estimated unpaid fees, expenses and liabilities of the Trust 
accrued through the purchase order date are subtracted from any cash 
held or receivable by the Trust as of the purchase order date. The 
remaining amount is divided by the number of Shares outstanding 
immediately before the purchase order date and then multiplied by the 
number of Shares being created pursuant to the purchase order. If the 
resulting amount is positive, this amount is the required cash deposit. 
If the resulting amount is negative, the amount of the required 
platinum deposit will be reduced by the number of fine ounces of 
platinum equal in value to that resulting amount, determined at the 
price of platinum used in calculating the NAV of the Trust on the 
purchase order date. Fractions of a fine ounce of platinum smaller than 
0.001 of a fine ounce which are included in the platinum deposit amount 
are disregarded. All questions as to the composition of a Creation 
Basket Deposit will be finally determined by the Trustee. The Trustee's 
determination of the Creation Basket Deposit shall be final and binding 
on all persons interested in the Trust.
    Delivery of Required Deposits
    An Authorized Participant who places a purchase order is 
responsible for crediting its Authorized Participant Unallocated 
Account with the required platinum deposit amount by the third business 
day in Zurich following the purchase order date. Upon receipt of the 
platinum deposit amount, the Custodian, after receiving appropriate 
instructions from the Authorized Participant and the Trustee, will 
transfer on the third business day following the purchase order date 
the platinum deposit amount from the Authorized Participant Unallocated 
Account to the Trust Unallocated Account and the Trustee will direct 
DTC to credit the number of Baskets ordered to the Authorized 
Participant's DTC account. The expense and risk of delivery, ownership 
and safekeeping of platinum until such platinum has been received by 
the Trust shall be borne solely by the Authorized Participant. The 
Trustee may accept delivery of platinum by such other means as the 
Sponsor, from time to time, may determine to be acceptable for the 
Trust, provided that the same is disclosed in a Trust prospectus. If 
platinum is to be delivered other than as described above, the Sponsor 
is authorized to establish such procedures and to appoint such 
custodians and establish such custody accounts in addition to those 
described in this prospectus, as the Sponsor determines to be 
desirable.
    Acting on standing instructions given by the Trustee, the Custodian 
will transfer the platinum deposit amount from the Trust Unallocated 
Account to the Trust Allocated Account by transferring platinum plates 
and ingots from its inventory to the Trust Allocated Account. The 
Custodian will use commercially reasonable efforts to complete the 
transfer of platinum to the Trust Allocated Account prior to the time 
by which the Trustee is to credit the Basket to the Authorized 
Participant's DTC account; if, however, such transfers have not been 
completed by such time, the number of Baskets ordered will be delivered 
against receipt of the platinum deposit amount in the Trust Unallocated 
Account, and all Shareholders will be exposed to the risks of 
unallocated platinum to the extent of that platinum deposit amount 
until the Custodian completes the allocation process.
    The Trustee may reject a purchase order or a Creation Basket 
Deposit if such order or Creation Basket Deposit if [sic] not presented 
in proper form as described in the Authorized Participant Agreement or 
if the fulfillment of the order, in the opinion of counsel, might be 
unlawful.
    Redemption Procedures
    According to the Registration Statement, the procedures by which an 
Authorized Participant can redeem one or more Baskets will mirror the 
procedures for the creation of Baskets. On any business day, an 
Authorized Participant may place an order with the Trustee to redeem 
one or more Baskets. Redemption orders must be placed by 4 PM New York 
time or the close of regular trading on the NYSE Arca, whichever is 
earlier. A redemption order so received is effective on the date it is 
received in satisfactory form by the Trustee. The redemption procedures 
allow Authorized Participants to redeem Baskets and do not entitle an 
individual Shareholder to redeem any Shares in an amount less than a 
Basket, or to redeem Baskets other than through an Authorized 
Participant.
    By placing a redemption order, an Authorized Participant agrees to 
deliver the Baskets to be redeemed through DTC's book-entry system to 
the Trust not later than the third business day following the effective 
date of the

[[Page 59325]]

redemption order. Prior to the delivery of the redemption distribution 
for a redemption order, the Authorized Participant must also have wired 
to the Trustee the non-refundable transaction fee due for the 
redemption order.
    Determination of Redemption Distribution
    The redemption distribution from the Trust will consist of (1) a 
credit to the redeeming Authorized Participant's Authorized Participant 
Unallocated Account representing the amount of the platinum held by the 
Trust evidenced by the Shares being redeemed plus or minus (2) the cash 
redemption amount. The cash redemption amount is equal to the value of 
all assets of the Trust other than platinum less all estimated accrued 
but unpaid expenses and other liabilities, divided by the number of 
Baskets outstanding and multiplied by the number of Baskets included in 
the Authorized Participant's redemption order. The Trustee will 
distribute any positive cash redemption amount through DTC to the 
account of the Authorized Participant as recorded on DTC's book entry 
system. If the cash redemption amount is negative, the credit to the 
Authorized Participant Unallocated Account will be reduced by the 
number of ounces of platinum equal in value to the negative cash 
redemption amount, determined at the price of platinum used in 
calculating the NAV of the Trust on the redemption order date. The 
Sponsor anticipates that in the ordinary course of the Trust's 
operations there will be no cash distributions made to Authorized 
Participants upon redemptions. Fractions of a fine ounce of platinum 
included in the redemption distribution smaller than 0.001 of a fine 
ounce are disregarded. Redemption distributions will be subject to the 
deduction of any applicable tax or other governmental charges which may 
be due.
    Delivery of Redemption Distribution
    The redemption distribution due from the Trust will be delivered to 
the Authorized Participant on the third business day following the 
redemption order date if, by 9 a.m. New York time on such third 
business day, the Trustee's DTC account has been credited with the 
Baskets to be redeemed. Terms relating to the Trust and the Shares 
referred to, but not defined, herein are defined in the Registration 
Statement.
    The Custodian will transfer the redemption platinum amount from the 
Trust Allocated Account to the Trust Unallocated Account and, 
thereafter, to the redeeming Authorized Participant's Authorized 
Participant Unallocated Account.
    The Trustee may, in its discretion, and will when directed by the 
Sponsor, suspend the right of redemption, or postpone the redemption 
settlement date, (1) for any period during which the NYSE Arca is 
closed other than customary weekend or holiday closings, or trading on 
the NYSE Arca is suspended or restricted or (2) for any period during 
which an emergency exists as a result of which delivery, disposal or 
evaluation of platinum is not reasonably practicable.
    The Trustee will reject a redemption order if the order is not in 
proper form as described in the Authorized Participant Agreement or if 
the fulfillment of the order, in the opinion of its counsel, might be 
unlawful.
    Creation and Redemption Transaction Fee
    To defray the costs incurred by the Trustee in providing services 
for processing the creation and redemption of Baskets, an Authorized 
Participant will be required to pay a transaction fee to the Trustee of 
$500 per order to create or redeem Baskets. An order may include 
multiple Baskets. The transaction fee may be reduced, increased or 
otherwise changed by the Trustee with the consent of the Sponsor. The 
Trustee shall notify DTC of any agreement to change the transaction fee 
and will not implement any increase in the fee for the redemption of 
Baskets until 30 days after the date of the notice.
    Termination Events
    The Trustee will terminate and liquidate the Trust if the aggregate 
market capitalization of the Trust, based on the closing price for the 
Shares, was less than $350 million (as adjusted for inflation) at any 
time after the first anniversary after the Trust's formation and the 
Trustee receives, within six months after the last of those trading 
days, notice from the Sponsor of its decision to terminate the Trust. 
The Trustee will terminate the Trust if the CFTC determines that the 
Trust is a commodities pool under the CEA. The Trustee may also 
terminate the Trust upon the agreement of the owners of beneficial 
interests in the Shares (``Shareholders'') owning at least 75% of the 
outstanding Shares.
    Additional information regarding the Shares and the operation of 
the Trust, including termination events, risks, and creation and 
redemption procedures, are described in the Registration Statement.
    Valuation of Platinum, Definition of Net Asset Value and Adjusted 
Net Asset Value (``ANAV'')
    As of the London PM Fix on each day that the NYSE Arca is open for 
regular trading or, if there is no London PM Fix on such day or the 
London PM Fix has not been announced by 12 noon New York time on such 
day, as of 12 noon New York time on such day (Evaluation Time), the 
Trustee will evaluate the platinum held by the Trust and determine both 
the ANAV and the NAV of the Trust.
    At the Evaluation Time, the Trustee will value the Trust's platinum 
on the basis of that day's London PM Fix or, if no London PM Fix is 
made on such day or has not been announced by the Evaluation Time, the 
next most recent London platinum price fix (AM or PM) determined prior 
to the Evaluation Time will be used, unless the Sponsor determines that 
such price is inappropriate as a basis for evaluation. In the event the 
Sponsor determines that the London PM Fix or such other publicly 
available price as the Sponsor may deem fairly represents the 
commercial value of the Trust's platinum is not an appropriate basis 
for evaluation of the Trust's platinum, it shall identify an 
alternative basis for such evaluation to be employed by the Trustee. 
Neither the Trustee nor the Sponsor shall be liable to any person for 
the determination that the London PM Fix or last prior London platinum 
price fix is not appropriate as a basis for evaluation of the Trust's 
platinum or for any determination as to the alternative basis for such 
evaluation provided that such determination is made in good faith.\24\
---------------------------------------------------------------------------

    \24\ The Exchange, pursuant to NYSE Arca Equities Rule 7.12, has 
the discretion to halt trading in the Shares if the London Fix is 
not determined or available for an extended period based on 
extraordinary circumstances or market conditions.
---------------------------------------------------------------------------

    Once the value of the platinum has been determined, the Trustee 
will subtract all estimated accrued but unpaid fees, expenses and other 
liabilities of the Trust from the total value of the platinum and all 
other assets of the Trust (other than any amounts credited to the 
Trust's reserve account, if established). The resulting figure is the 
ANAV of the Trust. The ANAV of the Trust is used to compute the 
Sponsor's Fee.
    To determine the Trust's NAV, the Trustee will subtract the amount 
of estimated accrued but unpaid fees computed by reference to the ANAV 
of the Trust and to the value of the platinum held by the Trust from 
the ANAV of the Trust. The resulting figure is the NAV of the Trust. 
The Trustee will also determine the NAV per Share by dividing the NAV 
of the Trust by the number of the Shares outstanding as of the close of 
trading on the NYSE Arca (which includes the net number of any Shares 
created or redeemed on such evaluation day).

[[Page 59326]]

    The NAV of the Trust is the aggregate value of the Trust's assets 
less its liabilities (which include estimated accrued but unpaid fees 
and expenses). In determining the NAV of the Trust, the Trustee will 
value the platinum held by the Trust on the basis of the price of an 
ounce of platinum as set by the afternoon session of the twice daily 
fix of the price of an ounce of platinum which starts at 2 p.m. London, 
England time (London PM Fix) and is performed by the four members of 
the London Platinum and Palladium Market (LPPM). The Trustee will 
determine the NAV of the Trust on each day the NYSE Arca is open for 
regular trading, at the earlier of the London PM Fix for the day or 12 
noon New York time. If no London PM Fix is made on a particular 
evaluation day or has not been announced by 12 noon New York time on a 
particular evaluation day, the next most recent London platinum price 
fix (AM or PM) will be used in the determination of the NAV of the 
Trust, unless the Sponsor determines that such price is inappropriate 
to use as basis for such determination.
    The Shares will be book-entry only and individual certificates will 
not be issued for the Shares.
    Liquidity
    The Shares may trade at, above or below the NAV per Share. The NAV 
per Share will fluctuate with changes in the market value of the 
Trust's assets. The trading price of the Shares will fluctuate in 
accordance with changes in the NAV per Share as well as market supply 
and demand. The amount of the discount or premium in the trading price 
relative to the NAV per Share may be influenced by non-concurrent 
trading hours between the NYSE Arca and the major platinum markets. 
While the Shares will trade on the NYSE Arca until 8 p.m. New York 
time, liquidity in the market for platinum will be reduced after the 
close of the major world platinum markets, including London and the 
NYMEX. As a result, during this time, trading spreads, and the 
resulting premium or discount, on the Shares may widen.
    Availability of Information Regarding Platinum Prices
    Currently, the Consolidated Tape Plan does not provide for 
dissemination of the spot price of a commodity, such as platinum, over 
the Consolidated Tape. However, there will be disseminated over the 
Consolidated Tape the last sale price for the Shares, as is the case 
for all equity securities traded on the Exchange (including exchange-
traded funds). In addition, there is a considerable amount of platinum 
price and platinum market information available on public Web sites and 
through professional and subscription services.
    Investors may obtain on a 24-hour basis platinum pricing 
information based on the spot price for an ounce of platinum from 
various financial information service providers, such as Reuters and 
Bloomberg. Reuters and Bloomberg provide at no charge on their Web 
sites delayed information regarding the spot price of platinum and last 
sale prices of platinum futures, as well as information about news and 
developments in the platinum market. Reuters and Bloomberg also offer a 
professional service to subscribers for a fee that provides information 
on platinum prices directly from market participants. An organization 
named EBS provides an electronic trading platform to institutions such 
as bullion banks and dealers for the trading of spot platinum, as well 
as a feed of live streaming prices to Reuters and Moneyline Telerate 
subscribers. Complete real-time data for platinum futures and options 
prices traded on the NYMEX are available by subscription from Reuters 
and Bloomberg. The NYMEX also provides delayed futures and options 
information on current and past trading sessions and market news free 
of charge on its Web site. There are a variety of other public Web 
sites providing information on platinum, ranging from those 
specializing in precious metals to sites maintained by major 
newspapers, such as The Wall Street Journal. In addition, the London AM 
Fix and London PM Fix are publicly available at no charge at http://
www.lbma.org.uk/statistics_current.htm or http://
www.thebulliondesk.com.
    The Trust Web site will provide an intraday indicative value 
(``IIV'') per share for the Shares, updated at least every 15 seconds, 
as calculated by the Exchange or a third party financial data provider, 
during the Exchange's Core Trading Session (9:30 a.m. to 4 p.m., New 
York time). The IIV is calculated by multiplying the indicative spot 
price of platinum by the quantity of platinum backing each Share. The 
Trust Web site will also provide the NAV of the Trust as calculated 
each business day by the Sponsor. In addition, the Web site for the 
Trust will contain the following information, on a per Share basis, for 
the Trust: (a) the NAV as of the close of the prior business day and 
the mid-point of the bid-ask price \25\ at the close of trading in 
relation to such NAV (``Bid/Ask Price''), and a calculation of the 
premium or discount of such price against such NAV; and (b) data in 
chart format displaying the frequency distribution of discounts and 
premiums of the Bid/Ask Price against the NAV, within appropriate 
ranges, for each of the four previous calendar quarters. The Web site 
for the Trust will also provide the following information: the Creation 
Basket Deposit, the Trust's prospectus, and the two most recent reports 
to stockholders. Finally, the Trust Web site will also provide the last 
sale price of the Shares as traded in the US market. The Exchange will 
provide on its Web site (http://www.nyx.com) a link to the Trust's Web 
site. In addition, the Exchange will make available over the 
Consolidated Tape quotation information, trading volume, closing prices 
and NAV for the Shares from the previous day.
---------------------------------------------------------------------------

    \25\ The bid-ask price of the Trust is determined using the 
highest bid and lowest offer on the Consolidated Tape as of the time 
of calculation of the closing day NAV.
---------------------------------------------------------------------------

    Criteria for Initial and Continued Listing
    The Trust will be subject to the criteria in NYSE Arca Equities 
Rule 8.201(e) for initial and continued listing of the Shares.
    A minimum of 100,000 Shares will be required to be outstanding at 
the start of trading.\26\ The minimum number of shares required to be 
outstanding is comparable to requirements that have been applied to 
previously listed shares of the streetTRACKS Gold Trust, the iShares 
COMEX Gold Trust, the iShares Silver Trust and exchange-traded funds. 
It is anticipated that the initial price of a Share will be 
approximately $110.00. The Exchange believes that the anticipated 
minimum number of Shares outstanding at the start of trading is 
sufficient to provide adequate market liquidity.
---------------------------------------------------------------------------

    \26\ See e-mail from Michael Cavalier, Chief Counsel, NYSE 
Euronext, to David Liu, Assistant Director, Christopher W. Chow, 
Special Counsel, and Andrew Madar, Special Counsel, Commission, 
dated November 9, 2009.
---------------------------------------------------------------------------

    Trading Rules
    The Exchange deems the Shares to be equity securities, thus 
rendering trading in the Fund subject to the Exchange's existing rules 
governing the trading of equity securities. Trading in the Shares on 
the Exchange will occur in accordance with NYSE Arca Equities Rule 
7.34(a). The Exchange has appropriate rules to facilitate transactions 
in the Shares during all trading sessions. The minimum trading 
increment for Shares on the Exchange will be $0.01.
    Further, NYSE Arca Equities Rule 8.201 sets forth certain 
restrictions on ETP Holders acting as registered Market Makers in the 
Shares to facilitate

[[Page 59327]]

surveillance. Pursuant to NYSE Arca Equities Rule 8.201(h), an ETP 
Holder acting as a registered Market Maker in the Shares is required to 
provide the Exchange with information relating to its trading in the 
underlying platinum, related futures or options on futures, or any 
other related derivatives. NYSE Arca Equities Rule 8.201(i) prohibits 
an ETP Holder acting as a registered Market Maker in the Shares from 
using any material nonpublic information received from any person 
associated with an ETP Holder or employee of such person regarding 
trading by such person or employee in the underlying platinum, related 
futures or options on futures or any other related derivative 
(including the Shares).
    As a general matter, the Exchange has regulatory jurisdiction over 
its ETP Holders and their associated persons, which include any person 
or entity controlling an ETP Holder, as well as a subsidiary or 
affiliate of an ETP Holder that is in the securities business. A 
subsidiary or affiliate of an ETP Holder that does business only in 
commodities or futures contracts would not be subject to Exchange 
jurisdiction, but the Exchange could obtain information regarding the 
activities of such subsidiary or affiliate through surveillance sharing 
agreements with regulatory organizations of which such subsidiary or 
affiliate is a member.
    With respect to trading halts, the Exchange may consider all 
relevant factors in exercising its discretion to halt or suspend 
trading in the Shares. Trading on the Exchange in the Shares may be 
halted because of market conditions or for reasons that, in the view of 
the Exchange, make trading in the Shares inadvisable. These may 
include: (1) the extent to which conditions in the underlying platinum 
market have caused disruptions and/or lack of trading, or (2) whether 
other unusual conditions or circumstances detrimental to the 
maintenance of a fair and orderly market are present. In addition, 
trading in Shares will be subject to trading halts caused by 
extraordinary market volatility pursuant to the Exchange's ``circuit 
breaker'' rule.\27\
---------------------------------------------------------------------------

    \27\ See NYSE Arca Equities Rule 7.12.
---------------------------------------------------------------------------

    Surveillance
    The Exchange intends to utilize its existing surveillance 
procedures applicable to derivative products (including Commodity-Based 
Trust Shares) to monitor trading in the Shares. The Exchange represents 
that these procedures are adequate to properly monitor Exchange trading 
of the Shares in all trading sessions and to deter and detect 
violations of Exchange rules and applicable federal securities laws.
    The Exchange's current trading surveillance focuses on detecting 
securities trading outside their normal patterns. When such situations 
are detected, surveillance analysis follows and investigations are 
opened, where appropriate, to review the behavior of all relevant 
parties for all relevant trading violations. Also, pursuant to NYSE 
Arca Equities Rule 8.201(h), the Exchange is able to obtain information 
regarding trading in the Shares and the underlying platinum, platinum 
futures contracts, options on platinum futures, or any other platinum 
derivative, through ETP Holders acting as registered Market Makers, in 
connection with such ETP Holders' proprietary or customer trades which 
they effect on any relevant market. In addition, the Exchange may 
obtain trading information via the Intermarket Surveillance Group 
(``ISG'') from other exchanges who are members of the ISG.\28\ NYMEX is 
an ISG member.
---------------------------------------------------------------------------

    \28\ A list of ISG members is available at http://
www.isgportal.org. The Exchange notes that TOCOM is not an ISG 
member and the Exchange does not have in place a comprehensive 
surveillance sharing agreement with such market. In addition, the 
Exchange does not have access to information regarding platinum-
related OTC transactions in spot, forwards, options or other 
derivatives.
---------------------------------------------------------------------------

    Information Bulletin
    Prior to the commencement of trading, the Exchange will inform its 
ETP Holders in an Information Bulletin of the special characteristics 
and risks associated with trading the Shares. Specifically, the 
Information Bulletin will discuss the following: (1) The procedures for 
purchases and redemptions of Shares in Baskets (including noting that 
Shares are not individually redeemable); (2) NYSE Arca Equities Rule 
9.2(a), which imposes a duty of due diligence on its ETP Holders to 
learn the essential facts relating to every customer prior to trading 
the Shares; (3) how information regarding the IIV is disseminated; (4) 
the requirement that ETP Holders deliver a prospectus to investors 
purchasing newly issued Shares prior to or concurrently with the 
confirmation of a transaction; (5) the possibility that trading spreads 
and the resulting premium or discount on the Shares may widen as a 
result of reduced liquidity of platinum trading during the Core and 
Late Trading Sessions after the close of the major world platinum 
markets; and (6) trading information. For example, the Information 
Bulletin will advise ETP Holders, prior to the commencement of trading, 
of the prospectus delivery requirements applicable to the Trust. The 
Exchange notes that investors purchasing Shares directly from the Trust 
(by delivery of the Creation Basket Deposit) will receive a prospectus. 
ETP Holders purchasing Shares from the Trust for resale to investors 
will deliver a prospectus to such investors.
    In addition, the Information Bulletin will reference that the Trust 
is subject to various fees and expenses described in the Registration 
Statement. The Information Bulletin will also reference the fact that 
there is no regulated source of last sale information regarding 
physical platinum, that the Commission has no jurisdiction over the 
trading of platinum as a physical commodity, and that the CFTC has 
regulatory jurisdiction over the trading of platinum futures contracts 
and options on platinum futures contracts.
    The Information Bulletin will also discuss any relief, if granted, 
by the Commission or the staff from any rules under the Act.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) \29\ of the Act, in general, and furthers the 
objectives of Section 6(b)(5),\30\ in particular, because it is 
designed to promote just and equitable principles of trade, to foster 
cooperation and coordination with persons engaged in facilitating 
transactions in securities, and to remove impediments and perfect the 
mechanisms of a free and open market and to protect investors and the 
public interest. The Exchange believes that the proposed rule change 
will facilitate the listing and trading of an additional type of 
commodity-based product that will enhance competition among market 
participants, to the benefit of investors and the marketplace.
---------------------------------------------------------------------------

    \29\ 15 U.S.C. 78f(b).
    \30\ 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

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

[[Page 59328]]

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 self-regulatory organization consents, the Commission will:
    (A) By order approve the 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-2009-95 on the subject line.

Paper Comments

     Send paper comments in triplicate to Elizabeth M. Murphy, 
Secretary, Securities and Exchange Commission, 100 F Street, NE., 
Washington, DC 20549-1090.
    All submissions should refer to File Number SR-NYSEArca-2009-95. 
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-2009-95 and should 
be submitted on or before December 8, 2009.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\31\
---------------------------------------------------------------------------

    \31\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Florence E. Harmon,
Deputy Secretary.
[FR Doc. E9-27495 Filed 11-16-09; 8:45 am]

BILLING CODE 8011-01-P
