
[Federal Register: November 24, 2009 (Volume 74, Number 225)]
[Notices]               
[Page 61383-61388]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr24no09-83]                         

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-61021; File No. SR-NYSEArca-2009-103]

 
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
of a Proposed Rule Change Regarding Listing and Trading of RP Short 
Duration ETF

November 17, 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 November 6, 2009, NYSE Arca, Inc. (``NYSE Arca'' or the 
``Exchange'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I, II 
and III below, which Items have been prepared

[[Page 61384]]

by the Exchange. The Commission is publishing this notice to solicit 
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    Pursuant to the provisions of Section 19(b)(1) of the Act, NYSE 
Arca, through its wholly-owned subsidiary NYSE Arca Equities, Inc., 
proposes to list and trade under NYSE Arca Equities Rule 8.600 the 
shares of the RP Short Duration ETF, a series of the Grail Advisors ETF 
Trust. The shares of the ETF are collectively referred to herein as the 
``Shares.''
    The text of the proposed rule change is available on the Exchange's 
Web site at http://www.nyx.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 the Shares of the RP Short 
Duration ETF (``ETF'' or ``Fund'') under NYSE Arca Equities Rule 8.600, 
which governs the listing and trading of Managed Fund Shares on the 
Exchange.\3\ The ETF will be an actively managed exchange traded fund 
which is a series of Grail Advisors ETF Trust (``Trust''). The Trust is 
registered with the Commission as an investment company.\4\
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    \3\ The Commission approved NYSE Arca Equities Rule 8.600 and 
the listing and trading of certain funds of the PowerShares Actively 
Managed Funds Trust on the Exchange pursuant to Rule 8.600 in 
Securities Exchange Act Release No. 57619 (April 4, 2008) 73 FR 
19544 (April 10, 2008) (SR-NYSEArca-2008-25). The Commission also 
previously approved listing and trading on the Exchange, or trading 
on the Exchange pursuant to unlisted trading privileges (``UTP'') of 
the following actively managed funds under Rule 8.600: Securities 
Exchange Act Release Nos. 57626 (April 4, 2008), 73 FR 19923 (April 
11, 2008) (SR-NYSEArca-2008-28) (order approving trading pursuant to 
UTP of Bear Stearns Active ETF); 57801 (May 8, 2008), 73 FR 27878 
(May 14, 2008) (SR-NYSEArca-2008-31) (order approving listing of 
twelve actively-managed funds of the WisdomTree Trust); 59826 (April 
28, 2009), 74 FR 20512 (May 4, 2009) (SR-NYSEArca-2009-22) (order 
approving listing of Grail American Beacon Large Cap Value ETF); 
60460 (August 7, 2009), 74 FR 41468 (August 17, 2009) (SR-NYSEArca-
2009-55) (order approving listing of Dent Tactical ETF); 60717 
(September 24, 2009), 74 FR 50853 (October 1, 2009) (SR-NYSEArca-
2009-74) (order approving listing of four Grail Advisors RP ETFs).
    \4\ See Registration Statement on Form N-1A for the Trust filed 
with the Securities and Exchange Commission on October 7, 2009 (File 
Nos. 333-148082 and 811-22154) (the ``Registration Statement''). The 
description of the ETF and the Shares contained herein are based on 
information in the Registration Statement.
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Description of the Shares and the Fund
    Grail Advisors, LLC is the Fund's investment manager (``Manager''). 
RiverPark Advisors, LLC (``RP'') serves as the primary sub-adviser and 
Cohanzick Management, LLC (``Cohanzick'') serves as sub-adviser to the 
ETF. The Bank of New York Mellon Corporation is the administrator, Fund 
accountant, transfer agent and custodian for the ETF. ALPS 
Distributors, Inc. serves as the distributor of Creation Units for the 
ETF on an agency basis.
RP Short Duration ETF
    The investment objective of the ETF is current income with 
potential capital appreciation consistent with the preservation of 
capital.
    The ETF invests, under normal circumstances, at least 80% of its 
net assets (plus the amount of any borrowings for investment purposes) 
in debt securities. These securities include short- and intermediate-
term securities issued by the U.S. Government, its agencies and 
instrumentalities, or corporate bonds or notes that Cohanzick, the 
ETF's sub-adviser, believes are consistent with the ETF's investment 
objective. Under normal circumstances, the ETF invests at least 65% of 
its assets in investment grade obligations, including securities issued 
or guaranteed by the U.S. Government, its agencies and 
instrumentalities. Investment-grade securities are securities rated BBB 
or BAA (or higher) by Standard & Poor's or Moody's, respectively, or 
the equivalent by a nationally recognized statistical rating 
organization rating that security (a ``rating agency''). The ETF may 
invest up to 25% of its net assets in high yield securities or below 
investment-grade securities, commonly known as ``junk bonds,'' rated BB 
or BA (or lower) by Standard & Poor's or Moody's, respectively, or the 
equivalent by a rating agency or, if unrated, determined by Cohanzick 
to be of comparable quality.
    The ETF expects to maintain an average-weighted effective maturity 
of three years or less.\5\ Due to the nature of securities in which the 
ETF invests, Cohanzick may make frequent changes to the portfolio and 
the ETF's portfolio turnover may be relatively higher than comparable 
fixed income funds.
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    \5\ According to the Registration Statement, ``effective'' 
maturity differs from actual maturity, which may be longer. In 
calculating the ``effective'' maturity, Cohanzick estimates the 
effect of expected principal payments and call provisions on 
securities held in the portfolio. This gives the portfolio managers 
additional flexibility in the securities they purchase, but could 
also result in more volatility than if the ETF were to calculate and 
make investments based on an actual maturity target.
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    In selecting portfolio securities for the ETF, in addition to 
considering economic factors such as the effect of interest rates and 
term structure on the ETF's investments, Cohanzick applies a ``bottom-
up'' credit analysis. This means that Cohanzick looks at income-
producing securities one at a time to determine if a security is a 
reasonable or an attractive investment opportunity, and if it is 
consistent with the ETF's investment objective. The credit analysis may 
include, but is not limited to, considering the current yield and 
yield-to-maturity of a potential investment relative to similar 
securities of a similar rating, positive and/or negative credit events 
that have occurred recently or may occur in the future, and fundamental 
analysis in determining value versus perceived credit rating or market 
pricing.
    The ETF may not invest more than 20% of its net assets in bank 
loans. The ETF expects to invest only in U.S. dollar denominated 
securities.
    Under adverse market conditions, the ETF may, for temporary 
defensive purposes, invest up to 100% of its assets in cash or cash 
equivalents, including investment grade short-term obligations. To the 
extent the Fund invokes this strategy, its ability to achieve its 
investment objective may be affected adversely.
    The Fund will not invest in non-U.S. equity securities.
Investment Policies of the ETF
    The Registration Statement enumerates investment policies which may 
be changed with respect to the ETF only by a vote of the holders of a 
majority of the ETF's outstanding voting securities. Among these 
policies are the following: (1) Regarding diversification, the ETF may 
not invest more than 5% of its total assets (taken at market value) in 
securities of any one issuer, other

[[Page 61385]]

than obligations issued or guaranteed by the U.S. Government, its 
agencies and instrumentalities, or purchase more than 10% of the voting 
securities of any one issuer, with respect to 75% of the ETF's total 
assets; and (2) regarding concentration, the ETF may not invest more 
than 25% of its total assets in the securities of companies primarily 
engaged in any one industry or group of industries provided that: (i) 
This limitation does not apply to obligations issued or guaranteed by 
the U.S. Government, its agencies and instrumentalities; and (ii) 
municipalities and their agencies and authorities are not deemed to be 
industries. The ETF may not invest more than 15% of its net assets in 
illiquid securities, including time deposits and repurchase agreements 
that mature in more than seven days.\6\ For this purpose, ``illiquid 
securities'' are securities that the ETF may not sell or dispose of 
within seven days in the ordinary course of business at approximately 
the amount at which the ETF has valued the securities.
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    \6\ This is a non-fundamental investment restriction applicable 
to each Fund and may be changed with respect to a Fund by a vote of 
a majority of the Board.
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    In addition to the investment strategies described in the 
prospectus for the ETF, the ETF may enter into dollar rolls, delayed 
delivery transactions and forward commitment transactions and may buy 
and sell ``when issued'' securities, as described in the Registration 
Statement. The ETF may invest in mortgage- or other asset-backed 
securities. Mortgage-related securities include mortgage pass-through 
securities, collateralized mortgage obligations (``CMOs''), commercial 
mortgage-backed securities, mortgage dollar rolls, CMO residuals, 
stripped mortgage-backed securities (``SMBSs'') and other securities 
that directly or indirectly represent a participation in, or are 
secured by and payable from, mortgage loans on real property. In 
pursuing its individual objectives, the ETF may, to the extent 
permitted by their investment objective and policies, purchase and sell 
(write) both put options and call options on securities, swap 
agreements, securities indexes, and enter into interest rate and index 
futures contracts and purchase and sell options on such futures 
contracts (``futures options'') for hedging purposes or to seek to 
replicate the composition and performance of a particular index, except 
that the ETF does not intend to enter into transactions involving 
currency futures or options.
    The ETF also may enter into swap agreements with respect to 
interest rates and indexes of securities. The ETF may invest in 
structured notes. If other types of financial instruments, including 
other types of options, futures contracts, or futures options are 
traded in the future, the ETF also may use those instruments, provided 
that their use is consistent with the ETF's investment objective. The 
ETF may, to the extent specified in the Registration Statement, 
purchase and sell both put and call options on fixed income or other 
securities or indexes in standardized contracts traded on foreign or 
domestic securities exchanges, boards of trade, or similar entities, or 
on an over-the-counter market, and agreements, sometimes called cash 
puts, which may accompany the purchase of a new issue of bonds from a 
dealer. The ETF will write call options and put options only if they 
are ``covered.''
    The ETF may invest in futures contracts and options thereon with 
respect to, but not limited to, interest rates and security indexes. 
The ETF will only enter into futures contracts and futures options 
which are standardized and traded on a U.S. exchange, board of trade, 
or similar entity, or quoted on an automated quotation system. 
According to the Registration Statement, neither the Trust nor the Fund 
are deemed to be ``commodity pools'' or ``commodity pool operators'' 
under the Commodity Exchange Act \7\ (``CEA''), and are not subject to 
registration or regulation as such under the CEA.
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    \7\ 7 U.S.C. 1.
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    The ETF may engage in swap transactions, including, but not limited 
to, swap agreements on interest rates or security indexes and specific 
securities. The ETF also may enter into options on swap agreements 
(``swap options''); purchase or otherwise receive warrants or rights; 
enter into repurchase agreements with banks and broker-dealers; and 
invest a portion of its assets in cash or cash items pending other 
investments or to maintain liquid assets required in connection with 
some of the ETF's investments. These cash items may include money 
market instruments, such as securities issued by the U.S. Government 
and its agencies, bankers' acceptances, commercial paper, and bank 
certificates of deposit.
    The ETF may invest in pooled real estate investment vehicles and 
other real estate-related investments such as securities of companies 
principally engaged in the real estate industry. The ETF may invest in 
the securities of other investment companies to the extent permitted by 
law. Subject to applicable regulatory requirements, the ETF may invest 
in shares of both open- and closed-end investment companies (including 
money market funds and ETFs). The ETF also may invest in private 
investment funds, vehicles, or structures.
    Commentary .07 to Rule 8.600 provides that, if the investment 
adviser to the Investment Company issuing Managed Fund Shares is 
affiliated with a broker-dealer, such investment adviser shall erect a 
``fire wall'' between the investment adviser and the broker-dealer with 
respect to access to information concerning the composition and/or 
changes to such Investment Company portfolio.\8\ In addition, 
Commentary .07 further requires that personnel who make decisions on 
the open-end fund's portfolio composition must be subject to procedures 
designed to prevent the use and dissemination of material nonpublic 
information regarding the open-end fund's portfolio. Grail Advisors, 
LLC is affiliated with a broker-dealer, Grail Securities, LLC, and has 
implemented a fire wall with respect to such broker-dealer regarding 
access to information concerning the composition and/or changes to a 
portfolio. RP and Cohanzick are not affiliated with a broker-dealer.\9\ 
Any

[[Page 61386]]

additional Fund sub-advisers that are affiliated with a broker-dealer 
will be required to implement a fire wall with respect to such broker-
dealer regarding access to information concerning the composition and/
or changes to a portfolio.
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    \8\ An investment adviser to an open-end fund is required to be 
registered under the Investment Advisers Act of 1940 (the ``Advisers 
Act''). As a result, the investment adviser is subject to the 
provisions of Rule 204A-1 under the Advisers Act relating to codes 
of ethics. This Rule requires investment advisers to adopt a code of 
ethics that reflects the fiduciary nature of the relationship to 
clients as well as compliance with other applicable securities laws. 
Accordingly, procedures designed to prevent the communication and 
misuse of non-public information by an investment adviser must be 
consistent with Rule 204A-1 under the Advisers Act.
    \9\ The Exchange represents that Grail Advisors, LLC, as the 
investment adviser of the Funds, RP as the primary sub-adviser, and 
Cohanzick as a sub-adviser, and their respective related personnel, 
are subject to Investment Advisers Act Rule 204A-1. This Rule 
specifically requires the adoption of a code of ethics by an 
investment adviser to include, at a minimum: (i) Standards of 
business conduct that reflect the firm's/personnel fiduciary 
obligations; (ii) provisions requiring supervised persons to comply 
with applicable Federal securities laws; (iii) provisions that 
require all access persons to report, and the firm to review, their 
personal securities transactions and holdings periodically as 
specifically set forth in Rule 204A-1; (iv) provisions requiring 
supervised persons to report any violations of the code of ethics 
promptly to the chief compliance officer (``CCO'') or, provided the 
CCO also receives reports of all violations, to other persons 
designated in the code of ethics; and (v) provisions requiring the 
investment adviser to provide each of the supervised persons with a 
copy of the code of ethics with an acknowledgement by said 
supervised persons. In addition, Rule 206(4)-7 under the Advisers 
Act makes it unlawful for an investment adviser to provide 
investment advice to clients unless such investment adviser has (i) 
adopted and implemented written policies and procedures reasonably 
designed to prevent violation, by the investment adviser and its 
supervised persons, of the Advisers Act and the Commission rules 
adopted thereunder; (ii) implemented, at a minimum, an annual review 
regarding the adequacy of the policies and procedures established 
pursuant to subparagraph (i) above and the effectiveness of their 
implementation; and (iii) designated an individual (who is a 
supervised person) responsible for administering the policies and 
procedures adopted under subparagraph (i) above.
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Availability of Information
    The ETF's Web site (http://www.grailadvisors.com), which will be 
publicly available prior to the public offering of Shares, will include 
a form of the prospectus for the Fund that may be downloaded. The Web 
site will include additional quantitative information updated on a 
daily basis, including, for the ETF: (1) The prior business day's 
reported NAV, mid-point of the bid/ask spread at the time of 
calculation of such NAV (the ``Bid/Ask Price''),\10\ and a calculation 
of the premium and discount of the Bid/Ask Price against the NAV; and 
(2) data in chart format displaying the frequency distribution of 
discounts and premiums of the daily Bid/Ask Price against the NAV, 
within appropriate ranges, for each of the four previous calendar 
quarters. On each business day, before commencement of trading in 
Shares in the Core Trading Session \11\ on the Exchange, the Trust will 
disclose on its Web site the identities and quantities of the portfolio 
of securities and other assets (the ``Disclosed Portfolio'') held by 
the ETF that will form the basis for the ETF's calculation of NAV at 
the end of the business day.\12\ The Web site and information will be 
publicly available at no charge.
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    \10\ The Bid/Ask Price of the ETF is determined using the 
midpoint of the highest bid and the lowest offer on the Exchange as 
of the time of calculation of the NAV. The records relating to Bid/
Ask Prices will be retained by the ETF and its service providers.
    \11\ The Core Trading Session is 9:30 a.m. to 4 p.m. Eastern 
time.
    \12\ Under accounting procedures followed by the Fund, trades 
made on the prior business day (``T'') will be booked and reflected 
in NAV on the current business day (``T+1''). Notwithstanding the 
foregoing, portfolio trades that are executed prior to the opening 
of the Exchange on any business day may be booked and reflected in 
NAV on such business day. Accordingly, the Fund will be able to 
disclose at the beginning of the business day the portfolio that 
will form the basis for the NAV calculation at the end of the 
business day.
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    In addition, for the ETF, an estimated value, defined in NYSE Arca 
Equities Rule 8.600 as the ``Portfolio Indicative Value,'' that 
reflects an estimated intraday value of the ETF's portfolio, will be 
disseminated. The Portfolio Indicative Value will be based upon the 
current value for the components of the Disclosed Portfolio and will be 
updated and disseminated by one or more major market data vendors at 
least every 15 seconds during the Core Trading Session. The 
dissemination of the Portfolio Indicative Value, together with the 
Disclosed Portfolio, will allow investors to determine the value of the 
underlying portfolio of the ETF on a daily basis and to provide a close 
estimate of that value throughout the trading day.
    Information regarding market price and volume of the Shares is and 
will be continually available on a real-time basis throughout the day 
on brokers' computer screens and other electronic services. The 
previous day's closing price and trading volume information will be 
published daily in the financial section of newspapers. Quotation and 
last sale information for the Shares will be available via the 
Consolidated Tape Association high-speed line.
    On a daily basis, the Fund will disclose on the its Web site for 
each portfolio security or other financial instrument of the Fund the 
following information: ticker symbol (if applicable), name of security 
or financial instrument, number of shares or dollar value of financial 
instruments held in the portfolio, and percentage weighting of the 
security or financial instrument in the portfolio.
    Investors can also obtain the Trust's Statement of Additional 
Information (``SAI''), the Fund's Shareholder Reports, and its Form N-
CSR and Form N-SAR, filed twice a year. The Trust's SAI and Shareholder 
Reports are available free upon request from the Trust, and those 
documents and the Form N-CSR and Form N-SAR may be viewed on-screen or 
downloaded from the Commission's Web site at http://www.sec.gov. 
Information regarding market price and trading volume of the Shares is 
and will be continually available on a real-time basis throughout the 
day on brokers' computer screens and other electronic services. 
Information regarding the previous day's closing price and trading 
volume information will be published daily in the financial section of 
newspapers.
    Additional information regarding the Shares and the Fund, including 
investment strategies, risks, creation and redemption procedures, fees, 
portfolio holdings disclosure policies, distributions and taxes is 
included in the Registration Statement. All terms relating to the Fund 
that are referred to, but not defined in, this proposed rule change are 
defined in the Registration Statement.
Initial and Continued Listing
    The Shares will be subject to NYSE Arca Equities Rule 8.600(d), 
which sets forth the initial and continued listing criteria applicable 
to Managed Fund Shares. The Exchange represents that, for initial and/
or continued listing, the Shares must be in compliance with Rule 10A-3 
\13\ under the Exchange Act, as provided by NYSE Arca Equities Rule 
5.3. A minimum of 100,000 Shares will be outstanding at the 
commencement of trading on the Exchange. The Exchange will obtain a 
representation from the issuer of the Shares that the net asset value 
per Share will be calculated daily and that the net asset value and the 
Disclosed Portfolio will be made available to all market participants 
at the same time.
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    \13\ See 17 CFR 240.10A-3.
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Trading Halts
    With respect to trading halts, the Exchange may consider all 
relevant factors in exercising its discretion to halt or suspend 
trading in the Shares of the Fund. Shares of the Fund will be halted if 
the ``circuit breaker'' parameters in NYSE Arca Equities Rule 7.12 are 
reached. Trading 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 trading is not 
occurring in the securities comprising the Disclosed Portfolio and/or 
the financial instruments of the Fund; or (2) whether other unusual 
conditions or circumstances detrimental to the maintenance of a fair 
and orderly market are present. Trading in the Shares will be subject 
to NYSE Arca Equities Rule 8.600(d)(2)(D), which sets forth 
circumstances under which Shares of the Fund may be halted.
Trading Rules
    The Exchange deems the Shares to be equity securities, thus 
rendering trading in the Shares subject to the Exchange's existing 
rules governing the trading of equity securities. Shares will trade on 
the NYSE Arca Marketplace from 4 a.m. to 8 p.m. Eastern time in 
accordance with NYSE Arca Equities Rule 7.34 (Opening, Core, and Late 
Trading Sessions). The Exchange has appropriate rules to facilitate 
transactions in the Shares during all trading sessions. The minimum 
trading

[[Page 61387]]

increment for Shares on the Exchange will be $0.01.
Surveillance
    The Exchange intends to utilize its existing surveillance 
procedures applicable to derivative products (which includes Managed 
Fund 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.
    The Exchange may obtain information via the Intermarket 
Surveillance Group (``ISG'') from other exchanges who are members of 
ISG.\14\
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    \14\ For a list of the current members of ISG, see http://
www.isgportal.org. The Exchange notes that not all of the components 
of the Disclosed Portfolio for the Fund may trade on exchanges that 
are members of ISG.
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    In addition, the Exchange also has a general policy prohibiting the 
distribution of material, non-public information by its employees.
Information Bulletin
    Prior to the commencement of trading, the Exchange will inform its 
ETP Holders in an Information Bulletin (``Bulletin'') of the special 
characteristics and risks associated with trading the Shares. 
Specifically, the Bulletin will discuss the following: (1) The 
procedures for purchases and redemptions of Shares in Creation Unit 
aggregations (and 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) the risks involved in trading 
the Shares during the Opening and Late Trading Sessions when an updated 
Portfolio Indicative Value will not be calculated or publicly 
disseminated; (4) how information regarding the Portfolio Indicative 
Value is disseminated; (5) the requirement that ETP Holders deliver a 
prospectus to investors purchasing newly issued Shares prior to or 
concurrently with the confirmation of a transaction; and (6) trading 
information.
    In addition, the Bulletin will reference that the Fund is subject 
to various fees and expenses described in the Registration Statement. 
The Bulletin will discuss any exemptive, no-action, and interpretive 
relief granted by the Commission from any rules under the Exchange Act. 
The Bulletin will also disclose that the NAV for the Shares will be 
calculated after 4 p.m. Eastern time each trading day.
2. Statutory Basis
    The basis under the Act for this proposed rule change is the 
requirement under Section 6(b)(5) \15\ that an exchange have rules that 
are designed to prevent fraudulent and manipulative acts and practices, 
to promote just and equitable principles of trade, to remove 
impediments to, and perfect the mechanism of a free and open market 
and, in general, 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 exchange-traded products 
that will enhance competition among market participants, to the benefit 
of investors and the marketplace. In addition, the listing and trading 
criteria set forth in NYSE Arca Equities Rule 8.600 are intended to 
protect investors and the public interest.
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    \15\ 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.

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.
    The Exchange has requested accelerated approval of this proposed 
rule change prior to the 30th day after the date of publication of the 
notice in the Federal Register. The Commission is considering granting 
accelerated approval of the proposed rule change at the end of a 15-day 
comment period.

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-2009-103 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-NYSEArca-2009-103. 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 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 publicly available. All 
submissions should refer to File

[[Page 61388]]

Number SR-NYSEArca-2009-103 and should be submitted on or before 
December 9, 2009.
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    \16\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\16\
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E9-28118 Filed 11-23-09; 8:45 am]

BILLING CODE 8011-01-P
