[Federal Register Volume 70, Number 7 (Tuesday, January 11, 2005)]
[Notices]
[Pages 1928-1929]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E5-56]



[[Page 1928]]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-50957; File No. SR-NYSE-2004-72]


Self-Regulatory Organizations; Notice of Filing and Immediate 
Effectiveness of Proposed Rule Change by the New York Stock Exchange, 
Inc. to Extend the Effective Date of Amendments, Approved Pursuant to 
File No. SR-NYSE-2002-36, From December 17, 2004 to January 31, 2005 To 
Conform With the Effective Date of Corresponding Rule Amendments Filed 
by the National Association of Securities Dealers, Inc. (``NASD'')

January 4, 2005.
    Pursuant to section 19(b)(1)\1\ of the Securities Exchange Act of 
1934 (the ``Exchange Act'')\2\ and Rule 19b-4\3\ thereunder, notice is 
hereby given that on December 16, 2004, the New York Stock Exchange, 
Inc. (``NYSE'' or the ``Exchange'') filed with the Securities and 
Exchange Commission (``SEC'' or ``Commission'') the proposed rule 
change as described in items I and II below, which items have been 
prepared by the Exchange. The Commission is publishing this notice to 
solicit comments on the proposed rule changes from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a et seq.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Changes

    The Exchange proposes to extend the effective date of amendments, 
approved pursuant to File No. SR-NYSE-2002-36, from December 17, 2004, 
to January 31, 2005, to conform with the effective date of 
corresponding rule amendments filed by the National Association of 
Securities Dealers, Inc. (``NASD''). The amendments, collectively known 
as the ``Internal Controls'' amendments, consist of changes to Rules 
342 (``Offices--Approval, Supervision and Control''), 401 (``Business 
Conduct''), 408 (``Discretionary Power in Customers' Accounts'') and 
410 (``Records of Orders'').

II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Changes

    In its filing with the Commission, the Exchange included statements 
concerning the purpose of, and basis for, the proposed rule changes. 
The text of these statements may be examined at the places specified in 
item IV below. The Exchange has prepared summaries, set forth in 
sections A, B, and C below of the most significant aspects of such 
statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Changes

1. Purpose
    On June 17, 2004, the Commission approved amendments to NYSE rules 
to strengthen the supervisory procedures and internal controls of 
members and member organizations.\4\ The amendments, collectively known 
as the ``Internal Controls'' amendments, consist of changes to Rules 
342 (``Offices--Approval, Supervision and Control''), 401 (``Business 
Conduct''), 408 (``Discretionary Power in Customers' Accounts'') and 
410 (``Records of Orders'').
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    \4\ See Release No. 34-49882 (June 17, 2004); 69 FR 35108 (June 
23, 2004) (File No. SR-NYSE-2002-36).
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    Amendment No. 2 to the filing, dated April 25, 2003, established an 
effective date for the amendments of six months from the date of their 
approval by the Commission. Accordingly, the current effective date is 
December 17, 2004. This six-month ``phase-in'' period was intended to 
allow member organizations sufficient time to develop and implement the 
policies and procedures necessary to be in compliance with the proposed 
amendments.
    During the development of the Internal Controls amendments, the 
NASD was working in conjunction with the Exchange and the Commission to 
develop substantially similar rule amendments. These amendments were 
also approved on June 17, 2004.\5\ Ultimately, an effective date of 
January 31, 2005, was established for the NASD amendments.\6\ The 
Exchange requests an extension of its previously approved effective 
date of December 17, 2004, to January 31, 2005. The Exchange believes 
that conforming the effective date of its Internal Controls amendments 
to the NASD's effective date will be beneficial to dual NYSE/NASD 
member organizations in that it will eliminate any confusion that may 
otherwise arise in connection with staggered implementation dates. 
Further, coordinating the effective dates will facilitate the issuance 
of any joint NYSE/NASD materials to membership to clarify practical 
aspects of the amendments.
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    \5\ See Release No. 34-49883 (June 17, 2004); 69 FR 35092 (June 
23, 2004) (File No. SR-NASD-2002-162).
    \6\ See NASD Notice to Members 04-71.
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2. Statutory Basis
    The Exchange believes the proposed rule change is consistent with 
the requirements of the Securities Exchange Act and the rules and 
regulations thereunder applicable to a national securities exchange, 
and in particular, with the requirements of section 6(b)(5)\7\ of the 
Exchange Act. Section 6(b)(5) requires, among other things, that the 
rules of an exchange be designed to promote just and equitable 
principles of trade, to foster cooperation and coordination with 
persons engaged in regulating, clearing, settling, processing 
information with respect to, and facilitating transactions in 
securities, to remove impediments to and perfect the mechanism of a 
free and open market and national market system, and in general, to 
protect investors and the public interest.
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    \7\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange believes that the proposal does not impose any burden 
on competition not necessary or appropriate in furtherance of the 
purposes of the Exchange Act.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants or Others

    Written comments were neither solicited nor received.

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

    The foregoing rule change has been filed pursuant to section 
19(b)(3)(A)\8\ of the Exchange Act and paragraph (f)(6) of Rule 19b-4 
thereunder, and is therefore immediately effective upon filing with the 
Commission. The Commission, at any time within 60 days of the filing of 
a proposed rule change pursuant to section 19(b)(3)(A) of the Act, may 
summarily abrogate the proposed rule change if it appears to the 
Commission that such action is necessary or appropriate in the public 
interest, for the protection of investors, or otherwise in furtherance 
of the purposes of the Act.\9\
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    \8\ 15 U.S.C. 78s(b)(3)(A).
    \9\ 15 U.S.C. 78s(b)(3)(C).
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    The Exchange requests that the Commission waive both the five-day 
notice and 30-day pre-operative requirements contained in Rule 19b-

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4(f)(6)(iii).\10\ The Exchange has designated the proposed rule change 
as one that: (i) Does not significantly affect the protection of 
investors or the public interest; (ii) does not impose any significant 
burden on competition; and (iii) does not become operative for 30 days 
from the date it was filed, or such shorter time as the Commission may 
designate. The Exchange believes good cause exists to grant such 
waivers because conforming the effective date of its Internal Controls 
amendments to the NASD's effective date will be beneficial to dual 
NYSE/NASD member organizations in that it will eliminate any confusion 
that may otherwise arise in connection with staggered implementation 
dates. Further, coordinating the effective dates will facilitate the 
issuance of any joint NYSE/NASD materials to members to clarify 
practical aspects of the amendments.
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    \10\ See telephone conversation between Stephen Kasprzak, Senior 
Special Counsel, NYSE and Lourdes Gonzalez, Assistant Chief Counsel, 
SEC, on January 3, 2005. Under subparagraph (f)(6)(iii) of Rule 19b-
4, the proposal may not become operative for 30 days after the date 
of its filing, or such shorter time as the Commission may designate 
if consistent with the protection of investors and the public 
interest, and the self-regulatory organization must file notice of 
its intent to file notice of the proposed rule change at least five 
business days beforehand. 17 CFR 240.19b-4(f)(6)(iii).
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    The Commission believes that waiver of the five-day notice and the 
30-day pre-operative delay is consistent with the protection of 
investors and the public interest because it will allow the NYSE to 
minimize confusion that may otherwise occur due to staggered 
implementation dates as firms make any required procedural or system 
changes. Furthermore, this waiver will facilitate the issuance of any 
joint guidance by the NYSE and NASD. For these reasons, the Commission 
designates the proposed rule change to be effective and operative upon 
filing with the Commission.\11\
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    \11\ For purposes only of accelerating the effective date of 
this proposal, the Commission has considered the proposed rule's 
impact on efficiency, competition, and capital formation. 15 U.S.C. 
78c(f).
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IV. Solicitation of Comments

    Interested persons are invited to submit written data, views and 
arguments concerning the foregoing, including whether the proposed rule 
change, as amended, is consistent with the Exchange 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 email to [email protected]. Please include 
File Number SR-NYSE-2004-72 on the subject line.

Paper Comments

     Send paper comments in triplicate to Jonathan G. Katz, 
Secretary, Securities and Exchange Commission, 450 Fifth Street, NW., 
Washington, DC 20549-0609.
    All submissions should refer to File Number SR-NYSE-2004-72. 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. Copies of such 
filing will also be available for inspection and copying at the 
principal office of the NYSE. 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-NYSE-2004-72 and should be submitted on or before 
February 1, 2005.

    For the Commission, by the Division of Market Regulation, 
pursuant to the delegated authority.\8\
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    \8\ 17 CFR 200.30-3(a)(12).
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Jill M. Peterson,
Assistant Secretary.
[FR Doc. E5-56 Filed 1-10-05; 8:45 am]
BILLING CODE 8010-01-P