[Federal Register Volume 70, Number 164 (Thursday, August 25, 2005)]
[Notices]
[Pages 49957-49959]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E5-4637]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-52303; File No. SR-NASD-2005-057]


Self-Regulatory Organizations; National Association of Securities 
Dealers, Inc.; Notice of Filing of Proposed Rule Change Relating to 
Summary Orders in the Nasdaq Market Center

August 18, 2005.
    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 April 22, 2005, the National Association of Securities Dealers, Inc. 
(``NASD''), through its subsidiary, The Nasdaq Stock Market, Inc. 
(``Nasdaq''), 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 by Nasdaq. 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

    Nasdaq proposes to allow all eligible market participants in the 
Nasdaq Market Center to enter attributable and non-attributable Summary 
Orders in Nasdaq-listed and exchange-listed securities. Below is the 
text of the proposed rule change. Proposed new language is italicized; 
proposed deletions are in [brackets].
* * * * *

4700. NASDAQ MARKET CENTER--EXECUTION SERVICES

4701. Definitions

    Unless stated otherwise, the terms described below shall have the 
following meaning:
    (a)-(nn) No Change.
    (oo) The term ``Summary'' shall mean, for priced limit orders so 
designated,

[[Page 49958]]

that if an order is marketable upon receipt by the Nasdaq Market 
Center, it shall be rejected and returned to the entering party. 
[Summary Orders may only be entered by Nasdaq Order-Delivery ECNs.]
    (pp)-(uu) No Change.
* * * * *

4706. Order Entry Parameters

    (a) Non-Directed Orders--
    (1) General. The following requirements shall apply to Non-Directed 
Orders Entered by Nasdaq Market Center Participants:
    (A) No Change.
    (B) A Non-Directed Order must be a market or limit order, must 
indicate whether it is a buy, short sale, short-sale exempt, or long 
sale, and may be designated as ``Immediate or Cancel'', ``Day'', 
``Good-till-Cancelled'', ``Auto-Ex'', ``Fill or Return'', ``Pegged'', 
``Discretionary'', ``Sweep'', ``Total Day'', ``Total Good till 
Cancelled'', or ``Total Immediate or Cancel,'' or ``Summary.''
    (i)-(xii) No Change.
    (xiii) An order may be designated as ``Summary,'' in which case the 
order shall be designated either as Day or GTC. A Summary Order that is 
marketable upon receipt by the Nasdaq Market Center shall be rejected 
and returned to the entering party. If not marketable upon receipt by 
the Nasdaq Market Center, it will be retained by the system. [Summary 
Orders may only be entered by Nasdaq Order-Delivery ECNs.]
    (C)-(F) No Change.
    (2) No Change.
    (b)-(e) No Change.
* * * * *

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

    In its filing with the Commission, Nasdaq included statements 
concerning the purpose of, and basis for, the proposed rule change and 
discussed any comments it received on the proposed rule change. The 
text of these statements may be examined at the places specified in 
Item IV below. Nasdaq has prepared summaries, set forth in Sections A, 
B, and C below, of the most significant aspects of such statements.

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

1. Purpose
    Nasdaq is proposing to allow all participants in the Nasdaq Market 
Center to enter attributable and non-attributable Summary Orders, and 
to make Summary Orders available for exchange-listed securities. Nasdaq 
represents that, today, Summary Orders in essence provide a warning 
that the price of the order in a Nasdaq security would lock or cross 
the best prices then displayed in the Nasdaq Market Center by rejecting 
such an order back to the entering party. If the Summary Order does not 
lock or cross the best price, it is retained by the system for normal 
processing. The use of Summary Orders is currently restricted to Nasdaq 
Order Delivery ECNs. Approval of this proposal would give all Nasdaq 
Market Center participants the ability to enter such orders on either 
an attributable, or non-attributable, basis and make Summary Orders 
available for exchange-listed securities.
    Nasdaq represents that, under current Nasdaq Market Center 
processing, quotes already provide the lock/cross warning via rejection 
attributes of the Summary Order. Orders that are not designated as 
Summary, however, do not provide similar lock/cross warning 
capabilities and are considered immediately executable indications of 
trading interest that would be executed by the system if they locked or 
crossed the Nasdaq inside market.
    Nasdaq believes that the ability to receive a warning via order 
rejection when entering a locking or crossing order is an important 
component in enhancing Nasdaq market participants' control over how 
their orders are processed in the Nasdaq Market Center. Nasdaq 
represents that, through the availability of the Summary Order lock/
cross warning, market participants can themselves determine if they 
desire to immediately execute against available trading interest, or 
instead provide liquidity via a posted order. Nasdaq believes that this 
control is especially important in today's trading environment, where 
smaller spreads accentuate transaction costs. Such costs can be 
minimized by being a provider of liquidity that, in some cases, 
entitles the submitting party to an execution fee rebate, thereby 
reducing overall transaction costs. As noted above, lock or cross 
warnings similar to those provided by the Summary Order are available 
today to Nasdaq market participants that use quotes when representing 
trading interest in the Nasdaq Market Center. By also making lock/cross 
warnings via order rejection an option for orders entered by market 
participants, Nasdaq believes that the ability of market participants 
would be enhanced to obtain better, more economically efficient 
executions for themselves and their customers.
2. Statutory Basis
    Nasdaq believes that the proposed rule change is consistent with 
the provisions of Section 15A of the Act,\3\ in general, and with 
Section 15A(b)(6) of the Act,\4\ in particular, in that it is designed 
to prevent fraudulent and manipulative acts and practices, to promote 
just and equitable principles of trade, remove impediments to a free 
and open market and a national market system, and, in general, to 
protect investors and the public interest. In particular, Nasdaq 
believes that the increased control given to all market participants 
through the use of Summary Orders would assist in improving execution 
quality for themselves and their customers. In addition, to the extent 
that expansion of the Summary Order to attributable orders encourages 
the submission of greater amounts of trading interest in the form of 
such orders into the Nasdaq Market Center, Nasdaq believes that all 
market participants can be expected to benefit from such increased 
system liquidity.
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    \3\ 15 U.S.C. 78o-3.
    \4\ 15 U.S.C. 78o-3(b)(6).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    Nasdaq 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 either solicited or received.

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 Nasdaq consents, the Commission will:
    (A) By order approve such 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,

[[Page 49959]]

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 [email protected]. Please include 
File Number SR-NASD-2005-057 on the subject line.

Paper Comments

     Send paper comments in triplicate to Jonathan G. Katz, 
Secretary, Securities and Exchange Commission, 100 F Street, NE., 
Washington, DC 20549-9303.
    All submissions should refer to File Number SR-NASD-2005-057. 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 also will be available for inspection and copying at the 
principal office of Nasdaq. 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-NASD-2005-057 and should be submitted on or before 
September 15, 2005.

    For the Commission, by the Division of Market Regulation, 
pursuant to delegated authority.\5\
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    \5\ 17 CFR 200.30-3(a)(12).
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Margaret H. McFarland,
Deputy Secretary.
[FR Doc. E5-4637 Filed 8-24-05; 8:45 am]
BILLING CODE 8010-01-P