[Federal Register Volume 73, Number 223 (Tuesday, November 18, 2008)]
[Notices]
[Pages 68478-68479]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E8-27279]


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

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-58921; File No. SR-NYSE-2008-111]


Self-Regulatory Organizations; Notice of Filing and Immediate 
Effectiveness of Proposed Rule Change by New York Stock Exchange LLC To 
Establish System of Rebates for Designated Market Makers

November 7, 2008.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (the ``Act''),\2\ and Rule 19b-4 thereunder,\3\ notice is hereby 
given that on October 30, 2008, New York Stock Exchange LLC (the 
``NYSE'' or the ``Exchange'') filed with the Securities and Exchange 
Commission (the ``Commission'') the proposed rule changes as described 
in Items I, II and III 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.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a et seq.
    \3\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------

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

    The Exchange proposes to adopt a schedule of fees and rebates 
applicable to Designated Market Makers (``DMMs''). While the change to 
the Exchange's 2008 Price List pursuant to this proposal will be 
effective upon filing, the change will become operative as of November 
3, 2008. The text of the proposed rule change is available on the 
Exchange's Web site (http://www.nyse.com), at the Exchange's Office of 
the Secretary, 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 these statements may be examined at 
the places specified in Item IV below. The NYSE has prepared summaries, 
set forth in Sections A, B and C below, of the most significant aspects 
of such statements.

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

1. Purpose
    The Exchange proposes to adopt a schedule of fees and rebates 
applicable to DMMs. While the change to the Exchange's 2008 Price List 
pursuant to this proposal will be effective upon filing, the change 
will become operative as of November 3, 2008.
    DMMs are a new category of market makers that the Exchange has 
created as a replacement for the specialists.\1\ As was the case 
historically for the specialists, the DMMs will not be charged any fees 
on transactions executed on the Exchange for their own account in their 
capacity as DMMs that remove liquidity from the Exchange. However, as 
was the case with specialists in the period immediately prior to the 
adoption of the new market model, DMMs will be charged a $0.0030 per 
share routing fee for orders routed to away markets, which is the same 
rate charged to all other market participants.\2\
---------------------------------------------------------------------------

    \1\ See 34-58845 (October 24, 2008).
    \2\ Except floor brokers, who pay $0.0029 per share.
---------------------------------------------------------------------------

    Prior to the adoption of the new market model, the Exchange 
operated a revenue sharing program for the specialists (the ``liquidity 
provision payments'' or ``LPPs'') that was structured to provide 
incentives to the specialists to add liquidity to the Exchange. The 
Exchange is discontinuing the LPP program in connection with the 
adoption of the new market model. The Exchange proposes to provide 
incentives to the DMMS that will be similar in effect to the LPPs, by 
awarding rebates to the DMMs when they add liquidity to the 
Exchange.\3\ The following liquidity-adding activities will qualify a 
DMM for a rebate:
---------------------------------------------------------------------------

    \3\ Not all stocks will be traded under the DMM model 
immediately. For a brief transitional period, some stocks will 
continue to be traded under the specialist model. Commencing 
November 3, 2008, continuing for the duration of this transition, 
specialists will be subject to the same pricing and rebate regime as 
DMMs.
---------------------------------------------------------------------------

     Posting displayed and non-displayed orders on the Display 
Book, including s-quote and s-quote reserve orders;
     Providing liquidity on non-displayed interest using the 
Capital Commitment Schedule; or, prior to the implementation of the 
Capital Commitment Schedule, using the following message activities: 
price improvement, size improvement (PRIN FILL), matching away market 
quotes;
     Executing trades in the crowd and at Liquidity 
Replenishment Points; and
     Providing liquidity on market-at-the-close and limit-at-
the-close transactions.
    Rebates will not apply to executions at the open, as trades at the 
open are free to all Exchange users and the DMM is therefore not 
generating any revenue for the Exchange from the DMM's counterparty in 
the transaction.
    DMMs will receive (i) a rebate of $0.0030 per share when adding 
liquidity in round lots in active securities (i.e., securities with a 
consolidated average daily trading volume (``ADV'') of greater than or 
equal to one million shares) (``Active Securities);\4\ and (ii) a 
rebate of $0.0035 per share when they add liquidity in round lots in 
securities with a consolidated ADV of less than one million shares 
(``Less Active Securities'').3 The Exchange will also pay DMMS a rebate 
of $0.0004 per share for executions at the close. This rebate equals 
the $0.0004 fee the Exchange charges other Exchange users for 
executions at the close.
---------------------------------------------------------------------------

    \4\ The Exchange will determine whether a security is an Active 
Security or Less Active Security based on the previous month's 
consolidated ADV.
---------------------------------------------------------------------------

    In addition, each DMM will also receive all of the market data 
quote revenue (the ``Quoting Share'') received by the Exchange from the 
Consolidated Tape Association under the Revenue Allocation Formula of 
Regulation NMS with respect to any Less Active Security in any month in 
which the DMM meets the quoting requirement of Rule 104(a)(1)(A) for 
that individual stock.\5\
---------------------------------------------------------------------------

    \5\ For Less Active Securities, a DMM must maintain a bid and an 
offer at the National Best Bid (``NBB'') and National Best Offer 
(``NBO'') (collectively herein ``NBBO'') for an aggregate average 
monthly NBBO of 10% or more during a calendar month. For purposes of 
passing through the Quoting Share with respect to an individual 
stock, the Exchange will require the DMM to maintain the average 
monthly NBBO of 10% or more for that individual stock.
---------------------------------------------------------------------------

    DMMs will receive a rebate of $0.0004 per share when providing 
liquidity with respect to odd lots and the odd lot

[[Page 68479]]

portions of partial round lots. This rebate equals the $0.0004 fee the 
Exchange charges other Exchange users for executions in odd lots and 
partial round lots.
    The Exchange is making a number of changes to the Price List to 
reflect the replacement of the specialists by the DMMs. The Specialist 
License Fee, the Specialist Marketing and Investor Education Fee and 
the various fees payable by specialists set forth under the heading 
``Registration and Regulatory Fees'', will be payable by the DMMs in 
place of the specialists upon adoption of the new market model. In 
addition, the Exchange is removing a footnote from the ``Registration 
and Regulatory Fees'' section of the Price List that makes reference to 
a 75% reduction in the amount of certain regulatory fees as of January 
1, 2008, which is no longer relevant because the reduction in those 
fees is already reflected in the Price List.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with the objectives of Section 6 \6\ of the Act in general and furthers 
the objectives of Section 6(b)(4) \7\ in particular, in that it is 
designed to provide for the equitable allocation of reasonable dues, 
fees and other charges among its members and other persons using its 
facilities. The Exchange believes that the proposal does not constitute 
an inequitable allocation of dues, fees and other charges as it 
provides the DMMs appropriate incentives to act as liquidity providers 
and supports them in performing their central function in the 
Exchange's market model.
---------------------------------------------------------------------------

    \6\ 15 U.S.C. 78f.
    \7\ 15 U.S.C. 78f(b)(4).
---------------------------------------------------------------------------

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 purpose of the 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 is effective upon filing pursuant to 
Section 19(b)(3)(A) \8\ of the Act and Rule 19b-4(f)(2) \9\ thereunder.
---------------------------------------------------------------------------

    \8\ 15 U.S.C. 78s(b)(3)(A).
    \9\ 17 CFR 240.19b-4(f)(2).
---------------------------------------------------------------------------

    At any time within 60 days of the filing of the proposed rule 
change, the Commission may summarily abrogate such rule change if it 
appears to the Commission that such action is necessary or appropriate 
in the public interest, for the protection of investors, or otherwise 
in furtherance of the purposes of the Act.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an e-mail to [email protected]. Please include 
File Number SR-NYSE-2008-111 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-NYSE-2008-111. 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 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-2008-111 and should be 
submitted on or before December 9, 2008.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\10\
---------------------------------------------------------------------------

    \10\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Florence E. Harmon,
Acting Secretary.
[FR Doc. E8-27279 Filed 11-17-08; 8:45 am]
BILLING CODE 8011-01-P