[Federal Register Volume 76, Number 8 (Wednesday, January 12, 2011)]
[Notices]
[Pages 2183-2186]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2011-446]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-63660; File No. SR-NYSEArca-2010-124]


Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
and Immediate Effectiveness of a Proposed Rule Change Amending NYSE 
Arca Options Rule 6.62(h) to Define Stock/Complex Orders, Amending NYSE 
Arca Options Rule 6.75(g) to Update and Clarify the Priority of Complex 
Orders, and Amending NYSE Arca Options Rule 6.91 to Establish a Complex 
Order Auction

January 6, 2011.
    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 December 30, 2010, NYSE Arca, Inc. (``Exchange'' or ``NYSE Arca'') 
filed with the Securities and Exchange Commission (``Commission'') the 
proposed rule change as described in Items I and II below, which Items 
have been prepared by NYSE Arca. NYSE Arca has submitted the proposed 
rule change under Section 19(b)(3)(A) of the Act \3\ and Rule 19b-
4(f)(6) thereunder,\4\ which renders the proposal effective upon filing 
with the Commission. 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.
    \3\ 15 U.S.C. 78s(b)(3)(A).
    \4\ 17 CFR 240.19b-4(f)(6).
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend NYSE Arca Options Rule 6.62(h) to 
define Stock/Complex Orders, amend NYSE Arca Options Rule 6.75(g) to 
update and clarify the priority of Complex Orders, and amend NYSE Arca 
Options Rule 6.91 to establish a Complex Order Auction.
    A copy of this filing is available on the Exchange's Internet Web 
site at http://www.nyse.com, on the Commission's Internet Web site at 
http://www.sec.gov, at the Exchange's principal office, and at the 
Commission.

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 Exchange 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 III 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 Change

1. Purpose
    The purpose of this filing is to update and streamline the rules 
governing open outcry trading of Complex Orders, including the 
definition of a Stock/Complex Order, and to adopt new rules to provide 
for a Complex Order Auction (``COA'') in the Electronic Complex Order 
rules, based on rules recently approved for NYSE Amex LLC 
(``Amex'').\5\ The filing also clarifies the minimum trading and 
quoting increment permissible for Complex Orders.
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    \5\ See Securities Exchange Act Release No. 63558 (December 16, 
2010), 75 FR 80553 (December 22, 2010) (Order approving SR-NYSEAmex-
2010-100).
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Stock/Complex Orders
    NYSE Arca proposes to amend Rule 6.62(h) to define Stock/Complex 
Orders as orders for the purchase or sale of a Complex Order coupled 
with an order to buy or sell a stated number of units of an underlying 
stock or a security convertible into the underlying stock 
(``convertible security'') representing either (A) the same number of 
units of the underlying stock or convertible security as are 
represented by the options leg of the Complex Order with the least 
number of contracts, or (B) the number of units of the underlying stock 
necessary to create a delta neutral position, but in no case in a ratio 
greater than 8 options contracts per unit of trading of the underlying 
stock or convertible security established for that series by the 
Clearing Corporation, as represented by the options leg of the Complex 
Order with the least number of options contracts.
Revision to Complex Order Open Outcry Rules
    NYSE Arca proposes to amend Rule 6.75 and Commentary .01 to Rule 
6.75. The Exchange proposes to adopt a provision based on NYSE Amex LLC 
(``Amex'') Rule 963NY(d) to describe the priority of Complex Orders in 
open outcry. The new language does not change the process of executing 
a Complex Order or alter the priority of quotes and orders; rather, it 
streamlines and updates the rule text.
    Currently, when executing a Complex Order, contra sided complex 
trading interest in the Trading Crowd has priority over individual 
orders and quotes in the leg markets at the same net debit or credit 
price, except when individual Customer orders in the Consolidated Book 
are present in all of the leg markets. When there are Customer orders 
present in all legs at the same net debit or credit price, the Complex 
Order must first trade with the individual Customer orders, and may 
then trade against complex trading interest in the crowd. Complex 
Orders trading against contra side complex trading interest in the 
Trading Crowd must otherwise trade at least one leg at a price that is 
at least one minimum price variation better than individual Customer 
orders in the Consolidated Book.\6\
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    \6\ Stock/options orders may not trade at the same price as a 
Customer order in the option leg, unless satisfying the Customer 
order first, even though the Customer order cannot satisfy all the 
terms of the Stock/option order.
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    The proposed rule change will not alter these procedures or 
priorities.
    In addition, the Exchange is clarifying that Stock/Complex Orders 
(involving two or more options legs and a stock leg) may be executed at 
a net debit or credit price with another OTP Holder

[[Page 2184]]

without giving priority to equivalent bids (offers) in the individual 
series legs that are represented in the Trading Crowd or Customer limit 
orders in the Consolidated Book, provided at least one options leg of 
the order betters the corresponding Customer bid (offer) in the 
Consolidated Book by at least one minimum trading increment.
    NYSE Arca also proposes to delete Commentary.01 to Rule 6.75. The 
proposed Rule 6.75 (g) describes priority for all Complex Orders and 
Stock/Option Orders, while Commentary .01 to Rule 6.75 generally only 
describes the procedures for executing complex transactions; it does 
not define or describe any execution priority, obligation, or privilege 
that was not already described in other rules. Additionally, those 
procedures did not lay out procedures for all complex transactions; it 
narrowly described only simple Complex Orders with two option legs. The 
proposed rule change specifically eliminates the description of a 
``locked book market'' in Commentary .01(f). This provision was a 
description of a narrow circumstance, and was more appropriate when the 
Public Customer Book was maintained by an Order Book Official. At that 
time, the Order Book had priority to trade at a given price if it held 
an order. Paragraph (f) described a situation where the Order Book had 
orders at all of the prices where a Complex Order might trade, but the 
orders in the leg markets could not satisfy the terms of the Complex 
Order. The proposed new language addresses this and similar 
circumstances in a more clear manner.
Complex Order Auction
    Additionally, the Exchange proposes to adopt rules establishing an 
Electronic Complex Order Auction, based on rules approved for use by 
NYSE Amex LLC. Amex Rule 980NY(e) describes the process for a Complex 
Order Request for Responses (``RFR'') Auction. NYSE Arca proposes a 
similar auction under Rule 6.91.
    Proposed paragraph (c) of Rule 6.91 will describe the COA process. 
The proposed rule change will give the Exchange the authority to 
determine, on a class by class basis, which incoming orders are 
eligible for a COA based on marketability (defined as a number of ticks 
from the current market), size, and Complex Order type (``COA-eligible 
orders'').\7\
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    \7\ For example, the Exchange could determine that a complex 
order with two option legs are eligible for a COA to the extent they 
are less than two ticks away from the ``top of the book,'' which 
would be the best price considering the net prices available among 
Complex Orders in the Consolidated Book and the individual component 
legs in the Consolidated Book. All pronouncements, including changes 
hereto, regarding COA eligibility and Response Time Intervals will 
be announced to OTP Holders via Regulatory Circular.
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    Upon receiving a COA-eligible order and a request by the OTP Holder 
representing the order that it be COA'd, the Exchange will send an RFR 
message to OTP Holders with an interface connection to NYSE Arca that 
have elected to receive such RFR messages. This RFR message will 
identify the component series, the size of the COA-eligible order and 
any contingencies, if applicable. However, the RFR will not identify 
the side of the market (i.e., whether the COA-eligible order is to buy 
or sell).
    Market Makers with an appointment in the relevant options class, 
and OTP Holders acting as agent for orders resting at the top of the 
Consolidated Book in the relevant options series, may electronically 
submit responses (``RFR Responses''), and modify, but not withdraw, the 
RFR response at anytime during the request response time interval (the 
``Response Time Interval''). RFR responses must be in a permissible 
ratio, and may be expressed on a net price basis in a one cent 
increment. In addition, RFR Responses will be visible to those who have 
subscribed to RFRs. The applicable Response Time Interval will be 
determined by the Exchange on a class by class basis, and, in any 
event, will not exceed one second. Proposed Rule 6.91(c)(3) also 
clarifies that the obligations of Rule 6.47A, Order Exposure 
Requirements--OX, are separate from the duration of the Response Time 
Interval.
    When the Response Time Interval expires, the COA-eligible order 
will be executed and allocated to the extent it is marketable, or route 
to the Consolidated Book to the extent it is not marketable. If 
executed, the rules of trading priority will provide that the COA-
eligible order be executed based first on net price, and, at the same 
price:
    (i) Pre-existing interest in the leg markets: individual orders and 
quotes in the leg markets resting in the Consolidated Book prior to the 
initiation of a COA will have first priority to trade against a COA-
eligible order;
    (ii) Customer Complex interest received during the Auction: 
Customer Electronic Complex Orders resting in the Consolidated Book 
before or that are received during, the Response Time Interval and 
Customer RFR Responses shall, collectively have second priority to 
trade against a COA-eligible order. The allocation of a COA-eligible 
order against the Customer Electronic Complex Orders resting in the 
Consolidated Book shall be on a Size Pro Rata basis;
    (iii) Non-Customer Complex trading interest: Non-Customer interest, 
comprised of Electronic Complex Orders resting in the Consolidated 
Book, Electronic Complex Orders placed in the Consolidated Book during 
the Response Time Interval, and RFR Responses, will collectively have 
third priority. The allocation of COA-eligible orders against these 
contra sided orders will be on a Size Pro Rata basis;
    (iv) Trading Interest that improves the derived Complex Best Bid/
Offer: Individual orders and quotes in the leg markets that cause the 
derived Complex Best Bid/Offer to be improved during the COA, and which 
match the best RFR Response and/or Complex Orders received during the 
Response Time Interval, will be filled after Complex Orders and RFR 
Responses at the same net price.\8\ Allocations within the first 
category above (individual orders and quotes in the leg markets in the 
Consolidated Book) shall be in time, with Customer orders having 
priority ahead of non-customer orders and quotes at the same price. 
Allocations within the second category above (Customer Electronic 
Complex Orders resting in the Consolidated Book and Customer RFR 
responses) shall be based on a Size Pro Rata basis when multiple 
Customer Complex Orders or RFR responses exist at the same price. 
Allocations within the third category (non-Customer Electronic Complex 
Orders in the Consolidated Book and non-Customer RFR responses) shall 
be based on a Size Pro Rata basis when multiple non-Customer interests 
exist at the same price. Allocations among the fourth category 
(individual orders or quotes in the leg markets that cause the derived 
BBO to be improved) shall be filled on a Customer order/size pro rata 
basis.
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    \8\ See Securities Exchange Act Release No. 58361 (August 14, 
2008), 73 FR 49529 (August 21, 2008) (approving SR-Phlx-2008-50).
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    The following is an example of a COA: assume the Exchange's derived 
complex market, based on individual series orders and quotes in the 
Consolidated Book, is offered at $1.15 for 20 contracts. In addition, 
assume a Customer Electronic Complex Order resting in the Consolidated 
Book is offered at $1.15 for five contracts and two non-Customer orders 
resting in the Consolidated Book are offered at $1.15 for five 
contracts each (for a total of 10 contracts). A COA-eligible order is 
then received to buy the complex strategy 100 times paying $1.15. COA 
will auction the order. An RFR message is

[[Page 2185]]

sent to subscribers indicating the Complex Order series and the size of 
100 contracts (but not the side of the market). The Response Time 
Interval for submitting RFR Responses will be for no more than one 
second. Before the conclusion of the Response Time Interval, the 
following RFR Responses on the other side are received: Customer RFR 
Responses to sell five at $1.14 and five at $1.15; and non-Customer RFR 
Responses to sell 15 at a price of $1.13, 35 at a price of $1.14, and 
100 at a price of $1.15. The execution of the COA-eligible order will 
proceed as follows:
     15 contracts get filled at $1.13 (against non-Customer RFR 
Responses);
     40 contracts get filled at $1.14 (five contracts against 
Customer RFR Responses, then 35 contracts against non-Customer RFR 
Responses); and
     45 contracts get filled at $1.15 (20 contracts against the 
individual series legs in the Consolidated Book, then 10 contracts 
against Customer Electronic Complex Orders in the Consolidated Book and 
Customer RFR Responses allocated on a Size Pro Rata basis. The non-
Customer interest is allocated on a Size Pro Rata basis as follows: 1 
contract ((5/110) x 15) for each of the non-Customer Electronic Complex 
Orders resting in the Consolidated Book before the COA began, and 13 
contracts ((100/110) x 15) against the non-Customer RFR Response).
    The proposed rule change also describes the handing of unrelated 
incoming Electronic Complex Orders that may be received prior to the 
expiration of the COA. Specifically, the proposed rule change provides 
the following:
     An incoming Electronic Complex Order received prior to the 
expiration of the Response Time Interval for a pending COA (the 
``original COA'') that is on the opposite side of the original COA-
eligible order and is marketable against the starting price of the 
original COA-eligible order will be ranked in price time with RFR 
Responses by account type. The original COA-eligible order will be 
executed and allocated as described in proposed subparagraph (c)(6) of 
Rule 6.91. Any remaining balance of either the initiating COA-eligible 
order or the incoming Electronic Complex order will be placed in the 
Consolidated Book and ranked as described in subparagraph (a)(1) of 
Rule 6.91.
     Incoming COA-eligible orders that are received prior to 
the expiration of the Response Time Interval for the original COA that 
are on the same side of the market, that are price [sic] equal to the 
original COA-eligible order will join the COA. A message with the 
updated size will be published. The new order will be ranked and 
executed with the initiating COA-eligible order in price time order. 
Any remaining balance of either the initiating COA-eligible order and/
or the incoming Electronic Complex order will be placed in the 
Consolidated Book and ranked as described in subparagraph (a)(1) of 
Rule 6.91.
     Incoming COA-eligible orders received during the Response 
Time Interval for the original COA-eligible order that are on the same 
side of the market, and that are priced worse than the initiating 
order, will join the COA. The new order(s) will be ranked and executed 
with the initiating COA-eligible order in price time order. Any 
remaining balance of either the initiating COA-eligible order and/or 
the incoming Electronic Complex order(s) will be placed in the 
Consolidated Book and ranked as described in subparagraph (a)(1) of 
Rule 6.91.
     An incoming COA-eligible order that is received prior to 
the expiration of the Response Time Interval for the original COA that 
is on the same side of the market and at a better price than the 
original COA-eligible order will cause the auction to end. The 
initiating COA-eligible order will be executed in accordance with 
subparagraph (c)(6). The COA-eligible order that caused the auction to 
end will then be executed in accordance with subparagraph (c)(6), and 
any unexecuted portion will either be (i) placed in the Consolidated 
Book, or (ii) if marketable, initiate another COA.
    The Exchange is proposing to amend Commentary .02 to Rule 6.91 to 
clarify that if the class has been designated as eligible for Complex 
Order Auctions then at least one leg of the order must trade at a price 
that is better than the corresponding price of the customer bids or 
offers in the Consolidated Book for the same series, by at least one 
cent ($.01).
    New Commentary .03 to Rule 6.91 is also proposed to clarify the 
priority of Stock/Option Orders and Stock/Complex Orders to (a) confirm 
that the execution of the stock component must be executed consistent 
with the rules of the stock execution venue; (b) clarify the priority 
of the option component of a stock option order over bids and offers in 
the Consolidated Book, but not over Customer orders at the same price 
in the Consolidated Book; (c) clarify that Stock/Option Orders and 
Stock/Complex Orders submitted to the Complex Matching Engine will 
trade first against other Stock/Option or Stock/Complex Orders resting 
in the Consolidated Book, then against individual orders and quotes on 
the Exchange, and lastly against orders and quotes subsequently entered 
by Market Participants; and (d) clarify the priority of the option 
components of a Stock/Complex Order over bids and offers in the 
Consolidated Book, unless there are Customer bids and offers in the 
Consolidated Book on each of the component leg markets.
    Proposed Commentary .04 states that a pattern or practice of 
submitting unrelated orders that cause a COA to conclude early will be 
deemed conduct inconsistent with just and equitable principles of 
trade. Dissemination of information related to COA-eligible orders to 
third parties will also be deemed as conduct inconsistent with just and 
equitable principles of trade.
    Finally, NYSE Arca is proposing the RFR Responses can be modified 
but not withdrawn at any time before the end of the Response Time 
Interval. RFR Responses are firm only with respect to COA-eligible 
orders and RFR Responses received during the Response Time Interval. 
Any RFR response not accepted to trade either in whole or in a 
permissible ratio, would expire at the end of the Response Time 
Interval and would not be eligible to trade with the Consolidated Book.
Complex Order Minimum Increments
    NYSE Arca is proposing to revise and clarify the minimum increments 
that are permissible for bids and offers on Complex Orders. The 
Exchange believes these changes will facilitate the orderly execution 
of Complex Orders in open outcry and via the Consolidated Book and the 
COA mechanism. With respect to minimum increments, currently Rules 6.75 
and 6.91 provide that the Complex Orders may generally be expressed in 
any increments regardless of the minimum increment otherwise 
appropriate to the individual legs of the order. Thus, for example, a 
Complex Order could be entered at a net debit or credit price of $1.03 
even though the standard minimum increment for the individual series is 
generally $0.05 or $0.10. The Exchange is proposing to clarify in Rule 
6.75 and 6.91 that Complex Orders entered onto the Exchange, and/or 
resting in the Consolidated Book may be expressed on a net price basis 
in a multiple of the minimum increment (i.e., $0.01, $0.05, or $0.10, 
as applicable) or in a one-cent increment as determined by the Exchange 
on a class-by class basis.
    NYSE Arca represents that any Customer Electronic Complex Orders 
entered to the NYSE Arca System must comply with the order exposure 
requirements of Rule 6.47A, which

[[Page 2186]]

prohibits a User from executing as principal against an order it 
represents as agent, unless the agency order is first exposed on the 
Exchange for at least one (1) second, or the User has been bidding or 
offering on the Exchange for at least one (1) second, prior to 
receiving an agency order that is excutable against such bid or offer.
    NYSE Arca notes that all components of a Complex Order, a Stock/
Option Order, or a Stock/Complex Order must be entered into the NYSE 
Arca System and displayed at a total or net debit or credit, and that 
all components of a Complex Order, a Stock/Option Order, or a Stock/
Complex Order, including the stock component of a Stock/Option Order or 
Stock/Complex Order, must be traded as a complete package.
2. Statutory Basis
    The Exchange believes the proposed rule change is consistent with 
and furthers the objectives of Section 6(b)(5) of the Act \9\ in that 
it is designed to promote just and equitable principles of trade, 
remove impediments to and perfect the mechanisms of a free and open 
market and a national market system and, in general, to protect 
investors and the public interest. In particular, investors will have 
greater opportunities to manage risk with the Exchange defining Stock/
Complex Orders, by the Exchange revising the coverage under Rule 
6.75(g) to clarify its applicability, and with the removal of ambiguity 
by deleting obsolete text in Commentary .01 to Rule 6.75. The proposed 
adoption of rules governing a Complex Order Auction will facilitate the 
execution of Complex Orders while providing opportunities for price 
improvement.
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    \9\ 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

    The Exchange has designated the proposed rule change as one that: 
(1) Does not significantly affect the protection of investors or the 
public interest; (2) does not impose any significant burden on 
competition; and (3) does not become operative for 30 days from the 
date of filing, or such shorter time as the Commission may designate if 
consistent with the protection of investors and the public interest. 
Therefore, the proposed rule change has become effective pursuant to 
Section 19(b)(3)(A) of the Act \10\ and Rule 19b-4(f)(6) 
thereunder.\11\
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    \10\ 15 U.S.C. 78s(b)(3)(A).
    \11\ 17 CFR 240.19b-4(f)(6). Rule 19b-4(f)(6)(iii) also requires 
an exchange to provide the Commission with written notice of its 
intent to file the proposed rule change, along with a brief 
description and text of the proposed rule change, at least five 
business days prior to the date of filing the proposed rule change 
or such shorter time as the Commission may designate. The Exchange 
satisfied this requirement.
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    NYSE Arca has requested that the Commission waive the 30-day 
operative delay. Because the Commission believes that waiving the 30-
day operative delay is consistent with the protection of investors and 
the public interest, the Commission grants NYSE Arca's request.\12\ As 
noted above, the proposal is based on Amex rules that the Commission 
recently approved.\13\ The Commission received no comments regarding 
the Amex's proposal. In addition, the Commission believes that the 
proposal could enhance competition for Complex Orders on the Exchange 
by establishing an electronic COA for Complex Orders.
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    \12\ For purposes only of waiving the 30-day operative delay, 
the Commission has considered the proposal's impact on efficiency, 
competition, and capital formation. See 15 U.S.C. 78c(f).
    \13\ See note 5, supra.
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    At any time within 60 days of the filing of the proposed rule 
change, the Commission summarily may temporarily suspend 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-NYSEArca-2010-124 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-2010-124. 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 Web site 
viewing and printing 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 NYSE's principal office and 
on its Internet Web site at http://www.nyse.com. 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 Number SR-NYSEArca-2010-124 and should be 
submitted on or before February 2, 2011.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\14\
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    \14\ 17 CFR 200.30-3(a)(12).
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Elizabeth M. Murphy,
Secretary.
[FR Doc. 2011-446 Filed 1-11-11; 8:45 am]
BILLING CODE 8011-01-P