[Federal Register Volume 78, Number 57 (Monday, March 25, 2013)]
[Notices]
[Pages 17958-17962]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2013-06717]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-69176; File No. SR-MIAX-2013-08]


Self-Regulatory Organizations; Miami International Securities 
Exchange LLC; Notice of Filing and Immediate Effectiveness of a 
Proposed Rule Change To Revise and Clarify Market Maker Continuous 
Quoting Obligations

March 19, 2013.
    Pursuant to the provisions of 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 March 8, 2013, Miami International Securities 
Exchange LLC (``MIAX'' or ``Exchange'') filed with the Securities and 
Exchange Commission (``Commission'') a proposed rule change 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 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

    The Exchange is filing a proposal to amend Rules 406, 503, 603 and 
604 to revise and clarify Market Maker continuous quoting obligations.
    The text of the proposed rule change is provided in Exhibit 5. The 
text of the proposed rule change is also available on the Exchange's 
Web site at http://www.miaxoptions.com/filter/wotitle/rule_filing, at 
MIAX'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 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 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 Change

1. Purpose
    The purpose of the proposed rule change is to revise and clarify 
the continuous quoting obligations of Market Makers. Specifically, (i) 
decrease the percentage of time a Primary Lead Market Maker (``PLMM'') 
is required to continuously quote from 99% to 90%; (ii) clarify which 
series the continuous quoting obligations apply to for all Market 
Makers; (iii) set forth how the continuous quoting obligations are 
applied; and (iv) set forth how compliance with the continuous quoting 
obligations will be determined. Each of these changes, which are 
described in detail below, will make MIAX's Market Maker obligations 
more consistent with market maker obligations at other options 
exchanges. MIAX is also proposing to clarify certain other rules 
related to the Market Maker obligations as described below.
Continuous Quoting
    The only substantive change in the continuous quoting obligations 
for Market Makers being proposed herein is the reduction in the 
percentage of time for which a PLMM is required to provide continuous 
quotes in an

[[Page 17959]]

appointed option class on a given trading day, the rest of the proposed 
changes relate to clarifying which series in an option class the 
requirements apply, the manner in which the obligations will apply and 
how compliance will be determined. Rule 604(e)(1)(i) currently requires 
PLMMs to provide continuous two-sided Standard quotes and/or Day 
eQuotes in their appointed option classes, which for purposes of the 
paragraph means 99% of the time. The Exchange now proposes to reduce 
the percentage of time a PLMM is required to provide continuous quotes 
in its appointed option classes to 90% of the time. This proposed rule 
change is comparable to the rules of the other options exchanges.\3\ 
The reduction to 90% of the time also makes the obligation for PLMMs 
consistent with the obligations for MIAX's other categories of Market 
Maker, Lead Market Maker (``LMM'') and Registered Market Maker 
(``RMM''). The Exchange does not believe that the proposed rule change 
will adversely affect the quality of the Exchange's markets or lead to 
a material decrease in liquidity. Rather the Exchange believes that 
making MIAX's PLMM obligations consistent with obligations at other 
options exchanges may increase the number of Market Makers willing to 
be appointed PLMM to make markets and provide liquidity at the 
Exchange.
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    \3\ See NYSE Amex LLC (``NYSE Amex'') Rules 925.1NY and 964.1NY; 
NYSE Arca, Inc. (``NYSE Arca'') Rules 6.37B and 6.88; NASDAQ OMX 
PHLX LLC (``PHLX'') Rule 1014(b)(ii)(D)(1); and Chicago Board 
Options Exchange, Incorporated (``CBOE'') Rule 1.1(ccc).
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    The Exchange also proposes to amend Rule 604(e)(1)(ii) and adopt 
new subparagraph (iii) to clarify which series within an options class 
the continuous quoting standard will apply for PLMMs. The percentage of 
series requirement for PLMMs remains the same (the lesser of 99% or 
100% minus one put-call pair in each class), but subparagraph 
(e)(1)(ii) is amended to include a definition of ``put-call pair'' and 
to provide that the continuous quoting standard will now only apply to 
``non-adjusted option series''. The term ``non-adjusted option series'' 
is not defined in the rule, however, new subparagraph (e)(1)(iii) 
defines ``adjusted option series'' as an option series wherein one 
option contract represents the delivery of something other than 100 
shares of the underlying security.\4\ Thus, a ``non-adjusted option 
series'' is a standard option contract representing the delivery of 100 
shares of the underlying security. New subparagraph (e)(1)(iii) also 
clarifies that the continuous quoting standard does not apply to 
adjusted series; which limitation and definition is in place at other 
options exchanges.\5\
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    \4\ The rules and requirements governing the adjustment of 
options contracts are set forth in Article VI, Section 11A of The 
Options Clearing Corporation By-Laws.
    \5\ CBOE Rules 8.13, 8.15A, 8.85 and 8.93; NASDAQ Options Market 
(``NOM'') Chapter VII, Section 6(d)i.2); NYSE Arca 6.37B, Commentary 
.01 and NYSE Amex Rule 925.1NY.
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    Rule 604(e)(1)(ii) is also being amended to provide that PLMM's 
continuous quoting requirement will be applied to all options classes 
collectively, rather than on a class-by-class basis and compliance will 
be determined on a monthly basis. The Exchange believes that applying 
the quoting requirements for PLMMs collectively across all options 
classes and reviewing such compliance over a monthly basis is a fair 
and more efficient way for the Exchange and market participants to 
evaluate compliance with the continuous quoting requirements.\6\ 
Applying the continuous quoting requirement collectively across all 
option classes rather than on a class-by-class basis, is beneficial to 
Market Makers by providing some flexibility to choose which series in 
their appointed classes they will continuously quote--increasing the 
continuous quoting obligation in the series of one class to allow for a 
decrease in the continuous quoting obligation in the series of another 
class. This flexibility, however, does not diminish the Market Maker's 
obligation to continuously quote a significant part of the trading day 
in a significant percentage of series. This flexibility is especially 
important for classes that have relatively few series and may prevent 
the PLMM, in particular, from breaching the continuous quoting 
requirement when failing to quote 90% of the trading day (as proposed) 
in more than one series in an appointed class. In addition, determining 
compliance with the continuous quoting requirement on a monthly basis 
does not relieve the PLMM of the obligation to provide continuous two-
sided quotes on a daily basis, nor will it prohibit the Exchange from 
taking disciplinary action against a PLMM for failing to meet the 
continuous quoting obligation each trading day. Compliance on a monthly 
basis allows the Exchange to review the PLMM's daily compliance in the 
aggregate and determine the appropriate disciplinary action for single 
or multiple failures to comply with the continuous quoting requirement 
during the month period. The Exchange believes that the proposal will 
not diminish, and in fact may increase, market making activity on the 
Exchange, by establishing quoting compliance standards that are 
reasonable and are already in place on other options exchanges.\7\
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    \6\ On the basis of the daily reports, the Exchange will 
continue to inform PLMMs if they are failing to achieve their 
quoting requirements. Moreover, on the basis of daily monitoring 
activity, the Exchange can determine whether PLMMs violated any 
other Exchange rules such as, for example, Rule 301 regarding just 
and equitable principles of trade. Such daily monitoring will allow 
the Exchange to investigate unusual activity and to take appropriate 
regulatory action.
    \7\ PHLX Rule 1014(b)(ii)(D)(1) and (2); NYSE Amex Rule 925.1NY; 
and NYSE Arca Rule 6.37B.
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    Rules 604(e)(2) and (e)(3), which govern the continuous quoting 
requirements for LMMs and RMMs are being amended in much the same way 
as Rule 604(e)(1) is being amended for PLMMs, except that since LMMs 
and RMMs already are at a ``90% of the time'' standard for continuous 
quoting, no changes to that requirement will be made for LMMs and RMMs. 
New paragraph (e)(2)(iii) to Rule 604 governing which series the 
continuous quoting obligations do not apply for LMMs includes series 
with a time to expiration of nine months or greater. This provision, 
which is already in place for RMMs,\8\ eliminates the continuous 
quoting requirement for LMMs when quoting the long-term option 
contracts described in MIAX Rule 406.\9\ It should be noted that not 
applying the continuous quoting requirement to long-term option series 
does not prevent LMMs from quoting those series, nor does it prevent 
LMMs from receiving directed orders in accordance with the provisions 
set forth in Rule 514(h) and (i), which require, among other things, 
for [sic] the Directed LMM to be at the NBBO in order to receive the 
Directed LMM participation entitlement. The Exchange believes that 
continuing to provide the Directed LMM participation entitlement is 
appropriate because it provides an incentive for LMMs to quote in as 
many series as possible, even long term option series, which they will 
no longer be required to continuously quote. Further, the Exchange does 
not believe eliminating the LMM requirement to continuously quote in 
long term option series will adversely affect the quality of the 
Exchange's markets or lead to a material decrease in liquidity since 
PLMMs will continue to be required to continuously quote in long term 
option series. Also, eliminating the LMM requirement to continuously 
quote in

[[Page 17960]]

long term option series will benefit the Exchange's efforts at quote 
mitigation.
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    \8\ See Rule 604(e)(3)(i).
    \9\ See CBOE Rule 8.7(d)(iii); NYSE Amex Rule 925.1NY, 
Commentary .01; PHLX Rule 1014(b)(ii)(D)(4); NOM Chapter VII, 
Section 6(d)i.2); and NYSE Arca 6.37B, Commentary .01
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    Finally, paragraph (e)(2)(ii) for LMMs and paragraph (e)(3)(i) for 
RMMs have been revised so that their continuous quoting requirements 
will be applied to all options classes collectively, rather than on a 
class-by-class basis and compliance will be determined on a monthly 
basis. The Exchange believes that applying the quoting requirements for 
LMMs and RMMs collectively across all options classes traded by an LMM 
or RMM and reviewing such compliance over a monthly basis is a fair and 
more efficient way for the Exchange and market participants to evaluate 
compliance with the continuous quoting requirements.\10\ Applying the 
continuous quoting requirement collectively across all option classes 
rather than on a class-by-class basis, is beneficial to Market Makers 
by providing some flexibility to choose which series in their appointed 
classes they will continuously quote. This flexibility, however, does 
not diminish the Market Maker's obligation to continuously quote a 
significant part of the trading day in a significant percentage of 
series. This flexibility is especially important for classes that have 
relatively few series and may prevent the LMM, in particular, from 
breaching the continuous quoting requirement when failing to quote 90% 
of the trading day in more than one series in an appointed class. In 
addition, determining compliance with the continuous quoting 
requirement on a monthly basis does not relieve the LMMs and RMMs of 
the obligation to provide continuous two-sided quotes on a daily basis, 
or will it prohibit the Exchange from taking disciplinary action 
against an LMM or RMM for failing to meet the continuous quoting 
obligation each trading day. Compliance on a monthly basis allows the 
Exchange to review the LMM's or RMM's daily compliance in the aggregate 
and determine the appropriate disciplinary action for single or 
multiple failures to comply with the continuous quoting requirement 
during the month period. The Exchange believes that the proposal will 
not diminish, and in fact may increase, market making activity on the 
Exchange, by establishing quoting compliance standards that are 
reasonable and are already in place on other options exchanges.\11\
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    \10\ On the basis of the daily reports, the Exchange will 
continue to inform LMMs and RMMs if they are failing to achieve 
their quoting requirements. Moreover, on the basis of daily 
monitoring activity, the Exchange can determine whether LMMs or RMMs 
violated any other Exchange rules such as, for example, Rule 301 
regarding just and equitable principles of trade. Such daily 
monitoring will allow the Exchange to investigate unusual activity 
and to take appropriate regulatory action.
    \11\ PHLX Rule 1014(b)(ii)(D)(1) and (2); NYSE Amex Rule 
925.1NY; and NYSE Arca Rule 6.37B.
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Bid/Ask Differentials
    In conjunction with the changes to the continuous quoting 
obligations, the Exchange seeks to clarify the provision in Rule 
603(b)(4) governing bid/ask differentials. As part of a Market Maker's 
general obligations to maintain a fair and orderly market, Market 
Makers are required to price option contracts fairly by bidding and 
offering so as to create differences of no more than a certain amount 
depending on whether the quoting is occurring before the opening or 
after the opening. Rule 603(b)(4) is being separated into three 
subparagraphs; the first subparagraph will contain the bid/ask 
differential requirement for quoting after the opening, the second 
subparagraph will contain the bid/ask differential requirement for 
quoting prior to the opening and the third subparagraph, which applies 
to both previous subparagraphs, indicates that the Exchange may 
establish bid/ask differentials other than the ones specified in 
subparagraphs (i) and (ii). MIAX seeks this flexibility, which is used 
at other options exchanges, to establish bid/ask differentials for 
long-term options, options on select high-priced stocks and exchange-
traded funds, and in other special circumstances such as periods of 
high volatility.\12\
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    \12\ CBOE Rule 8.7(b)(iv) provides that the CBOE can establish 
bid/ask differential requirements on a class-by-class basis.
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Long-Term Option Contracts--Rule 406
    Rule 406 describes Long-Term Option Contracts as option contracts 
that expire twelve to thirty nine months from the time they are listed. 
Rule 406 further provides ``[s]trike price interval, bid/ask 
differential and continuity rules shall not apply to such options 
series until the time to expiration is less than nine (9) months.'' The 
Exchange is proposing to eliminate the reference to ``continuity 
rules'' since the Exchange chose not to adopt such rules \13\ and add a 
reference to continuous quoting rules since continuous quoting 
obligations do not apply to long-term option contracts being quoted by 
LMMs and RMMs. Rule 406(a) is also being revised to include references 
to rule numbers where appropriate.
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    \13\ Continuity rules have been eliminated at other options 
exchanges; see Securities Exchange Act Release No. 60897 (October 
28, 2009) 74 FR 57217 (November 4, 2009) (SR-ISE-2009-85) citing 
Securities Exchange Act Release No. 60295 (July 13, 2009) 74 FR 
35215 (July 20, 2009) (SR-CBOE-2009-49).
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2. Statutory Basis
    MIAX believes that its proposed rule change is consistent with 
Section 6(b) of the Act \14\ in general, and furthers the objectives of 
Section 6(b)(5) of the Act \15\ in particular, in that it is designed 
to prevent fraudulent and manipulative acts and practices, to promote 
just and equitable principles of trade, to foster cooperation and 
coordination with persons engaged in facilitating transactions in 
securities, to 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, and it is not designed to 
permit unfair discrimination among customers, brokers, or dealers.
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    \14\ 15 U.S.C. 78f(b).
    \15\ 15 U.S.C. 78f(b)(5).
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    In particular, the Exchange believes this proposed rule change 
promotes just and equitable principles of trade because it reduces a 
burden and unnecessary restrictiveness on PLMMs. The Exchange still 
imposes many obligations on all Market Makers, including PLMMs, to 
maintain a fair and orderly market in their appointed classes, which 
the Exchange believes eliminates the risk of a material decrease in 
liquidity. While the time during which PLMMs must provide continuous 
quotes will be slightly reduced, PLMMs will still be obligated to 
provide continuous quotes for a significant part of the trading day in 
a significant percentage of series in each appointed class.
    Accordingly, the proposal supports the quality of MIAX's markets by 
helping to ensure that PLMMs will continue to be obligated to quote in 
series when necessary. The benefit provided to the PLMM from the 
proposed reduction in required quoting time is offset by the required 
percentage of series in which the PLMM must provide continuous quotes. 
Ultimately, the benefit the proposed rule change confers upon PLMMs is 
offset by the continued responsibilities to provide significant 
liquidity to the market to the benefit of market participants.
    In addition, the Exchange believes this proposed rule change 
promotes just and equitable principles of trade because it reduces a 
burden and unnecessary restrictiveness on LMMs. Eliminating the LMM 
requirement to continuously quote in long term option series will 
contribute to the Exchange's efforts at quote mitigation without 
impacting the liquidity and quality of

[[Page 17961]]

the Exchange's markets in those long term option series. Allowing LMMs 
to continue to receive directed orders in long term option series and 
the Directed LMM participation entitlement, when they no longer have 
the requirement to continuously quote such long term series is 
appropriate because it encourages LMMs to quote the long term series, 
which benefits all investors by supporting the quality and liquidity of 
the market in such series. This benefit is offset by the LMM's 
continued quoting obligations in other series and the fact that 
directed LMMs must still satisfy all of their other obligations in 
order to receive the Directed LMM participation entitlement.
    The proposed rule change also protects investors and the public 
interest by creating more uniformity and consistency among the 
Exchange's rules related to Market-Maker quoting obligations. The 
proposed rule change allows the Exchange to require PLMMs to provide 
continuous quotes in a percentage of series in their appointed classes 
for a portion of the trading day that is the same as that of market-
makers at other exchanges, which the Exchange believes will ultimately 
make the Exchange more competitive and help remove impediments to and 
promote a free and open market. For the foregoing reasons, the Exchange 
believes that the balance between the benefits provided to Market-
Makers and the obligations imposed upon Market-Makers by the proposed 
rule change is appropriate.
    Further, providing Market Makers with flexibility by providing the 
continuous quoting obligation collectively across all option classes 
will not diminish the Market Maker's obligation to continuously quote a 
significant part of the trading day in a significant percentage of 
series. Additionally, with respect to compliance standards, the 
Exchange believes that adopting the proposed standards will enhance 
compliance efforts by Market Makers and the Exchange, and are 
consistent with the requirement currently in place on other exchanges. 
The proposal ensures that compliance standards for continuous quoting 
will be the same on the Exchange as on other options exchanges. The 
Exchange believes that the proposal will not diminish and in fact may 
increase, market making activity on the Exchange, by establishing a 
quoting compliance standard that is reasonable and is already in place 
on other options exchanges.
    Finally, in determining to revise requirements for its Market 
Makers, MIAX is mindful of the balance between the obligations and the 
benefits bestowed on its Market Makers. The proposal will change 
obligations currently in place for Market Makers; however, the Exchange 
does not believe that these changes reduce the overall obligations 
applicable to Market Makers. In this respect, the Exchange notes that 
its Market Makers are subject to many obligations, including the 
obligation to maintain a fair and orderly market in their appointed 
classes, which the Exchange believes eliminates the risk of a material 
decrease in liquidity. MIAX continues to believe the balance of 
obligations and benefits is appropriate given the following: (i) 
Although the percentage of the trading day PLMMs will be required to 
quote will decrease from 99% to 90%, PLMMs will continue to have 
heightened quoting requirements based on the significant percentage of 
series PLMMs are required to quote, the proposed change is also 
consistent with requirements in place at other option exchanges and 
with requirements for other MIAX Market Makers; (ii) the proposed 
clarification in the rule text of which series the continuous quoting 
obligations apply to does not diminish the continuous quoting 
obligation and is consistent with requirements in place at other option 
exchanges; and (iii) the flexibility being provided by the proposal to 
apply the continuous quoting obligation collectively across all option 
classes also does not diminish the Market Maker's obligations and is 
consistent with requirements in place at other options exchanges. MIAX 
believes that its proposal is consistent with the Act in that providing 
clarification and flexibility does not detract from the overall market 
making obligations of Market Makers. The requirement that a market 
maker hold itself out as willing to buy and sell options for its own 
account on a regular or continuous basis is better supported by these 
proposed revisions and clarifications. Accordingly, the benefits the 
proposed rule change confers upon Market Makers are offset by the 
continued responsibilities to provide significant liquidity to the 
market to the benefit of all market participants.

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 not necessary or appropriate in 
furtherance of the purposes of the Act. MIAX's proposal to revise and 
clarify the Market Makers' continuous quoting obligations is consistent 
with what is already occurring on other markets. By providing Market 
Maker obligations that are more consistent with market maker 
obligations in place at other option exchanges, competition for the 
liquidity providing services of market makers is enhanced. MIAX is 
better able to compete for the services of market makers when its 
requirements for market makers are consistent with the other options 
exchanges.

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

    Written comments were neither solicited or [sic] received.

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

    Because the foregoing proposed rule change does not: (i) 
Significantly affect the protection of investors or the public 
interest; (ii) impose any significant burden on competition; and (iii) 
become operative for 30 days after the date of the filing, or such 
shorter time as the Commission may designate, it has become effective 
pursuant to 19(b)(3)(A) of the Act \16\ and Rule 19b-4(f)(6) \17\ 
thereunder.
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    \16\ 15 U.S.C. 78s(b)(3)(A).
    \17\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6) 
requires a self-regulatory organization to give the Commission 
written notice of its intent to file the proposed rule change at 
least five business days prior to the date of filing of the proposed 
rule change, or such shorter time as designated by the Commission. 
The Exchange has satisfied this requirement.
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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. If the Commission 
takes such action, the Commission shall institute proceedings to 
determine whether the proposed rule should be approved or disapproved.

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 email to [email protected]. Please include 
File

[[Page 17962]]

Number SR-MIAX-2013-08 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-MIAX-2013-08. This file 
number should be included on the subject line if email 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 
10:00 a.m. and 3:00 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 available publicly. All 
submissions should refer to File Number SR-MIAX-2013-08 and should be 
submitted on or before April 15, 2013.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\18\
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    \18\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-06717 Filed 3-22-13; 8:45 am]
BILLING CODE 8011-01-P