[Federal Register Volume 78, Number 204 (Tuesday, October 22, 2013)]
[Notices]
[Pages 62791-62798]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2013-24559]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-70608; File No. SR-BATS-2013-051]


Self-Regulatory Organizations; BATS Exchange, Inc.; Notice of 
Filing of Proposed Rule Change To List and Trade Shares of the iShares 
Liquidity Income Fund

October 3, 2013.
    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 September 19, 2013, BATS Exchange, Inc. (``Exchange'' or ``BATS'') 
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 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 proposing to list and trade shares of the iShares 
Liquidity Income Fund (``Fund'') of the iShares U.S. ETF Trust 
(``Trust'') under BATS Rule 14.11(i) (``Managed Fund Shares''). The 
shares of the Fund are collectively referred to herein as the 
``Shares.''
    The text of the proposed rule addition is available at the 
Exchange's Web site at http://www.batstrading.com, at the principal 
office of the Exchange, 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 parts of such 
statements.

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

1. Purpose
    The Exchange proposes to list and trade the Shares under BATS Rule 
14.11(i), which governs the listing and trading of Managed Fund Shares 
on the Exchange.\3\ The Fund will be an actively managed fund. The 
Shares will be offered by the Trust, which was established as a 
Delaware statutory trust on June 21, 2011. The Trust is registered with 
the Commission as an open-end investment company and has filed a 
registration statement on behalf of the Fund on Form N-1A 
(``Registration Statement'') with the Commission.\4\
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    \3\ The Commission approved BATS Rule 14.11(i) in Securities 
Exchange Act Release No. 65225 (August 30, 2011), 76 FR 55148 
(September 6, 2011) (SR-BATS-2011-018).
    \4\ See Registration Statement on Form N-1A for the Trust, dated 
February 4, 2013 (File Nos. 333-179904 and 811-22649). The 
descriptions of the Fund and the Shares contained herein are based, 
in part, on information in the Registration Statement. The 
Commission has issued an order granting certain exemptive relief to 
the Company under the Investment Company Act of 1940 (15 U.S.C. 80a-
1) (``1940 Act'') (``Exemptive Order''). See Investment Company Act 
Release No. 29571 (January 24, 2011) (File No. 812-13601).
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Description of the Shares and the Fund
    BlackRock Fund Advisors is the investment adviser (``BFA'' or 
``Adviser'') to the Fund.\5\ State Street Bank and Trust Company is the 
administrator, custodian, and transfer agent for the Trust. BlackRock 
Investments, LLC (``Distributor'') serves as the distributor for the 
Trust.
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    \5\ BlackRock Fund Advisors is an indirect wholly owned 
subsidiary of BlackRock, Inc.
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    BATS Rule 14.11(i)(7) provides that, if the investment adviser to 
the investment company issuing Managed Fund Shares is affiliated with a 
broker-dealer, such investment adviser shall erect a ``fire wall'' 
between the investment adviser and the broker-dealer with respect to 
access to information concerning the composition and/or changes to such 
investment company portfolio.\6\ In addition, Rule 14.11(i)(7) further 
requires that personnel who make decisions on the investment company's 
portfolio composition must be subject to procedures designed to prevent 
the use and dissemination of material non-public information regarding 
the applicable investment company portfolio. Rule 14.11(i)(7) is 
similar to BATS Rule 14.11(b)(5)(A)(i), however, Rule 14.11(i)(7) in 
connection with the establishment of a ``fire wall'' between the 
investment adviser and the broker-dealer reflects the applicable open-
end fund's portfolio, not an underlying benchmark index, as is the case 
with index-based funds. The Adviser is not a registered broker-dealer, 
but is affiliated with multiple broker-dealers and has implemented 
``fire walls'' with respect to such broker-dealers regarding access to 
information concerning the composition and/or changes to the Fund's 
portfolio. In addition, Adviser personnel who make decisions regarding 
the Fund's portfolio are subject to procedures designed to prevent the 
use and dissemination of material non-public information regarding the 
Fund's portfolio. In the event that (a) the Adviser becomes a broker-
dealer or newly affiliated with a broker-dealer, or (b) any new adviser 
or sub-adviser is a broker-dealer or becomes affiliated with a broker-
dealer, it will implement a fire wall with respect to its relevant 
personnel or such broker-dealer affiliate, as applicable, regarding 
access to information concerning the composition and/or changes to the 
portfolio, and will be subject to procedures designed to prevent the 
use and dissemination of material non-public information regarding such 
portfolio.
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    \6\ An investment adviser to an open-end fund is required to be 
registered under the Investment Advisers Act of 1940 (``Advisers 
Act''). As a result, the Adviser and its related personnel are 
subject to the provisions of Rule 204A-1 under the Advisers Act 
relating to codes of ethics. This Rule requires investment advisers 
to adopt a code of ethics that reflects the fiduciary nature of the 
relationship to clients as well as compliance with other applicable 
securities laws. Accordingly, procedures designed to prevent the 
communication and misuse of non-public information by an investment 
adviser must be consistent with Rule 204A-1 under the Advisers Act. 
In addition, Rule 206(4)-7 under the Advisers Act makes it unlawful 
for an investment adviser to provide investment advice to clients 
unless such investment adviser has (i) adopted and implemented 
written policies and procedures reasonably designed to prevent 
violation, by the investment adviser and its supervised persons, of 
the Advisers Act and the Commission rules adopted thereunder; (ii) 
implemented, at a minimum, an annual review regarding the adequacy 
of the policies and procedures established pursuant to subparagraph 
(i) above and the effectiveness of their implementation; and (iii) 
designated an individual (who is a supervised person) responsible 
for administering the policies and procedures adopted under 
subparagraph (i) above.
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iShares Liquidity Income Fund
    According to the Registration Statement, the Fund will seek to 
provide current income consistent with preservation of capital. To 
achieve its objective, the Fund will invest, under normal 
circumstances,\7\ at least 80% of its net assets in a portfolio of U.S. 
dollar-denominated investment-grade fixed and floating-rate debt 
securities (``Fixed Income Securities''). The Fund will not be a money 
market fund and thus will not seek to maintain a stable net asset value 
of $1.00 per Share. In the absence of normal circumstances, the Fund 
may temporarily depart from its normal investment process, provided 
that such departure is, in the opinion of BFA, consistent with the 
Fund's investment objective and in the best interest of the Fund. For 
example, the Fund may hold a higher than normal proportion of its 
assets in cash in response to adverse market, economic, or political 
conditions.
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    \7\ The term ``under normal circumstances'' includes, but is not 
limited to, the absence of adverse market, economic, political, or 
other conditions, including extreme volatility or trading halts in 
the fixed income markets or the financial markets generally; 
operational issues causing dissemination of inaccurate market 
information; or force majeure type events such as systems failure, 
natural or man-made disaster, act of God, armed conflict, act of 
terrorism, riot, or labor disruption, or any similar intervening 
circumstance.
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    The Fund will hold Fixed Income Securities of at least 13 non-
affiliated issuers. The Fund will not purchase the securities of 
issuers conducting their principal business activity in the same 
industry if, immediately after the purchase and as a result thereof, 
the value of the Fund's investments in that industry would equal or 
exceed 25% of the current value of the Fund's total assets, provided 
that this restriction does not limit the Fund's: (i) Investments in 
securities of other investment companies; (ii) investments in 
securities issued or guaranteed by the U.S. government, its agencies or 
instrumentalities; or (iii) investments in repurchase agreements 
collateralized by U.S. government securities.\8\ The Fund will not 
invest in non-U.S. equity securities.
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    \8\ See Form N-1A, Item 9. The Commission has taken the position 
that a fund is concentrated if it invests in more than 25% of the 
value of its total assets in any one industry. See, e.g., Investment 
Company Act Release No. 9011 (October 30, 1975), 40 FR 54241 
(November 21, 1975).
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    The Fund intends to qualify each year as a regulated investment 
company (``RIC'') under Subchapter M of the Internal Revenue Code of 
1986, as amended.\9\ The Fund will invest its assets, and otherwise 
conduct its operations, in a manner that is intended to satisfy the 
qualifying income, diversification, and distribution requirements 
necessary to establish and maintain RIC qualification under Subchapter 
M.
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    \9\ 26 U.S.C. 851.
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Fixed Income Securities
    The Fund intends to achieve its investment objective by investing, 
under normal circumstances, at least 80% of its net assets in a 
portfolio of U.S.

[[Page 62793]]

dollar-denominated investment-grade Fixed Income Securities, rated BBB- 
or higher by Standard & Poor's Financial Services LLC and/or Fitch Inc. 
(``Fitch''), or Baa3 or higher by Moody's Investors Service, Inc. 
(``Moody's''), or, if unrated, determined by BFA to be of equivalent 
quality.\10\ Under normal circumstances, the Fund will invest primarily 
in Fixed Income Securities maturing in three years or less. Under 
normal circumstances, short-term investments (generally, securities 
with original maturities of one year or less) held by the Fund will 
carry a rating in the highest two-rating categories of at least one 
nationally recognized statistical ratings organization (e.g., A-2, P-2, 
or F2 or better by Standard & Poor's Ratings Services, Moody's, or 
Fitch, respectively), or if such investments are unrated, determined to 
be of comparable quality by BFA, at the time of investment.
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    \10\ According to the Adviser, BFA may determine that unrated 
Fixed Income Securities are of ``equivalent quality'' based on such 
credit quality factors that it deems appropriate, which may include 
among other things, performing an analysis similar, to the extent 
possible, to that performed by a nationally recognized statistical 
ratings organization when rating similar securities and issuers. In 
making such a determination, BFA may consider internal analyses and 
risk ratings, third party research and analysis, and other sources 
of information, as deemed appropriate by the Adviser.
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    Fixed Income Securities will include fixed and floating rate debt 
securities, such as corporate \11\ and government bonds, agency 
securities,\12\ instruments of non-U.S. issuers, privately-issued 
securities,\13\ structured securities,\14\ municipal bonds, money 
market securities,\15\ and investment companies (including investment 
companies advised by BFA or its affiliates) that invest in such Fixed 
Income Securities.\16\ The Fund may invest up to 5% of its net assets 
in Fixed Income Securities and instruments of issuers that are 
domiciled in emerging market countries.
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    \11\ While the Fund is permitted to invest without restriction 
in corporate bonds, the Adviser expects that, under normal 
circumstances, the Fund will generally seek to invest in corporate 
bond issuances that have at least $100 million par amount 
outstanding in developed countries and at least $200 million par 
amount outstanding in emerging market countries.
    \12\ ``Agency securities'' for these purposes generally includes 
securities issued by the following entities: Government National 
Mortgage Association (Ginnie Mae); Federal National Mortgage 
Association (Fannie Mae); Federal Home Loan Banks (FHLBanks); 
Federal Home Loan Mortgage Corporation (Freddie Mac); Farm Credit 
System (FCS) Farm Credit Banks (FCBanks); Student Loan Marketing 
Association (Sallie Mae); Resolution Funding Corporation (REFCORP); 
Financing Corporation (FICO); and the Farm Credit System (FCS) 
Financial Assistance Corporation (FAC). Agency securities can 
include, but are not limited to, mortgage-backed securities.
    \13\ ``Privately-issued securities'' generally includes Rule 
144A securities and, in this context, may include both mortgage-
backed and non-mortgage 144A securities.
    \14\ ``Structured securities'' generally includes privately-
issued and publicly-issued structured securities, including certain 
publicly-issued structured securities that are not agency 
securities. Examples include, but are not limited to: Asset-backed 
securities backed by assets such as consumer receivables, credit 
cards, student loans, and equipment leases; asset-backed commercial 
paper; credit linked notes; and secured funding notes.
    \15\ The Adviser expects that, under normal circumstances, the 
Fund intends to invest in money market securities (as described 
below) in a manner consistent with its investment objective in order 
to help manage cash flows in and out of the Fund, such as in 
connection with payment of dividends or expenses, and to satisfy 
margin requirements, to provide collateral or to otherwise back 
investments in derivative instruments. For these purposes, money 
market securities include: Short-term, high-quality obligations 
issued or guaranteed by the U.S. Treasury or the agencies or 
instrumentalities of the U.S. government; short-term, high-quality 
securities issued or guaranteed by non-U.S. governments, agencies 
and instrumentalities; repurchase agreements; money market mutual 
funds; commercial paper; and deposits and other obligations of U.S. 
and non-U.S. banks and financial institutions. All money market 
securities acquired by the Fund will be rated investment grade. The 
Fund does not intend to invest in any unrated money market 
securities. However, it may do so, to a limited extent, such as 
where a rated money market security becomes unrated, if such money 
market security is determined by the Adviser to be of comparable 
quality. BFA may determine that unrated securities are of comparable 
quality based on such credit quality factors that it deems 
appropriate, which may include, among other things, performing an 
analysis similar, to the extent possible, to that performed by a 
nationally recognized statistical rating organization rating similar 
securities and issuers.
    \16\ The Fund currently anticipates investing in only registered 
open-end investment companies, including mutual funds and the open-
end investment company funds described in BATS Rule 14.11, but notes 
that the Exemptive Order allows the Fund to invest in ``shares of 
other ETFs, shares of money market mutual funds, or other investment 
companies.''
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    The Fund will invest in asset-backed and mortgage-backed Fixed 
Income Securities.\17\ Asset-backed securities are fixed-income 
securities that are backed by a pool of assets, usually loans such as 
installment sale contracts or credit card receivables. Mortgage-backed 
securities are asset-backed securities based on a particular type of 
asset, a mortgage. There are a wide variety of mortgage-backed 
securities involving commercial or residential, fixed-rate or 
adjustable rate mortgages, and mortgages issued by banks or government 
agencies.\18\
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    \17\ The Fund has not established a fixed limit to the amount of 
asset-backed and/or mortgage-backed debt securities in which it will 
invest, which is consistent with analogous funds. See, e.g., iShares 
Short Maturity Bond Fund as described in SR-BATS-2012-033 (July 27, 
2012) and approved by Securities Exchange Act Release No. 67894 
(September 20, 2012), 77 FR 59227 (September 26, 2012) and PIMCO 
Enhanced Short Maturity Strategy Fund (``MINT Fund'') as described 
in Amendment 1 to SR-NYSEArca-2009-79 (November 10, 2009) and 
approved by Securities Exchange Act Release No. 60981 (November 10, 
2009), 74 FR 59594 (November 18, 2009) (SR-NYSEArca-2009-79). As 
noted above, at least 80% of the Fund's net assets will be, under 
normal circumstances, invested in U.S. dollar-denominated investment 
grade Fixed Income Securities, including asset-backed and/or 
mortgage-backed debt securities. Neither high-yield asset-backed 
securities nor high-yield mortgage-backed securities are included in 
the Fund's principal investment strategies. The liquidity of a 
security, especially in the case of asset-backed and mortgage-backed 
debt securities, is a substantial factor in the Fund's security 
selection process.
    \18\ See note 12, supra.
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    The Fund's investments will be consistent with the Fund's 
investment objective and will not be used to enhance leverage. Under 
normal circumstances, the dollar-weighted average life of the Fund's 
portfolio is expected to be one year or less, as calculated by the 
Adviser.\19\ The Fund will also seek to maintain a dollar-weighted 
average maturity that is less than 180 days.\20\
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    \19\ Dollar-weighted average life is the weighted average of the 
times when principal is to be repaid.
    \20\ Dollar-weighted average maturity is calculated by taking 
the average length of time to maturity (fixed-rate) or the next 
interest rate reset (floating-rate) for each underlying instrument 
held by the Fund, weighted according to the relative holdings per 
instrument.
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    The Fund is an actively-managed fund that does not seek to 
replicate the performance of a specified index. The Exchange notes, 
however, that the Fund's portfolio will meet certain criteria for 
index-based, fixed income exchange-traded funds contained in Rule 
14.11(c)(4)(B)(i).\21\
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    \21\ See BATS Rule 14.11(c)(4)(B)(i) governing fixed income 
based Index Fund Shares. The Fund's portfolio will meet the 
following requirements of Rule 14.11(c)(4)(B)(i): (i) The index or 
portfolio must consist of Fixed Income Securities (Rule 
14.11(c)(4)(B)(i)(a)); (ii) a component may be a convertible 
security, however, once the convertible security component converts 
to an underlying equity security, the component is removed from the 
index or portfolio (Rule 14.11(c)(4)(B)(i)(c)); (iii) no component 
fixed-income security (excluding Treasury Securities) will represent 
more than 30% of the weight of the index or portfolio, and the five 
highest weighted component fixed-income securities do not in the 
aggregate account for more than 65% of the weight of the index or 
portfolio (Rule 14.11(c)(4)(B)(i)(d)); (iv) an underlying index or 
portfolio (excluding exempted securities) must include securities 
from a minimum of 13 non-affiliated issuers (Rule 
14.11(c)(4)(B)(i)(e)); and (v) component securities that in 
aggregate account for at least 90% of the weight of the index or 
portfolio must be either: (1) From issuers that are required to file 
reports pursuant to Sections 13 and 15(d) of the Act; (2) from 
issuers that have a worldwide market value of its outstanding common 
equity held by non-affiliates of $700 million or more; (3) from 
issuers that have outstanding securities that are notes, bonds, 
debentures, or evidence of indebtedness having a total remaining 
principal amount of at least $1 billion; (4) exempted securities as 
defined in Section 3(a)(12) of the Act; or (5) from issuers that are 
a government of a foreign country or a political subdivision of a 
foreign country (Rule 14.11(c)(4)(B)(i)(f)).

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[[Page 62794]]

Other Portfolio Holdings
    The Fund may, to a limited extent (under normal circumstances, less 
than 20% of the Fund's net assets), engage in transactions in futures 
contracts, options, and swaps.\22\
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    \22\ Derivatives might be included in the Fund's investments to 
serve the investment objectives of the Fund. Examples include, but 
are not limited to, treasury futures to hedge against rising 
interest rates, currency futures to hedge against foreign exchange 
rates, interest rate swaps, credit default swaps, total return 
swaps, and equity index options. The derivatives will be exchange 
traded and/or centrally cleared, and they will be collateralized. 
Derivatives are not a principal investment strategy of the Fund.
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    The Fund may hold up to an aggregate amount of 15% of its net 
assets in illiquid securities (calculated at the time of investment), 
including Rule 144A securities deemed illiquid by the Adviser \23\ 
under the 1940 Act.\24\ The Fund will monitor its portfolio liquidity 
on an ongoing basis to determine whether, in light of current 
circumstances, an adequate level of liquidity is being maintained, and 
will consider taking appropriate steps in order to maintain adequate 
liquidity if, through a change in values, net assets, or other 
circumstances, more than 15% of the Fund's net assets are held in 
illiquid securities. Illiquid securities include securities subject to 
contractual or other restrictions on resale and other instruments that 
lack readily available markets as determined in accordance with 
Commission staff guidance.
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    \23\ In reaching liquidity decisions, the Adviser may consider 
factors including: The frequency of trades and quotes for the 
security; the number of dealers wishing to purchase or sell the 
security and the number of other potential purchasers; dealer 
undertakings to make a market in the security; the nature of the 
security and the nature of the marketplace trades (e.g., the time 
needed to dispose of the security, the method of soliciting offers, 
and the mechanics of transfer); any legal or contractual 
restrictions on the ability to transfer the security or asset; 
significant developments involving the issuer or counterparty 
specifically (e.g., default, bankruptcy, etc.) or the securities 
markets generally; and settlement practices, registration 
procedures, limitations on currency conversion or repatriation, and 
transfer limitations (for foreign securities or other assets).
    \24\ The Commission has stated that long-standing Commission 
guidelines have required open-end funds to hold no more than 15% of 
their net assets in illiquid securities and other illiquid assets. 
See Investment Company Act Release No. 28193 (March 11, 2008), 73 FR 
14618 (March 18, 2008), footnote 34. See also Investment Company Act 
Release No. 5847 (October 21, 1969), 35 FR 19989 (December 31, 1970) 
(Statement Regarding ``Restricted Securities''); Investment Company 
Act Release No. 18612 (March 12, 1992), 57 FR 9828 (March 20, 1992) 
(Revisions of Guidelines to Form N-1A). A fund's portfolio security 
is illiquid if it cannot be disposed of in the ordinary course of 
business within seven days at approximately the value ascribed to it 
by the fund. See Investment Company Act Release No. 14983 (March 12, 
1986), 51 FR 9773 (March 21, 1986) (adopting amendments to Rule 2a-7 
under the 1940 Act); Investment Company Act Release No. 17452 (April 
23, 1990), 55 FR 17933 (April 30, 1990) (adopting Rule 144A under 
the Securities Act of 1933).
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Net Asset Value
    According to the Registration Statement, the net asset value 
(``NAV'') of the Fund's Shares generally will be calculated once daily 
Monday through Friday as of the close of regular trading on the New 
York Stock Exchange (``NYSE''), generally 4:00 p.m. Eastern Time (``NAV 
Calculation Time'') on each day that NYSE is open for trading, based on 
prices at the NAV Calculation Time. NAV per Share is calculated by 
dividing the Fund's net assets by the number of Fund Shares 
outstanding. The Fund's net assets are valued primarily on the basis of 
market quotations.
    According to the Registration Statement, the Fund values Fixed 
Income Securities using prices provided directly from one or more 
broker-dealers, market makers, or independent third-party pricing 
services which may use matrix pricing and valuation models to derive 
values. Swap agreements and other derivatives are generally valued 
based upon quotations from market makers or by a pricing service in 
accordance with valuation procedures approved by the Fund's board of 
directors. Certain short-term debt securities may be valued on the 
basis of amortized cost. Intraday, executable price quotations on Fixed 
Income Securities and other assets are available from major broker-
dealer firms and for exchange-traded assets, including investment 
companies, futures, and options, such intraday information is available 
directly from the applicable listing exchange.
    According to the Registration Statement, generally, trading in 
certain Fixed Income Securities is substantially completed each day at 
various times prior to the close of business on NYSE. Generally, 
trading in certain derivatives is substantially completed each day at 
various times prior to the close of business on NYSE. The values of 
such securities and derivatives used in computing the NAV of the Fund 
are determined at such times.
    According to the Registration Statement, when market quotations are 
not readily available or are believed by BFA to be unreliable, the 
Fund's investments are valued at fair value. Fair value determinations 
are made by BFA in accordance with policies and procedures approved by 
the Fund's board of directors and in accordance with the 1940 Act. BFA 
may conclude that a market quotation is not readily available or is 
unreliable if a security or other asset or liability is thinly traded, 
or where there is a significant event \25\ subsequent to the most 
recent market quotation.
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    \25\ A ``significant event'' is an event that, in the judgment 
of BFA, is likely to cause a material change to the closing market 
price of the asset or liability held by the Fund.
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    According to the Registration Statement, fair value represents a 
good faith approximation of the value of an asset or liability. The 
fair value of an asset or liability held by the Fund is the amount the 
Fund might reasonably expect to receive from the current sale of that 
asset or the cost to extinguish that liability in an arm's-length 
transaction. Valuing the Fund's investments using fair value pricing 
will result in prices that may differ from current valuations and that 
may not be the prices at which those investments could have been sold 
during the period in which the particular fair values were used. The 
value of assets or liabilities denominated in non-U.S. currencies will 
be converted into U.S. dollars using exchange rates deemed appropriate 
by BFA in its role as Adviser.
    For more information regarding the valuation of Fund investments in 
calculating the Fund's NAV, see the Registration Statement.
The Shares
    The Fund will issue and redeem Shares on a continuous basis at the 
NAV per Share only in large blocks of a specified number of Shares or 
multiples thereof (``Creation Units'') in transactions with authorized 
participants who have entered into agreements with the Distributor. The 
Fund currently anticipates that a Creation Unit will consist of 50,000 
Shares, though this number may change from time to time, including 
prior to listing of the Fund. The exact number of Shares that will 
constitute a Creation Unit will be disclosed in the Registration 
Statement of the Fund. Once created, Shares of the Fund trade on the 
secondary market in amounts less than a Creation Unit.
    The consideration for purchase of Creation Units of the Fund 
generally will consist of the in-kind deposit of a designated portfolio 
of securities (including any portion of such securities for which cash 
may be substituted) (i.e., ``Deposit Securities'') and the ``Cash 
Component'' computed as described below. Together, the Deposit 
Securities and the Cash Component constitute the ``Fund Deposit,'' 
which represents the minimum initial and subsequent investment amount 
for a Creation Unit of the Fund.
    The portfolio of securities required for purchase of a Creation 
Unit may not be

[[Page 62795]]

identical to the portfolio of securities the Fund will deliver upon 
redemption of Fund Shares. The Deposit Securities and Fund Securities 
(as defined below), as the case may be, in connection with a purchase 
or redemption of a Creation Unit, generally will correspond pro rata, 
to the extent practicable, to the securities held by the Fund.
    The Cash Component will be an amount equal to the difference 
between the NAV of the Shares (per Creation Unit) and the ``Deposit 
Amount,'' which will be an amount equal to the market value of the 
Deposit Securities, and serve to compensate for any differences between 
the NAV per Creation Unit and the Deposit Amount. The Fund generally 
offers Creation Units partially for cash. BFA will make available 
through the National Securities Clearing Corporation (``NSCC'') on each 
business day, prior to the opening of business on the Exchange, the 
list of names and the required number or par value of each Deposit 
Security and the amount of the Cash Component to be included in the 
current Fund Deposit (based on information as of the end of the 
previous business day) for the Fund.
    The identity and number or par value of the Deposit Securities may 
change pursuant to changes in the composition of the Fund's portfolio 
as rebalancing adjustments and corporate action events occur from time 
to time. The composition of the Deposit Securities may also change in 
response to adjustments to the weighting or composition of the holdings 
of the Fund.
    The Fund reserves the right to permit or require the substitution 
of a ``cash in lieu'' amount to be added to the Cash Component to 
replace any Deposit Security that may not be available in sufficient 
quantity for delivery or that may not be eligible for transfer through 
the Depository Trust Company (``DTC'') or the clearing process through 
the NSCC.
    Except as noted below, all creation orders must be placed for one 
or more Creation Units and must be received by the Distributor in 
proper form no later than 4:00 p.m. Eastern Time, in each case on the 
date such order is placed in order for creation of Creation Units to be 
effected based on the NAV of Shares of the Fund as next determined on 
such date after receipt of the order in proper form. Orders requesting 
substitution of a ``cash in lieu'' amount generally must be received by 
the Distributor no later than 2:00 p.m. Eastern Time on the Settlement 
Date. The ``Settlement Date'' is generally the third business day after 
the transmittal date. On days when the Exchange or the bond markets 
close earlier than normal, the Fund may require orders to create or to 
redeem Creation Units to be placed earlier in the day.
    Fund Deposits must be delivered through the Federal Reserve System 
(for cash and government securities), through DTC (for corporate and 
municipal securities), or through a central depository account, such as 
with Euroclear or DTC, maintained by State Street or a sub-custodian 
(``Central Depository Account'') by an authorized participant. Any 
portion of a Fund Deposit that may not be delivered through the Federal 
Reserve System or DTC must be delivered through a Central Depository 
Account. The Fund Deposit transfer must be ordered by the authorized 
participant in a timely fashion so as to ensure the delivery of the 
requisite number of Deposit Securities to the account of the Fund by no 
later than 3:00 p.m. Eastern Time on the Settlement Date.
    A standard creation transaction fee will be imposed to offset the 
transfer and other transaction costs associated with the issuance of 
Creation Units.
    Shares of the Fund may be redeemed only in Creation Units at their 
NAV next determined after receipt of a redemption request in proper 
form by the Distributor and only on a business day. BFA will make 
available through the NSCC, prior to the opening of business on the 
Exchange on each business day, the designated portfolio of securities 
(including any portion of such securities for which cash may be 
substituted) that will be applicable (subject to possible amendment or 
correction) to redemption requests received in proper form on that day 
(``Fund Securities''). Fund Securities received on redemption may not 
be identical to Deposit Securities that are applicable to creations of 
Creation Units.
    Unless cash redemptions are available or specified for the Fund, 
the redemption proceeds for a Creation Unit generally will consist of a 
specified amount of cash, Fund Securities, plus additional cash in an 
amount equal to the difference between the NAV of the Shares being 
redeemed, as next determined after the receipt of a request in proper 
form, and the value of the specified amount of cash and Fund 
Securities, less a redemption transaction fee. The Fund generally 
redeems Creation Units partially for cash.
    A standard redemption transaction fee will be imposed to offset 
transfer and other transaction costs that may be incurred by the Fund.
    Redemption requests for Creation Units of the Fund must be 
submitted to the Distributor by or through an authorized participant no 
later than 4:00 p.m. Eastern Time on any business day in order to 
receive that day's NAV. The authorized participant must transmit the 
request for redemption in the form required by the Fund to the 
Distributor in accordance with procedures set forth in the authorized 
participant agreement.
    Additional information regarding the Shares and the Fund, including 
investment strategies, risks, creation and redemption procedures, fees 
and expenses, portfolio holdings disclosure policies, distributions, 
taxes, and reports to be distributed to beneficial owners of the Shares 
can be found in the Registration Statement or on the Web site for the 
Fund (www.iShares.com), as applicable.
Availability of Information
    The Fund's Web site, which will be publicly available prior to the 
public offering of Shares, will include a form of the prospectus for 
the Fund that may be downloaded. The Web site will include additional 
quantitative information updated on a daily basis, including, for the 
Fund: (1) The prior business day's reported NAV, mid-point of the bid/
ask spread at the time of calculation of such NAV (``Bid/Ask 
Price''),\26\ daily trading volume, and a calculation of the premium 
and discount of the Bid/Ask Price against the NAV; and (2) data in 
chart format displaying the frequency distribution of discounts and 
premiums of the daily Bid/Ask Price against the NAV, within appropriate 
ranges, for each of the four previous calendar quarters. Daily trading 
volume information will be available in the financial section of 
newspapers, through subscription services such as Bloomberg, Thomson 
Reuters, and International Data Corporation, which can be accessed by 
authorized participants and other investors, as well as through other 
electronic services, including major public Web sites. On each business 
day, before commencement of trading in Shares during Regular Trading 
Hours \27\ on the Exchange, the Fund will disclose on its Web site the 
identities and quantities of the portfolio of securities and other 
assets (``Disclosed Portfolio'') held by the Fund that will form the 
basis for the Fund's calculation of NAV

[[Page 62796]]

at the end of the business day.\28\ The Disclosed Portfolio will 
include, as applicable, the names, quantity, percentage weighting and 
market value of Fixed Income Securities and other assets held by the 
Fund, and the characteristics of such assets. The Web site and 
information will be publicly available at no charge.
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    \26\ The Bid/Ask Price of the Fund will be determined using the 
midpoint of the highest bid and the lowest offer on the Exchange as 
of the time of calculation of the Fund's NAV. The records relating 
to Bid/Ask Prices will be retained by the Fund and its service 
providers.
    \27\ Regular Trading Hours are 9:30 a.m. to 4:00 p.m. Eastern 
Time.
    \28\ Under accounting procedures to be followed by the Fund, 
trades made on the prior business day (``T'') will be booked and 
reflected in NAV on the current business day (``T+1''). Accordingly, 
the Fund will be able to disclose at the beginning of the business 
day the portfolio that will form the basis for the NAV calculation 
at the end of the business day.
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    In addition, for the Fund, an estimated value, defined in BATS Rule 
14.11(i)(3)(C) as the ``Intraday Indicative Value,'' that reflects an 
estimated intraday value of the Fund's portfolio, will be disseminated. 
Moreover, the Intraday Indicative Value will be based upon the current 
value for the components of the Disclosed Portfolio and will be updated 
and widely disseminated by one or more major market data vendors at 
least every 15 seconds during the Exchange's Regular Trading Hours.\29\ 
In addition, the quotations of certain of the Fund's holdings may not 
be updated during U.S. trading hours if such holdings do not trade in 
the United States or if updated prices cannot be ascertained.
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    \29\ Currently, it is the Exchange's understanding that several 
major market data vendors display and/or make widely available 
Intraday Indicative Values published via the Consolidated Tape 
Association (``CTA'') or other data feeds.
---------------------------------------------------------------------------

    The dissemination of the Intraday Indicative Value, together with 
the Disclosed Portfolio, will allow investors to determine the value of 
the underlying portfolio of the Fund on a daily basis and provide a 
close estimate of that value throughout the trading day.
    Intraday, executable price quotations on Fixed Income Securities 
and other assets are available from major broker-dealer firms and for 
exchange-traded assets, including investment companies, futures, and 
options, such intraday information is available directly from the 
applicable listing exchange. All such intraday price information is 
available through subscription services, such as Bloomberg, Thomson 
Reuters, and International Data Corporation, which can be accessed by 
authorized participants and other investors.
    Information regarding market price and volume of the Shares will be 
continually available on a real-time basis throughout the day on 
brokers' computer screens and other electronic services. The previous 
day's closing price and trading volume information for the Shares will 
be published daily in the financial section of newspapers. Quotation 
and last-sale information for the Shares will be available on the 
facilities of the CTA.
Initial and Continued Listing
    The Shares will be subject to BATS Rule 14.11(i), which sets forth 
the initial and continued listing criteria applicable to Managed Fund 
Shares. The Exchange represents that, for initial and/or continued 
listing, the Fund must be in compliance with Rule 10A-3 under the 
Act.\30\ A minimum of 100,000 Shares will be outstanding at the 
commencement of trading on the Exchange. The Exchange will obtain a 
representation from the issuer of the Shares that the NAV per Share 
will be calculated daily and that the NAV and the Disclosed Portfolio 
will be made available to all market participants at the same time.
---------------------------------------------------------------------------

    \30\ See 17 CFR 240.10A-3.
---------------------------------------------------------------------------

Trading Halts
    With respect to trading halts, the Exchange may consider all 
relevant factors in exercising its discretion to halt or suspend 
trading in the Shares of the Fund. The Exchange will halt trading in 
the Shares under the conditions specified in BATS Rule 11.18. Trading 
may be halted because of market conditions or for reasons that, in the 
view of the Exchange, make trading in the Shares inadvisable. These may 
include: (1) The extent to which trading is not occurring in the 
securities and/or the financial instruments composing the Disclosed 
Portfolio of the Fund; or (2) whether other unusual conditions or 
circumstances detrimental to the maintenance of a fair and orderly 
market are present. Trading in the Shares also will be subject to Rule 
14.11(i)(4)(B)(iv), which sets forth circumstances under which Shares 
of the Fund may be halted.
Trading Rules
    The Exchange deems the Shares to be equity securities, thus 
rendering trading in the Shares subject to the Exchange's existing 
rules governing the trading of equity securities. BATS will allow 
trading in the Shares from 8:00 a.m. until 5:00 p.m. Eastern Time. The 
Exchange has appropriate rules to facilitate transactions in the Shares 
during all trading sessions. As provided in BATS Rule 11.11(a), the 
minimum price variation for quoting and entry of orders in Managed Fund 
Shares traded on the Exchange is $0.01, with the exception of 
securities that are priced less than $1.00, for which the minimum price 
variation for order entry is $0.0001.
Surveillance
    The Exchange believes that its surveillance procedures are adequate 
to properly monitor the trading of the Shares on the Exchange during 
all trading sessions and to deter and detect violations of Exchange 
rules and the applicable federal securities laws. Trading of the Shares 
through the Exchange will be subject to the Exchange's surveillance 
procedures for derivative products, including Managed Fund Shares. The 
Exchange may obtain information regarding trading in the Shares and the 
underlying shares in investment companies, futures, and options via the 
Intermarket Surveillance Group (``ISG''), from other exchanges who are 
members or affiliates of the ISG, or with which the Exchange has 
entered into a comprehensive surveillance sharing agreement.\31\ The 
Exchange prohibits the distribution of material non-public information 
by its employees.
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    \31\ For a list of the current members and affiliate members of 
ISG, see www.isgportal.com. The Exchange notes that not all 
components of the Disclosed Portfolio for the Fund may trade on 
markets that are members of ISG or with which the Exchange has in 
place a comprehensive surveillance sharing agreement. The Exchange 
also notes that all of the investment company securities, futures, 
and options will trade on markets that are a member of ISG or with 
which the Exchange has in place a comprehensive surveillance sharing 
agreement.
---------------------------------------------------------------------------

Information Circular
    Prior to the commencement of trading, the Exchange will inform its 
members in an Information Circular of the special characteristics and 
risks associated with trading the Shares. Specifically, the Information 
Circular will discuss the following: (1) The procedures for purchases 
and redemptions of Shares in Creation Units (and that Shares are not 
individually redeemable); (2) BATS Rule 3.7, which imposes suitability 
obligations on Exchange members with respect to recommending 
transactions in the Shares to customers; (3) how information regarding 
the Intraday Indicative Value is disseminated; (4) the risks involved 
in trading the Shares during the Pre-Opening \32\ and After Hours 
Trading Sessions \33\ when an updated Intraday Indicative Value will 
not be calculated or publicly disseminated; (5) the requirement that 
members deliver a prospectus to investors purchasing newly issued

[[Page 62797]]

Shares prior to or concurrently with the confirmation of a transaction; 
and (6) trading information.
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    \32\ The Pre-Opening Session is from 8:00 a.m. to 9:30 a.m. 
Eastern Time.
    \33\ The After Hours Trading Session is from 4:00 p.m. to 5:00 
p.m. Eastern Time.
---------------------------------------------------------------------------

    In addition, the Information Circular will advise members, prior to 
the commencement of trading, of the prospectus delivery requirements 
applicable to the Fund. Members purchasing Shares from the Fund for 
resale to investors will deliver a prospectus to such investors. The 
Information Circular will also discuss any exemptive, no-action, and 
interpretive relief granted by the Commission from any rules under the 
Act.
    In addition, the Information Circular will reference that the Fund 
is subject to various fees and expenses described in the Registration 
Statement. The Information Circular will also disclose the trading 
hours of the Shares of the Fund and the applicable NAV Calculation Time 
for the Shares. The Information Circular will disclose that information 
about the Shares of the Fund will be publicly available on the Fund's 
Web site. In addition, the Information Circular will reference that the 
Trust is subject to various fees and expenses described in the Fund's 
Registration Statement.
2. Statutory Basis
    The Exchange believes that the proposal is consistent with Section 
6(b) of the Act \34\ in general and Section 6(b)(5) of the Act \35\ 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 mechanism of a free and open market and 
a national market system, and, in general, to protect investors and the 
public interest.
---------------------------------------------------------------------------

    \34\ 15 U.S.C. 78f.
    \35\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Exchange believes that the proposed rule change is designed to 
prevent fraudulent and manipulative acts and practices in that the 
Shares will be listed and traded on the Exchange pursuant to the 
initial and continued listing criteria in BATS Rule 14.11(i). The 
Exchange believes that its surveillance procedures are adequate to 
properly monitor the trading of the Shares on the Exchange during all 
trading sessions and to deter and detect violations of Exchange rules 
and the applicable federal securities laws. If the investment adviser 
to the investment company issuing Managed Fund Shares is affiliated 
with a broker-dealer, such investment adviser to the investment adviser 
shall erect a ``fire wall'' between the investment adviser and the 
broker-dealer with respect to access to information concerning the 
composition and/or changes to such investment company portfolio. The 
Adviser is not a registered broker-dealer, but is affiliated with 
multiple broker-dealers and has implemented ``fire walls'' with respect 
to such broker-dealers regarding access to information concerning the 
composition and/or changes to the Fund's portfolio. The Exchange may 
obtain information regarding trading in the Shares and the underlying 
shares in investment companies, futures, and options via the ISG, from 
other exchanges who are members or affiliates of the ISG, or with which 
the Exchange has entered into a comprehensive surveillance sharing 
agreement.\36\
---------------------------------------------------------------------------

    \36\ See note 31, supra.
---------------------------------------------------------------------------

    According to the Registration Statement, the Fund expects that it 
will have at least 80% of its assets invested in U.S. dollar-
denominated investment grade Fixed Income Securities. The Fund's 
exposure to any single industry will generally be limited to 25% of the 
Fund's assets. The Fund's investments will be consistent with the 
Fund's investment objective and will not be used to enhance leverage. 
The Fund also may invest its net assets in money market instruments at 
the discretion of the Adviser. The Fund may invest up to 5% of its net 
assets in Fixed Income Securities and instruments of issuers that are 
domiciled in emerging market countries. While the Fund is permitted to 
invest without restriction in corporate bonds, the Adviser expects 
that, under normal circumstances, the Fund will generally seek to 
invest in corporate bond issuances that have at least $100 million par 
amount outstanding in developed countries and at least $200 million par 
amount outstanding in emerging market countries. The Fund will not 
invest in non-U.S. equity securities.
    Additionally, the Fund may hold up to an aggregate amount of 15% of 
its net assets in illiquid securities (calculated at the time of 
investment), including Rule 144A securities. The Fund will monitor its 
portfolio liquidity on an ongoing basis to determine whether, in light 
of current circumstances, an adequate level of liquidity is being 
maintained, and will consider taking appropriate steps in order to 
maintain adequate liquidity if, through a change in values, net assets, 
or other circumstances, more than 15% of the Fund's net assets are held 
in illiquid securities. Illiquid securities include securities subject 
to contractual or other restrictions on resale and other instruments 
that lack readily available markets as determined in accordance with 
Commission staff guidance. The Fund may engage in derivatives 
transactions, including transactions in futures contracts, options, and 
swaps, to a limited extent.\37\ The Fund's portfolio will meet certain 
criteria for index-based, fixed income exchange-traded funds contained 
in Rule 14.11(c)(4)(B)(i).\38\
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    \37\ Derivatives might be included in the Fund's investments to 
serve the investment objectives of the Fund. Examples include, but 
are not limited to, treasury futures to hedge against rising 
interest rates, and currency futures to hedge against foreign 
exchange rates. The derivatives will be exchange traded and/or 
centrally cleared, and they will be collateralized. Derivatives are 
not a principal investment strategy of the Fund. See note 22, supra.
    \38\ See note 21, supra.
---------------------------------------------------------------------------

    The proposed rule change is designed to promote just and equitable 
principles of trade and to protect investors and the public interest in 
that the Exchange will obtain a representation from the issuer of the 
Shares that the NAV per Share will be calculated daily and that the NAV 
and the Disclosed Portfolio will be made available to all market 
participants at the same time. In addition, a large amount of 
information is publicly available regarding the Fund and the Shares, 
thereby promoting market transparency. Moreover, the Intraday 
Indicative Value will be disseminated by one or more major market data 
vendors at least every 15 seconds during Regular Trading Hours. On each 
business day, before commencement of trading in Shares during Regular 
Trading Hours, the Fund will disclose on its Web site the Disclosed 
Portfolio that will form the basis for the Fund's calculation of NAV at 
the end of the business day. Pricing information will be available on 
the Fund's Web site including: (1) The prior business day's reported 
NAV, the Bid/Ask Price of the Fund, and a calculation of the premium 
and discount of the Bid/Ask Price against the NAV; and (2) data in 
chart format displaying the frequency distribution of discounts and 
premiums of the daily Bid/Ask Price against the NAV, within appropriate 
ranges, for each of the four previous calendar quarters. Additionally, 
information regarding market price and trading of the Shares will be 
continually available on a real-time basis throughout the day on 
brokers' computer screens and other electronic services, and quotation 
and last-sale information for the Shares will be available on the 
facilities of the CTA. The Web site for the Fund will include a form of 
the prospectus for the Fund

[[Page 62798]]

and additional data relating to NAV and other applicable quantitative 
information. Trading in Shares of the Fund will be halted under the 
conditions specified in BATS Rule 11.18. Trading may also be halted 
because of market conditions or for reasons that, in the view of the 
Exchange, make trading in the Shares inadvisable. Finally, trading in 
the Shares will be subject to BATS Rule 14.11(i)(4)(B)(iv), which sets 
forth circumstances under which Shares of the Fund may be halted. In 
addition, as noted above, investors will have ready access to 
information regarding the Fund's holdings, the Intraday Indicative 
Value, the Disclosed Portfolio, and quotation and last-sale information 
for the Shares.
    Intraday, executable price quotations on Fixed Income Securities 
and other assets are available from major broker-dealer firms and for 
exchange-traded assets, including investment companies, futures, and 
options, such intraday information is available directly from the 
applicable listing exchange. Such intraday price information is 
available through subscription services, such as Bloomberg, Thomson 
Reuters, and International Data Corporation, which can be accessed by 
authorized participants and other investors.
    The proposed rule change is designed to perfect the mechanism of a 
free and open market and, in general, to protect investors and the 
public interest in that it will facilitate the listing and trading of 
an additional type of actively-managed exchange-traded product that 
will enhance competition among market participants, to the benefit of 
investors and the marketplace. As noted above, the Exchange has in 
place surveillance procedures relating to trading in the Shares and may 
obtain information via ISG from other exchanges that are members of ISG 
or with which the Exchange has entered into a comprehensive 
surveillance sharing agreement. In addition, as noted above, investors 
will have ready access to information regarding the Fund's holdings, 
the Intraday Indicative Value, the Disclosed Portfolio, and quotation 
and last-sale information for the Shares.
    For the above reasons, the Exchange believes that the proposed rule 
change is consistent with the requirements of Section 6(b)(5) of the 
Act.

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. The Exchange notes that the 
proposed rule change will facilitate the listing and trading of an 
additional actively-managed exchange-traded product that will enhance 
competition among market participants, to the benefit of investors and 
the marketplace.

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

    The Exchange has neither solicited nor received written comments on 
the proposed rule change.

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

    Within 45 days of the date of publication of this notice in the 
Federal Register or within such longer period up to 90 days of 
publication (i) as the Commission may designate if it finds such longer 
period to be appropriate and publishes its reasons for so finding or 
(ii) as to which the Exchange consents, the Commission will:
    A. By order approve or disapprove 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, 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 Number SR-BATS-2013-051 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-BATS-2013-051. 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 Section, 100 F Street 
NE., Washington, DC 20549, on official business days between 10:00 a.m. 
and 3:00 p.m. Copies of the filing will also 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-BATS-2013-051 and should be 
submitted on or before November 12, 2013.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\39\
---------------------------------------------------------------------------

    \39\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-24559 Filed 10-21-13; 8:45 am]
BILLING CODE 8011-01-P