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Federal Register / Vol. 70, No.

228 / Tuesday, November 29, 2005 / Notices 71591

change is consistent with the Act. particular, the Commission believes that For the Commission, by the Division of
Comments may be submitted by any of the proposed rule change is consistent Market Regulation, pursuant to delegated
the following methods: with Section 6(b)(5) of the Act,10 which authority.14
requires, among other things, that the Jonathan G. Katz,
Electronic Comments Secretary.
rules of the Exchange be designed to
• Use the Commission’s Internet promote just and equitable principles of [FR Doc. E5–6619 Filed 11–28–05; 8:45 am]
comment form (http://www.sec.gov/
trade, to remove impediments to and BILLING CODE 8010–01–P
rules/sro.shtml); or
• Send an e-mail to rule- perfect the mechanism of a free and
comments@sec.gov. Please include File open market and a national market
system, and, in general, to protect SECURITIES AND EXCHANGE
Number SR–PCX–2005–108 on the COMMISSION
subject line. investors and the public interest.
Under the proposed rule change, the [Release No. 34–52814; File No. SR–PCX–
Paper Comments 2005–85]
Exchange would modify its ‘‘generic’’
• Send paper comments in triplicate listing standards under PCXE Rule
to Jonathan G. Katz, Secretary, Self-Regulatory Organizations; Pacific
5.2(j)(3) applicable to ICUs to remove Exchange, Inc.; Order Approving
Securities and Exchange Commission, the requirement that the Reporting
100 F Street NE., Washington, DC Proposed Rule Change and
Authority disseminate estimated values Amendment Nos. 2 and 3 Thereto
20549–9303.
All submissions should refer to File for each series every 15 seconds. Relating to Exposure of Orders in the
Number SR–PCX–2005–108. This file Instead, the proposal would impose a PCX Plus Crossing Mechanism
number should be included on the requirement to have one or more major
November 21, 2005.
subject line if e-mail is used. To help the market vendors to disseminate such On July 19, 2005, the Pacific
Commission process and review your information during the time that ICUs
Exchange, Inc. (‘‘PCX’’ or ‘‘Exchange’’),
comments more efficiently, please use trade on ArcaEx. For the purposes of
filed with the Securities and Exchange
only one method. The Commission will this rule, the Exchange notes that its Commission (‘‘Commission’’) a
post all comments on the Commission’s definition of major market data vendor proposed rule change pursuant to
Internet Web site (http://www.sec.gov/ includes the Consolidated Tape and Section 19(b)(1) of the Securities
rules/sro.shtml). Copies of the services such as Reuters and Bloomberg. Exchange Act of 1934 (‘‘Act’’) 1 and Rule
submission, all subsequent The Exchange has requested that the 19b–4 thereunder,2 to reduce the
amendments, all written statements
Commission find good cause for exposure period in the Crossing
with respect to the proposed rule
approving the proposed rule change Mechanism of the PCX Plus System
change that are filed with the
prior to the thirtieth day after from 30 seconds to 10 seconds. The PCX
Commission, and all written
publication of notice thereof in the filed Amendment No. 1 to the proposed
communications relating to the
Federal Register. The Commission notes rule change on September 20, 2005 and
proposed rule change between the
subsequently withdrew Amendment No.
Commission and any person, other than that it previously approved a similar
those that may be withheld from the rule change for the New York Stock 1. The PCX filed Amendment Nos. 2
public in accordance with the Exchange, Inc. (‘‘NYSE’’).11 and 3 to the proposed rule change on
provisions of 5 U.S.C. 552, will be September 23, 2005 and September 27,
The Commission believes that 2005, respectively. The proposed rule
available for inspection and copying in granting accelerated approval of the
the Commission’s Public Reference change, as amended, was published for
proposal will allow the Exchange to comment in the Federal Register on
Room. Copies of such filing also will be implement, without undue delay, these
available for inspection and copying at October 7, 2005.3 The Commission
listing standards for dissemination of received no comments on the proposal.
the principal offices of the Exchange. the estimated values for ICUs.
All comments received will be posted After careful consideration, the
Accordingly, the Commission finds Commission finds that the proposed
without change; the Commission does
good cause, pursuant to Section 19(b)(2) rule change is consistent with the
not edit personal identifying
information from submissions. You of the Act,12 for approving this proposal requirements of Section 6(b) of the Act 4
should submit only information that before the thirtieth day after the and the rules and regulations
you wish to make available publicly. All publication of notice thereof in the thereunder applicable to a national
submissions should refer to File Federal Register. securities exchange,5 and in particular
Number SR–PCX–2005–108 and should V. Conclusion with Section 6(b)(5) of the Act.6 The
be submitted on or before December 20, Commission believes that, in the
2005. It is therefore ordered, pursuant to electronic environment of PCX Plus,
Section 19(b)(2) of the Act,13 that the reducing the exposure period to 10
IV. Commission’s Findings and Order seconds could facilitate the prompt
Granting Accelerated Approval of proposed rule change (SR–PCX–2005–
execution of orders, while providing
Proposed Rule Change 108) is hereby approved on an
participants in the PCX Plus System
accelerated basis.
After careful consideration, the
14 17 CFR 200.30–3(a)(12).
Commission finds that the proposed
1 15 U.S.C. 78s(b)(1).
rule change is consistent with the 2 17 CFR 240.19b–4.
requirements of the Act and the rules 3 See Securities Exchange Act Release No. 52542
and regulations thereunder applicable to (September 30, 2005), 70 FR 58773.
10 15 U.S.C. 78f(b)(5).
a national securities exchange.9 In 4 15 U.S.C. 78f(b).
11 See Securities Exchange Act Release No. 52081 5 In approving this proposal, the Commission has
9 In
(July 20, 2005), 70 FR 43488 (July 27, 2005) (SR– considered the proposed rule’s impact on
approving this proposed rule change, the
NYSE–2005–44). efficiency, competition, and capital formation. See
Commission has considered its impact on
12 15 U.S.C. 78s(b)(2).
efficiency, competition, and capital formation. See 15 U.S.C. 78c(f).
15 U.S.C. 78c(f). 13 15 U.S.C. 78s(b)(2). 6 15 U.S.C. 78f(b)(5).

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71592 Federal Register / Vol. 70, No. 228 / Tuesday, November 29, 2005 / Notices

with an adequate opportunity to and the ultimate parent company of which sought to, among other things,
compete for those orders. PCXH and PCX, to continue to (i) own amend the PCXH Certificate of
It is therefore ordered, pursuant to and operate the ATS OTC Function (as Incorporation to create an exception
Section 19(b)(2) of the Act,7 that the defined below) of its wholly-owned from the voting and ownership
proposed rule change (SR–PCX–2005– subsidiary, Archipelago Trading restrictions for Archipelago and certain
85), as amended, is approved. Services, Inc. (‘‘Arca Trading’’), and (ii) of its related persons (the ‘‘Original Rule
For the Commission, by the Division of until the closing of the proposed Filing’’).4 The Original Rule Filing, as
Market Regulation, pursuant to delegated business combination of Archipelago amended by Amendment No. 1 and
authority.8 and the New York Stock Exchange, Inc. Amendment No. 2 thereto, was
Jonathan G. Katz, (the ‘‘NYSE’’), a New York not-for-profit approved by the Commission on
Secretary. corporation (the ‘‘Proposed Archipelago September 22, 2005 5 and the amended
NYSE Merger’’), own and operate the PCXH Certificate of Incorporation
[FR Doc. E5–6622 Filed 11–28–05; 8:45 am]
DOT Function (as defined below) of its became effective on September 26, 2005,
BILLING CODE 8010–01–P
wholly-owned subsidiary, Archipelago upon the closing of the PCXH
Securities, L.L.C. (‘‘Archipelago Acquisition.
Securities’’). Article Nine of the PCXH Certificate
SECURITIES AND EXCHANGE of Incorporation provides that no
COMMISSION II. Self-Regulatory Organization’s Person,6 either alone or together with its
[Release No. 34–52811; File No. SR–PCX–
Statement of the Purpose of, and Related Persons,7 may own, directly or
2005–125] Statutory Basis for, the Proposed Rule indirectly, shares constituting more than
Change 40% of the outstanding shares of any
Self-Regulatory Organizations; Pacific In its filing with the Commission, class of PCXH capital stock,8 and that
Exchange, Inc.; Notice of Filing and PCX included statements concerning the no Person, either alone or together with
Order Granting Accelerated Approval purpose of and basis for the proposed its Related Persons who is a trading
of Proposed Rule Change To Extend rule change and discussed any permit holder of PCX or an equities
Certain Exceptions From the Voting comments it received on the proposed trading permit holder of PCXE, may
and Ownership Limitations in the rule change. The text of these statements own, directly or indirectly, shares
Certificate of Incorporation of PCX may be examined at the places specified
Holdings, Inc. in Item III below. The self-regulatory 4 See Pacific Exchange, Inc., Proposed Rule

organization has prepared summaries, Change Relating to the Certificate of Incorporation


November 21, 2005. of PCX Holdings, Inc., PCX Rules, and Bylaws of
set forth in sections A, B and C below, Archipelago Holdings, Inc., File No. SR–PCX–2005–
Pursuant to section 19(b)(1) of the
of the most significant aspects of such 90 (August 1, 2005).
Securities Exchange Act of 1934
statements. 5 See Order Approving SR–PCX–2005–90.
(‘‘Act’’),1 and Rule 19b–4 thereunder,2 6 ‘‘Person’’ is defined to mean an individual,
notice is hereby given that on November A. Self-Regulatory Organization’s partnership (general or limited), joint stock
15, 2005, the Pacific Exchange, Inc. Statement of the Purpose of, and company, corporation, limited liability company,
(‘‘PCX’’ or the ‘‘Exchange’’) filed with Statutory Basis for, the Proposed Rule trust or unincorporated organization, or any
Change governmental entity or agency or political
the Securities and Exchange subdivision thereof. PCXH Certificate of
Commission (‘‘Commission’’) the 1. Purpose Incorporation, Article Nine, section 1(b)(iv).
proposed rule change as described in 7 The term ‘‘Related Person,’’ as defined in the

Items I and II below, which Items have a. PCXH Acquisition and the PCXH Certificate of Incorporation, means (i) with
been prepared by PCX. The Commission Amendment of the PCXH Certificate of respect to any person, all ‘‘affiliates’’ and
Incorporation ‘‘associates’’ of such person (as such terms are
is publishing this notice to solicit defined in Rule 12b–2 under the Act; (ii) with
comments on the proposed rule change On September 26, 2005, Archipelago respect to any person constituting a trading permit
from interested persons, and is completed its acquisition of PCXH and holder of PCX or an equities trading permit holder
approving the proposal on an of PCXE, any broker dealer with which such holder
all of its wholly-owned subsidiaries, is associated; and (iii) any two or more persons that
accelerated basis. including PCX and PCX Equities, Inc. have any agreement, arrangement or understanding
I. Self-Regulatory Organization’s (‘‘PCXE’’) (the ‘‘PCXH Acquisition’’). (whether or not in writing) to act together for the
The PCXH Acquisition was purpose of acquiring, voting, holding or disposing
Statement of the Terms of Substance of of shares of the capital stock of PCXH. PCXH
the Proposed Rule Change accomplished by way of a merger of Certificate of Incorporation, Article Nine, section
PCXH with a wholly-owned subsidiary 1(b)(iv).
PCX hereby submits to the of Archipelago, with PCXH being the 8 PCXH Certificate of Incorporation, Article Nine,
Commission a proposed rule change to surviving corporation in the merger and section 1(b)(i). However, such restriction may be
extend certain exceptions from the becoming a wholly-owned subsidiary of waived by the Board of Directors of PCXH pursuant
voting and ownership limitations in the to an amendment to the Bylaws of PCXH adopted
Archipelago. by the Board of Directors, if, in connection with the
certificate of incorporation of PCX The certificate of incorporation of adoption of such amendment, the Board of
Holdings, Inc. (‘‘PCXH’’), a Delaware PCXH (as amended to date, the ‘‘PCXH Directors adopts a resolution stating that it is the
corporation and the parent company of Certificate of Incorporation’’) contains determination of such Board that such amendment
PCX, approved by the Commission in an will not impair the ability of PCX to carry out its
various ownership and voting functions and responsibilities as an ‘‘exchange’’
order issued on September 22, 2005,3 so restrictions on PCXH’s capital stock, under the Act and is otherwise in the best interests
as to allow Archipelago Holdings, Inc. which are designed to safeguard the of PCXH and its stockholders and PCX, and will not
(‘‘Archipelago’’), a Delaware corporation independence of the self-regulatory impair the ability of the Commission to enforce said
Act, and such amendment shall not be effective
functions of PCX and to protect the until approved by said Commission; provided that
7 15 U.S.C. 78s(b)(2). Commission’s oversight responsibilities. the Board of Directors of PCXH shall have
8 17 CFR 200.30–3(a)(12).
1 15 U.S.C. 78s(b)(1).
In order to allow Archipelago to own determined that such Person and its Related
100% of the capital stock of PCXH, prior Persons are not subject to any applicable ‘‘statutory
2 17 CFR 240.19b–4.
disqualification’’ (within the meaning of section
3 See Securities Exchange Act Release No. 52497 to the completion of the PCXH 3(a)(39) of the Act). PCXH Certificate of
(September 22, 2005), 70 FR 56949 (September 29, Acquisition, PCX filed with the Incorporation, Article Nine, sections 1(b)(i)(B) and
2005) (‘‘Order Approving SR–PCX–2005–90’’). Commission a proposed rule change 1(b)(i)(C).

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