Notices. SECURITIES AND EXCHANGE COMMISSION

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BILLING CODE 8010-01-M SECURITIES AND EXCHANGE COMMISSION [Release No. 34-51579; File No. SR-FICC-2005-08] Self-Regulatory Organizations; Fixed Income Clearing Corporation; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Expand the Types of Securities Eligible for FICC's GCF Repo Service to Include Treasury-Inflation Protected Securities April 20, 2005. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (“Act”), 1 notice is hereby given that on April 8, 2005, The Fixed Income Clearing Corporation (“FICC”) filed with the Securities and Exchange Commission (“Commission”) the proposed rule change described in Items I, II, and III below, which items have been prepared primarily by FICC.

The Commission is publishing this notice to solicit comments on the proposed rule change from interested parties. 1 15 U.S.C. 78s(b)(1). I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change FICC is seeking to amend the rules of its Government Securities Division (“GSD”) to expand the types of securities eligible for the GCF Repo service to include Treasury Inflation-Protected Securities (“TIPS”), a Treasury security whose principal amount is adjusted for inflation.

II. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, FICC 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. FICC has prepared summaries, set forth in Sections (A), (B), and

(C)below, of the most significant aspects of these statements. 2 2 The Commission has modified the text of the summaries prepared by FICC.

(A)Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change The GCF Repo service is a significant alternative financing vehicle to the delivery versus payment and tri-party repo markets. Currently, most Treasury securities, non-mortgage-backed agency securities, and fixed and adjustable rate mortgage-backed securities are eligible for this service. 3 FICC is expanding its rules to also make eligible TIPS. 3 Securities Exchange Act Release Nos. 40623 (October 30, 1998), 63 FR 59831 (November 5, 1998) [File No. SR-GSCC-98-02] and 42996 (June 30, 2000), 65 FR 42740 [File No. SR-GSCC-00-04]. When the GCF Repo service was implemented, TIPS were not generally accepted as collateral in tri-party repo arrangements and therefore were not included in the service. Since then, TIPS have gained considerable acceptance in the marketplace for tri-party and other trading practices. TIPS are currently netting eligible for the GSD's delivery versus payment service, and FICC has received requests from members to make TIPS eligible for the GCF Repo service. FICC has received an endorsement from the Funding Practices Committee of The Bond Market Association with respect to this proposal. 4 4 FICC has obtained the Generic CUSIP Number necessary for the inclusion of TIPS as a “GCF Repo Security” on its master file of eligible securities. Upon effectiveness of this proposal, FICC will effectuate the proposed change by listing this Generic CUSIP Number on the master file. The date of such listing will be announced to members by Important Notice. TIPS, which are issued in terms of 5, 10, and 20 years, have the same basic characteristics of other Treasury securities and are generally considered to be of the same low risk level. 5 FICC has determined that with respect to its risk management processes, TIPS would be subject to the same maturity ranges, offset classes, margin rates, and disallowance factors as are other Treasury securities. 6 5 TIPS are issued through the auction process, are direct obligations of the U.S. government, and are backed by its full faith and credit. 6 As such, references to “GCF Treasury Securities” or “GCF Treasuries” in the Margin Factor and Offset Class Schedules and Disallowance Percentage Schedules that are annexed to the GSD Rules will include TIPS upon effectiveness of this filing. For purposes of GSD Rule 20 (Special Provisions for GCF Repo Transactions), general references to U.S. Treasury bills, notes, or bonds do not include TIPS. 7 Therefore, TIPS could not be used within the GCF Repo service to satisfy obligations to post or return any other type of collateral. 8 7 The proposed rule change also amends GSD's Rule 20 to make clear that reference to “U.S. Treasury bills, notes or bonds” therein shall not include Treasury Inflation-Protected Securities. 8 However, as is consistent with the existing GCF Repo provisions, U.S. Treasury bills, notes, or bonds (or cash) may generally be used to satisfy obligations to post or return other collateral types and therefore could be used to satisfy any such obligations involving TIPS. FICC believes the proposed rule change is consistent with the requirements of Section 17A of the Act 9 and the rules and regulations thereunder applicable to FICC because it allows FICC to expand an important service that provides members with a continuing ability to engage in general collateral trading activity in a safe and efficient manner. As such, the proposed rule facilitates the prompt and accurate clearance and settlement of securities transactions and assures the safeguarding of securities and funds which are in the custody or control of FICC or for which it is responsible. 9 15 U.S.C. 78q-1.

(B)Self-Regulatory Organization's Statement on Burden on Competition FICC does not believe that the proposed rule change will have an impact or impose any burden on competition.

(C)Self-Regulatory Organization's Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others Written comments were not solicited or received. FICC will notify the Commission of any written comments received by FICC. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action The foregoing rule change has become effective upon filing pursuant to Section 19(b)(3)(A) of the Act 10 and Rule 19b-4(f)(4) 11 thereunder because the proposed rule does not significantly affect the respective rights or obligations of the clearing agency or persons using the service and does not adversely affect the safeguarding of securities or funds in the custody or control of FICC or for which it is responsible. The rule change will be implemented on the date FICC lists the Generic CUSIP number for TIPS as a “GCF Repo Security” on its master file of eligible securities, which date will be announced to members by Important Notice. At any time within sixty days of the filing of the proposed rule change, the Commission may summarily abrogate the 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. 10 15 U.S.C. 78s(b)(3)(A). 11 17 CFR 240.19b-4(f)(4). IV. Solicitation of Comments Interested persons are invited to submit written data, views, and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: Electronic Comments • Use the Commission's Internet comment form ( *http://www.sec.gov/rules/sro.shtml* ) or • Send an e-mail to *rule-comments@sec.gov.* Please include File Number SR-FICC-2005-08 on the subject line. Paper Comments • Send paper comments in triplicate to Jonathan G. Katz, Secretary, Securities and Exchange Commission, 450 Fifth Street, NW., Washington, DC 20549-0609. All submissions should refer to File Number SR-FICC-2005-08. This file number should be included on the subject line if e-mail is used. To help the Commission process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission's Internet Web site ( *http://www.sec.gov/rules/sro.shtml* ). Copies of the submission, all subsequent amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be available for inspection and copying in the Commission's Public Reference Section, 450 Fifth Street, NW., Washington, DC 20549. Copies of such filings also will be available for inspection and copying at the principal office of FICC and on FICC's Web site at *http://www.ficc.com.* All comments received will be posted without change; the Commission does not edit personal identifying information from submissions. You should submit only information that you wish to make available publicly. All submissions should refer to File Number SR-FICC-2005-08 and should be submitted on or before May 17, 2005. For the Commission by the Division of Market Regulation, pursuant to delegated authority. 12 12 17 CFR 200.30-3(a)(12). Margaret H. McFarland, Deputy Secretary. [FR Doc. E5-1974 Filed 4-25-05; 8:45 am] BILLING CODE 8010-01-P SECURITIES AND EXCHANGE COMMISSION [Release No. 34-51583; File No. SR-NASD-2005-042] Self-Regulatory Organizations; National Association of Securities Dealers, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Establish Fees for Non-Members Using the New Nasdaq Workstation April 20, 2005. 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 March 30, 2005, the National Association of Securities Dealers, Inc. (“NASD”), through its subsidiary, The Nasdaq Stock Market, Inc. (“Nasdaq”), filed with the Securities and Exchange Commission (“Commission”) the proposed rule change as described in Items I, II, and III below, which Items have been prepared by Nasdaq. Nasdaq has filed the proposal as a “non-controversial” rule change pursuant to Section 19(b)(3)(A) of the Act 3 and Rule 19b-4(f)(6) thereunder, 4 which renders the proposed rule change effective immediately upon filing. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. 1 15 U.S.C. 78s(b)(1). 2 17 CFR 240.19b-4. 3 15 U.S.C. 78s(b)(3)(A). 4 17 CFR 240.19b-4(f)(6). I. Self-Regulatory Organization's Statement of the Terms of the Substance of the Proposed Rule Change Nasdaq proposes to establish fees for non-members using the new Nasdaq Workstation. Nasdaq will begin making the Nasdaq Workstation available to users on or about May 2, 2005. The text of the proposed rule change is available on the NASD's Web site ( *http://www.nasd.com* ), at the NASD's Office of the Secretary, and at the Commission's Public Reference Room. II. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, Nasdaq 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. Nasdaq 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 As announced in recent Nasdaq Head Trader alerts, 5 Nasdaq is replacing its current front-end workstation, the Nasdaq Workstation II ® (the “NWII”), with a new front-end offering. The new Nasdaq Workstation SM will be available through a dedicated high-bandwidth circuit or an internet broadband connection, but in contrast to the NWII, the new Nasdaq Workstation will not require use of a service delivery platform (“SDP”), a hardware unit located at the subscriber's premises. Nasdaq believes the elimination of SDPs would result in substantial cost savings to users of the new Nasdaq Workstation in comparison with the NWII. The main version of the Nasdaq Workstation will be referred to as “Nasdaq Workstation Trader,” and can be used by members for order and quotation entry, trade reporting, and outbound order routing. 6 5 *See* Nasdaq Head Trader Alert 2005-019 (March 1, 2005) and Nasdaq Head Trader Alert 2005-009 (January 25, 2005) ( *http://www.nasdaqtrader.com/dynamic/ newsindex/headtraderalerts_2005.stm* ) and Nasdaq Head Trader Alert 2004-105 (July 30, 2004). 6 Nasdaq's current Weblink ACT product, which is used for trade reporting, is being renamed “Nasdaq Workstation Post Trade.” In SR-NASD-2005-041, 7 which is being filed on an immediately effective basis, Nasdaq has proposed applying the fee schedule described below to members using the new Workstation. In this filing, Nasdaq is proposing applying the same fee schedule to non-members that subscribe to this service. The non-members that currently subscribe to the NWII are service bureaus that use the NWII to monitor information supplied over NWII terminals for purposes of comparison with data supplied through their own services. Non-members are not permitted to use the NWII, and will not be permitted to use the new Nasdaq Workstation, for purposes of entering quotes or orders. 8 7 Securities Exchange Act Release No. 51581 (April 20, 2005). 8 In limited circumstances, non-members may report trades to Nasdaq. *See* NASD Rule 6120. The new Nasdaq Workstation will include all of the same functionality as the NWII, however, with the exception of a little-used market statistic query function. Accordingly, member firms may continue to use the Workstation either as their primary trading medium or as a supplemental backup system. Nasdaq expects to discontinue support of the NWII by the end of October 2005. Firms that currently use the NWII will need to transition to the new Workstation or another front-end solution by that time. Nasdaq will contact all NWII customers to assist them in their transition. Customers will be provided with materials and training support for the transition. The fee for the new Nasdaq Workstation will be $435 per user per month, plus charges for any market data services received through the Workstation. The fee for the NWII is $525 per logon 9 per month for the first 150 logons, but the NWII includes an entitlement to Total View data and UQDF/UTDF data, which otherwise cost $70 per user per month and $20 per user per month respectively. Thus, the fee for the new Workstation plus Total View data and UQDF/UTDF data is identical to the fee for Nasdaq's current NWII offering. 9 The term “logon” refers to an individual right of access, and therefore is equivalent to the term “user” in the new rule. To ease the transition from NWII to the new Workstation, Nasdaq will allow current NWII users to use any form of the new Nasdaq Workstation without charge for a 60-day period commencing on the firm's scheduled first date of use of the new service, provided that users continue to pay charges for existing NWII service during that period. 2. Statutory Basis Nasdaq believes that the proposed rule change is consistent with the provisions of Section 15A of the Act, 10 in general, and Section 15A(b)(5) 11 of the Act, in particular, in that it provides for the equitable allocation of reasonable dues, fees and other charges among members and issuers and other persons using any facility or system which the NASD operates or controls. Nasdaq also believes that the proposed rule change would result in non-members that receive the new Nasdaq Workstation paying the same fees for the service as will be paid by NASD members. Such fees, when added to the fees for the TotalView and UQDF/UTDF data feeds, are identical to the current fees for the NWII. Because the new Workstation will allow the elimination of SDPs supporting the NWII, however, Nasdaq believes that the proposed rule change would result in substantial cost savings for subscribers that opt to receive the new Workstation service. 10 15 U.S.C. 78 *o* -3. 11 15 U.S.C. 78 *o* -3(5). B. Self-Regulatory Organization's Statement on Burden on Competition Nasdaq does not believe that the proposed rule change will result in any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act. C. Self-Regulatory Organization's Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others Written comments were neither solicited nor received. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action The proposed rule change has become effective pursuant to Section 19(b)(3)(A) of the Act 12 and subparagraph (f)(6) of Rule 19b-4 thereunder, 13 because Nasdaq has designated the proposed rule change as one that:

(i)Does not significantly affect the protection of investors or the public interest;

(ii)does not impose any significant burden on competition; and

(iii)does not become operative for 30 days from the date on which it was filed, or such shorter time as the Commission may designate if consistent with the protection of investors and the public interest. Nasdaq provided the Commission with written notice of its intent to file this proposed rule change at least five business days prior to the date of filing the proposed rule change. At any time within 60 days of the filing of such rule change, the Commission may summarily abrogate such rule change if it appears to the Commission that such action is necessary or appropriate in the public interest, for the protection of investors, or otherwise in furtherance of the purpose of the Act. 12 15 U.S.C. 78s(b)(3)(A). 13 17 CFR 240.19b-4(f)(6). IV. Solicitation of Comments Interested persons are invited to submit written data, views, and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: Electronic Comments • Use the Commission's Internet comment form ( *http://www.sec.gov/rules/sro.shtml* ); or • Send an e-mail to *rule-comments@sec.gov.* Please include File Number SR-NASD-2005-042 on the subject line. Paper Comments • Send paper comments in triplicate to Jonathan G. Katz, Secretary, Securities and Exchange Commission, 450 Fifth Street, NW., Washington, DC 20549-0609. All submissions should refer to File Number SR-NASD-2005-042. This file number should be included on the subject line if e-mail is used. To help the Commission process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission's Internet Web site ( *http://www.sec.gov/rules/sro.shtml* ). Copies of the submission, all subsequent amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be available for inspection and copying in the Commission's Public Reference Section, 450 Fifth Street, NW., Washington, DC 20549. Copies of such filing also will be available for inspection and copying at the principal office of the NASD. 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-NASD-2005-042 and should be submitted on or before May 17, 2005. For the Commission, by the Division of Market Regulation, pursuant to delegated authority. 14 14 17 CFR 200.30-3(a)(13). Margaret H. McFarland, Deputy Secretary. [FR Doc. E5-1970 Filed 4-25-05; 8:45 am] BILLING CODE 8010-01-P SECURITIES AND EXCHANGE COMMISSION [Release No. 34-51581; File No. SR-NASD-2005-041] Self-Regulatory Organizations; National Association of Securities Dealers, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Establish Fees for Members Using the New Nasdaq Workstation April 20, 2005. 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 March 30, 2005, the National Association of Securities Dealers, Inc. (“NASD”), through its subsidiary, The Nasdaq Stock Market, Inc. (“Nasdaq”), filed with the Securities and Exchange Commission (“Commission”) the proposed rule change as described in Items I, II, and III below, which Items have been prepared by Nasdaq. Pursuant to Section 19(b)(3)(A) of the Act 3 and Rule 19b-4(f)(1), (2), and

(5)thereunder, 4 Nasdaq has designated this proposal in part as constituting a stated policy, practice, or interpretation with respect to the meaning, administration, or enforcement of an existing rule, in part as establishing or changing a due, fee, or other charge, and in part as a proposal effecting a change in an existing order-entry or trading system of a self-regulatory organization, which renders the proposed rule change effective immediately upon filing. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. 1 15 U.S.C. 78s(b)(1). 2 17 CFR 240.19b-4. 3 15 U.S.C. 78s(b)(3)(A). 4 17 CFR 240.19b-4(f)(1), (2), and (5). I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change Nasdaq proposes to amend NASD Rule 7010 to establish fees for the new Nasdaq Workstation and to file a Head Trader Alert regarding the Nasdaq Workstation and the new Nasdaq Information Exchange (“QIX”) protocol. Nasdaq will begin making the Nasdaq Workstation available to users on or about May 2, 2005. The text of the proposed rule change is available on the NASD's Web site ( *http://www.nasd.com* ), at the NASD's Office of the Secretary, and at the Commission's Public Reference Room. II. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, Nasdaq 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. Nasdaq 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 New Nasdaq Workstation As announced in recent Nasdaq Head Trader alerts, 5 Nasdaq is replacing its current front-end workstation, the Nasdaq Workstation II ® (the “NWII”), with a new front-end offering. The new Nasdaq Workstation SM will be available through a dedicated high-bandwidth circuit or an Internet broadband connection, but in contrast to the NWII, the new Nasdaq Workstation will not require use of a service delivery platform (“SDP”), a hardware unit located at the subscriber's premises. Nasdaq believes that the elimination of SDPs will result in substantial cost savings to users of the new Nasdaq Workstation in comparison with the NWII. The main version of the Nasdaq Workstation will be referred to as “Nasdaq Workstation Trader,” and can be used by members for order and quotation entry, trade reporting, and outbound order routing. 6 5 *See* Nasdaq Head Trader Alert 2005-019 (March 1, 2005) and Nasdaq Head Trader Alert 2005-009 (January 25, 2005) ( *http://www.nasdaqtrader.com/dynamic/newsindex/headtraderalerts_2005.stm* ) and Nasdaq Head Trader Alert 2004-105 (July 30, 2004). Nasdaq filed Head Trader Alert 2005-009 as an exhibit to Securities Exchange Act Release No. 51170 (February 9, 2005), 70 FR 7988 (February 16, 2005) (SR-NASD-2005-002) and is filing Nasdaq Head Trader Alert 2005-019 as an exhibit to this filing. 6 Nasdaq's current Weblink ACT product, which is used for trade reporting, is being renamed “Nasdaq Workstation Post Trade.” The new Nasdaq Workstation will include all of the same functionality as the NWII, however, with the exception of a little-used market statistic query function. Accordingly, firms may continue to use the Workstation either as their primary trading medium or as a supplemental backup system. Nasdaq expects to discontinue support of the NWII by the end of October 2005. Firms that currently use the NWII will need to transition to the new Workstation or another front-end solution by that time. Nasdaq will contact all NWII customers to assist them in their transition. Customers will be provided with materials and training support for the transition. The fee for the new Nasdaq Workstation will be $435 per user per month, plus charges for any market data services received through the Workstation. The fee for the NWII is $525 per logon 7 per month for the first 150 logons, but the NWII includes an entitlement to Total View data and UQDF/UTDF data, which otherwise cost $70 per user per month and $20 per user per month respectively. Thus, the fee for the new Workstation plus Total View data and UQDF/UTDF data is identical to the fee for Nasdaq's current NWII offering. 7 The term “logon” refers to an individual right of access, and therefore is equivalent to the term “user” in the new rule. To ease the transition from NWII to the new Workstation, Nasdaq will allow current NWII users to use any form of the new Nasdaq Workstation without charge for a 60-day period commencing on the firm's scheduled first date of use of the new service, provided that users continue to pay charges for existing NWII service during that period. QIX In SR-NASD-2005-002 8 and Nasdaq Head Trader Alert 2005-009, Nasdaq announced that its new QIX communication protocol would support a full range of “post-trade” trade reporting functionality. As of the date of this filing, however, trade reporting functionality through QIX has not been placed into production for any market participants. As a result of the low level of interest expressed by market participants in using QIX for trade reporting, Nasdaq has decided not to support trade reporting through QIX. As is currently the case, trades executed through the execution services of the Nasdaq Market Center, including trades stemming from quotes/orders submitted through QIX, will be reported to the Nasdaq Market Center automatically, without a need for specialized trade reporting functionality. Trade reporting functionality will continue to be available to market participants that need it through the computer-to-computer interface (“CTCI”) protocol, the new Nasdaq Workstation, and in the second quarter of this year, though FIX. 8 Securities Exchange Act Release No. 51170 (February 9, 2005), 70 FR 7988 (February 16, 2005) (SR-NASD-2005-002). 2. Statutory Basis Nasdaq believes that the proposed rule change is consistent with the provisions of Section 15A of the Act, 9 in general, and Section 15A(b)(5) 10 of the Act, in particular, in that it provides for the equitable allocation of reasonable dues, fees and other charges among members and issuers and other persons using any facility or system which the NASD operates or controls. Nasdaq also believes that the proposed rule change will result in subscribers being eligible to receive the new Nasdaq Workstation at a price that, when added to the price for the TotalView and UQDF/UTDF data feeds, is identical to the current price for the NWII. Because the new Workstation will allow the elimination of SDPs supporting the NWII, however, Nasdaq believes the proposed rule change would result in substantial cost savings for subscribers that opt to receive the new Workstation service. 9 15 U.S.C. 78 *o* -3. 10 15 U.S.C. 78 *o* -3(5). B. Self-Regulatory Organization's Statement on Burden on Competition Nasdaq does not believe that the proposed rule change will result in any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act. C. Self-Regulatory Organization's Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others Written comments were neither solicited nor received. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action The foregoing rule change has become effective pursuant to Section 19(b)(3)(A) of the Act 11 and subparagraphs (f)(1), (2), and

(5)of Rule 19b-4 thereunder, because it constitutes a stated policy, practice, or interpretation with respect to the meaning, administration, or enforcement of an existing rule, establishes or changes a due, fee, or other charge, and effects a change in an existing order-entry or trading system. 12 At any time within 60 days of the filing of the proposed rule change, the Commission may summarily abrogate such rule change if it appears to the Commission that such action is necessary or appropriate in the public interest, for the protection of investors, or otherwise in furtherance of the purposes of the Act. 11 15 U.S.C. 78s(b)(3)(A). 12 17 CFR 240.19b-4(f)(1), (2), and (5). IV. Solicitation of Comments Interested persons are invited to submit written data, views, and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: Electronic Comments • Use the Commission's Internet comment form ( *http://www.sec.gov/rules/sro.shtml* ); or • Send an e-mail to *rule-comments@sec.gov.* Please include File Number SR-NASD-2005-041 on the subject line. Paper Comments • Send paper comments in triplicate to Jonathan G. Katz, Secretary, Securities and Exchange Commission, 450 Fifth Street, NW., Washington, DC 20549-0609. All submissions should refer to File Number SR-NASD-2005-041. This file number should be included on the subject line if e-mail is used. To help the Commission process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission's Internet Web site ( *http://www.sec.gov/rules/sro.shtml* ). Copies of the submission, all subsequent amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be available for inspection and copying in the Commission's Public Reference Section, 450 Fifth Street, NW., Washington, DC 20549. Copies of such filing also will be available for inspection and copying at the principal office of the NASD. 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-NASD-2005-041 and should be submitted on or before May 17, 2005. For the Commission, by the Division of Market Regulation, pursuant to delegated authority. 13 13 17 CFR 200.30-3(a)(12). Margaret H. McFarland, Deputy Secretary. [FR Doc. E5-1975 Filed 4-25-05; 8:45 am] BILLING CODE 8010-01-P SECURITIES AND EXCHANGE COMMISSION [Release No. 34-51573; File No. SR-NYSE-2004-71] Self-Regulatory Organizations; Order Approving Proposed Rule Change and Amendment No. 1 Thereto by the New York Stock Exchange, Inc. To Amend NYSE Rule 104 Regarding the Requirement That Specialists Obtain Floor Official Approval for Destabilizing Dealer Account Transactions in ETFs April 19, 2005. On December 15, 2004, the New York Stock Exchange, Inc. (“NYSE” or “Exchange”) filed with the Securities and Exchange Commission (“Commission”), pursuant to section 19(b)(1) of the Securities Exchange Act of 1934 (“Act”) 1 and Rule 19b-4 thereunder, 2 a proposed rule change to amend NYSE Rule 104 regarding the requirement that specialists obtain floor official approval for destabilizing dealer account transactions in ETFs. On February 28, 2005, the NYSE submitted Amendment No. 1 to the proposed rule change. 3 The proposed rule change, as amended, was published for comment in the **Federal Register** on March 15, 2005. 4 The Commission received no comments on the proposal. 1 15 U.S.C. 78s(b)(1). 2 17 CFR 240.19b-4. 3 Amendment No. 1 superseded the originally filed proposed rule change in its entirety. 4 *See* Securities Exchange Act Release No. 51329 (March 8, 2005), 70 FR 12769. The Commission finds that the proposed rule change, as amended, is consistent with the requirements of the Act and the rules and regulations thereunder applicable to a national securities exchange. 5 In particular, the Commission believes that the proposed rule change is consistent with section 6(b)(5) of the Act, 6 which requires that the rules of an exchange be designed, among other things, to prevent fraudulent and manipulative practices, to promote just and equitable principles of trade, 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. 5 In approving this proposed rule change, the Commission notes that it has considered the proposed rule's impact on efficiency, competition, and capital formation. 15 U.S.C. 78c(f). 6 15 U.S.C. 78f(b)(5). The Exchange has proposed to remove the current restriction on the ability of specialists to buy on plus ticks or sell on minus ticks without Floor Official approval, as set forth in NYSE Rules 104.10(5) and (6), for transactions in investment company units and Trust Issued Receipts (collectively referred to as “Exchange Traded Funds,” or “ETFs”). The Commission believes that, because ETFs are priced derivatively, based on the value of an underlying basket of securities, the removal of this restriction is warranted, and notes that it has previously approved a similar rule change adopted by the American Stock Exchange LLC (“Amex”). 7 In approving the proposed rule change, the Commission notes that an Exchange specialist must continue to engage in dealings for his or her own account to assist in the maintenance of a fair and orderly market. 8 7 *See* Securities Exchange Act Release No. 49087 (January 15, 2004), 69 FR 3622 (January 26, 2004) (order approving, among other things, the removal of the restriction on Amex specialists from buying on plus ticks and selling on minus ticks without Floor Official approval for transactions in Exchange Traded Funds). 8 *See* NYSE Rule 104 and Rule 11b-1 under the Act, 17 CFR 240.11b-1. *It is therefore ordered,* pursuant to section 19(b)(2) of the Act, 9 that the proposed rule change (File No. SR-NYSE-2004-71), as amended, be, and hereby is, approved. 9 15 U.S.C. 78s(b)(2). For the Commission, by the Division of Market Regulation, pursuant to delegated authority. 10 10 17 CFR 200.30-3(a)(12). Margaret H. McFarland, Deputy Secretary. [FR Doc. E5-1965 Filed 4-25-05; 8:45 am] BILLING CODE 8010-01-P SECURITIES AND EXCHANGE COMMISSION [Release No. 34-51586; File No. SR-OCC-2005-05] Self-Regulatory Organizations; The Options Clearing Corporation; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change Relating to Technical Changes That Add or Correct Cross-References in Article VIII, Section 5 of the By-Laws and in Rule 910 April 20, 2005. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (“Act”), 1 notice is hereby given that on April 13, 2005, The Options Clearing Corporation (“OCC”) filed with the Securities and Exchange Commission (“Commission”) the proposed rule change as described in Items I, II, and III below, which items have been prepared primarily by OCC. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. 1 15 U.S.C. 78s(b)(1). I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change The proposed rule change adds or corrects cross-references by making technical changes to Article VIII, Section 5 of OCC's By-Laws and to OCC Rule 910, respectively. II. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, OCC 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. OCC has prepared summaries, set forth in sections (A), (B), and

(C)below, of the most significant aspects of such statements. 2 2 The Commission has modified parts of these statements.

(A)Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change The purpose of the proposed rule change is to correct technical errors in Article VIII, Section 5(e) of OCC's By-Laws and in Rules 910(c) and (d). In October 2004, the Commission approved a proposed rule change that revised Section 5(e) of Article VIII of OCC's By-Laws. 3 Article VIII of OCC's By-Laws pertains to the application of OCC's clearing fund. In its filing, OCC mistakenly deleted the designation of clause

(i)of Section 5(e). The proposed rule change reinserts it. 3 Securities Exchange Act Release No. 50526 (October 13, 2004), 69 FR 61701 (October 20, 2004) [File No. SR-OCC-2004-13]. In March 2004, the Commission approved a proposed rule change that significantly restructured and revised Chapter IX of OCC's Rules. 4 Chapter IX of OCC's Rules pertains to delivery settlement of exercised equity options and matured stock futures. In its filing, OCC neglected to change cross-references in Rules 910

(c)and

(d)to paragraph (b). (Paragraph

(d)was redesignated as paragraph

(b)in that filing). The proposed rule change corrects those cross-references. 4 Securities Exchange Act Release No. 49420 (March 16, 2004), 69 FR 13345 (March 22, 2004) [File No. SR-OCC-2003-08].

(B)Self-Regulatory Organization's Statement on Burden on Competition OCC does not believe that the proposed rule change would impose any burden on competition.

(i)does not adversely affect the safeguarding of securities or funds in the custody or control of the clearing agency or for which it is responsible and

(ii)does not significantly affect the respective rights or obligations of the clearing agency or persons using the service. At any time within sixty days of the filing of the proposed rule change, the Commission may summarily abrogate the 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. 5 15 U.S.C. 78s(b)(3)(A)(iii). 6 17 CFR 240.19b-4(f)(4). IV. Solicitation of Comments Interested persons are invited to submit written data, views, and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: Electronic Comments • Use the Commission's Internet comment form ( *http://www.sec.gov/rules/sro.shtml* ) or • Send an e-mail to *rule-comments@sec.gov.* Please include File Number SR-OCC-2005-05 on the subject line. Paper Comments • Send paper comments in triplicate to Jonathan G. Katz, Secretary, Securities and Exchange Commission, 450 Fifth Street, NW., Washington, DC 20549-0609. All submissions should refer to File Number SR-OCC-2005-05. This file number should be included on the subject line if e-mail is used. To help the Commission process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission's Internet Web site ( *http://www.sec.gov/rules/sro.shtml* ). Copies of the submission, all subsequent amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be available for inspection and copying in the Commission's Public Reference Section, 450 Fifth Street, NW., Washington, DC 20549. Copies of such filing also will be available for inspection and copying at the principal office of OCC and on OCC's Web site at *http://www.optionsclearing.com.* All comments received will be posted without change; the Commission does not edit personal identifying information from submissions. You should submit only information that you wish to make available publicly. All submissions should refer to File Number SR-OCC-2005-05 and should be submitted on or before May 17, 2005. For the Commission, by the Division of Market Regulation, pursuant to delegated authority. 7 7 17 CFR 200.30-3(a)(12). Margaret H. McFarland, Deputy Secretary. [FR Doc. E5-1971 Filed 4-25-05; 8:45 am] BILLING CODE 8010-01-P SECURITIES AND EXCHANGE COMMISSION [Release No. 34-51584; File No. SR-OCC-2005-04] Self-Regulatory Organizations; The Options Clearing Corporation; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Modify Procedures With Respect to Deposits of Cash or Securities With an Escrow Bank for Short Positions in Stock Option or Index Option Contracts April 20, 2005. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (“Act”), 1 notice is hereby given that on April 1, 2005, The Options Clearing Corporation (“OCC”) filed with the Securities and Exchange Commission (“Commission”) the proposed rule change described in Items I, II, and III below, which items have been prepared primarily by OCC. The Commission is publishing this notice to solicit comments on the rule change from interested parties. 1 15 U.S.C. 78s(b)(1). I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change The rule change modifies OCC's procedures with respect to deposits of cash or securities with an escrow bank for short positions in stock option or index option contracts. II. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, OCC 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. OCC has prepared summaries, set forth in sections (A), (B), and

(C)below, of the most significant aspects of these statements. 2 2 The Commission has modified the text of the summaries prepared by OCC.

(A)Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change OCC Rule 613 sets out procedures governing escrow deposits. Rule 613(f) currently provides that OCC will send to each clearing member by 9 a.m. Central Time on the first business day following each expiration date a list of each expired short position carried by that clearing member that was covered by an escrow deposit. By a prescribed deadline that same day, the clearing member is required to identify to OCC each short position on the list to which it has allocated an exercise notice. Based upon the information supplied by clearing members, by 9 a.m. Central Time the next business day OCC makes available to escrow banks and clearing members a final list of expired short positions covered by escrow deposits and indicates whether an exercise notice has been allocated to each such short position. Rule 613(g) provides that OCC will release escrow deposits on its own initiative at 12 noon Central Time on the second business day following the expiration date with three exceptions. First, the release of an escrow deposit will be delayed if OCC is unable to produce the final list of expired short positions covered by escrow deposits within the time frame specified in its rules. Second, the release may be deferred if a clearing member carrying an expired short position covered by an escrow deposit fails to meet its margin or premium settlement obligations to OCC on the business day that the deposit would have been released. Third, if the final list shows that an exercise notice was allocated to an expired short position, the escrow deposit will not be released until 12 noon Central Time on the first business day after the exercise settlement date and can be delayed even further if National Securities Clearing Corporation (“NSCC”) notifies OCC that the clearing member has not met its settlement obligations. In that event, the deposit will not be released until the first business day after OCC receives confirmation that it has no further obligations to NSCC with respect to the short position or if OCC has directed that settlement be made other than through NSCC, until OCC receives confirmation that the settlement has been made. The processing of escrow deposits at expiration will be substantially simplified under ENCORE Release 4.5. OCC's report of expired positions covered by escrow deposits, the clearing member's identification of exercises allocated to those positions, and OCC's final list of expired short positions covered by an escrow deposit will all be eliminated. Instead, OCC will automatically release index option escrow deposits at 6 p.m. Central Time on the exercise settlement date, provided that the clearing member has met its settlement obligations in the account in which the escrow deposit is held. OCC will automatically release equity option escrow deposits at 6 p.m. on the business day after the exercise settlement date, provided that release may be delayed if NSCC notifies OCC that the clearing member has not met its settlement obligations. In that event, as under the existing rule, a deposit will not be released until OCC receives confirmation that it has no further obligations to NSCC with respect to the short position covered by the deposit. If OCC directs that settlement be made other than through NSCC, the deposit will not be released until OCC receives confirmation that settlement had been made. Clearing members or escrow banks still will be permitted to withdraw escrow deposits prior to the scheduled release time if the clearing member maintains sufficient margin with OCC after making the withdrawal. OCC's Proposed Rule Changes In connection with the simplification of the escrow deposit system resulting from the installation of ENCORE Release 4.5, OCC is deleting Rule 613(f), which describes the various reports relating to expired short positions covered by escrow deposits. In addition, OCC is amending current Rule 613(g), which is redesignated as Rule 613(f), to change the time OCC will release equity option escrow deposits on its own initiative and to eliminate references to the final list of expired short positions covered by an escrow deposit provided for by current Rule 613(f). OCC is amending Rule 613(j) to delete references to the list of expired short positions covered by an escrow deposit, redesignating it as 613(i), and revising the reference to current Rule 613(i), which is being redesignated as Rule 613(h). Rule 613(k) is redesignated as Rule 613(j). With respect to index option deposits, OCC is adding a new Rule 1801(h) to provide that index option deposits will be released by OCC on its own initiative at 6 p.m. Central Time on the exercise settlement date so long as the clearing member has fully complied with its settlement obligations in the account in which the escrow deposit is held. The remaining subparagraphs of Rule 1801 are redesignated but are otherwise unchanged. Amended and Restated On-Line Escrow Deposit Agreement Finally, OCC is amending the Amended and Restated On-Line Escrow Deposit Agreement entered into between it and banks participating in its escrow deposit program to reflect the procedural changes to the escrow deposit program described above. OCC believes the rule change is consistent with Section 17A of the Act 3 , as amended because it more closely aligns the procedures for the processing of releases of escrow deposits for expired short positions with the processing of releases of specific deposits and thereby improves the consistency and efficiency of such processing for OCC, clearing members, and custodian banks. The rule change is not inconsistent with the existing rules of OCC, including any other rules proposed to be amended. 3 15 U.S.C. 78q-1.

(B)Self-Regulatory Organization's Statement on Burden on Competition OCC does not believe that the proposed rule change will have an impact or impose any burden on competition.

(C)Self-Regulatory Organization's Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others Written comments were not and are not intended to be solicited with respect to the proposed rule change, and none have been received. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action The foregoing proposed rule change has become effective upon filing pursuant to Section 19(b)(3)(A) of the Act 4 and Rule 19b-4(f) 5 thereunder because it does not significantly affect the respective rights or obligations of the clearing agency or persons using the service and does not adversely affect the safeguarding of securities or funds in the custody or control of OCC or for which it is responsible. At any time within sixty days of the filing of the proposed rule change, the Commission may summarily abrogate such rule change if it appears to the Commission that such action is necessary or appropriate in the public interest, for the protection of investors, or otherwise in furtherance of the purposes of the Act. 4 15 U.S.C. 78s(b)(3)(A). 5 17 CFR 240.19b-4(f). IV. Solicitation of Comments Interested persons are invited to submit written data, views, and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: Electronic Comments • Use the Commission's Internet comment form ( *http://www.sec.gov/rules/sro.shtml* ) or • Send an e-mail to *rule-comments@sec.gov.* Please include File Number SR-OCC-2005-04 on the subject line. Paper Comments • Send paper comments in triplicate to Jonathan G. Katz, Secretary, Securities and Exchange Commission, 450 Fifth Street, NW., Washington, DC 20549-0609. All submissions should refer to File Number SR-OCC-2005-04. This file number should be included on the subject line if e-mail is used. To help the Commission process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission's Internet Web site ( *http://www.sec.gov/rules/sro.shtml* ). Copies of the submission, all subsequent amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be available for inspection and copying in the Commission's Public Reference Section, 450 Fifth Street, NW., Washington, DC 20549. Copies of such filings also will be available for inspection and copying at the principal office of OCC and on OCC's Web site at *http://www.optionsclearing.com.* All comments received will be posted without change; the Commission does not edit personal identifying information from submissions. You should submit only information that you wish to make available publicly. All submissions should refer to File Number SR-OCC-2005-04 and should be submitted on or before May 17, 2005. For the Commission by the Division of Market Regulation, pursuant to delegated authority. 6 6 17 CFR 200.30-3(a)(12). Margaret H. McFarland, Deputy Secretary. [FR Doc. E5-1972 Filed 4-25-05; 8:45 am] BILLING CODE 8010-01-P SECURITIES AND EXCHANGE COMMISSION [Release No. 34-51576; File No. SR-PCX-2005-35] Self-Regulatory Organizations; Notice of Filing and Immediate Effectiveness of Proposed Rule Change by the Pacific Exchange, Inc. Relating to the SizeQuote Mechanism for the Execution of Large-Sized Orders in Open Outcry April 19, 2005. 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 April 7, 2005, the Pacific Exchange, Inc. (“PCX” or “Exchange”) 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 PCX filed the proposal pursuant to section 19(b)(3)(A) under the Act, 3 and Rule 19b-4(f)(6) thereunder, 4 which renders the proposal effective upon filing with the Commission. 5 The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. 1 15 U.S.C. 78s(b)(1). 2 17 CFR 240.19b-4. 3 15 U.S.C. 78s(b)(3)(A). 4 17 CFR 240.19b-4(f)(6). 5 The PCX has asked the Commission to waive the 30-day operative delay. *See* Rule 19b-4(f)(6)(iii), 17 CFR 240.19b-4(f)(6)(iii). I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change The Exchange proposes to add PCX Rule 6.47(g) to adopt, on a pilot basis through February 15, 2006, a SizeQuote Mechanism for the execution of large-sized orders in open outcry. The text of the proposed rule change is below. Proposed new language is in *italics.* Rules of the Pacific Exchange, Inc. Rule 6 Rule 6.47(a)-(f)—No Change. *Rule 6.47(g)—Open Outcry “SizeQuote” Mechanism.* *(i) SizeQuotes Generally. The SizeQuote Mechanism is a process by which a Floor Broker (“FB”) may execute and facilitate large-sized orders in open outcry. Floor brokers must be willing to facilitate the entire size of the order for which they request SizeQuotes (the “SizeQuote Order”). The Exchange shall determine the classes in which the SizeQuote Mechanism will apply. The SizeQuote Mechanism will operate as a pilot program which expires February 15, 2006.* *(A) Eligible Order Size: The Exchange shall establish the eligible order size however such size shall not be less than 250 contracts.* *(B) Trading Crowd: The term “Trading Crowd” shall be as defined in PCX Rule 6.1(b)(30) and for purposes of this rule only shall also include any Floor Broker who is present at the trading post.* *(C) Public Customer Priority: Public customer orders in the Consolidated Book have priority to trade with a SizeQuote Order over any member of the Trading Crowd providing a SizeQuote response at the same price as the order in the Consolidated Book.* *(D) LMM Participation Rights: The LMM participation entitlement shall not apply to SizeQuote transactions.* *(E) FBs may not execute a SizeQuote Order at a price inferior to the national best bid or offer (“NBBO”). Unless a SizeQuote request is properly canceled in accordance with paragraph (iv), an FB is obligated to execute the entire SizeQuote Order at a price that is not inferior to the NBBO in situations where there are no SizeQuote responses received or where such responses are inferior to the NBBO.* *(ii) SizeQuote Procedure: Upon request from an FB for a SizeQuote, members of the Trading Crowd may respond with indications of the price and size at which they would be willing to trade with a SizeQuote Order. After the conclusion of time during which interested Trading Crowd members have been given the opportunity to provide their indications, the FB must execute the SizeQuote Order with the members of the Trading Crowd and/or with a firm facilitation order in accordance with the following procedures:* *(A) Executing the Order at the Trading Crowd's Best Price: Members of the Trading Crowd that provide SizeQuote responses at the highest bid or lowest offer (“best price”) have priority to trade with the SizeQuote Order at that best price. Allocation of the order among members of the Trading Crowd shall be pro rata, up to the size of each member's SizeQuote response. The FB must trade at the best price any contracts remaining in the original SizeQuote Order that were not executed by the members of the Trading Crowd providing SizeQuote responses.* *(B) Executing the Order at a Price that Improves upon the Trading Crowd's Price by One Minimum Increment: Members of the Trading Crowd that provide SizeQuote responses at the best price (“Eligible Trading Crowd Members”) have priority to trade with the SizeQuote Order at a price equal to one trading increment better than the best price (“improved best price”). Allocation of the order among Eligible Trading Crowd Members at the improved best price shall be pro rata, up to the size of each eligible Trading Crowd Member's SizeQuote response. The FB must trade at the improved best price any contracts remaining in the original SizeQuote Order that were not executed by Eligible Trading Crowd Members.* *(C) Trading at a Price that Improves upon the Trading Crowd's Price by more than One Minimum Increment: An FB may execute the entire SizeQuote Order at a price two trading increments better than the best price communicated by the Trading Crowd members in their responses to the SizeQuote request.* *(iii) Definition of Trading Increments: Permissible trading increments are $0.05 for options quoted below $3.00 and $0.10 for all others. In classes in which bid-ask relief is granted pursuant to Rule 6.37(b)(1)(F), the permissible trading increments shall also increase by the corresponding amount. For example, if a series trading above $3.00 has double-width bid-ask relief, the permissible trading increment for purposes of this rule shall be $0.20.* *(iv) It will be a violation of the FB's duty of best execution to its customer if it were to cancel a SizeQuote Order to avoid execution of the order at a better price. The availability of the SizeQuote Mechanism does not alter an FB's best execution duty to get the best price for its customer. A SizeQuote request can be canceled prior to the receipt by the FB of responses to the SizeQuote request. Once the FB receives a response to the SizeQuote request, if he/she were to cancel the order and then subsequently attempt to execute the order at an inferior price to the previous SizeQuote response, there would be a presumption that the FB did so to avoid execution of its customer order in whole or in part by the others at the better price.* 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 PCX 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 PCX rules impose several obligations upon Floor Brokers (“FBs”) including the requirement in paragraph

(a)of PCX Rule 6.46, “Responsibilities of Floor Brokers,” that a FB handling an order use due diligence to execute the order at the best price or prices available. PCX Rule 6.46, Commentary .01, supplements this requirement by requiring FBs to ascertain whether a better price than is being displayed at that time is being quoted by another FB or a Market Maker. In order to assist FBs in their exercise of due diligence, the Exchange believes it would be beneficial to adopt new procedures governing the execution of certain large-sized orders, which by virtue of their large size often require specialized handling. The purpose of this rule filing, therefore, is to adopt, on a pilot basis through February 15, 2006, a trading procedure mechanism called the SizeQuote Mechanism for use by FBs in their respective representation of large-sized orders in open outcry. The SizeQuote Mechanism is a process by which a FB, in his/her exercise of due diligence to execute orders at the best price(s), may execute and facilitate large-sized orders in open outcry. For purposes of this rule, the minimum qualifying order size is 250 contracts 6 and FBs must stand ready to facilitate the entire size of the order for which they request SizeQuotes (the “SizeQuote Order”). The SizeQuote procedure works as follows: 6 The Exchange will determine the classes in which SizeQuote operates and may vary the minimum qualifying order size, provided such number may not be less than 250 contracts. A FB holding an order for at least 250 contracts must specifically request a SizeQuote from the Trading Crowd. 7 Upon such a request by a FB, any member of the Trading Crowd may respond with indications of the price and size at which they would be willing to trade with a SizeQuote Order. A member of the Trading Crowd may respond with any size and price they desire (subject to the rules governing the current market maker obligation requirements) and as such are not obligated to respond with a size of at least 250 contracts. The proposal provides that FBs may not execute a SizeQuote Order at a price inferior to the National Best Bid or Offer (“NBBO”). Proposed paragraph (g)(i)(E) clarifies that unless a SizeQuote request is properly canceled in accordance with paragraph (iv), a FB is obligated to execute the entire SizeQuote Order at a price that is not inferior to the NBBO in situations where there are no SizeQuote responses received or where such responses are inferior to the NBBO. 7 *See* paragraph (b)(3) of PCX Rule 6.1, “Applicability, Definitions and References.” For purposes of the proposed rule only, the definition of “Trading Crowd” shall also include Floor Brokers who are present at the trading post. After the conclusion of time during which interested Trading Crowd members have been given the opportunity to provide their indications, the FB will execute the SizeQuote Order he is holding with a Trading Crowd member(s) or with a facilitation order, or both, in accordance with the following procedure: 8 8 The FB will execute the SizeQuote Order either with Trading Crowd members or with a firm facilitation order, or both, in accordance with the requirements of proposed PCX Rule 6.7(g)(ii). *Executing the SizeQuote Order at the Trading Crowd's best price:* The Trading Crowd member(s) that provided SizeQuote responses at the highest bid or lowest offer (“best price”) have priority to trade with the SizeQuote Order at that best price. For example, assume a FB requests a SizeQuote and a Trading Crowd member(s) responds with a market quote of $1.00-$1.20 for 1,000 contracts. This quote constitutes the “best price” and those Trading Crowd members that responded have priority at those prices. 9 If the FB chooses to trade at either of those prices, the SizeQuote Order will be allocated pro-rata to those Trading Crowd members that responded with a quote at the best price, up to the size of their respective quotes. 10 If in the above example the SizeQuote Order is for more than 1,000 contracts, the FB must trade the balance with a facilitation order at the best price. Trading Crowd members that did not respond to the SizeQuote request would not be eligible to participate in the allocation of this trade. 9 Public customers in the Consolidated Book have priority to trade with a SizeQuote Order over any Trading Crowd member providing a SizeQuote response at the same price as the order in the Consolidated Book. *See* proposed PCX Rule 6.47(g)(i)(C). This example assumes there are no public customer orders at the SizeQuote response price. 10 There will be no Lead Market Maker (“LMM”) participation entitlement in SizeQuote trades, even if the LMM is among the Trading Crowd members quoting at the best price. *Executing the order at a price that improves upon the Trading Crowd's price by one minimum increment:* Trading Crowd members that provide SizeQuote responses at the best price (“Eligible Trading Crowd Members”) have priority to trade with the SizeQuote Order at a price equal to one minimum increment better than the best price (“Improved Best Price”). Accordingly, using the example above, Eligible Trading Crowd Members, if they desire, have priority at prices of $1.05 and $1.15 for up to 1,000 contracts. 11 If the FB chooses to trade at either of those prices, the SizeQuote Order will be allocated pro-rata at the Improved Best Price to those Eligible Trading Crowd Members that responded with a quote at the best price, up to the size of their respective quotes. If the SizeQuote Order is for more than 1,000 contracts, the FB must trade the balance with a facilitation order at the Improved Best Price. Trading Crowd members that did not respond to the SizeQuote request would not be eligible to participate in the allocation of this trade. 11 Obviously, there is no obligation requiring a Trading Crowd member to trade at a price that is better than his/her verbal quote. *Trading at a price that improves upon the Trading Crowd's price by more than one minimum increment:* A FB may execute the entire SizeQuote Order with a facilitation order at a price two minimum increments better than the best price communicated by the Trading Crowd members in their responses to the SizeQuote request. Using the example above, a FB could trade the SizeQuote Order with a facilitation order at $1.10. Trading Crowd members would not be able to participate in the trade at that price. The Exchange also proposes to adopt new paragraph

(iv)to explicitly state that it will be a violation of the FB's duty of best execution to its customer if it were to cancel a SizeQuote Order to avoid execution of the order at a better price. The availability of the SizeQuote Mechanism does not alter a FB's best execution duty to get the best price for its customer. A SizeQuote request can be cancelled prior to the receipt by the FB of responses to the SizeQuote request. Once the FB receives a response to the SizeQuote request, if he/she were to cancel the order and then subsequently attempt to execute the order at an inferior price to the previous SizeQuote response, there would be a presumption that the FB did so to avoid execution of its customer order in whole or in part by others at the better price. The Exchange represents that it will provide the Commission at the end of the pilot period a report summarizing the effectiveness of the SizeQuote program. Pending a report that indicates that the SizeQuote program has been successful, the Exchange anticipates submitting a rule filing that either requests extension of the SizeQuote program or permanent approval of the pilot. The Exchange believes that the SizeQuote proposal provides a well balanced mechanism that enhances the Trading Crowd's ability to quote competitively and participate in open outcry trades while at the same time creating a process that gives greater certainty to FBs in the execution of large orders. Under the proposal, Trading Crowd members not only will have priority at the price of the quote they give in response to a SizeQuote request, but they also will have priority, if they want it, at a price that is one trading increment better than their quote. FBs will now have more certainty in that Trading Crowd members will have one opportunity to respond with a quote response and if they do not, they will not participate in the trade. Moreover, once a Trading Crowd member gives his/her best price ( *i.e.* , SizeQuote response), he/she may not subsequently change the terms of that response after the FB announces its intention to trade, although the Trading Crowd member will have priority at a price that is one trading increment better than his/her quote. This further enhances a Trading Crowd member's incentives to quote competitively. The Exchange also believes that the proposal enhances a Trading Crowd member's incentive to quote competitively by giving complete priority at not only his/her price but also at one trading increment better than his/her SizeQuote response. 2. Basis For the above reasons, the Exchange believes that the proposed rule change would enhance competition. The Exchange believes that the proposed rule change is consistent with section 6(b) 12 of the Act, in general, and furthers the objectives of section 6(b)(5), 13 in particular, in that it is designed to facilitate transactions in securities, to promote just and equitable principles of trade and to protect investors and the public interest. 12 15 U.S.C. 78f(b). 13 15 U.S.C. 78f(b)(5). B. Self-Regulatory Organization's Statement on Burden on Competition The Exchange does not believe that the proposed rule change will impose any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act. C. Self-Regulatory Organization's Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others Written comments on the proposed rule change were neither solicited nor received. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action The Exchange has filed the proposed rule change pursuant to section 19(b)(3)(A) of the Act 14 and subparagraph (f)(6) of Rule 19b-4 thereunder. 15 Because the foregoing proposed rule change:

(1)Does not significantly affect the protection of investors or the public interest;

(2)does not impose any significant burden on competition; and

(3)does not become operative for 30 days from the date on which it was filed, or such shorter time as the Commission may designate if consistent with the protection of investors and the public interest, the proposed rule change has become effective pursuant to section 19(b)(3)(A) of the Act and Rule 19b-4(f)(6) thereunder. As required under Rule 19b-4(f)(6)(iii), the PCX provided the Commission with written notice of its intent to file the proposed rule change at least five business days prior to the filing of the proposal with the Commission or such shorter period as designated by the Commission. 14 15 U.S.C. 78s(b)(3)(A). 15 17 CFR 240.19b-4(f)(6). A proposed rule change filed under Rule 19b-4(f)(6) generally does not become operative prior to 30 days after the date of filing. However, Rule 19b-4(f)(6)(iii) permits the Commission to designate a shorter time if such action is consistent with the protection of investors and the public interest. The PCX has requested that the Commission waive the 30-day operative delay specified in Rule 19b-4(f)(6) because the PCX's proposal is similar to the SizeQuote Mechanism provided under the rules of the Chicago Board Options Exchange, Incorporated (“CBOE”). 16 Accordingly, the PCX believes that the proposal will allow for a more efficient and effective market operation and is necessary for competitive purposes. 16 *See* CBOE Rule 6.74(f) and Securities Exchange Act Release No. 51205 (February 15, 2005) 70 FR 8647 (February 22, 2005) (order approving File No. SR-CBOE-2004-72) (“CBOE Order”). The Commission believes that waiving the 30-day operative delay is consistent with the protection of investors and the public interest because the proposed rule change is substantially similar to a rule adopted previously by the CBOE. 17 The CBOE's proposed rule was published for comment and the Commission received no comments regarding the CBOE's proposal. The Commission believes that the PCX's proposal raises no new issues or regulatory concerns that the Commission did not consider in approving the CBOE's proposal. For this reason, the Commission believes that waving the 30-day operative delay is consistent with the protections of investors and the public interest, and the Commission designates the proposal to be operative immediately on a pilot basis through February 15, 2006. 17 *See* CBOE Rule 6.74(f) and CBOE Order, *supra* note 16. For purposes of waiving the 30-day operative delay, the Commission has considered the proposed rule's impact on efficiency, competition, and capital formation. 15 U.S.C. 78c(f). At any time within 60 days of the filing of such proposed rule change, the Commission may summarily abrogate such rule change if it appears to the Commission that such action is necessary or appropriate in the public interest, for the protection of investors, or otherwise in furtherance of the purposes of the Act. IV. Solicitation of Comments Interested persons are invited to submit written data, views, and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: Electronic Comments • Use the Commission's Internet comment form ( *http://www.sec.gov/rules/sro.shtml* ); or • Send an e-mail to *rule-comments@sec.gov.* Please include File Number SR-PCX-2005-35 on the subject line. Paper Comments • Send paper comments in triplicate to Jonathan G. Katz, Secretary, Securities and Exchange Commission, 450 Fifth Street, NW., Washington, DC 20549-0609. All submissions should refer to File Number SR-PCX-2005-35. This file number should be included on the subject line if e-mail is used. To help the Commission process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission's Internet Web site ( *http://www.sec.gov/rules/sro.shtml* ). Copies of the submission, all subsequent amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be available for inspection and copying in the Commission's Public Reference Section. 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-PCX-2005-35 and should be submitted on or before May 17, 2005. For the Commission, by the Division of Market Regulation, pursuant to delegated authority. 18 18 17 CFR 200.30-3(a)(12). Margaret H. McFarland, Deputy Secretary. [FR Doc. E5-1964 Filed 4-25-05; 8:45 am] BILLING CODE 8010-01-P DEPARTMENT OF STATE [Public Notice 5024] U.S. National Commission for UNESCO Notice of Meeting The U.S. National Commission for UNESCO will meet in open FACA session on Tuesday, June 7, 2005, at Georgetown University, Washington, DC from 10 until 12:30. The commission will also have a series of informational plenary and panel subject committee sessions on Monday, June 6 and Tuesday morning to which the public may attend. This will be the first annual conference of the re-established commission in nearly twenty years. The mission of the national commission is to advise the Department of State with respect to the consideration of issues related to education, science, communications, and culture and the formulation and implementation of U.S. policy towards UNESCO. At this meeting, the commission plans to establish work plans for its five (education, culture, natural science, social and human science, and communications and information) committees. Members of the public who wish to attend the meeting must contact the U.S. National Commission for UNESCO no later than Friday, May 20th for further information about admission as seating is limited. Additionally, those who wish to make oral comments or deliver written comments should also request to be scheduled, and submit a written text of the comments by Friday, May 20th to allow time for distribution to the Commission members prior to the meeting. Individual oral comments will be limited to five minutes, with the total oral comment period not exceeding thirty-minutes. The national commission may be contacted via e-mail at *DCUNESCO@state.gov* , or via phone at

(202)663-0026. Dated: April 20, 2005. Alexander Zemek, Deputy Executive Secretary, U.S. National Commission for UNESO, Department of State. [FR Doc. 05-8306 Filed 4-25-05; 8:45 am]

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