Notices. Notice

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BILLING CODE 8010-01-P SECURITIES AND EXCHANGE COMMISSION [Release No. 34-56085; File No. SR-NYSE-2007-09] Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing of Amendment No. 3 and Order Granting Accelerated Approval to a Proposed Rule Change as Modified by Amendments No. 1, 2, and 3 Thereto Relating to Rule 18 (Compensation in Relation to System Failure) July 17, 2007. I. Introduction On January 26, 2007, the New York Stock Exchange LLC (“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 proposal to adopt Rule 18, “Compensation in Relation to Exchange System Failure,” which will provide a form of compensation to member organizations when a loss is sustained in relation to an Exchange system failure.

The Exchange filed Amendments No. 1 and 2 to the proposal on February 1, 2007, and March 28, 2007, respectively. The proposal, as modified by Amendments No. 1 and 2, was published for comment in the **Federal Register** on April 5, 2007. 3 The Commission received one comment letter regarding the proposal. 4 The Exchange filed Amendment No. 3 with the Commission on June 21, 2007. 5 This order provides notice of filing of Amendment No. 3 and approves the proposal, as modified by Amendments No. 1, 2, and 3, on an accelerated basis. 1 15 U.S.C. 78s(b)(1). 2 17 CFR 240.19b-4. 3 *See* Securities Exchange Act Release No. 55555 (March 29, 2007), 72 FR 16841 (“Notice”). 4 *See* letter from Jerry O'Connell, Chair, Trading Committee, Securities Industry and Financial Markets Association (“SIFMA”), to Nancy M.

Morris, Secretary, Commission, dated April 26, 2007 (“SIFMA Letter”). On June 21, 2007, NYSE submitted a response to the SIFMA Letter. *See* letter from Mary Yeager, Assistant Secretary, NYSE, to Nancy M. Morris, Secretary, Commission (“Response Letter”). 5 Amendment No. 3:

(i)Removed the exclusion of queuing from the proposed definition of Exchange system failure;

(ii)withdrew the proposed modification of NYSE Rule 134; and

(iii)clarified that the Chief Executive Officer or his or her designee shall make the final determinations on claims in the event that the members of the Compensation Review Panel are deadlocked. The text of Amendment No. 3 is available on the Exchange's Web site ( *http://www.nyse.com* ), at the Exchange's Office of the Secretary, and at the Commission's Public Reference Room. II. Description of the Proposal The Exchange proposes to adopt Rule 18, “Compensation in Relation to Exchange System Failure,” in order to establish a procedure to compensate member organizations in relation to Exchange system failures. The proposed rule defines an Exchange system failure as a “malfunction of the Exchange's physical equipment, devices, and/or programming which results in an incorrect execution or no execution of an order that was received in Exchange systems. Misuse of Exchange systems is not considered an Exchange system failure.” 6 6 The Exchange's original proposal, as described in the Notice, *see supra* note 3, stated that delays in order processing as a result of large volume or other capacity issues, commonly known as “queuing,” are not within the definition of Exchange system failures. In response to a comment in the SIFMA Letter, *see supra* note 4, NYSE revised the proposal to delete this aspect of the definition in Amendment No. 3. For a member organization to be eligible to receive payment for a claim, it must incur a net loss equal to or greater than $5,000. Member organizations are not permitted to aggregate losses incurred as a result of more than one system failure in order to satisfy the $5,000 minimum claim requirement. Proposed Rule 18 would require member organizations to informally notify the Exchange's Division of Floor Operations of a suspected Exchange system failure by the opening of the next business day following an incident. Formal written notice of the suspected Exchange system failure must be provided to the Exchange's Division of Floor Operations no later than the end of the third business day after the incident. Once in receipt of a claim, the Exchange's Division of Floor Operations will verify that:

(i)A valid order was accepted into the Exchange's systems; and

(ii)an Exchange system failure occurred during the execution or handling of that order. If all of the criteria for submitting a claim have been met, the claim will be qualified for processing with all other eligible claims at the end of the calendar month in which the incident occurred. The Exchange proposes to allot $500,000 each calendar month (“Monthly Allotment”) to be used for payments to member organizations that qualify for compensation under proposed Rule 18. The Monthly Allotments will not aggregate; however, in the event that less than $250,000 of the Monthly Allotment is paid out for a given calendar month, $50,000 of that month's remaining Monthly Allotment (“Supplemental Allotment”) will be added to a supplemental fund available for payment in subsequent calendar months. This Supplemental Allotment will be used only to pay claims after the Monthly Allotment is exhausted. If claims are satisfied by the Monthly Allotment, the Supplemental Allotment, or any unused portion thereof, will be carried forward every month. Under the current proposal, there is no cap on the amount that may accrue over time from the Supplemental Allotments. The Exchange may determine to institute such a cap in the future. Any such determination would be formally reflected in the text of Rule 18. In addition, the Exchange represented in its proposal that, a few years after Rule 18's implementation, Exchange management intends to review both the maximum dollar amount, if any, that may be accrued as part of the Supplemental Allotment and the Monthly Allotment to determine whether they are appropriate. The Exchange represents that any modification of the terms of the Supplemental Allotment or the Monthly Allotment will be filed with the Commission under Section 19(b)(1) of the Act as a proposed rule change. In the original proposal, the Exchange sought to amend Rule 134.40 to require that profits equal to or greater than $5,000 gained in relation to an Exchange system failure be remitted to the Exchange in order to be applied to payments to member organizations in the event that the Monthly Allotment and Supplemental Allotment were inadequate. However, in response to industry comment, 7 in Amendment No. 3, the Exchange withdrew its proposed amendment to Rule 134.40. Thus, under Rule 134.40, member organizations must continue to report profits from Exchange error transactions to the Exchange, but they will not be required to remit any part of such profits to the Exchange. 7 *See* SIFMA Letter, *supra* note 4. The Exchange proposes to establish a panel consisting of three Floor Governors and three Exchange employees (“Compensation Review Panel”) that will review qualified claims and administer payments. The Compensation Review Panel will meet and review all the claims that are submitted for a calendar month in order to determine if each claim satisfies all the criteria for payment, and the amount to be paid on the claim (“approved claims”). As part of its determination, the Compensation Review Panel will review the actions of the member organization and its employees before and after the error occurred in order to determine if any of the claimant's actions contributed to the loss sustained. The Compensation Review Panel may increase or reduce the amount deemed eligible for payment as a result of its review. All decisions by the Compensation Review Panel will be final. The determinations of the Compensation Review Panel will be by majority vote. In the event of deadlock, all relevant information about the claim will be sent to the Chief Executive Officer of the Exchange (“CEO”) of the Exchange or his or her designee, 8 who will make a final determination. Like the determinations of the Compensation Review Panel, all the determinations of the CEO will be final. 8 The description of the proposal set forth in the Notice, *see supra* note 3, provided that, in the event of a deadlock, the CEO of the Exchange or the President or his or her designee would make the final determination. The inclusion of the President in this provision was an error on the Exchange's part. In Amendment No. 3, the Exchange corrected this provision of the proposed rule change to reflect the Exchange's intention that the CEO or his or her designee would serve this function. Telephone conversation between Deanna Logan, Director, Rule Development, NYSE, and Nathan Saunders, Special Counsel, Division of Market Regulation, Commission, on July 16, 2007. If the total dollar amount of approved claims is less than the Monthly Allotment, then the claims will be paid in full. If the total amount of approved claims exceeds the Monthly Allotment, then any Supplemental Allotment will be added to the Monthly Allotment in order to satisfy approved claims. In the event that the approved claims for a month exceed the sum of the Monthly Allotment and any Supplemental Allotment, the approved claims will be paid out to member organizations based on the proportion that each eligible claim bears to the total amount of all approved claims. Finally, the Exchange proposes to make NYSE Rule 18 effective retroactively to September 1, 2006. Following Commission approval of the proposed rule, member organizations may submit claims to the Exchange for any alleged Exchange system failures that occurred between September 1, 2006, and the date of Commission approval. A Monthly Allotment will be set aside for each calendar month in the period for which Rule 18 is retroactively effective. However, the Supplemental Allotment provision will not be retroactive, but will be effective beginning with the first calendar month after Commission approval of proposed Rule 18. III. Discussion After careful consideration of the proposed rule change, the SIFMA Letter, and the NYSE's Response Letter, 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. 9 In particular, the Commission finds that the proposal is consistent with Section 6(b)(5) of the Act, 10 which requires, *inter alia,* that the rules of a national securities exchange be designed to promote just and equitable principles of trade, to foster cooperation and coordination with persons engaged in regulating, clearing, settling, processing information with respect to, and 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. 9 In approving this proposed rule change, the Commission has considered the proposed rule's impact on efficiency, competition, and capital formation. *See* 15 U.S.C. 78c(f). 10 15 U.S.C. 78f(b)(5). The Commission believes that proposed Rule 18 provides for a fair and reasonable process by which NYSE member organizations may petition for compensation when they suffer a loss due to a system failure on the Exchange. In addition, the proposed amount of the Monthly Allotment and the Supplemental Allotment and the procedures relating to requests for compensation for Exchange system failures are reasonable. The Exchange has represented that it will review the terms of the Supplemental Allotment and the Monthly Allotment to evaluate whether they are sufficient and will file with the Commission a proposed rule change under Section 19(b)(1) of the Act to reflect any proposed revisions. The Commission received one comment letter on the proposed rule change. 11 First, the commenter objected to the proposed exclusion of queuing delays from the definition of Exchange system failure, stating that the Exchange's proposed definition of system failure was narrower than the definition used by other exchanges. 12 In response to this comment, in Amendment No. 3, the Exchange removed the exclusion of queuing from the definition of Exchange system failure. 11 *See* SIFMA Letter, *supra* note 4. 12 *See* NYSE Arca Rule 14.2 and Nasdaq Rule 4626. Second, the commenter objected to the proposed provision requiring remittance to the exchange of certain net gains resulting from system failure, stating that this element of the proposal would impose new obligations on member organizations to remit profits that result not from any act or omission on their part, but from an act or omission on the part of the Exchange. The commenter also questioned how this proposed requirement could be reconciled with NYSE Rule 411, which requires members to resolve certain erroneous executions in favor of non-member customers. 13 In response to the comment letter, in Amendment No. 3, the Exchange withdrew its proposal to amend Rule 134.40 to require remittance of certain net gains. 13 *See* NYSE Rule 411(a)(ii). Third, the commenter argued that the guidelines set forth in proposed Rule 18 for the Compensation Review Panel are vague and subjective—specifically, the provision allowing the Panel to award a lesser amount than that claimed based on the actions or inactions of the claiming member. Fourth, with respect to the proposal that any deadlock of the Compensation Review Panel would be broken by the Exchange's CEO or his or her designee, the commenter argued that decisions impacting the regulation and compensation of NYSE member organizations should be made by the Chief Regulatory Officer or some other senior officer within the Exchange's regulatory arm. In response to these comments, NYSE stated its view that the business judgment of the Compensation Review Panel should be based on a reasonableness standard when this panel evaluates whether a claimant should have taken, and did take, actions to mitigate the claimed loss. NYSE further noted that the expert professional judgment of the CEO makes the CEO the appropriate person with whom to vest the authority to break a deadlock of the Compensation Review Panel. The Commission believes that the proposed guidelines and tie-breaking procedures for the Compensation Review Panel's are reasonable in light of the Exchange's goal to provide a mechanism to compensate members for system failures. Pursuant to Section 19(b)(2) of the Act, 14 the Commission finds good cause for approving the proposal prior to the thirtieth day after the publication of the proposal, as modified by Amendments No. 1, 2, and 3, in the **Federal Register** . In Amendment No. 3, the Exchange proposed to eliminate the exclusion of queuing from the definition of system failure, which would make this definition consistent with the definitions of system failure used by Nasdaq and NYSE Arca. 15 In Amendment No. 3, the Exchange also retracted its proposal to amend Rule 134.40 to require remittance of profits resulting from Exchange system failure. Rule 134.40 will remain unchanged under the proposal, as modified by Amendment No 3. Finally, Amendment No. 3 clarified the tie-breaking procedures of the Compensation Review Panel. Thus, the changes proposed in Amendment No. 3 to the proposed rule change do not introduce any new regulatory issues, and the Commission finds good cause for approving the amended proposal on an accelerated basis. 14 15 U.S.C. 78s(b)(2). 15 *See supra* note 12. IV. Solicitation of Comments Concerning Amendment No. 3 Interested persons are invited to submit written data, views, and arguments concerning the proposed rule change as modified by Amendment No. 3, including whether it 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-NYSE-2007-09 on the subject line. Paper Comments • Send paper comments in triplicate to Nancy M. Morris, Secretary, Securities and Exchange Commission, Station Place, 100 F Street, NE., Washington, DC 20549-1090. All submissions should refer to File Number SR-NYSE-2007-09. 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 Room, 100 F Street, NE., Washington, DC 20549, on official business days between the hours of 10 a.m. and 3 p.m. Copies of such filing also will be available for inspection and copying at the 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-NYSE-2007-09 and should be submitted on or before August 14, 2007. V. Conclusion *It is therefore ordered* , pursuant to Section 19(b)(2) of the Act, 16 that the proposed rule change (File No. SR-NYSE-2007-09), as modified by Amendments No. 1, 2, and 3, be, and it hereby is, approved on an accelerated basis. 16 *Id* . 17 17 CFR 200.30-3(a)(12). For the Commission, by the Division of Market Regulation, pursuant to delegated authority. 17 Florence E. Harmon, Deputy Secretary. [FR Doc. E7-14217 Filed 7-23-07; 8:45 am] BILLING CODE 8010-01-P SECURITIES AND EXCHANGE COMMISSION [Release No. 34-56088; File No. SR-NYSE-2007-63] Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change Relating to Rule 92(d)(6), Limitations on Members' Trading Because of Customers' Orders July 18, 2007. 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 July 13, 2007, the New York Stock Exchange LLC (“NYSE” 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 substantially prepared by the Exchange. The Exchange has designated the proposed rule change 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 upon filing with the Commission. 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 Substance of the Proposed Rule Change The Exchange proposes to amend NYSE Rule 92 to permit specialists to trade between the hours of 6 p.m. and 9:15 a.m. Eastern Time (“ET”) in any security in which the specialist is registered, notwithstanding any open customer orders on the Display Book. The text of the proposed rule change is available on NYSE's Web site ( *http://www.nyse.com* ), at NYSE, 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. The text of these statements may be examined at the places specified in Item IV below. The Exchange has prepared summaries, set forth in Sections A, B, and C below, of the most significant aspects of such statements. A. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change 1. Purpose The Exchange proposes to amend NYSE Rule 92 to permit specialists to trade for their dealer accounts after hours notwithstanding that they have unexecuted customer orders in their possession that could be executed at the same prices as the specialists' trades. The proposed amendment would both minimize trading risks for specialists and harmonize NYSE Rule 92 with NASD's Manning Rule. 5 5 *See* NASD Rule 2111 and IM-2110-2. NYSE Rule 92 generally prohibits members or member organizations from entering proprietary orders ahead of, or along with, customer orders that are executable at the same price as the proprietary order. Because the rule is not limited to market hours, it prohibits, subject to certain exceptions, specialists from trading after hours in any security in which they are registered while they are holding unexecuted customer orders on their Book, which they have knowledge of, that could be executed at the same price as the specialist's proposed trade ( *e.g.* , good-til-cancelled orders). At present, under NYSE rules, specialists remain responsible for orders that have been left on the Book after the trading and crossing sessions have closed even though they cannot execute those orders until the next Exchange trading session begins. Accordingly, if a specialist had such an order on the Book, any after-hours trading by the specialist in such security could violate Rule 92. 6 6 Specialists could trade and offer any better-priced executions to their customers, but as a practical matter, because specialists may have to give up executions of transactions that were intended to hedge the specialist's trading risks, this limitation effectively prevents the specialist from engaging in hedging transactions in most securities. Because of the specialist's agency obligation to the Book after trading at NYSE has closed, the Rule 92 limit on specialist's after-hours trading can increase the specialist's trading risks, particularly where specialists are trading for the purpose of hedging their risk and/or bringing their dealer or investment account positions into parity with trading in away markets. To correct this, the Exchange proposes amending Rule 92 to permit specialists to trade for the dealer account after hours, notwithstanding unexecuted interest that is left on the specialist's Book. The proposed change, in addition to properly allocating the obligation to protect customer orders after hours, also has the effect of harmonizing NYSE Rule 92 to its NASD counterpart, the Manning Rule. The Manning Rule generally prohibits NASD member firms that are holding a customer limit or market order from trading for that member's market making proprietary account at a price that would satisfy the customer's limit or market order without executing the customer's order. 7 Notably, however, the Manning Rule only applies between 9:30 a.m. and 4 p.m. ET, and in some cases to 6:30 p.m. ET, meaning that after hours, NASD market makers may trade for their dealer accounts without regard to customer orders in their possession. 7 *See* NASD IM 2110-2 and Rule 2111. As originally approved, the Manning Rule applied only to trading during regular trading hours. In 1999, when NASD expanded the operation of certain Nasdaq transactions and the quotation and reporting systems and facilities to 6:30 p.m. ET, the Commission approved the extension of the Manning Rule to any trading between 9:30 a.m. and 6:30 p.m. ET for certain orders. *See* Securities Exchange Act Release No. 42003 (October 13, 1999), 64 FR 56554 (October 20, 1999) (SR-NASD-99-57). The proposed amendment would add a new subsection

(6)to the exemptions listed in Rule 92(d) that would adopt a similarly restricted time frame on the rule's prohibitions on specialist trading while in possession of an unexecuted customer order. Similar to the Manning Rule, the Exchange proposes beginning the exemption period for specialists after both the regular trading and the crossing sessions at the Exchange have ended. On a regular trading day, therefore, the exemption period would begin at 6:30 p.m. ET. If the regular NYSE trading session closes earlier than 4 p.m. ET, the exemption period would begin two-and-one-half hours after the close of the trading session. This window of time not only provides that the trading-ahead provisions of Rule 92 would continue to apply during any period while Exchange facilities are operating and customer orders are subject to execution through such systems, but also provides brokers time to meet any obligations to customers to withdraw any open orders that may have previously been submitted to the Exchange. Accordingly, while the specialist has responsibility for orders on the Book, brokers are on notice that after 6:30 p.m. ET, specialists would be able to trade notwithstanding those orders and therefore the broker should consider his or her best execution obligations to the customer when determining whether to leave an order at the Exchange after trading has closed. 8 8 The Exchange notes that as agent for their customers, brokers can, and should be expected to, take affirmative steps to protect their customers' orders after hours by trading on behalf of those orders in the after market if appropriate trading opportunities exist. Similarly, sophisticated customers can protect their own interests after hours as effectively as any agent by trading themselves in the after markets. The Exchange further proposes ending the exemption period 15 minutes before the opening of a security at the Exchange, which, except for StreetTRACKS Gold Shares, would be 9:15 a.m. ET. This is a slight difference from the Manning Rule, which is only applicable as of the commencement of trading. The Exchange proposes this difference because of the specialist's access to pre-opening orders submitted to NYSE, which may give the specialist unique knowledge of the pricing trend for a security. The 15-minute time frame reflects the fact that at approximately 9:15 a.m. ET (8:05 a.m. ET for Gold Shares) there generally begins to be a sufficient influx of orders such that a meaningful trend might be discernible; prior to that time, there is commensurately less order flow and meaningful trends are less discernible. 2. Statutory Basis The basis under the Act for this proposed rule change is the requirement under Section 6(b)(5) 9 that an Exchange have rules that are designed 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. 9 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 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 Because the proposed rule change:

(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 after the date of the filing, 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 10 and Rule 19b-4(f)(6) thereunder. 11 10 15 U.S.C. 78s(b)(3)(A). 11 17 CFR 240.19b-4(f)(6). Pursuant to Rule 19b-4(f)(6)(iii) under the Act, the Exchange is required to give the Commission written notice of its intent to file the proposed rule change, along with a brief description and text of the proposed rule change, at least five business days prior to the date of filing of the proposed rule change, or such shorter time as designated by the Commission. The Exchange has satisfied the five-day pre-filing requirement. A proposed rule change filed pursuant to Rule 19b-4(f)(6) under the Act 12 normally does not become operative for 30 days after the date of its filing. However, Rule 19b-4(f)(6)(iii) 13 permits the Commission to designate a shorter time if such action is consistent with the protection of investors and the public interest. The Exchange has requested that the Commission waive the 30-day operative delay. The Commission believes that waiving the 30-day operative delay is consistent with the protection of investors and the public interest because it would allow specialists to better manage the trading risks that accompany their market making function, and harmonize Rule 92 with NASD's Manning Rule. For these reasons, the Commission designates that the proposed rule change become operative immediately. 14 12 17 CFR 240.19b-4(f)(6). 13 17 CFR 240.19b-4(f)(6)(iii). 14 For purposes only 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 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. 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-NYSE-2007-63 on the subject line. Paper Comments • Send paper comments in triplicate to Nancy M. Morris, Secretary, Securities and Exchange Commission, 100 F Street, NE., Washington, DC 20549-1090. All submissions should refer to File Number SR-NYSE-2007-63. 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 Room, on official business days between the hours of 10 a.m. and 3 p.m. Copies of the 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-NYSE-2007-63 and should be submitted on or before August 14, 2007. For the Commission, by the Division of Market Regulation, pursuant to delegated authority. 15 15 17 CFR 200.30-3(a)(12). Florence E. Harmon, Deputy Secretary. [FR Doc. E7-14249 Filed 7-23-07; 8:45 am] BILLING CODE 8010-01-P SOCIAL SECURITY ADMINISTRATION Agency Information Collection Activities; Proposed Request and Comment Request The Social Security Administration

(SSA)publishes a list of information collection packages that will require clearance by the Office of Management and Budget

(OMB)in compliance with Public Law 104-13, the Paperwork Reduction Act of 1995, effective October 1, 1995. The information collection packages that may be included in this notice are for new information collections, approval of existing information collections, revisions to OMB-approved information collections, and extensions (no change) of OMB-approved information collections. SSA is soliciting comments on the accuracy of the agency's burden estimate; the need for the information; its practical utility; ways to enhance its quality, utility, and clarity; and on ways to minimize burden on respondents, including the use of automated collection techniques or other forms of information technology. Written comments and recommendations regarding the information collection(s) should be submitted to the OMB Desk Officer and the SSA Reports Clearance Officer. The information can be mailed, faxed or e-mailed to the individuals at the addresses and fax numbers listed below:

(OMB)Office of Management and Budget, Attn: Desk Officer for SSA, *Fax:* 202-395-6974, *E-mail address:* *OIRA_Submission@omb.eop.gov* .

(SSA)Social Security Administration, DCBFM, *Attn:* Reports Clearance Officer, 1333 Annex Building, 6401 Security Blvd., Baltimore, MD 21235, *Fax:* 410-965-6400, E-mail address: *OPLM.RCO@ssa.gov.* I. The information collections listed below are pending at SSA and will be submitted to OMB within 60 days from the date of this notice. Therefore, your comments should be submitted to SSA within 60 days from the date of this publication. You can obtain copies of the collection instruments by calling the SSA Reports Clearance Officer at 410-965-0454 or by writing to the address listed above. 1. Statement of Agricultural Employer (Year Prior to 1988; and 1988 and later)—20 CFR 404.702, 404.802, 404.1056—0960-0036. The information from forms SSA-1002-F3 and SSA-1003-F3 is used by SSA to resolve discrepancies when farm workers allege their employers did not report their wages, or reported the wages incorrectly. If an agricultural employer has incorrectly reported wages, or failed to report any wages for an employee, SSA must attempt to correct its records by contacting the employer to obtain convincing evidence of the wages paid. The respondents are agricultural employers having knowledge of wages paid to agricultural employees. *Type of Request:* Extension of an OMB-approved information collection. *Number of Respondents:* 125,000. *Estimated Annual Burden:* 62,500 hours. Form number Number of respondents Frequency of response Average burden per response (minutes) Total annual burden SSA-1002 75,000 1 30 37,500 SSA-1003 50,000 1 30 25,000 Total 125,000 62,500 2. Medical Report (General)—20 CFR 404.1512-404.1515, 416.912-416.915—0960-0052. SSA, through its agents, the disability determination services, uses form SSA-3826-F4 to collect medical information needed to make disability determinations. The information is used in determining the claimant's physical and mental status prior to making a disability determination, and to document the disability claims folder with the medical evidence. Thus, it provides disability adjudicators and reviewers with a narrative record and history of the alleged disability and with the objective medical findings necessary to make a disability determination. SSA uses the medical evidence provided on this form in making a determination of whether an individual's impairment meets the severity and duration requirements required for disability benefits. The respondents are members of the medical community including individual and hospital physicians, medical records librarians, and other medical sources. *Type of Request:* Revision of an OMB-approved information collection. *Number of Respondents:* 150,000. *Frequency of Response:* 1. *Average Burden Per Response:* 30 minutes. *Estimated Annual Burden:* 75,000 hours. 3. Request for Correction of Earnings Record—20 CFR 404.820 and 422.125-0960-0029. Form SSA-7008 is used by individual wage earners to request SSA review and, if necessary, correct its master record of their earnings. The respondents are individuals who question SSA's record of their earnings. *Type of Request:* Extension of an OMB-approved information collection. *Number of Respondents:* 375,000. *Frequency of Response:* 1. *Average Burden Per Response:* 10 minutes. *Estimated Annual Burden:* 62,500 hours. II. The information collections listed below have been submitted to OMB for clearance. Your comments on the information collections would be most useful if received by OMB and SSA within 30 days from the date of this publication. You can obtain a copy of the OMB clearance packages by calling the SSA Reports Clearance Officer at 410-965-0454, or by writing to the address listed above. 1. Statement for Determining Continuing Eligibility for Supplemental Security Income Payments—Adult, Form SSA-3988; Statement for Determining Continuing Eligibility for Supplemental Security Income Payments—Child, Form SSA-3989—20 CFR Subpart B—416.204—0960-0643. Forms SSA-3988 and SSA-3989 will be used to determine whether Supplemental Security Income

(SSI)recipients have met and continue to meet all statutory and regulatory non-medical requirements for SSI eligibility, and whether they have been and are still receiving the correct payment amount. The SSA-3988 and SSA-3989 are designed as self-help forms that will be mailed to recipients or to their representative payees for completion and return to SSA. The respondents are recipients of SSI payments or their representatives. *Type of Request:* Revision to an existing OMB-approved information collection. Collection instrument Number of respondents Frequency of response Average burden per response (minutes) Estimated annual burden (hours) SSA-3988 30,000 1 26 13,000 SSA-3989 30,000 1 26 13,000 Totals 60,000 26,000 2. eData Registration/Account Modification—20 CFR 401.45—0960-NEW. Collection Background Section 5 U.S.C. 552a,

(10)of the Privacy Act of 1974 requires agencies to establish appropriate administrative, technical, and physical safeguards to ensure the security and confidentiality of records. Also, Section

(2)&

(3)requires agencies to establish requirements for identifying an individual who requests a record or information pertaining to that individual and to establish procedures for disclosure of personal information. SSA promulgated Privacy Act rules in the Code of Federal Regulations, Subpart B. Procedures for verifying identity are at 20 CFR 401.45. Collection Description The eData Services Web site allows various external organizations to submit files to a variety of SSA systems and in some cases receive return files. The users include state/local government agencies, other federal agencies, and some nongovernmental business entities. The SSA systems that process data transferred via eData include, but are not limited to, systems responsible for disability processing and benefit determination or termination. The information collected on form SSA-118 (Government to Government Services Online Web site Registration Form) to register organizations is used exclusively to maintain the identity of the requester within eData. The requestor is already a known entity to a sponsor within SSA. The SSA sponsor collects the information on the registration form and submits it for internal processing. Once this is completed, SSA provides the requestor with their new password and conducts a walkthrough of the eData Web site as necessary. The organization also can make modifications to their online account (e.g., address change) by completing an online form, SSA-119 (Government to Government Service Online Web site Account Modification/Deletion Form). *Type of Request:* Collection in use without OMB Control Number. Collection instrument Number of respondents Frequency of response Average burden per response (minutes) Estimated annual burden (hours) SSA-118 925 1 15 231 SSA-119 1,575 1 15 394 Totals 2,500 625 3. Certificate of Election for Reduced Widow(er)'s Benefits—20 CFR, Subpart D, 404.335—0960-NEW. Section 202(q) of the Social Security Act provides for the authority to reduce benefits under certain conditions when elected by a beneficiary. However, reduced benefits are not payable to an already entitled spouse (or divorced spouse) who: • Is at least age 62 and under full retirement age in the month of the number holder's death; and • Is receiving both reduced spouse's (or divorced spouse's) benefits and either retirement or disability benefits in the month before the month of the number holder's death. In order to elect reduced widow(er) benefits, a beneficiary must complete form SSA-4111. SSA uses the information collected on form SSA-4111 to determine eligibility for and pay a qualified dually entitled widow(er) (or surviving divorced spouse) reduced benefits. The respondents are qualified dually entitled widow(er) (or surviving divorced spouse) who elects to receive a reduced widow(er) benefit. *Type of Request:* Collection in use without OMB Control Number. *Number of Respondents:* 30,000. *Frequency of Response:* 1. *Average Burden Per Response:* 2 minutes. *Estimated Annual Burden:* 1,000 hours. 4. Work History Report—20 CFR 404.1512 and 416.912— 0960-0578. The information collected by form SSA-3369 is needed to determine disability by the State Disability Determination Services (DDS). The information will be used to document an individual's past work history. The respondents are applicants for Supplemental Security Income

(SSI)disability payments and Social Security disability benefits. *Type of Request:* Extension of an OMB-approved information collection. Collection method Number of respondents Frequency of response Average burden per response (hours) Estimated annual burden (hours) SSA-3369 (Paper form) 21,000 1 1 21,000 EDCS 3369 428,500 1 1 428,500 Totals 449,500 449,500 SSA published a 60-day notice on March 15, 2007 at 72 FR 12244 and a 30-day notice on May 9, 2007 at 72 FR 26443. We are publishing a correction to these notices, reducing the number of respondents from 1,000,000 and correcting the average burden per response from 30 minutes. Dated: July 17, 2007. Elizabeth A. Davidson, Reports Clearance Officer, Social Security Administration. [FR Doc. E7-14147 Filed 7-23-07; 8:45 am] BILLING CODE 4191-02-P DEPARTMENT OF TRANSPORTATION Federal Aviation Administration Approval of Noise Compatibility Program for Flagstaff Pulliam Airport, Flagstaff, AZ AGENCY: Federal Aviation Administration, DOT. ACTION: Notice. SUMMARY: The Federal Aviation Administration

(FAA)announces its findings on the noise compatibility program submitted by the City of Flagstaff under the provisions of Title I of the Aviation Safety and Noise Abatement Act, as amended, (Pub. L. 96-193) (hereinafter referred to as “the Act”) and 14 CFR part 150. These findings are made in recognition of the description of Federal and nonfederal responsibilities in Senate Report No. 96-52 (1980). On April 7, 2005, the FAA determined that the noise exposure maps submitted by the City of Flagstaff under part 150 were in compliance with applicable requirements. EFFECTIVE DATES: The effective date of the FAA's approval of the Noise Compatibility Program for Flagstaff Pulliam Airport is June 25, 2007. FOR FURTHER INFORMATION CONTACT: Michelle Simmons, Environmental Protection Specialist, Los Angeles Airports District Office, Airports Division, Western-Pacific Region, Federal Aviation Administration, mailing address: P.O. Box 92007, Los Angeles, California, 90009-2007; Telephone: 310/725-3614. Documents reflecting this FAA action may be reviewed at this same location. SUPPLEMENTARY INFORMATION: This notice announces that the FAA has given its overall approval to the Noise Compatibility Program for Flagstaff Pulliam Airport, effective June 25, 2007. Under section 104(a) of the Aviation Safety and Noise Abatement Act of 1979, as amended (herein after referred to as the “Act”) [recodified as 49 U.S.C. 47504], as airport operator who has previously submitted as Noise Exposure Map may submit to the FAA a Noise Compatibility Program which sets forth the measures taken or proposed by the airport operator for the reduction of existing non-compatible land uses and prevention of additional non-compatible land uses within the area covered by the Noise Exposure Maps. The Act requires such programs to be developed in consultation with interested and affected parties including local communities, government agencies, airport users, and FAA personnel. Each airport noise compatibility program developed in accordance with Federal Aviation Regulations

(FAR)Part 150 is a local program, not a Federal program. The FAA does not substitute its judgment for that of the airport proprietor with respect to which measures should be recommended for action. The FAA's approval or disapproval of FAR Part 150 program recommendations is measured according to the standards expressed in Part 150 and the Act and is limited to the following determinations: a. The Noise Compatibility Program was developed in accordance with the provisions and procedures of FAR Part 150; b. Program measures are reasonably consistent with achieving the goals of reducing existing non-compatible land uses around in airport and preventing the introduction of additional non-compatible land uses; c. Program measurs would not create an undue burden on interstate or foreign commerce, unjustly discriminate against types or classes or aeronatucial uses, violate the terms of airport grant agreements, or intrude into areas preempted by the Federal Government; and d. Program measures relating to the use of flight procedures can be implemented within the period covered by the program without derogating safety, adversely affecting the efficient use and management of the navigable airspace and air traffic control systems, or adversely affecting other powers and responsibilities of the Administrator prescribed by law. Specific limitation with respect to FAA's approval of an airport noise compatibility program are delineated in FAR Part 150, section 150.5. Approval is not a determination concerning the acceptability of land uses under Federal, state, or local law. Approval does not by itself constitute an FAA implementing action. A request for Federal action or approval to implement specific noise compatibility measures may be required, and an FAA decision on the request may require an environmental assessment of the proposed action. Approval does not constitute a commitment by the FAA to financially assist in the implementation of the program nor a determination that all measures covered by the program are eligible for grant-in-aid funding from the FAA under the Airport and Airway Improvement Act of 1982, as amended. Where federal funding is sought, requests for project grants must be submitted to the FAA Airports District Office in Hawthorne, California. The City of Flagstaff submitted to the FAA on July 21, 2004, the Noise Exposure Maps, descriptions, and other documentation produced during the noise compatibility planning study conducted from March 4, 2004 through January 12, 2007. The Flagstaff Pulliam Airport Noise Exposure Maps were determined by FAA to be in compliance with applicable requirements on April 7, 2005. Notice of this determination was published in the **Federal Register** on April 20, 2005. The Flagstaff Pulliam Airport study contains a proposed noise compatibility program comprised of actions designed for phased implementation by airport management and adjacent jurisdictions from May 7, 2007 to beyond the year 2012. It was requested that the FAA evaluate and approve this material as a Noise Compatibility Program as described in 49 U.S.C. 47504 (formerly Section 104(b) of the Act). The FAA began its review of the program on January 12, 2007, and was required by a provision of the Act to approve or disapprove the program within 180 days (other than the use of new or modified flight procedures for noise control). Failure to approve or disapprove such program within the 180-day period shall be deemed to be an approval of such program. The submitted program contained 15 proposed actions for noise abatement, noise mitigation, and land use planning and program management on and off the airport. The FAA completed its review and determined that the procedural and substantive requirements of the Act and FAR Part 150 have been satisfied. The overall program was approved by the Manager of the Airports Division, Western-Pacific Region, effective June 25, 2007. Outright approval was granted for ten

(10)specific program measures. The four

(4)approved Noise Abatement Element measures included such items as: Runway 21 Departure Procedure for piston aircraft weighing less than 12,500 pounds; discontinue intersection and midfield takeoffs; Promote use of Industry Standard Thrust Cut-Back Procedures; Promote use of aircraft Owners and Pilots Association

(AOPA)Noise Awareness Steps by light single and twin-engine aircraft; The three

(3)approved Land Use Planning Elements include such items as: The city of Flagstaff should consider revising their current project review guidelines to incorporate noise-related criteria. it would also be suitable to include these guidelines within the *Flagstaff Regional Area Land Use and Transportation Plan;* the city of Flagstaff and Coconino County should consider revising its existing Airport Overlay District to reflect the results of the noise analysis conducted as part of this Part 150 Study. Additionally, Coconino County should consider enacting an Airport overlay district for areas contained within the AIA; the City of Flagstaff and Coconino County should consider amending their respective building codes to incorporate prescriptive noise standards; The three

(3)approved Program Management Element measures included such items as: Publish a pilot guide; Monitor Implementation of the Part 150 Noise compatibility Program; Update Noise Exposure Maps and Noise Compatibility Program. FAA partially approved portions of the following four

(4)Land Use Planning Measures: Consideration should be given to re-designated undeveloped parcels within the hybrid 60 DNL noise contour to a compatible land use designation such as commercial, industrial, or designated open space as detailed in the *Flagstaff Area Regional Land Use and Transportation Plan.* That portion of the “hybrid” contour that depicts noise from a 1991 airport master plan is disapproved for purposes of part 150; Consideration should be given to incorporating hybrid 60 and 65 DNL noise contours into the general plan in lieu of the currently referenced noise contours prepared in the Flagstaff *Area Regional Land Use and Transportation Plan;* The City of Flagstaff and Coconino County maintain compatibility—zoned areas within the 60 DNL noise contour; That portion of the “hybrid” contour that depicts noise from a 1991 airport master plan is disapproved for purposes of part 150; The City of Flagstaff and Coconino County should rezone undeveloped parcels within the hybrid 60 DNL noise contour to a compatible zoning designation; That portion of the “hybrid” contour that depicts noise from a 1991 airport master plan is disapproved for purposes of part 150; The FAA disapproved one

(1)Noise Abatement measure: Change Phoenix Sectional Chart to depict the location of Walnut Canyon National Monument. These determinations are set forth in detail in the Record of Approval signed by the Manager of the Airports Division, Western-Pacific Region, on June 25, 2007. The Record of Approval, as well as other evaluation materials and the documents comprising the submittal, are available for review at the FAA office listed above and at the administrative offices of the Flagstaff Pulliam Airport. The Record of Approval also will be available on-line at: *http://www.faa.gov/airports_airtraffic/airports/environmental/airport_noise/part_150/states/.* Issued in Hawthorne, California on July 10, 2007. Mia Paredes Ratcliff, Acting Manager, Airports Division, Western-Pacific Region, AWP-600. [FR Doc. 07-3609 Filed 7-23-07; 8:45 am]

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