82_FR_7898 82 FR 7885 - Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing of Proposed Rule Change Relating to the Listing and Trading of Shares of the USCF Canadian Crude Oil Index Fund Under NYSE Arca Equities Rule 8.200

82 FR 7885 - Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing of Proposed Rule Change Relating to the Listing and Trading of Shares of the USCF Canadian Crude Oil Index Fund Under NYSE Arca Equities Rule 8.200

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 13 (January 23, 2017)

Page Range7885-7891
FR Document2017-01297

Federal Register, Volume 82 Issue 13 (Monday, January 23, 2017)
[Federal Register Volume 82, Number 13 (Monday, January 23, 2017)]
[Notices]
[Pages 7885-7891]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-01297]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-79793; File No. SR-NYSEArca-2016-177]


Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
of Proposed Rule Change Relating to the Listing and Trading of Shares 
of the USCF Canadian Crude Oil Index Fund Under NYSE Arca Equities Rule 
8.200

January 13, 2017.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given 
that, on December 30, 2016, NYSE Arca, Inc. (``Exchange'' or ``NYSE 
Arca'') 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 self-regulatory 
organization. The Commission is publishing this notice to solicit 
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to list and trade the shares of the following 
under NYSE Arca Equities Rule 8.200, Commentary .02 (``Trust Issued 
Receipts''): USCF Canadian Crude Oil Index Fund. The proposed rule 
change is available on the Exchange's Web site at www.nyse.com, at the 
principal office of the Exchange, and at the Commission's Public 
Reference Room.

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

    In its filing with the Commission, the self-regulatory organization 
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 those statements may be examined at 
the places specified in Item IV below. The Exchange has prepared 
summaries, set forth in sections A, B, and C below, of the most 
significant parts of such statements.

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

1. Purpose
    The Exchange proposes to list and trade shares (``Shares'') of the 
following under NYSE Arca Equities Rule 8.200, Commentary .02, which 
governs the listing and trading of Trust Issued Receipts: USCF Canadian 
Crude Oil Index Fund (the ``Fund'').\4\
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    \4\ Commentary .02 to NYSE Arca Equities Rule 8.200 applies to 
Trust Issued Receipts that invest in ``Financial Instruments.'' The 
term ``Financial Instruments,'' as defined in Commentary .02(b)(4) 
to NYSE Arca Equities Rule 8.200, means any combination of 
investments, including cash; securities; options on securities and 
indices; futures contracts; options on futures contracts; forward 
contracts; equity caps, collars, and floors; and swap agreements.
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    The Fund is a new series of the United States Commodity Index Funds 
Trust (the ``Trust'').\5\ The Fund is a commodity pool that 
continuously issues common shares of beneficial interest that may be 
purchased and sold on the Exchange. The Trust and the Fund are managed 
and controlled by United States Commodity Funds LLC (``USCF'' or 
``Sponsor''), which is registered as a commodity pool operator 
(``CPO'') with the Commodity Futures Trading Commission (``CFTC'') and 
is a member of the National Futures Association (``NFA''). Brown 
Brothers Harriman & Co., Inc. will be the administrator and custodian 
(``Administrator'' or ``Custodian'') for the Fund. ALPS Distributors, 
Inc. will be the marketing agent (``Marketing Agent'') for the Fund.
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    \5\ The Trust is registered under the Securities Act of 1933. On 
June 16, 2016, the Trust filed with the Commission a registration 
statement on Form S-1 under the Securities Act of 1933 (15 U.S.C. 
77a) (``Securities Act'') relating to the Fund (File No. 333-212089) 
(``Registration Statement''). The description of the operation of 
the Trust and the Fund herein is based, in part, on the Registration 
Statement.
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    The Exchange notes that the Commission has previously approved the 
listing and trading of other issues of Trust Issued Receipts based on 
oil on the Exchange,\6\ trading on the Exchange of such issues pursuant 
to unlisted trading privileges,\7\ and listing and trading of such 
issues on the American Stock Exchange LLC (now, NYSE MKT, LLC).\8\
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    \6\ See, e.g., Securities Exchange Act Release No. 58457 
(September 3, 2008), 73 FR 52711 (September 10, 2008) (SR-NYSEArca-
2008-91).
    \7\ See, e.g., Securities Exchange Act Release No. 58163 (July 
15, 2008), 73 FR 42391 (July 21, 2008) (SR-NYSEArca-2008-73).
    \8\ See, e.g., Securities Exchange Act Release No. 58161 (July 
15, 2008), 73 FR 42380 (July 21, 2008) (SR-Amex-2008-39).
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Investment Objective and Principal Investments of the Fund
    According to the Registration Statement, the investment objective 
of the Fund is for the daily changes in percentage terms of its Shares' 
per Share NAV to reflect the daily changes in percentage terms of the 
Canadian Crude Excess Return Index (the ``CCIER'' or ``Index''), plus 
interest income from the Fund's short-term fixed income holdings, less 
the Fund's expenses.
    The CCIER is owned and maintained by Auspice Capital Advisors Ltd. 
(``Auspice'') and is designed to measure the performance of the 
Canadian crude oil market. It is calculated and tracked daily and 
reported each trading day via major market data vendors.
    The Fund's investment strategy is designed to provide investors 
with a means of investing indirectly in Canadian crude oil and to hedge 
against movements in the spot price of Canadian crude oil. 
Specifically, the CCIER reflects the returns that an investor would 
expect to receive from

[[Page 7886]]

holding and rolling the futures contracts that comprise the Index.
    The CCIER targets an exposure that represents an approximately 3 
month rolling position in the following nearby futures contracts: (i) 
The ICE Crude Diff--TMX WCS 1B Index Future (ICE symbol: TDX) (the 
``WCS Future''); and (ii) the ICE WTI Crude Future (ICE symbol: T) (the 
``WTI Future''). The WCS Futures and WTI Futures that comprise the 
CCIER are referred to herein as ``Benchmark Component Futures 
Contracts''.
    The WCS Future is a monthly cash settled future based on the TMX 
WCS (Western Canadian Select) Daily Weighted Average Price Index (``TMX 
WCS 1b Index'') traded on ICE Futures Europe. The TMX WCS 1b Index is 
expressed as a differential to the NYMEX WTI 1st Line Future (Calendar 
Month Average).
    The WTI Future is the ICE West Texas Intermediate (WTI) Light Sweet 
Crude Oil Futures Contract traded on ICE Futures Europe.\9\
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    \9\ ICE Futures Europe, NYMEX and other futures exchanges on 
which the Fund may trade listed futures contracts are referred to 
collectively as ``Futures Exchanges''.
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    The Fund will seek to achieve its investment objective by first 
entering into cash-settled over-the-counter (``OTC'') total return swap 
and forward transactions intended to replicate the return of the CCIER 
(``OTC Derivatives Contracts'', as described further below) and, 
second, to the extent market conditions are more favorable for such 
futures as compared to OTC Derivatives Contracts, investing in the 
Benchmark Component Futures Contracts that underlie the CCIER. It will 
support these investments by holding the amounts of its margin, 
collateral and other requirements relating to these obligations in 
short-term obligations of the United States of two years or less 
(``Treasuries''), cash and cash equivalents.
    Third, if constrained by regulatory requirements or in view of 
market conditions or if one or more of the other Benchmark Component 
Futures Contracts is not available, the Fund may next invest in 
exchange traded futures contracts that are economically identical or 
substantially similar to the Benchmark Component Futures Contracts, 
e.g., futures contracts that are based on changes in the price of WTI 
oil traded on the Chicago Mercantile Exchange (``CME'').
    When, in view of regulatory requirements and market conditions, the 
Fund has invested to the fullest extent possible in the OTC Derivatives 
Contracts and exchange-traded futures contracts, the Fund may then 
invest in other OTC derivative contracts and/or other contracts and 
instruments based on the Benchmark Component Futures Contracts or on 
the price of the crude oil underlying the Benchmark Component Futures 
Contracts, such as cash-settled options, cleared swap contracts and 
swap contracts other than cleared swap contracts.\10\
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    \10\ The Benchmark Component Futures Contracts, other exchange-
traded futures contracts that are economically identical or 
substantially similar to the Benchmark Component Futures Contracts 
and other contracts and instruments based on the Benchmark Component 
Futures Contracts, are referred to collectively as ``Other Crude 
Oil-Related Investments'', and together with OTC Derivatives 
Contracts, ``Crude Oil Interests''.
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    Market conditions that USCF currently anticipates could cause the 
Fund to invest in Other Crude Oil-Related Investments include those 
allowing the Fund to obtain greater liquidity, to execute transactions 
with more favorable pricing, or if the Fund or USCF exceeds position 
limits or accountability levels established by an exchange.
    The Fund will seek to achieve its investment objective by investing 
so that the average daily percentage change in the Fund's NAV for any 
period of 30 successive valuation days will be within plus/minus 10 
percent (10%) of the average daily percentage change in the CCIER over 
the same period. The Sponsor believes that market arbitrage 
opportunities will cause daily changes in the Fund's Share price on the 
NYSE Arca on a percentage basis to closely track the daily changes in 
the Fund's per Share NAV on a percentage basis. The Sponsor also 
believes that the net effect of this expected relationship and the 
expected relationship described above between the Fund's per Share NAV 
and the CCIER will be that the daily changes in the price of the Fund's 
Shares on the NYSE Arca on a percentage basis will closely track the 
daily changes in the CCIER on a percentage basis, plus interest income 
from the Fund's short-term fixed income holdings, less the Fund's 
expenses.\11\
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    \11\ While the Fund is composed of, and is therefore a measure 
of, the prices of the OTC Derivatives Contracts based upon futures 
comprising the CCIER, there is expected to be a reasonable degree of 
correlation between the CCIER and the cash or spot prices of the 
commodities underlying the Benchmark Component Futures Contracts; 
but the Fund's investment objective is not for its NAV or market 
price of Shares to equal, in dollar terms, the spot prices of the 
commodities underlying the Benchmark Component Futures Contracts or 
the prices of any particular group of futures contracts.
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    The Fund will not seek to achieve its stated investment objective 
over a period of time greater than one day. This is because natural 
market forces called contango and backwardation can impact the total 
return on an investment in the Fund's Shares relative to a hypothetical 
direct investment in crude oil commodities and, in the future, it is 
likely that the relationship between the market price of the Fund's 
Shares and changes in the spot prices of the underlying commodities 
will continue to be so impacted by contango and backwardation.
OTC Derivatives Contracts
    According to the Registration Statement, the Fund will primarily 
invest in OTC Derivatives Contracts that are based on Benchmark 
Component Futures Contracts and, in the opinion of the Sponsor, are 
traded in sufficient volume to permit the ready taking and liquidation 
of positions. Such OTC Derivatives Contracts, as well as all other 
Other Crude Oil-Related Investments that are OTC derivatives, will be 
``swaps'' for purposes of Title VII of the Dodd-Frank Wall Street 
Reform and Consumer Protection Act that fall within the jurisdiction of 
the Commodity Futures Trading Commission.
    The OTC Derivatives Contracts will be entered between two parties, 
outside of public exchanges, in private contracts. Unlike the exchange-
traded Benchmark Component Futures Contracts, each party to an OTC 
Derivatives Contract bears credit risk with respect to the other party. 
To reduce such credit risk, the Fund will generally enter into an 
agreement with each counterparty based on the Master Agreement 
published by the International Swaps and Derivatives Association, Inc. 
(``ISDA'') that provides for the netting of overall exposure between 
counterparties.\12\ In accordance with the terms and conditions of the 
Fund's ISDA Master Agreement, pursuant to which the Fund's OTC 
Derivatives Contracts will be entered into, the Fund will be entitled 
to increase or decrease its notional exposure to the CCIER from time to 
time, to among other things, manage Share purchases and reinvestment of 
distributions, Fund Share redemptions and market repurchases of Shares, 
and

[[Page 7887]]

meet other liquidity needs. Reducing notional exposure may be achieved 
through different methods, including the use of offsetting forwards and 
partial terminations of OTC Derivatives Contracts.
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    \12\ The ISDA Master Agreement allows for parties to calculate 
and settle their obligations under the agreement on a ``net basis'' 
with a single payment. Consequently, the Sponsor's current 
obligations (or rights) under a swap or forward agreement are 
generally only equal to the net amount to be paid or received under 
the agreement based on the relative values of such obligations (or 
rights). In addition, in connection with the Master Agreements, the 
Sponsor will enter into ISDA Credit Support Annexes (``CSAs'') with 
its counterparties to mitigate counterparty credit exposure.
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    The Sponsor will assess or review, as appropriate, the 
creditworthiness of each potential or existing counterparty to an OTC 
Derivatives Contract pursuant to guidelines approved by the Sponsor's 
board. In respect of the OTC Derivatives Contracts, the Fund will have 
the ability to replace a counterparty or engage additional 
counterparties at any time.
    The daily marked-to-market value of an OTC Derivatives Contract 
will be based upon the performance of a notional investment in the 
CCIER. In turn, the performance of the CCIER will be based upon the 
performance of the underlying Benchmark Component Futures Contracts. 
Under the CSAs, the parties will be required to determine the mark-to-
market value of the OTC Derivative Contract(s) on a daily basis. 
Subject to a minimum transfer amount, the party that is ``out of the 
money'' would transfer collateral in the form of cash or U.S. 
Treasuries to its counterparty to cover the exposure under the OTC 
Derivative Contract.
    The Fund may also enter into multiple OTC Derivatives Contracts for 
the purpose of achieving its investment objective. If an OTC 
Derivatives Contract is terminated, the Fund may either pursue the same 
or other alternative investment strategies with an acceptable 
counterparty, or make direct investments in the Benchmark Component 
Futures Contracts or other investments that provide a similar return to 
investing in the Benchmark Component Futures Contracts.
    The Fund may also enter into certain transactions where an OTC 
component is exchanged for a corresponding futures contract (an 
``Exchange for Related Position'' or ``EFRP'' transaction).\13\ The 
Fund may also employ spreads or straddles in its trading to mitigate 
the differences in its investment portfolio and its goal of tracking 
the price of the Benchmark Component Futures Contracts.\14\
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    \13\ In the most common type of EFRP transaction entered into by 
the Fund, the OTC component is the purchase or sale of one or more 
baskets of the Fund's Shares, as described below.
    \14\ The Fund would use a spread when it chooses to take 
simultaneous long and short positions in futures written on the same 
underlying asset, but with different delivery months.
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Creation and Redemption of Shares
    According to the Registration Statement, the Fund will create and 
redeem Shares from time to time, in one or more ``Creation Baskets'' or 
``Redemption Baskets''. The creation and redemption of baskets will 
only be made in exchange for delivery to the Fund or the distribution 
by the Fund of the amount of Treasuries and/or cash represented by the 
baskets being created or redeemed, the amount of which will be equal to 
the combined NAV of the number of Shares included in the baskets being 
created or redeemed determined as of 4:00 p.m. Eastern Time (``E.T.'') 
on the day the order to create or redeem baskets is properly received.
    ``Authorized Participants'' are the only persons that may place 
orders to create and redeem baskets. Authorized Participants must be 
(1) registered broker dealers or other securities market participants, 
such as banks and other financial institutions, that are not required 
to register as broker-dealers to engage in securities transactions 
described below, and (2) Depository Trust and Clearing Participants.
    On any business day, an Authorized Participant may place an order 
with the Marketing Agent to create one or more baskets. By placing a 
purchase order, an Authorized Participant agrees to deposit Treasuries, 
cash or a combination of Treasuries and cash with the Trust.
    The total deposit required to create each basket (``Creation Basket 
Deposit'') is the amount of Treasuries and/or cash that is in the same 
proportion to the total assets of the Fund (net of estimated accrued 
but unpaid fees, expenses and other liabilities) on the purchase order 
date as the number of Shares to be created under the purchase order is 
in proportion to the total number of Shares outstanding on the purchase 
order date. The amount of cash deposit required is the difference 
between the aggregate market value of the Treasuries required to be 
included in a Creation Basket Deposit as of 4:00 p.m. E.T. on the date 
the order to purchase is properly received and the total required 
deposit.
    The procedures by which an Authorized Participant can redeem one or 
more baskets mirror the procedures for the creation of baskets. On any 
business day, an Authorized Participant may place an order with the 
Marketing Agent to redeem one or more baskets. Redemption orders must 
be placed by 10:30 a.m. E.T. or the close of regular trading on the 
NYSE Arca, whichever is earlier.
    The Sponsor may, in its discretion, suspend the right of 
redemption, or postpone the redemption settlement date, (1) for any 
period during which NYSE Arca or any of the futures exchanges upon 
which a Benchmark Component Futures Contract is traded is closed other 
than customary weekend or holiday closings, or trading on NYSE Arca or 
such futures exchanges is suspended or restricted, (2) for any period 
during which an emergency exists as a result of which delivery, 
disposal or evaluation of Treasuries is not reasonably practicable, or 
(3) for such other period as the Sponsor determines to be necessary for 
the protection of the shareholders.
Calculating Per Share NAV
    According to the Registration Statement, the Fund's per Share NAV 
will be calculated by taking the current market value of its total 
assets; subtracting any liabilities; and dividing that total by the 
total number of outstanding Shares.
    The Administrator will calculate the NAV of the Fund once each NYSE 
Arca trading day. The NAV for a normal trading day will be released 
after 4:00 p.m. E.T. Trading during the Core Trading Session on the 
NYSE Arca typically closes at 4:00 p.m. E.T. The Administrator will use 
the updated value of the CCIER calculated shortly after the 
determination by the relevant Futures Exchanges of the closing prices 
of the Benchmark Component Futures Contracts (determined at the earlier 
of the close of such exchange or 2:30 p.m. E.T.) for the contracts 
traded on the Futures Exchanges, but calculate or determine the value 
of all other investments of the Fund using market quotations, if 
available, or other information customarily used to determine the fair 
value of such investments as of the earlier of the close of the NYSE 
Arca or 4:00 p.m. E.T. Other information customarily used in 
determining fair value includes information consisting of market data 
in the relevant market supplied by one or more third parties including, 
without limitation, relevant rates, prices, yields, yield curves, 
volatilities, spreads, correlations or other market data in the 
relevant market; or information of the types described above from 
internal sources if that information is of the same type used by the 
Fund in the regular course of their business for the valuation of 
similar transactions. Third parties supplying quotations or market data 
may include, without limitation, dealers in the relevant markets, end-
users of the relevant product, information vendors, brokers and other 
sources of market information.
    Derivatives for which market quotes are readily available will be 
valued at market value. Local closing prices will be used for all 
instrument valuation purposes. Swaps traded on exchanges will use the 
applicable exchange closing price where available.

[[Page 7888]]

    With respect to specific derivatives, futures will generally be 
valued at the settlement price of the relevant exchange. A total return 
swap on the CCIER will be valued at the publicly available CCIER price. 
The CCIER, in turn, is determined by the applicable index calculation 
agent, which generally values the commodities underlying the Index at 
the last reported sale price.
Indicative Fund Value
    In addition, in order to provide updated information relating to 
the Fund for use by investors and market professionals, the NYSE Arca 
will calculate and disseminate throughout the Core Trading Session on 
each trading day an updated Indicative Fund Value (``IFV''). The IFV 
will be calculated by using the prior day's closing NAV per Share of 
the Fund as a base and updating that value throughout the trading day 
to reflect changes in the most recently reported trade prices for the 
Benchmark Component Futures Contracts as reported by Bloomberg, L.P. or 
another reporting service.
    The IFV will be disseminated on a per Share basis every 15 seconds 
during regular NYSE Arca Core Trading Session hours of 9:30 a.m. E.T. 
to 4:00 p.m. E.T. The normal trading hours of the ICE Exchange ends 
prior to the close of the Core Trading Session on NYSE Arca. As a 
result, there will be a gap in time at the beginning and/or the end of 
each day during which the Fund's Shares are traded on the NYSE Arca, 
but real-time futures exchange trading prices for Benchmark Component 
Futures Contracts traded on the ICE Exchange are not available. During 
such gaps in time the IFV will be calculated based on the end of day 
price of such Benchmark Component Futures Contracts from Futures 
Exchanges immediately preceding trading session. In addition, Other 
Crude Oil-Related Investments and Treasuries held by the Fund will be 
valued by the Administrator, using rates and points received from 
client-approved third party vendors (such as Reuters and WM Company) 
and advisor quotes. These investments will not be included in the IFV. 
The IFV will be available through on-line information services.
    With respect to specific derivatives: Total return swaps may be 
valued intraday using the underlying asset price, or another proxy as 
determined to be appropriate by a third party market data provider. 
Exchange listed options may be valued intraday using the relevant 
exchange data, or another proxy as determined to be appropriate by a 
third party market data provider.
Availability of Information
    The NAV for the Fund's Shares will be disseminated daily to all 
market participants at the same time. The intraday, closing prices, and 
settlement prices of the Benchmark Component Futures Contracts will be 
readily available from automated quotation systems, published or other 
public sources, or major market data vendors.
    Complete real-time data for the Benchmark Component Futures 
Contracts is available by subscription from major market data vendors. 
ICE Futures also provides delayed futures information on current and 
past trading sessions and market news free of charge on its Web site. 
The specific contract specifications for the Benchmark Component 
Futures Contracts are also available on such Web site, as well as other 
financial informational sources. Quotation and last-sale information 
regarding the Shares will be disseminated through the facilities of the 
CTA. In addition, the Fund's Web site, www.uscfinvestments.com, will 
display the applicable end of day closing NAV. The daily holdings of 
the Fund will be available on the Fund's Web site. The Fund's total 
portfolio composition will be disclosed each business day that the NYSE 
Arca is open for trading, on the Fund's Web site. The Web site 
disclosure of portfolio holdings will be made daily and will include, 
as applicable, (i) the composite value of the total portfolio, (ii) the 
name, percentage weighting, and value of OTC Derivatives Contracts and 
each Benchmark Component Futures Contract, (iii) the name and value of 
each Treasury security and cash equivalent, and (iv) the amount of cash 
held in the Fund's portfolio. The Fund's Web site will be publicly 
accessible at no charge. This Web site disclosure of the portfolio 
composition of the Fund will occur at the same time as the disclosure 
by the Sponsor of the portfolio composition to Authorized Participants 
so that all market participants will be provided portfolio composition 
information at the same time. Therefore, the same portfolio information 
will be provided on the public Web site as well as in electronic files 
provided to Authorized Participants. Accordingly, each investor will 
have access to the current portfolio composition of the Fund through 
the Fund's Web site.
    Intra-day price information for exchange-traded derivative 
instruments will be available from the applicable exchange and from 
major market data vendors. Intra-day price information for OTC options, 
forwards, and OTC derivative instruments will be available from major 
market data vendors. Intraday and closing price information for 
exchange-traded options and futures will be available from the 
applicable exchange and from major market data vendors. In addition, 
intra-day price information for U.S. exchange-traded options is 
available from the Options Price Reporting Authority.
Trading Halts
    With respect to trading halts, the Exchange may consider all 
relevant factors in exercising its discretion to halt or suspend 
trading in the Shares of the Fund.\15\ Trading in Shares of the Fund 
will be halted if the circuit breaker parameters in NYSE Arca Equities 
Rule 7.12 have been reached. Trading also may be halted because of 
market conditions or for reasons that, in the view of the Exchange, 
make trading in the Shares inadvisable.
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    \15\ See NYSE Arca Equities Rule 7.12.
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    The Exchange may halt trading during the day in which an 
interruption to the dissemination of the IFV or the value of the Index 
occurs. If the interruption to the dissemination of the IFV, or the 
value of the Index persists past the trading day in which it occurred, 
the Exchange will halt trading no later than the beginning of the 
trading day following the interruption. In addition, if the Exchange 
becomes aware that the NAV with respect to the Shares is not 
disseminated to all market participants at the same time, it will halt 
trading in the Shares until such time as the NAV is available to all 
market participants.
Trading Rules
    The Exchange deems the Shares to be equity securities, thus 
rendering trading in the Shares subject to the Exchange's existing 
rules governing the trading of equity securities. Shares will trade on 
the NYSE Arca Marketplace from 4 a.m. to 8 p.m. E.T. in accordance with 
NYSE Arca Equities Rule 7.34 (Opening, Core, and Late Trading 
Sessions). The Exchange has appropriate rules to facilitate 
transactions in the Shares during all trading sessions. As provided in 
NYSE Arca Equities Rule 7.6, the minimum price variation (``MPV'') for 
quoting and entry of orders in equity securities traded on the NYSE 
Arca Marketplace is $0.01, with the exception of securities that are 
priced less than $1.00 for which the MPV for order entry is $0.0001.
    The Shares will conform to the initial and continued listing 
criteria under NYSE Arca Equities Rule 8.200. The trading of the Shares 
will be subject to NYSE Arca Equities Rule 8.200,

[[Page 7889]]

Commentary .02(e), which sets forth certain restrictions on Equity 
Trading Permit (``ETP'') Holders acting as registered Market Makers in 
Trust Issued Receipts to facilitate surveillance. The Exchange 
represents that, for initial and/or continued listing, the Fund will be 
in compliance with Rule 10A-3 \16\ under the Act, as provided by NYSE 
Arca Equities Rule 5.3. A minimum of 100,000 Shares will be outstanding 
at the commencement of trading on the Exchange.
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    \16\ 17 CFR 240.10A-3.
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Surveillance
    The Exchange represents that trading in the Shares will be subject 
to the existing trading surveillances administered by the Exchange, as 
well as cross-market surveillances administered by the Financial 
Industry Regulatory Authority (``FINRA'') on behalf of the Exchange, 
which are designed to detect violations of Exchange rules and 
applicable federal securities laws.\17\ The Exchange represents that 
these procedures are adequate to properly monitor Exchange trading of 
the Shares in all trading sessions and to deter and detect violations 
of Exchange rules and federal securities laws applicable to trading on 
the Exchange.
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    \17\ FINRA conducts cross-market surveillances on behalf of the 
Exchange pursuant to a regulatory services agreement. The Exchange 
is responsible for FINRA's performance under this regulatory 
services agreement.
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    The surveillances referred to above generally focus on detecting 
securities trading outside their normal patterns, which could be 
indicative of manipulative or other violative activity. When such 
situations are detected, surveillance analysis follows and 
investigations are opened, where appropriate, to review the behavior of 
all relevant parties for all relevant trading violations.
    The Exchange or FINRA, on behalf of the Exchange, or both, will 
communicate as needed regarding trading in the Shares and the Benchmark 
Component Futures Contracts with other markets and other entities that 
are members of the ISG, and the Exchange or FINRA, on behalf of the 
Exchange, or both, may obtain trading information regarding trading in 
the Shares and the Benchmark Component Futures Contracts from such 
markets and other entities. In addition, the Exchange may obtain 
information regarding trading in the Shares and the Benchmark Component 
Futures Contracts from markets and other entities that are members of 
ISG or with which the Exchange has in place a comprehensive 
surveillance sharing agreement (``CSSA'').\18\
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    \18\ For a list of the current members of ISG, see 
www.isgportal.org. The Exchange notes that not all components of the 
Fund may trade on markets that are members of ISG or with which the 
Exchange has in place a CSSA. The Exchange has in place a CSSA with 
ICE Futures Europe.
---------------------------------------------------------------------------

    Not more than 10% of the net assets of the Fund in the aggregate 
invested in futures contracts shall consist of futures contracts whose 
principal market is not a member of the ISG or is a market with which 
the Exchange does not have a comprehensive surveillance sharing 
agreement.
    In addition, the Exchange also has a general policy prohibiting the 
distribution of material, non-public information by its employees.
    All statements and representations made in this filing regarding 
(a) the description of the portfolios, and (b) limitations on portfolio 
holdings or reference assets shall constitute continued listing 
requirements for listing the Shares on the Exchange.
    The issuer has represented to the Exchange that it will advise the 
Exchange of any failure by the Fund to comply with the continued 
listing requirements, and, pursuant to its obligations under Section 
19(g)(1) of the Act, the Exchange will monitor for compliance with the 
continued listing requirements. If the Fund is not in compliance with 
the applicable listing requirements, the Exchange will commence 
delisting procedures under NYSE Arca Equities Rule 5.5(m).
Information Bulletin
    Prior to the commencement of trading, the Exchange will inform its 
ETP Holders in an Information Bulletin of the special characteristics 
and risks associated with trading the Shares. Specifically, the 
Information Bulletin will discuss the following: (1) The risks involved 
in trading the Shares during the Opening and Late Trading Sessions when 
an updated IFV will not be calculated or publicly disseminated; (2) the 
procedures for purchases and redemptions of Shares in Creation Baskets 
and Redemption Baskets (and that Shares are not individually 
redeemable); (3) NYSE Arca Equities Rule 9.2(a), which imposes a duty 
of due diligence on its ETP Holders to learn the essential facts 
relating to every customer prior to trading the Shares; (4) how 
information regarding the IFV is disseminated; (5) that a static IFV 
will be disseminated, between the close of trading on the CME and the 
close of the NYSE Arca Core Trading Session; (6) the requirement that 
ETP Holders deliver a prospectus to investors purchasing newly issued 
Shares prior to or concurrently with the confirmation of a transaction; 
and (7) trading information.
    In addition, the Information Bulletin will advise ETP Holders, 
prior to the commencement of trading, of the prospectus delivery 
requirements applicable to the Fund. The Exchange notes that investors 
purchasing Shares directly from the Fund will receive a prospectus. ETP 
Holders purchasing Shares from the Fund for resale to investors will 
deliver a prospectus to such investors. The Information Bulletin will 
also discuss any exemptive, no-action, and interpretive relief granted 
by the Commission from any rules under the Act. In addition, the 
Information Bulletin will reference that the Fund is subject to various 
fees and expenses described in the Registration Statement. The 
Information Bulletin will also reference that the CFTC has regulatory 
jurisdiction over the trading of Benchmark Component Futures Contracts 
and the OTC Derivatives Contracts.
    The Information Bulletin will also disclose the trading hours of 
the Shares that the NAV for the Shares will be calculated after 4:00 
p.m. E.T. each trading day. The Information Bulletin will disclose that 
information about the Shares will be publicly available on the Fund's 
Web site.
2. Statutory Basis
    The basis under the Act for this proposed rule change is the 
requirement under Section 6(b)(5) \19\ that an exchange have rules that 
are designed to prevent fraudulent and manipulative acts and practices, 
to promote just and equitable principles of trade, to remove 
impediments to, and perfect the mechanism of a free and open market 
and, in general, to protect investors and the public interest.
---------------------------------------------------------------------------

    \19\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Exchange believes that the proposed rule change is designed to 
prevent fraudulent and manipulative acts and practices in that the 
Shares will be listed and traded on the Exchange pursuant to the 
initial and continued listing criteria in NYSE Arca Equities Rule 
8.200. The Exchange has in place surveillance procedures that are 
adequate to properly monitor trading in the Shares in all trading 
sessions and to deter and detect violations of Exchange rules and 
applicable federal securities laws. The Exchange or FINRA, on behalf of 
the Exchange, or both, will communicate as needed regarding trading in 
the Shares, and Benchmark Component Futures Contracts with

[[Page 7890]]

other markets and other entities that are members of the ISG, and the 
Exchange or FINRA, on behalf of the Exchange, or both, may obtain 
trading information regarding trading in the Shares and Benchmark 
Component Futures Contracts from such markets and other entities. In 
addition, the Exchange may obtain information regarding trading in the 
Shares and Benchmark Component Futures Contracts from markets and other 
entities that are members of ISG or with which the Exchange has in 
place a CSSA.
    Not more than 10% of the net assets of the Fund in the aggregate 
invested in futures contracts shall consist of futures contracts whose 
principal market is not a member of the ISG or is a market with which 
the Exchange does not have a CSSA. The Exchange has in place 
surveillance procedures that are adequate to properly monitor trading 
in the Shares in all trading sessions and to deter and detect 
violations of Exchange rules and applicable federal securities laws. 
The intraday, closing prices, and settlement prices of the Benchmark 
Component Futures Contracts will be readily available from the 
applicable Futures Exchanges' Web sites, automated quotation systems, 
published or other public sources, or on-line information services.
    Complete real-time data for the Benchmark Component Futures 
Contracts is available by subscription from on-line information 
services. The Futures Exchanges also provide delayed futures 
information on current and past trading sessions and market news free 
of charge on their Web sites. The specific contract specifications for 
the Benchmark Component Futures Contracts are also available on such 
Web sites, as well as other financial informational sources. 
Information regarding exchange-traded cash-settled options and cleared 
swap contracts will be available from the applicable exchanges and 
major market data vendors. Quotation and last-sale information 
regarding the Shares will be disseminated through the facilities of the 
CTA. In addition, the Fund's Web site, will display the applicable end 
of day closing NAV. The Fund's total portfolio composition will be 
disclosed each business day that the NYSE Arca is open for trading, on 
the Fund's Web site. The Web site disclosure of portfolio holdings will 
be made daily and will include, as applicable, (i) the composite value 
of the total portfolio, (ii) the name, percentage weighting, and value 
of OTC Derivatives Contracts and each Benchmark Component Futures 
Contract, (iii) the name and value of each Treasury security and cash 
equivalent, and (iv) the amount of cash held in the Fund's portfolio. 
The Fund's disclosure of derivative positions will include information 
that market participants can use to value these positions intraday.
    Prior to the commencement of trading, the Exchange will inform its 
Equity Trading Permit Holders in an Information Bulletin of the special 
characteristics and risks associated with trading the Shares. Trading 
in Shares of the Fund will be halted if the circuit breaker parameters 
in NYSE Arca Equities Rule 7.12 have been reached or because of market 
conditions or for reasons that, in the view of the Exchange, make 
trading in the Shares inadvisable
    The proposed rule change is designed to promote just and equitable 
principles of trade and to perfect the mechanism of a free and open 
market and, in general, to protect investors and the public interest in 
that it will facilitate the listing and trading of an additional type 
of issue of Trust Issued Receipts based on oil that will enhance 
competition among market participants, to the benefit of investors and 
the marketplace. As noted above, the Exchange has in place surveillance 
procedures that are adequate to properly monitor trading in the Shares 
in all trading sessions and to deter and detect violations of Exchange 
rules and applicable federal securities laws.

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purpose of the Act. The Exchange notes that the 
proposed rule change will facilitate the listing and trading of an 
additional type of exchange-traded product that primarily hold 
derivatives and futures contracts and that will enhance competition 
among market participants, to the benefit of investors and the 
marketplace.

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

    No written comments were solicited or received with respect to the 
proposed rule change.

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

    Within 45 days of the date of publication of this notice in the 
Federal Register or within such longer period up to 90 days (i) as the 
Commission may designate if it finds such longer period to be 
appropriate and publishes its reasons for so finding or (ii) as to 
which the self-regulatory organization consents, the Commission will:
    (A) By order approve or disapprove the proposed rule change, or
    (B) institute proceedings to determine whether the proposed rule 
change should be disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-NYSEArca-2016-177 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-NYSEArca-2016-177. This 
file number should be included on the subject line if email is used. To 
help the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all 
written statements with respect to the proposed rule change that are 
filed with the Commission, and all written communications relating to 
the proposed rule change between the Commission and any person, other 
than those that may be withheld from the public in accordance with the 
provisions of 5 U.S.C. 552, will be available for Web site viewing and 
printing in the Commission's Public Reference Room, 100 F Street NE., 
Washington, DC 20549 on official business days between the hours of 
10:00 a.m. and 3:00 p.m. Copies of 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

[[Page 7891]]

available publicly. All submissions should refer to File Number SR-
NYSEArca-2016-177 and should be submitted on or before February 13, 
2017.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\20\
---------------------------------------------------------------------------

    \20\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-01297 Filed 1-19-17; 8:45 am]
 BILLING CODE 8011-01-P



                                                                                   Federal Register / Vol. 82, No. 13 / Monday, January 23, 2017 / Notices                                                       7885

                                                  received no comments on the proposed                       or ‘‘NYSE Arca’’) filed with the                         commodity pool that continuously
                                                  rule change.                                               Securities and Exchange Commission                       issues common shares of beneficial
                                                     Section 19(b)(2) of the Act 9 provides                  (‘‘Commission’’) the proposed rule                       interest that may be purchased and sold
                                                  that, after initiating disapproval                         change as described in Items I and II                    on the Exchange. The Trust and the
                                                  proceedings, the Commission shall issue                    below, which Items have been prepared                    Fund are managed and controlled by
                                                  an order approving or disapproving the                     by the self-regulatory organization. The                 United States Commodity Funds LLC
                                                  proposed rule change not later than 180                    Commission is publishing this notice to                  (‘‘USCF’’ or ‘‘Sponsor’’), which is
                                                  days after the date of publication of                      solicit comments on the proposed rule                    registered as a commodity pool operator
                                                  notice of filing of the proposed rule                      change from interested persons.                          (‘‘CPO’’) with the Commodity Futures
                                                  change. The Commission may extend                                                                                   Trading Commission (‘‘CFTC’’) and is a
                                                  the period for issuing an order                            I. Self-Regulatory Organization’s
                                                                                                                                                                      member of the National Futures
                                                  approving or disapproving the proposed                     Statement of the Terms of Substance of
                                                                                                                                                                      Association (‘‘NFA’’). Brown Brothers
                                                  rule change, however, by not more than                     the Proposed Rule Change
                                                                                                                                                                      Harriman & Co., Inc. will be the
                                                  60 days if the Commission determines                          The Exchange proposes to list and                     administrator and custodian
                                                  that a longer period is appropriate and                    trade the shares of the following under                  (‘‘Administrator’’ or ‘‘Custodian’’) for
                                                  publishes the reasons for such                             NYSE Arca Equities Rule 8.200,                           the Fund. ALPS Distributors, Inc. will
                                                  determination. The proposed rule                           Commentary .02 (‘‘Trust Issued                           be the marketing agent (‘‘Marketing
                                                  change was published for notice and                        Receipts’’): USCF Canadian Crude Oil                     Agent’’) for the Fund.
                                                  comment in the Federal Register on July                    Index Fund. The proposed rule change                        The Exchange notes that the
                                                  21, 2016. January 17, 2017 is 180 days                     is available on the Exchange’s Web site                  Commission has previously approved
                                                  from that date, and March 18, 2017 is                      at www.nyse.com, at the principal office                 the listing and trading of other issues of
                                                  240 days from that date.                                   of the Exchange, and at the                              Trust Issued Receipts based on oil on
                                                     The Commission finds it appropriate                     Commission’s Public Reference Room.                      the Exchange,6 trading on the Exchange
                                                  to designate a longer period within                        II. Self-Regulatory Organization’s                       of such issues pursuant to unlisted
                                                  which to issue an order approving or                       Statement of the Purpose of, and                         trading privileges,7 and listing and
                                                  disapproving the proposed rule change                      Statutory Basis for, the Proposed Rule                   trading of such issues on the American
                                                  so that it has sufficient time to consider                 Change                                                   Stock Exchange LLC (now, NYSE MKT,
                                                  this proposed rule change. Accordingly,                                                                             LLC).8
                                                  the Commission, pursuant to Section                           In its filing with the Commission, the
                                                  19(b)(2) of the Act,10 designates March                    self-regulatory organization included                    Investment Objective and Principal
                                                                                                             statements concerning the purpose of,                    Investments of the Fund
                                                  18, 2017 as the date by which the
                                                  Commission shall either approve or                         and basis for, the proposed rule change                     According to the Registration
                                                  disapprove the proposed rule change                        and discussed any comments it received                   Statement, the investment objective of
                                                  (File No. SR–NYSEArca–2016–96), as                         on the proposed rule change. The text                    the Fund is for the daily changes in
                                                  modified by Amendment No. 2.                               of those statements may be examined at                   percentage terms of its Shares’ per Share
                                                                                                             the places specified in Item IV below.                   NAV to reflect the daily changes in
                                                    For the Commission, by the Division of
                                                  Trading and Markets, pursuant to delegated
                                                                                                             The Exchange has prepared summaries,                     percentage terms of the Canadian Crude
                                                  authority.11                                               set forth in sections A, B, and C below,                 Excess Return Index (the ‘‘CCIER’’ or
                                                  Eduardo A. Aleman,                                         of the most significant parts of such                    ‘‘Index’’), plus interest income from the
                                                  Assistant Secretary.
                                                                                                             statements.                                              Fund’s short-term fixed income
                                                  [FR Doc. 2017–01301 Filed 1–19–17; 8:45 am]                A. Self-Regulatory Organization’s                        holdings, less the Fund’s expenses.
                                                                                                             Statement of the Purpose of, and the                        The CCIER is owned and maintained
                                                  BILLING CODE 8011–01–P
                                                                                                             Statutory Basis for, the Proposed Rule                   by Auspice Capital Advisors Ltd.
                                                                                                             Change                                                   (‘‘Auspice’’) and is designed to measure
                                                  SECURITIES AND EXCHANGE                                                                                             the performance of the Canadian crude
                                                                                                             1. Purpose                                               oil market. It is calculated and tracked
                                                  COMMISSION
                                                                                                                The Exchange proposes to list and                     daily and reported each trading day via
                                                  [Release No. 34–79793; File No. SR–                                                                                 major market data vendors.
                                                                                                             trade shares (‘‘Shares’’) of the following
                                                  NYSEArca–2016–177]                                                                                                     The Fund’s investment strategy is
                                                                                                             under NYSE Arca Equities Rule 8.200,
                                                                                                             Commentary .02, which governs the                        designed to provide investors with a
                                                  Self-Regulatory Organizations; NYSE                                                                                 means of investing indirectly in
                                                  Arca, Inc.; Notice of Filing of Proposed                   listing and trading of Trust Issued
                                                                                                             Receipts: USCF Canadian Crude Oil                        Canadian crude oil and to hedge against
                                                  Rule Change Relating to the Listing                                                                                 movements in the spot price of
                                                  and Trading of Shares of the USCF                          Index Fund (the ‘‘Fund’’).4
                                                                                                                The Fund is a new series of the                       Canadian crude oil. Specifically, the
                                                  Canadian Crude Oil Index Fund Under                                                                                 CCIER reflects the returns that an
                                                  NYSE Arca Equities Rule 8.200                              United States Commodity Index Funds
                                                                                                             Trust (the ‘‘Trust’’).5 The Fund is a                    investor would expect to receive from
                                                  January 13, 2017.
                                                     Pursuant to Section 19(b)(1) 1 of the                     4 Commentary .02 to NYSE Arca Equities Rule            (‘‘Securities Act’’) relating to the Fund (File No.
                                                                                                             8.200 applies to Trust Issued Receipts that invest       333–212089) (‘‘Registration Statement’’). The
                                                  Securities Exchange Act of 1934                                                                                     description of the operation of the Trust and the
                                                                                                             in ‘‘Financial Instruments.’’ The term ‘‘Financial
                                                  (‘‘Act’’) 2 and Rule 19b–4 thereunder,3                    Instruments,’’ as defined in Commentary .02(b)(4) to     Fund herein is based, in part, on the Registration
                                                  notice is hereby given that, on December                   NYSE Arca Equities Rule 8.200, means any                 Statement.
mstockstill on DSK3G9T082PROD with NOTICES




                                                                                                                                                                         6 See, e.g., Securities Exchange Act Release No.
                                                  30, 2016, NYSE Arca, Inc. (‘‘Exchange’’                    combination of investments, including cash;
                                                                                                             securities; options on securities and indices; futures   58457 (September 3, 2008), 73 FR 52711 (September
                                                    9 15                                                     contracts; options on futures contracts; forward         10, 2008) (SR–NYSEArca–2008–91).
                                                           U.S.C. 78s(b)(2).
                                                    10 Id.
                                                                                                             contracts; equity caps, collars, and floors; and swap       7 See, e.g., Securities Exchange Act Release No.

                                                                                                             agreements.                                              58163 (July 15, 2008), 73 FR 42391 (July 21, 2008)
                                                    11 17 CFR 200.30–3(a)(57).                                 5 The Trust is registered under the Securities Act     (SR–NYSEArca–2008–73).
                                                    1 15 U.S.C. 78s(b)(1).                                   of 1933. On June 16, 2016, the Trust filed with the         8 See, e.g., Securities Exchange Act Release No.
                                                    2 15 U.S.C. 78a.
                                                                                                             Commission a registration statement on Form S–1          58161 (July 15, 2008), 73 FR 42380 (July 21, 2008)
                                                    3 17 CFR 240.19b–4.                                      under the Securities Act of 1933 (15 U.S.C. 77a)         (SR–Amex–2008–39).



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                                                  7886                          Federal Register / Vol. 82, No. 13 / Monday, January 23, 2017 / Notices

                                                  holding and rolling the futures contracts               Contracts and exchange-traded futures                   This is because natural market forces
                                                  that comprise the Index.                                contracts, the Fund may then invest in                  called contango and backwardation can
                                                     The CCIER targets an exposure that                   other OTC derivative contracts and/or                   impact the total return on an investment
                                                  represents an approximately 3 month                     other contracts and instruments based                   in the Fund’s Shares relative to a
                                                  rolling position in the following nearby                on the Benchmark Component Futures                      hypothetical direct investment in crude
                                                  futures contracts: (i) The ICE Crude                    Contracts or on the price of the crude oil              oil commodities and, in the future, it is
                                                  Diff—TMX WCS 1B Index Future (ICE                       underlying the Benchmark Component                      likely that the relationship between the
                                                  symbol: TDX) (the ‘‘WCS Future’’); and                  Futures Contracts, such as cash-settled                 market price of the Fund’s Shares and
                                                  (ii) the ICE WTI Crude Future (ICE                      options, cleared swap contracts and                     changes in the spot prices of the
                                                  symbol: T) (the ‘‘WTI Future’’). The                    swap contracts other than cleared swap                  underlying commodities will continue
                                                  WCS Futures and WTI Futures that                        contracts.10                                            to be so impacted by contango and
                                                  comprise the CCIER are referred to                         Market conditions that USCF                          backwardation.
                                                  herein as ‘‘Benchmark Component                         currently anticipates could cause the
                                                                                                          Fund to invest in Other Crude Oil-                      OTC Derivatives Contracts
                                                  Futures Contracts’’.
                                                     The WCS Future is a monthly cash                     Related Investments include those                          According to the Registration
                                                  settled future based on the TMX WCS                     allowing the Fund to obtain greater                     Statement, the Fund will primarily
                                                  (Western Canadian Select) Daily                         liquidity, to execute transactions with                 invest in OTC Derivatives Contracts that
                                                  Weighted Average Price Index (‘‘TMX                     more favorable pricing, or if the Fund or               are based on Benchmark Component
                                                  WCS 1b Index’’) traded on ICE Futures                   USCF exceeds position limits or                         Futures Contracts and, in the opinion of
                                                  Europe. The TMX WCS 1b Index is                         accountability levels established by an                 the Sponsor, are traded in sufficient
                                                  expressed as a differential to the                      exchange.                                               volume to permit the ready taking and
                                                  NYMEX WTI 1st Line Future (Calendar                        The Fund will seek to achieve its                    liquidation of positions. Such OTC
                                                  Month Average).                                         investment objective by investing so                    Derivatives Contracts, as well as all
                                                     The WTI Future is the ICE West Texas                 that the average daily percentage change                other Other Crude Oil-Related
                                                  Intermediate (WTI) Light Sweet Crude                    in the Fund’s NAV for any period of 30                  Investments that are OTC derivatives,
                                                  Oil Futures Contract traded on ICE                      successive valuation days will be within                will be ‘‘swaps’’ for purposes of Title VII
                                                  Futures Europe.9                                        plus/minus 10 percent (10%) of the                      of the Dodd-Frank Wall Street Reform
                                                     The Fund will seek to achieve its                    average daily percentage change in the                  and Consumer Protection Act that fall
                                                  investment objective by first entering                  CCIER over the same period. The                         within the jurisdiction of the
                                                  into cash-settled over-the-counter                      Sponsor believes that market arbitrage                  Commodity Futures Trading
                                                  (‘‘OTC’’) total return swap and forward                 opportunities will cause daily changes                  Commission.
                                                  transactions intended to replicate the                  in the Fund’s Share price on the NYSE                      The OTC Derivatives Contracts will be
                                                  return of the CCIER (‘‘OTC Derivatives                  Arca on a percentage basis to closely                   entered between two parties, outside of
                                                  Contracts’’, as described further below)                track the daily changes in the Fund’s                   public exchanges, in private contracts.
                                                  and, second, to the extent market                       per Share NAV on a percentage basis.                    Unlike the exchange-traded Benchmark
                                                  conditions are more favorable for such                  The Sponsor also believes that the net                  Component Futures Contracts, each
                                                  futures as compared to OTC Derivatives                  effect of this expected relationship and                party to an OTC Derivatives Contract
                                                  Contracts, investing in the Benchmark                   the expected relationship described                     bears credit risk with respect to the
                                                  Component Futures Contracts that                        above between the Fund’s per Share                      other party. To reduce such credit risk,
                                                  underlie the CCIER. It will support these               NAV and the CCIER will be that the                      the Fund will generally enter into an
                                                  investments by holding the amounts of                   daily changes in the price of the Fund’s                agreement with each counterparty based
                                                  its margin, collateral and other                        Shares on the NYSE Arca on a                            on the Master Agreement published by
                                                  requirements relating to these                          percentage basis will closely track the                 the International Swaps and Derivatives
                                                                                                          daily changes in the CCIER on a                         Association, Inc. (‘‘ISDA’’) that provides
                                                  obligations in short-term obligations of
                                                                                                          percentage basis, plus interest income                  for the netting of overall exposure
                                                  the United States of two years or less
                                                                                                          from the Fund’s short-term fixed income                 between counterparties.12 In accordance
                                                  (‘‘Treasuries’’), cash and cash
                                                                                                          holdings, less the Fund’s expenses.11                   with the terms and conditions of the
                                                  equivalents.
                                                                                                             The Fund will not seek to achieve its                Fund’s ISDA Master Agreement,
                                                     Third, if constrained by regulatory
                                                                                                          stated investment objective over a                      pursuant to which the Fund’s OTC
                                                  requirements or in view of market
                                                                                                          period of time greater than one day.                    Derivatives Contracts will be entered
                                                  conditions or if one or more of the other
                                                  Benchmark Component Futures                                                                                     into, the Fund will be entitled to
                                                                                                            10 The Benchmark Component Futures Contracts,
                                                  Contracts is not available, the Fund may                other exchange-traded futures contracts that are
                                                                                                                                                                  increase or decrease its notional
                                                  next invest in exchange traded futures                  economically identical or substantially similar to      exposure to the CCIER from time to
                                                  contracts that are economically identical               the Benchmark Component Futures Contracts and           time, to among other things, manage
                                                                                                          other contracts and instruments based on the            Share purchases and reinvestment of
                                                  or substantially similar to the                         Benchmark Component Futures Contracts, are
                                                  Benchmark Component Futures                             referred to collectively as ‘‘Other Crude Oil-Related
                                                                                                                                                                  distributions, Fund Share redemptions
                                                  Contracts, e.g., futures contracts that are             Investments’’, and together with OTC Derivatives        and market repurchases of Shares, and
                                                  based on changes in the price of WTI oil                Contracts, ‘‘Crude Oil Interests’’.
                                                                                                            11 While the Fund is composed of, and is                 12 The ISDA Master Agreement allows for parties
                                                  traded on the Chicago Mercantile
                                                                                                          therefore a measure of, the prices of the OTC           to calculate and settle their obligations under the
                                                  Exchange (‘‘CME’’).                                     Derivatives Contracts based upon futures                agreement on a ‘‘net basis’’ with a single payment.
                                                     When, in view of regulatory                          comprising the CCIER, there is expected to be a         Consequently, the Sponsor’s current obligations (or
mstockstill on DSK3G9T082PROD with NOTICES




                                                  requirements and market conditions, the                 reasonable degree of correlation between the CCIER      rights) under a swap or forward agreement are
                                                  Fund has invested to the fullest extent                 and the cash or spot prices of the commodities          generally only equal to the net amount to be paid
                                                                                                          underlying the Benchmark Component Futures              or received under the agreement based on the
                                                  possible in the OTC Derivatives                         Contracts; but the Fund’s investment objective is       relative values of such obligations (or rights). In
                                                                                                          not for its NAV or market price of Shares to equal,     addition, in connection with the Master
                                                     9 ICE Futures Europe, NYMEX and other futures        in dollar terms, the spot prices of the commodities     Agreements, the Sponsor will enter into ISDA
                                                  exchanges on which the Fund may trade listed            underlying the Benchmark Component Futures              Credit Support Annexes (‘‘CSAs’’) with its
                                                  futures contracts are referred to collectively as       Contracts or the prices of any particular group of      counterparties to mitigate counterparty credit
                                                  ‘‘Futures Exchanges’’.                                  futures contracts.                                      exposure.



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                                                                                Federal Register / Vol. 82, No. 13 / Monday, January 23, 2017 / Notices                                               7887

                                                  meet other liquidity needs. Reducing                    or more ‘‘Creation Baskets’’ or                        holiday closings, or trading on NYSE
                                                  notional exposure may be achieved                       ‘‘Redemption Baskets’’. The creation                   Arca or such futures exchanges is
                                                  through different methods, including                    and redemption of baskets will only be                 suspended or restricted, (2) for any
                                                  the use of offsetting forwards and partial              made in exchange for delivery to the                   period during which an emergency
                                                  terminations of OTC Derivatives                         Fund or the distribution by the Fund of                exists as a result of which delivery,
                                                  Contracts.                                              the amount of Treasuries and/or cash                   disposal or evaluation of Treasuries is
                                                     The Sponsor will assess or review, as                represented by the baskets being created               not reasonably practicable, or (3) for
                                                  appropriate, the creditworthiness of                    or redeemed, the amount of which will                  such other period as the Sponsor
                                                  each potential or existing counterparty                 be equal to the combined NAV of the                    determines to be necessary for the
                                                  to an OTC Derivatives Contract pursuant                 number of Shares included in the                       protection of the shareholders.
                                                  to guidelines approved by the Sponsor’s                 baskets being created or redeemed
                                                                                                                                                                 Calculating Per Share NAV
                                                  board. In respect of the OTC Derivatives                determined as of 4:00 p.m. Eastern Time
                                                  Contracts, the Fund will have the ability               (‘‘E.T.’’) on the day the order to create                 According to the Registration
                                                  to replace a counterparty or engage                     or redeem baskets is properly received.                Statement, the Fund’s per Share NAV
                                                  additional counterparties at any time.                     ‘‘Authorized Participants’’ are the                 will be calculated by taking the current
                                                     The daily marked-to-market value of                  only persons that may place orders to                  market value of its total assets;
                                                  an OTC Derivatives Contract will be                     create and redeem baskets. Authorized                  subtracting any liabilities; and dividing
                                                  based upon the performance of a                         Participants must be (1) registered                    that total by the total number of
                                                  notional investment in the CCIER. In                    broker dealers or other securities market              outstanding Shares.
                                                  turn, the performance of the CCIER will                 participants, such as banks and other                     The Administrator will calculate the
                                                  be based upon the performance of the                    financial institutions, that are not                   NAV of the Fund once each NYSE Arca
                                                  underlying Benchmark Component                          required to register as broker-dealers to              trading day. The NAV for a normal
                                                  Futures Contracts. Under the CSAs, the                  engage in securities transactions                      trading day will be released after 4:00
                                                  parties will be required to determine the               described below, and (2) Depository                    p.m. E.T. Trading during the Core
                                                  mark-to-market value of the OTC                         Trust and Clearing Participants.                       Trading Session on the NYSE Arca
                                                  Derivative Contract(s) on a daily basis.                   On any business day, an Authorized                  typically closes at 4:00 p.m. E.T. The
                                                  Subject to a minimum transfer amount,                   Participant may place an order with the                Administrator will use the updated
                                                  the party that is ‘‘out of the money’’                  Marketing Agent to create one or more                  value of the CCIER calculated shortly
                                                  would transfer collateral in the form of                baskets. By placing a purchase order, an               after the determination by the relevant
                                                  cash or U.S. Treasuries to its                          Authorized Participant agrees to deposit               Futures Exchanges of the closing prices
                                                  counterparty to cover the exposure                      Treasuries, cash or a combination of                   of the Benchmark Component Futures
                                                  under the OTC Derivative Contract.                      Treasuries and cash with the Trust.                    Contracts (determined at the earlier of
                                                     The Fund may also enter into                            The total deposit required to create                the close of such exchange or 2:30 p.m.
                                                  multiple OTC Derivatives Contracts for                  each basket (‘‘Creation Basket Deposit’’)              E.T.) for the contracts traded on the
                                                  the purpose of achieving its investment                 is the amount of Treasuries and/or cash                Futures Exchanges, but calculate or
                                                  objective. If an OTC Derivatives                        that is in the same proportion to the                  determine the value of all other
                                                  Contract is terminated, the Fund may                    total assets of the Fund (net of estimated             investments of the Fund using market
                                                  either pursue the same or other                         accrued but unpaid fees, expenses and                  quotations, if available, or other
                                                  alternative investment strategies with an               other liabilities) on the purchase order               information customarily used to
                                                  acceptable counterparty, or make direct                 date as the number of Shares to be                     determine the fair value of such
                                                  investments in the Benchmark                            created under the purchase order is in                 investments as of the earlier of the close
                                                  Component Futures Contracts or other                    proportion to the total number of Shares               of the NYSE Arca or 4:00 p.m. E.T.
                                                  investments that provide a similar                      outstanding on the purchase order date.                Other information customarily used in
                                                                                                          The amount of cash deposit required is                 determining fair value includes
                                                  return to investing in the Benchmark
                                                                                                          the difference between the aggregate                   information consisting of market data in
                                                  Component Futures Contracts.
                                                     The Fund may also enter into certain                 market value of the Treasuries required                the relevant market supplied by one or
                                                  transactions where an OTC component                     to be included in a Creation Basket                    more third parties including, without
                                                  is exchanged for a corresponding futures                Deposit as of 4:00 p.m. E.T. on the date               limitation, relevant rates, prices, yields,
                                                  contract (an ‘‘Exchange for Related                     the order to purchase is properly                      yield curves, volatilities, spreads,
                                                  Position’’ or ‘‘EFRP’’ transaction).13 The              received and the total required deposit.               correlations or other market data in the
                                                  Fund may also employ spreads or                            The procedures by which an                          relevant market; or information of the
                                                  straddles in its trading to mitigate the                Authorized Participant can redeem one                  types described above from internal
                                                  differences in its investment portfolio                 or more baskets mirror the procedures                  sources if that information is of the
                                                  and its goal of tracking the price of the               for the creation of baskets. On any                    same type used by the Fund in the
                                                  Benchmark Component Futures                             business day, an Authorized Participant                regular course of their business for the
                                                  Contracts.14                                            may place an order with the Marketing                  valuation of similar transactions. Third
                                                                                                          Agent to redeem one or more baskets.                   parties supplying quotations or market
                                                  Creation and Redemption of Shares                       Redemption orders must be placed by                    data may include, without limitation,
                                                    According to the Registration                         10:30 a.m. E.T. or the close of regular                dealers in the relevant markets, end-
                                                  Statement, the Fund will create and                     trading on the NYSE Arca, whichever is                 users of the relevant product,
                                                  redeem Shares from time to time, in one                 earlier.                                               information vendors, brokers and other
                                                                                                             The Sponsor may, in its discretion,                 sources of market information.
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                                                    13 In the most common type of EFRP transaction        suspend the right of redemption, or                       Derivatives for which market quotes
                                                  entered into by the Fund, the OTC component is the      postpone the redemption settlement                     are readily available will be valued at
                                                  purchase or sale of one or more baskets of the          date, (1) for any period during which                  market value. Local closing prices will
                                                  Fund’s Shares, as described below.                      NYSE Arca or any of the futures                        be used for all instrument valuation
                                                    14 The Fund would use a spread when it chooses

                                                  to take simultaneous long and short positions in
                                                                                                          exchanges upon which a Benchmark                       purposes. Swaps traded on exchanges
                                                  futures written on the same underlying asset, but       Component Futures Contract is traded is                will use the applicable exchange closing
                                                  with different delivery months.                         closed other than customary weekend or                 price where available.


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                                                  7888                          Federal Register / Vol. 82, No. 13 / Monday, January 23, 2017 / Notices

                                                    With respect to specific derivatives,                 Availability of Information                            derivative instruments will be available
                                                  futures will generally be valued at the                    The NAV for the Fund’s Shares will                  from major market data vendors.
                                                  settlement price of the relevant                        be disseminated daily to all market                    Intraday and closing price information
                                                  exchange. A total return swap on the                    participants at the same time. The                     for exchange-traded options and futures
                                                  CCIER will be valued at the publicly                    intraday, closing prices, and settlement               will be available from the applicable
                                                  available CCIER price. The CCIER, in                    prices of the Benchmark Component                      exchange and from major market data
                                                  turn, is determined by the applicable                   Futures Contracts will be readily                      vendors. In addition, intra-day price
                                                  index calculation agent, which generally                available from automated quotation                     information for U.S. exchange-traded
                                                  values the commodities underlying the                   systems, published or other public                     options is available from the Options
                                                  Index at the last reported sale price.                  sources, or major market data vendors.                 Price Reporting Authority.
                                                  Indicative Fund Value                                      Complete real-time data for the                     Trading Halts
                                                                                                          Benchmark Component Futures                               With respect to trading halts, the
                                                     In addition, in order to provide
                                                  updated information relating to the                     Contracts is available by subscription                 Exchange may consider all relevant
                                                  Fund for use by investors and market                    from major market data vendors. ICE                    factors in exercising its discretion to
                                                  professionals, the NYSE Arca will                       Futures also provides delayed futures                  halt or suspend trading in the Shares of
                                                  calculate and disseminate throughout                    information on current and past trading                the Fund.15 Trading in Shares of the
                                                  the Core Trading Session on each                        sessions and market news free of charge                Fund will be halted if the circuit breaker
                                                  trading day an updated Indicative Fund                  on its Web site. The specific contract                 parameters in NYSE Arca Equities Rule
                                                  Value (‘‘IFV’’). The IFV will be                        specifications for the Benchmark                       7.12 have been reached. Trading also
                                                  calculated by using the prior day’s                     Component Futures Contracts are also                   may be halted because of market
                                                  closing NAV per Share of the Fund as                    available on such Web site, as well as                 conditions or for reasons that, in the
                                                  a base and updating that value                          other financial informational sources.                 view of the Exchange, make trading in
                                                  throughout the trading day to reflect                   Quotation and last-sale information                    the Shares inadvisable.
                                                  changes in the most recently reported                   regarding the Shares will be                              The Exchange may halt trading during
                                                  trade prices for the Benchmark                          disseminated through the facilities of                 the day in which an interruption to the
                                                  Component Futures Contracts as                          the CTA. In addition, the Fund’s Web                   dissemination of the IFV or the value of
                                                  reported by Bloomberg, L.P. or another                  site, www.uscfinvestments.com, will                    the Index occurs. If the interruption to
                                                  reporting service.                                      display the applicable end of day                      the dissemination of the IFV, or the
                                                     The IFV will be disseminated on a per                closing NAV. The daily holdings of the                 value of the Index persists past the
                                                  Share basis every 15 seconds during                     Fund will be available on the Fund’s                   trading day in which it occurred, the
                                                  regular NYSE Arca Core Trading                          Web site. The Fund’s total portfolio                   Exchange will halt trading no later than
                                                  Session hours of 9:30 a.m. E.T. to 4:00                 composition will be disclosed each                     the beginning of the trading day
                                                  p.m. E.T. The normal trading hours of                   business day that the NYSE Arca is                     following the interruption. In addition,
                                                  the ICE Exchange ends prior to the close                open for trading, on the Fund’s Web                    if the Exchange becomes aware that the
                                                  of the Core Trading Session on NYSE                     site. The Web site disclosure of portfolio             NAV with respect to the Shares is not
                                                  Arca. As a result, there will be a gap in               holdings will be made daily and will                   disseminated to all market participants
                                                  time at the beginning and/or the end of                 include, as applicable, (i) the composite              at the same time, it will halt trading in
                                                  each day during which the Fund’s                        value of the total portfolio, (ii) the name,           the Shares until such time as the NAV
                                                  Shares are traded on the NYSE Arca, but                 percentage weighting, and value of OTC                 is available to all market participants.
                                                  real-time futures exchange trading                      Derivatives Contracts and each
                                                  prices for Benchmark Component                          Benchmark Component Futures                            Trading Rules
                                                  Futures Contracts traded on the ICE                     Contract, (iii) the name and value of                     The Exchange deems the Shares to be
                                                  Exchange are not available. During such                 each Treasury security and cash                        equity securities, thus rendering trading
                                                  gaps in time the IFV will be calculated                 equivalent, and (iv) the amount of cash                in the Shares subject to the Exchange’s
                                                  based on the end of day price of such                   held in the Fund’s portfolio. The Fund’s               existing rules governing the trading of
                                                  Benchmark Component Futures                             Web site will be publicly accessible at                equity securities. Shares will trade on
                                                  Contracts from Futures Exchanges                        no charge. This Web site disclosure of                 the NYSE Arca Marketplace from 4 a.m.
                                                  immediately preceding trading session.                  the portfolio composition of the Fund                  to 8 p.m. E.T. in accordance with NYSE
                                                  In addition, Other Crude Oil-Related                    will occur at the same time as the                     Arca Equities Rule 7.34 (Opening, Core,
                                                  Investments and Treasuries held by the                  disclosure by the Sponsor of the                       and Late Trading Sessions). The
                                                  Fund will be valued by the                              portfolio composition to Authorized                    Exchange has appropriate rules to
                                                  Administrator, using rates and points                   Participants so that all market                        facilitate transactions in the Shares
                                                  received from client-approved third                     participants will be provided portfolio                during all trading sessions. As provided
                                                  party vendors (such as Reuters and WM                   composition information at the same                    in NYSE Arca Equities Rule 7.6, the
                                                  Company) and advisor quotes. These                      time. Therefore, the same portfolio                    minimum price variation (‘‘MPV’’) for
                                                  investments will not be included in the                 information will be provided on the                    quoting and entry of orders in equity
                                                  IFV. The IFV will be available through                  public Web site as well as in electronic               securities traded on the NYSE Arca
                                                  on-line information services.                           files provided to Authorized                           Marketplace is $0.01, with the exception
                                                     With respect to specific derivatives:                Participants. Accordingly, each investor               of securities that are priced less than
                                                  Total return swaps may be valued                        will have access to the current portfolio              $1.00 for which the MPV for order entry
                                                  intraday using the underlying asset                     composition of the Fund through the
mstockstill on DSK3G9T082PROD with NOTICES




                                                                                                                                                                 is $0.0001.
                                                  price, or another proxy as determined to                Fund’s Web site.                                          The Shares will conform to the initial
                                                  be appropriate by a third party market                     Intra-day price information for                     and continued listing criteria under
                                                  data provider. Exchange listed options                  exchange-traded derivative instruments                 NYSE Arca Equities Rule 8.200. The
                                                  may be valued intraday using the                        will be available from the applicable                  trading of the Shares will be subject to
                                                  relevant exchange data, or another                      exchange and from major market data                    NYSE Arca Equities Rule 8.200,
                                                  proxy as determined to be appropriate                   vendors. Intra-day price information for
                                                  by a third party market data provider.                  OTC options, forwards, and OTC                           15 See   NYSE Arca Equities Rule 7.12.



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                                                                                Federal Register / Vol. 82, No. 13 / Monday, January 23, 2017 / Notices                                              7889

                                                  Commentary .02(e), which sets forth                     comprehensive surveillance sharing                     purchasing newly issued Shares prior to
                                                  certain restrictions on Equity Trading                  agreement (‘‘CSSA’’).18                                or concurrently with the confirmation of
                                                  Permit (‘‘ETP’’) Holders acting as                         Not more than 10% of the net assets                 a transaction; and (7) trading
                                                  registered Market Makers in Trust                       of the Fund in the aggregate invested in               information.
                                                  Issued Receipts to facilitate                           futures contracts shall consist of futures                In addition, the Information Bulletin
                                                  surveillance. The Exchange represents                   contracts whose principal market is not                will advise ETP Holders, prior to the
                                                  that, for initial and/or continued listing,             a member of the ISG or is a market with                commencement of trading, of the
                                                  the Fund will be in compliance with                     which the Exchange does not have a                     prospectus delivery requirements
                                                  Rule 10A–3 16 under the Act, as                         comprehensive surveillance sharing                     applicable to the Fund. The Exchange
                                                  provided by NYSE Arca Equities Rule                     agreement.                                             notes that investors purchasing Shares
                                                  5.3. A minimum of 100,000 Shares will                      In addition, the Exchange also has a                directly from the Fund will receive a
                                                  be outstanding at the commencement of                   general policy prohibiting the                         prospectus. ETP Holders purchasing
                                                  trading on the Exchange.                                distribution of material, non-public                   Shares from the Fund for resale to
                                                                                                          information by its employees.                          investors will deliver a prospectus to
                                                  Surveillance                                               All statements and representations                  such investors. The Information Bulletin
                                                     The Exchange represents that trading                 made in this filing regarding (a) the                  will also discuss any exemptive, no-
                                                  in the Shares will be subject to the                    description of the portfolios, and (b)                 action, and interpretive relief granted by
                                                  existing trading surveillances                          limitations on portfolio holdings or                   the Commission from any rules under
                                                  administered by the Exchange, as well                   reference assets shall constitute                      the Act. In addition, the Information
                                                  as cross-market surveillances                           continued listing requirements for                     Bulletin will reference that the Fund is
                                                  administered by the Financial Industry                  listing the Shares on the Exchange.                    subject to various fees and expenses
                                                  Regulatory Authority (‘‘FINRA’’) on                        The issuer has represented to the                   described in the Registration Statement.
                                                  behalf of the Exchange, which are                       Exchange that it will advise the                       The Information Bulletin will also
                                                  designed to detect violations of                        Exchange of any failure by the Fund to                 reference that the CFTC has regulatory
                                                  Exchange rules and applicable federal                   comply with the continued listing                      jurisdiction over the trading of
                                                  securities laws.17 The Exchange                         requirements, and, pursuant to its                     Benchmark Component Futures
                                                  represents that these procedures are                    obligations under Section 19(g)(1) of the              Contracts and the OTC Derivatives
                                                  adequate to properly monitor Exchange                   Act, the Exchange will monitor for                     Contracts.
                                                  trading of the Shares in all trading                    compliance with the continued listing                     The Information Bulletin will also
                                                  sessions and to deter and detect                        requirements. If the Fund is not in                    disclose the trading hours of the Shares
                                                  violations of Exchange rules and federal                compliance with the applicable listing                 that the NAV for the Shares will be
                                                  securities laws applicable to trading on                requirements, the Exchange will                        calculated after 4:00 p.m. E.T. each
                                                  the Exchange.                                           commence delisting procedures under                    trading day. The Information Bulletin
                                                     The surveillances referred to above                  NYSE Arca Equities Rule 5.5(m).                        will disclose that information about the
                                                  generally focus on detecting securities                                                                        Shares will be publicly available on the
                                                                                                          Information Bulletin
                                                  trading outside their normal patterns,                                                                         Fund’s Web site.
                                                  which could be indicative of                               Prior to the commencement of
                                                  manipulative or other violative activity.               trading, the Exchange will inform its                  2. Statutory Basis
                                                  When such situations are detected,                      ETP Holders in an Information Bulletin                    The basis under the Act for this
                                                  surveillance analysis follows and                       of the special characteristics and risks               proposed rule change is the requirement
                                                  investigations are opened, where                        associated with trading the Shares.                    under Section 6(b)(5) 19 that an
                                                  appropriate, to review the behavior of                  Specifically, the Information Bulletin                 exchange have rules that are designed to
                                                  all relevant parties for all relevant                   will discuss the following: (1) The risks              prevent fraudulent and manipulative
                                                  trading violations.                                     involved in trading the Shares during                  acts and practices, to promote just and
                                                     The Exchange or FINRA, on behalf of                  the Opening and Late Trading Sessions                  equitable principles of trade, to remove
                                                  the Exchange, or both, will                             when an updated IFV will not be                        impediments to, and perfect the
                                                  communicate as needed regarding                         calculated or publicly disseminated; (2)               mechanism of a free and open market
                                                  trading in the Shares and the                           the procedures for purchases and                       and, in general, to protect investors and
                                                  Benchmark Component Futures                             redemptions of Shares in Creation                      the public interest.
                                                  Contracts with other markets and other                  Baskets and Redemption Baskets (and                       The Exchange believes that the
                                                  entities that are members of the ISG, and               that Shares are not individually                       proposed rule change is designed to
                                                  the Exchange or FINRA, on behalf of the                 redeemable); (3) NYSE Arca Equities                    prevent fraudulent and manipulative
                                                  Exchange, or both, may obtain trading                   Rule 9.2(a), which imposes a duty of                   acts and practices in that the Shares will
                                                  information regarding trading in the                    due diligence on its ETP Holders to                    be listed and traded on the Exchange
                                                  Shares and the Benchmark Component                      learn the essential facts relating to every            pursuant to the initial and continued
                                                  Futures Contracts from such markets                     customer prior to trading the Shares; (4)              listing criteria in NYSE Arca Equities
                                                  and other entities. In addition, the                    how information regarding the IFV is                   Rule 8.200. The Exchange has in place
                                                  Exchange may obtain information                         disseminated; (5) that a static IFV will               surveillance procedures that are
                                                  regarding trading in the Shares and the                 be disseminated, between the close of                  adequate to properly monitor trading in
                                                  Benchmark Component Futures                             trading on the CME and the close of the                the Shares in all trading sessions and to
                                                  Contracts from markets and other                        NYSE Arca Core Trading Session; (6)                    deter and detect violations of Exchange
                                                  entities that are members of ISG or with                the requirement that ETP Holders                       rules and applicable federal securities
mstockstill on DSK3G9T082PROD with NOTICES




                                                  which the Exchange has in place a                       deliver a prospectus to investors                      laws. The Exchange or FINRA, on behalf
                                                                                                                                                                 of the Exchange, or both, will
                                                    16 17 CFR 240.10A–3.                                    18 For a list of the current members of ISG, see
                                                                                                                                                                 communicate as needed regarding
                                                    17 FINRA   conducts cross-market surveillances on     www.isgportal.org. The Exchange notes that not all     trading in the Shares, and Benchmark
                                                  behalf of the Exchange pursuant to a regulatory         components of the Fund may trade on markets that
                                                  services agreement. The Exchange is responsible for     are members of ISG or with which the Exchange has      Component Futures Contracts with
                                                  FINRA’s performance under this regulatory services      in place a CSSA. The Exchange has in place a CSSA
                                                  agreement.                                              with ICE Futures Europe.                                 19 15   U.S.C. 78f(b)(5).



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                                                  7890                          Federal Register / Vol. 82, No. 13 / Monday, January 23, 2017 / Notices

                                                  other markets and other entities that are               equivalent, and (iv) the amount of cash                designate if it finds such longer period
                                                  members of the ISG, and the Exchange                    held in the Fund’s portfolio. The Fund’s               to be appropriate and publishes its
                                                  or FINRA, on behalf of the Exchange, or                 disclosure of derivative positions will                reasons for so finding or (ii) as to which
                                                  both, may obtain trading information                    include information that market                        the self-regulatory organization
                                                  regarding trading in the Shares and                     participants can use to value these                    consents, the Commission will:
                                                  Benchmark Component Futures                             positions intraday.                                      (A) By order approve or disapprove
                                                  Contracts from such markets and other                      Prior to the commencement of                        the proposed rule change, or
                                                  entities. In addition, the Exchange may                 trading, the Exchange will inform its                    (B) institute proceedings to determine
                                                  obtain information regarding trading in                 Equity Trading Permit Holders in an                    whether the proposed rule change
                                                  the Shares and Benchmark Component                      Information Bulletin of the special                    should be disapproved.
                                                  Futures Contracts from markets and                      characteristics and risks associated with              IV. Solicitation of Comments
                                                  other entities that are members of ISG or               trading the Shares. Trading in Shares of
                                                  with which the Exchange has in place                    the Fund will be halted if the circuit                   Interested persons are invited to
                                                  a CSSA.                                                 breaker parameters in NYSE Arca                        submit written data, views, and
                                                     Not more than 10% of the net assets                  Equities Rule 7.12 have been reached or                arguments concerning the foregoing,
                                                  of the Fund in the aggregate invested in                because of market conditions or for                    including whether the proposed rule
                                                  futures contracts shall consist of futures              reasons that, in the view of the                       change is consistent with the Act.
                                                  contracts whose principal market is not                 Exchange, make trading in the Shares                   Comments may be submitted by any of
                                                  a member of the ISG or is a market with                 inadvisable                                            the following methods:
                                                  which the Exchange does not have a                         The proposed rule change is designed                Electronic Comments
                                                  CSSA. The Exchange has in place                         to promote just and equitable principles
                                                  surveillance procedures that are                        of trade and to perfect the mechanism                     • Use the Commission’s Internet
                                                  adequate to properly monitor trading in                 of a free and open market and, in                      comment form (http://www.sec.gov/
                                                  the Shares in all trading sessions and to               general, to protect investors and the                  rules/sro.shtml); or
                                                  deter and detect violations of Exchange                                                                           • Send an email to rule-comments@
                                                                                                          public interest in that it will facilitate
                                                  rules and applicable federal securities                                                                        sec.gov. Please include File Number SR–
                                                                                                          the listing and trading of an additional
                                                  laws. The intraday, closing prices, and                                                                        NYSEArca–2016–177 on the subject
                                                                                                          type of issue of Trust Issued Receipts
                                                  settlement prices of the Benchmark                                                                             line.
                                                                                                          based on oil that will enhance
                                                  Component Futures Contracts will be                     competition among market participants,                 Paper Comments
                                                  readily available from the applicable                   to the benefit of investors and the                       • Send paper comments in triplicate
                                                  Futures Exchanges’ Web sites,                           marketplace. As noted above, the                       to Secretary, Securities and Exchange
                                                  automated quotation systems, published                  Exchange has in place surveillance                     Commission, 100 F Street NE.,
                                                  or other public sources, or on-line                     procedures that are adequate to properly               Washington, DC 20549–1090.
                                                  information services.                                   monitor trading in the Shares in all
                                                     Complete real-time data for the                                                                             All submissions should refer to File
                                                                                                          trading sessions and to deter and detect               Number SR–NYSEArca–2016–177. This
                                                  Benchmark Component Futures                             violations of Exchange rules and
                                                  Contracts is available by subscription                                                                         file number should be included on the
                                                                                                          applicable federal securities laws.                    subject line if email is used. To help the
                                                  from on-line information services. The
                                                  Futures Exchanges also provide delayed                  B. Self-Regulatory Organization’s                      Commission process and review your
                                                  futures information on current and past                 Statement on Burden on Competition                     comments more efficiently, please use
                                                  trading sessions and market news free of                  The Exchange does not believe that                   only one method. The Commission will
                                                  charge on their Web sites. The specific                 the proposed rule change will impose                   post all comments on the Commission’s
                                                  contract specifications for the                         any burden on competition that is not                  Internet Web site (http://www.sec.gov/
                                                  Benchmark Component Futures                             necessary or appropriate in furtherance                rules/sro.shtml). Copies of the
                                                  Contracts are also available on such                    of the purpose of the Act. The Exchange                submission, all subsequent
                                                  Web sites, as well as other financial                   notes that the proposed rule change will               amendments, all written statements
                                                  informational sources. Information                      facilitate the listing and trading of an               with respect to the proposed rule
                                                  regarding exchange-traded cash-settled                  additional type of exchange-traded                     change that are filed with the
                                                  options and cleared swap contracts will                 product that primarily hold derivatives                Commission, and all written
                                                  be available from the applicable                        and futures contracts and that will                    communications relating to the
                                                  exchanges and major market data                         enhance competition among market                       proposed rule change between the
                                                  vendors. Quotation and last-sale                        participants, to the benefit of investors              Commission and any person, other than
                                                  information regarding the Shares will be                and the marketplace.                                   those that may be withheld from the
                                                  disseminated through the facilities of                                                                         public in accordance with the
                                                  the CTA. In addition, the Fund’s Web                    C. Self-Regulatory Organization’s                      provisions of 5 U.S.C. 552, will be
                                                  site, will display the applicable end of                Statement on Comments on the                           available for Web site viewing and
                                                  day closing NAV. The Fund’s total                       Proposed Rule Change Received From                     printing in the Commission’s Public
                                                  portfolio composition will be disclosed                 Members, Participants, or Others                       Reference Room, 100 F Street NE.,
                                                  each business day that the NYSE Arca                      No written comments were solicited                   Washington, DC 20549 on official
                                                  is open for trading, on the Fund’s Web                  or received with respect to the proposed               business days between the hours of
                                                  site. The Web site disclosure of portfolio              rule change.                                           10:00 a.m. and 3:00 p.m. Copies of the
                                                  holdings will be made daily and will                                                                           filing also will be available for
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                                                  include, as applicable, (i) the composite               III. Date of Effectiveness of the                      inspection and copying at the principal
                                                  value of the total portfolio, (ii) the name,            Proposed Rule Change and Timing for                    office of the Exchange. All comments
                                                  percentage weighting, and value of OTC                  Commission Action                                      received will be posted without change;
                                                  Derivatives Contracts and each                             Within 45 days of the date of                       the Commission does not edit personal
                                                  Benchmark Component Futures                             publication of this notice in the Federal              identifying information from
                                                  Contract, (iii) the name and value of                   Register or within such longer period                  submissions. You should submit only
                                                  each Treasury security and cash                         up to 90 days (i) as the Commission may                information that you wish to make


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                                                                                 Federal Register / Vol. 82, No. 13 / Monday, January 23, 2017 / Notices                                              7891

                                                  available publicly. All submissions                     on the proposed rule change. The text                    According to the Registration
                                                  should refer to File Number SR–                         of those statements may be examined at                 Statement, the Trust is neither an
                                                  NYSEArca–2016–177 and should be                         the places specified in Item IV below.                 investment company registered under
                                                  submitted on or before February 13,                     The Exchange has prepared summaries,                   the Investment Company Act of 1940, as
                                                  2017.                                                   set forth in sections A, B, and C below,               amended,6 nor a commodity pool for
                                                    For the Commission, by the Division of                of the most significant parts of such                  purposes of the Commodity Exchange
                                                  Trading and Markets, pursuant to delegated              statements.                                            Act (‘‘CEA’’),7 and neither the Sponsor
                                                  authority.20                                                                                                   nor the Trustee is subject to regulation
                                                                                                          A. Self-Regulatory Organization’s                      as a commodity pool operator or a
                                                  Eduardo A. Aleman,                                      Statement of the Purpose of, and the
                                                  Assistant Secretary.                                                                                           commodity trading adviser in
                                                                                                          Statutory Basis for, the Proposed Rule                 connection with the operation of the
                                                  [FR Doc. 2017–01297 Filed 1–19–17; 8:45 am]             Change                                                 Trust.
                                                  BILLING CODE 8011–01–P
                                                                                                          1. Purpose                                             Investment Objective
                                                                                                             Under NYSE Arca Equities Rule                          According to the Registration
                                                  SECURITIES AND EXCHANGE                                 8.201, the Exchange may propose to list                Statement and as further described
                                                  COMMISSION                                              and/or trade pursuant to unlisted                      below, the Trust’s purpose will be to
                                                  [Release No. 34–79792; File No. SR–                     trading privileges (‘‘UTP’’)                           provide shareholders with exposure to
                                                  NYSEARCA–2016–176]                                      ‘‘Commodity-Based Trust Shares.’’ 4 The                the daily change in the U.S. dollar price
                                                                                                          Exchange proposes to list and trade                    of ether, before expenses and liabilities
                                                  Self-Regulatory Organizations; NYSE                     shares (‘‘Shares’’) of the Trust pursuant              of the Trust, as measured by the price
                                                  Arca, Inc.; Notice of Filing of Proposed                to NYSE Arca Equities Rule 8.201.5                     of ether in U.S. dollars as reported by
                                                  Rule Change Relating to the Listing                        The sponsor of the Trust is EtherIndex              the Global Digital Asset Exchange
                                                  and Trading of Shares of the                            LLC (‘‘Sponsor’’), a Delaware limited                  (‘‘GDAX’’) as of 4:00 p.m., Eastern Time
                                                  EtherIndex Ether Trust Under NYSE                       liability company. Delaware Trust                      (‘‘E.T.’’), each day (‘‘GDAX Price’’).
                                                  Arca Equities Rule 8.201                                Company is the trustee of the Trust                       The Trust will not be actively
                                                                                                          (‘‘Trustee’’). The Bank of New York                    managed. It will not engage in any
                                                  January 13, 2017.
                                                                                                          Mellon will be the administrator                       activities designed to obtain a profit
                                                     Pursuant to Section 19(b)(1) 1 of the
                                                                                                          (‘‘Administrator’’) and custodian of cash              from, or to ameliorate losses caused by,
                                                  Securities Exchange Act of 1934 (the
                                                                                                          of the Trust (‘‘Cash Custodian’’).                     changes in the market prices of ether.
                                                  ‘‘Act’’) 2 and Rule 19b–4 thereunder,3
                                                                                                          Coinbase will be the custodian of the
                                                  notice is hereby given that, on December                                                                       Ether and the Ethereum Network
                                                                                                          ether of the Trust (‘‘Ether Custodian’’).
                                                  30, 2016, NYSE Arca, Inc. (the
                                                                                                             According to the Registration                          According to the Registration
                                                  ‘‘Exchange’’ or ‘‘NYSE Arca’’) filed with
                                                                                                          Statement, each Share will represent a                 Statement, ether is a digital asset similar
                                                  the Securities and Exchange
                                                                                                          unit of fractional undivided beneficial                to bitcoin. It is not issued by any
                                                  Commission (the ‘‘Commission’’) the
                                                                                                          interest in and ownership of the Trust.                government, bank or central
                                                  proposed rule change as described in
                                                                                                          The activities of the Trust will be                    organization but rather is issued by, and
                                                  Items I and II below, which Items have
                                                                                                          limited to (i) issuing ‘‘Baskets’’ (as                 transmitted through, the decentralized,
                                                  been prepared by the Exchange. The
                                                                                                          described below) to ‘‘Authorized                       open source protocol of the peer-to-peer
                                                  Commission is publishing this notice to
                                                                                                          Participants’’ (as described below) in                 Ethereum computer network
                                                  solicit comments on the proposed rule
                                                                                                          exchange for the cash or, in the                       (‘‘Ethereum Network’’). The Ethereum
                                                  change from interested persons.
                                                                                                          Sponsor’s discretion, ether (as described              Network is a decentralized network of
                                                  I. Self-Regulatory Organization’s                       below), (ii) selling ether or transferring             computers that run applications on a
                                                  Statement of the Terms of Substance of                  ether, at the Sponsor’s discretion, as                 custom built ‘‘blockchain’’ (‘‘Ethereum
                                                  the Proposed Rule Change                                necessary to cover the Sponsor’s fee and               Blockchain’’) that enables developers to
                                                     The Exchange proposes to list and                    as necessary to pay Trust expenses not                 create markets, store registries of debts
                                                  trade shares of the following under                     assumed by the Sponsor and other                       or promises, represent the ownership of
                                                  NYSE Arca Equities Rule 8.201:                          liabilities, (iii) selling or transferring             property and move funds in accordance
                                                  EtherIndex Ether Trust (‘‘Trust’’). The                 ether in exchange for Baskets                          with instructions given in the past, all
                                                  proposed rule change is available on the                surrendered for redemption by the                      without the involvement of an
                                                  Exchange’s Web site at www.nyse.com,                    Authorized Participants, (iv) causing the              intermediary or counterparty. The
                                                  at the principal office of the Exchange,                Administrator to sell ether on the                     Ethereum Blockchain is a decentralized
                                                  and at the Commission’s Public                          termination of the Trust and (v)                       public transaction ledger hosted on the
                                                  Reference Room.                                         engaging in all administrative and                     Ethereum Network on which all ether is
                                                                                                          custodial procedures necessary to                      recorded; the blockchain records ether
                                                  II. Self-Regulatory Organization’s                      accomplish such activities in                          balances and every ether address
                                                  Statement of the Purpose of, and                        accordance with the provisions of                      associated with a quantity of ether (see
                                                  Statutory Basis for, the Proposed Rule                  relevant agreements.                                   ‘‘Ethereum Blockchain’’ below). No
                                                  Change                                                                                                         single entity owns or operates the
                                                     In its filing with the Commission, the                  4 Commodity-Based Trust Shares are securities
                                                                                                                                                                 Ethereum Network.
                                                                                                          issued by a trust that represent investors’ discrete      According to the Registration
                                                  self-regulatory organization included                   identifiable and undivided beneficial ownership
mstockstill on DSK3G9T082PROD with NOTICES




                                                  statements concerning the purpose of,                   interest in the commodities deposited into the         Statement, unlike bitcoin, ether was not
                                                  and basis for, the proposed rule change                 Trust.                                                 designed to function purely as a store of
                                                  and discussed any comments it received                     5 On November 28, 2016, the Trust filed an          value. Instead, ether was meant to pay
                                                                                                          amended registration statement (‘‘Registration         for specific actions on the Ethereum
                                                                                                          Statement’’) on Form S–1 under the Securities Act
                                                    20 17 CFR 200.30–3(a)(12).                            of 1933 (15 U.S.C. 77a) (File No. 333–212533). The
                                                                                                                                                                 Network. However, ether’s market is
                                                    1 15 U.S.C.78s(b)(1).                                 descriptions of the Trust, the Shares and ether
                                                    2 15 U.S.C. 78a.                                                                                               6 15   U.S.C. 80a–1.
                                                                                                          contained herein are based, in part, on the
                                                    3 17 CFR 240.19b–4.                                   Registration Statement.                                  7 17   U.S.C. 1.



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Document Created: 2017-01-20 01:29:26
Document Modified: 2017-01-20 01:29:26
CategoryRegulatory Information
CollectionFederal Register
sudoc ClassAE 2.7:
GS 4.107:
AE 2.106:
PublisherOffice of the Federal Register, National Archives and Records Administration
SectionNotices
FR Citation82 FR 7885 

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