S.Amdt. 4084

SA 4084. Mr. REED submitted an amendment intended to be proposed to
amendment SA 3739 proposed by Mr. Reid (for Mr. Dodd (for himself and
Mrs. Lincoln)) to the bill S. 3217, to promote the financial stability
of the United States by improving accountability and transparency in
the financial system, to end ``too big to fail'', to protect the
American taxpayer by ending bailouts, to protect consumers from abusive
financial services practices, and for other purposes; which was ordered
to lie on the table; as follows:

On page 502, strike lines 4 through 14.
On page 502, between lines 15 and 16, insert the following:
(a) Joint Rulemaking.--
(1) Definition of terms.--
(A) In general.--Notwithstanding any other provision of
this title, the Commodity Futures Trading Commission and the
Securities and Exchange Commission shall engage in joint
rulemaking to jointly adopt a rule or rules further defining
the terms ``swap'', ``security-based swap'', ``swap dealer'',
``security-based swap dealer'', ``major swap participant'',
``major security-based swap participant'', and ``eligible
contract participant'' and such other rules regarding such
definitions as the Commodity Futures Trading Commission and
the Securities and Exchange Commission determine are
necessary and appropriate, in the public interest, and for
the protection of investors.
(B) Prevention of evasions.--The Commodity Futures Trading
Commission and the Securities and Exchange Commission may
jointly prescribe rules defining the term ``swap'' or
``security-based swap'' to include transactions that have
been structured to evade this title.
(2) Trade repository record keeping.--Notwithstanding any
other provision of this title, the Commodity Futures Trading
Commission and the Securities and Exchange Commission shall
engage in joint rulemaking to jointly adopt a rule or rules
governing the books and records that are required to be kept
and maintained regarding security-based swap agreements by
persons that are registered as swap data repositories under
the Commodity Exchange Act, including uniform rules that
specify the data elements that shall be collected and
maintained by each repository.
(3) Capital and margin.--
(A) Notwithstanding any other provision of this title, the
Commodity Futures Trading Commission and the Securities and
Exchange Commission shall engage in joint rulemaking to
jointly adopt a rule or rules imposing capital and margin
requirements under the respective provisions of the Commodity
Exchange Act and the Securities Exchange Act of 1934 for swap
dealers, security-based swap dealers, major swap
participants, and major security-based swap participants for
which there is not a prudential regulator.
(B) Notwithstanding any other provision of this title,
prudential regulators, the Commodity Futures Trading
Commission, and the Securities and Exchange Commission shall
engage in joint rulemaking to jointly adopt a rule or rules
imposing capital and margin requirements under the respective
provisions of the Commodity Exchange Act and the Securities
Exchange Act of 1934 for swap dealers, security-based swap
dealers, major swap participants, and major security-based
swap participants for which there is a prudential regulator.
(4) Books and records.--Notwithstanding any other provision
of this title, the Commodity Futures Trading Commission and
the Securities and Exchange Commission shall engage in joint
rulemaking to jointly adopt a rule or rules governing books
and records regarding security-based swap agreements,
including daily trading records, for swap dealers, major swap
participants, security-based swap dealers, and major
security-based swap participants.
(5) Joint rulemaking under this title.--
(A) Comparable rules.--Rules and regulations prescribed
jointly under this title by the Commodity Futures Trading
Commission and the Securities and Exchange Commission shall
be comparable to the maximum extent possible, taking into
consideration differences in instruments and in the
applicable statutory requirements.
(B) Consultation with the board of governors of the federal
reserve system.--Prior to prescribing jointly any rules and
regulations under this title, the Commodity Futures Trading
Commission and the Securities and Exchange Commission shall
consult with the Board of Governors of the Federal Reserve
System.
(6) Financial stability oversight council.--In the event
that the Commodity Futures Trading Commission and the
Securities and Exchange Commission fail to jointly prescribe
rules pursuant to paragraphs (1), (2), (3), or (4) of
subsection (a) in a timely manner, at the request of either
Commission, the Financial Stability Oversight Council shall
resolve the dispute--
(A) within a reasonable time after receiving the request;
(B) after consideration of relevant information provided by
each Commission; and
(C) by agreeing with one of the Commissions regarding the
entirety of the matter or by determining a compromise
position.
(7) Treatment of similar products.--In adopting joint rules
and regulations under this title, the Commodity Futures
Trading Commission and the Securities and Exchange Commission
shall treat functionally or economically similar products
similarly.
(8) Treatment of dissimilar products.--Nothing in this
title shall be construed to require the Commodity Futures
Trading Commission and the Securities and Exchange Commission
to adopt joint rules that treat functionally or economically
different products identically.
(9) Joint interpretation.--Any Commission interpretation
of, or guidance regarding, a provision of this title, shall
be effective only if issued jointly by the Commodity Futures
Trading Commission and the Securities and Exchange Commission
if this title requires the Commodity Futures Trading
Commission and the Securities and Exchange Commission to
issue joint regulations to implement the provision.
On page 502, line 15, strike ``REVIEW OF'' before
``REGULATORY AUTHORITY''.
On page 502, line 16, strike ``(a)'' and insert ``(b)''.
On page 502, line 17, insert ``subsection (a) and'' after
``provided in''.
On page 505, line 7, strike ``(b)'' and insert ``(c)''.
On page 506, strike line 23 and all that follows through
``any other'' on page 507, line 2, and insert the following:
(3) Prohibition on certain futures associations.--
Notwithstanding any other
On page 507, strike line 14 and all that follows through
page 508, line 2.
On page 508, line 3, strike ``(c)'' and insert ``(d)''.
On page 508, line 8, strike ``(a)'' and insert ``(b)''.
On page 508, line 9, strike ``(b)'' and insert ``(c)''.
On page 509, line 24, strike ``(a)(4) or (b)'' and insert
``(b)(4) or (c)''.
On page 510, line 8, strike ``(d)'' and insert ``(e)''.
On page 510, line 9, strike ``(b) and (c)'' and insert
``(c) and (d)''.
On page 511, line 3, strike ``(e)'' and insert ``(f)''.
On page 511, lines 3 and 4, strike ``(b) and (c)'' and
insert ``(c) and (d)''.
On page 511, line 4, insert `` and including subsection
(a)'' before ``, the Commodity''.
On page 511, line 11, strike ``(f)'' and insert ``(g)''.
On page 511, strike line 20 and all that follows through
page 512, line 2.
On page 524, line 6, insert ``issued pursuant to subsection
(a)(3)(A)'' after ``other Commission''.
On page 524, lines 11 through 12, strike ``, including an
order or orders issued under subsection (a)(3)(A),''.
On page 528, lines 11 and 12, strike ``, security futures
product,''.
On page 528, strike lines 13 through 15.
On page 528, line 16, strike ``(iii)'' and insert ``(ii)''.
On page 528, line 16, strike ``(iv)'' and insert ``(iii)''.
On page 528, strike line 20 and all that follows through
``Act.'' on page 529, line 2.
On page 529, line 19, strike ``, security futures
product,''.
On page 529, strike lines 20 through 22.
On page 529, line 23, strike ``(III)'' and insert ``(II)''.
On page 530, line 1, strike ``(IV)'' and insert ``(III)''.
On page 530, strike line 5 and all that follows through
``Act.'' on line 13.
On page 530, lines 20 and 21, strike ``, security futures
product,''.
On page 530, strike line 22 and all that follows through
page 531, line 3.
On page 531, line 5, strike ``(iv)'' and insert ``(ii)''.
On page 531, line 5, strike ``(IV) (as so redesignated)''
and insert ``(III)''.
On page 531, line 8, strike ``a semicolon'' and insert the
following: ``the following: `; or' ''.
On page 531, line 11, strike ``; or'' and insert a period.
On page 531, strike line 12 and all that follows through
``Act.'' on line 15.
On page 548, lines 9 and 10, strike ``, leverage contract
authorized under section 19,'' and insert ``or''.
On page 548, line 11, insert ``traded on or subject to the
rules of a board of trade designated as a contract market
under section 5 or 5f'' after ``product''.
On page 551, strike line 24 and all that follows through
page 552, line 14.
On page 552, line 15, strike ``(E)'' and insert ``(D)''.
On page 554, line 14, strike ``(F)'' and insert ``(E)''.
On page 557, line 20, strike ``define--'' and all that
follows through ``the term'' on line 21, and insert ``define
the term''.

[[Page S3924]]

On page 557, line 21, strike ``; and'' and insert a period.
On page 557, strike lines 22 through 24.
On page 563, line 25, after the first period, insert the
following:
``(i) Regulation of Swaps as Securities Under Federal and
State Law.--Nothing in this section or this Act shall limit
the jurisdiction conferred on the Securities and Exchange
Commission by the Wall Street Transparency and Accountability
Act of 2010 with regard to security-based swap agreements, as
such agreements are defined in section 3(a)(79) of the
Securities Exchange Act of 1934, and security-based swaps.''.
On page 565, line 17, strike ``and (g)'' and insert ``(g),
(j), and (k)''.
On page 565, line 22, strike ``and (f)'' and insert ``(f),
and (i)''.
On page 566, line 1, insert ``by their terms'' before ``to
registered''.
On page 566, line 7, after the first period insert the
following:
``(f) Exclusion for Securities.--Notwithstanding any other
provision of law, the Wall Street Transparency and
Accountability Act of 2010 shall not apply to, and the
Commodity Futures Trading Commission shall have no
jurisdiction under such Act (or any amendments to the
Commodity Exchange Act made by such Act) with respect to any
security other than a security-based swap.''.
On page 567, line 8, strike ``5(b)'' and insert ``5b''.
On page 616, line 15, strike ``books and records'' and
insert ``information (including information on a real-time
basis)''.
On page 616, line 18, delete ``8'' and insert ``24 of the
Securities Exchange Act of 1934''.
On page 617, between lines 15 and 16, insert the following:
``(ii) foreign financial regulatory authorities;''.
On page 617, line 16, strike ``(ii)'' and insert ``(iii)''.
On page 617, line 17, strike ``(iii)'' and insert ``(iv)''.
On page 629, line 15, delete ``8'' and insert ``24 of the
Securities Exchange Act of 1934''.
On page 631, between lines 10 and 11, insert the following:
``(ii) foreign financial regulatory authorities, as defined
in section 3(a)(52) of the Securities Exchange Act of
1934;''.
On page 631, line 11, strike ``(ii)'' and insert ``(iii)''.
On page 631, line 12, strike ``(iii)'' and insert ``(iv)''.
On page 642, line 3, delete ``8'' and insert ``24 of the
Securities Exchange Act of 1934''.
On page 646, lines 16 and 17, strike ``appropriate Federal
banking agency'' and insert ``prudential regulators''.
On page 647, lines 12 and 13, strike ``appropriate Federal
banking agencies'' and insert ``prudential regulators''.
On page 647, line 23, insert ``, in consultation with the
prudential regulators,'' after ``Commission''.
On page 650, lines 24 and 25, strike ``appropriate Federal
banking agency'' and insert ``prudential regulators''.
On page 651, lines 24 and 25, strike ``appropriate Federal
banking agency'' and insert ``prudential regulators''.
On page 652, lines 24 and 25, strike ``appropriate Federal
banking agencies'' and insert ``prudential regulators''.
On page 676, line 7, before the period insert ``taking into
consideration the impact of public disclosure on market
liquidity''.
On page 676, line 20, strike ``and''.
On page 677, line 2, strike the period and insert ``;
and''.
On page 677, between lines 2 and 3, insert the following:
``(iii) make available to the Securities and Exchange
Commission, upon request, all information, including a
complete audit trail, relating to transactions in security-
based swap agreements (as such term is defined in section
3(a)(79) of the Securities Exchange Act of 1934).''.
On page 714, line 10, strike ``amended--'' and all that
follows through ``by striking'' on line 11, and insert
``amended by striking''.
On page 714, line 12, strike the semicolon and insert a
period.
On page 714, strike lines 13 through 23.
On page 714, line 25, strike ``amended--'' and all that
follows through ``by striking'' on page 716, line 1, and
insert ``amended by striking''.
On page 715, line 2, strike the semicolon and insert a
period.
On page 715, strike lines 3 through 23.
On page 717, line 9, insert ``or any agreement, contract,
or transaction in one or more securities'' after
``security''.
On page 751, between lines 11 and 12, insert the following:

``(II) the Securities and Exchange Commission;''.

On page 751, line 12, strike ``(II)'' and insert ``(III)''.
On page 751, line 16, strike ``(III)'' and insert ``(IV)''.
On page 751, line 21, strike ``(IV)'' and insert ``(V)''.
On page 752, line 1, strike ``(V)'' and insert ``(VI)''.
On page 752, line 3, strike ``and'' after
``jurisdiction;''.
On page 752, line 4, strike ``(VI)'' and insert ``(VII)''.
On page 752, line 4, strike the period and insert ``;
and''.
On page 752, between lines 4 and 5, insert the following:

``(VIII) a foreign financial regulatory authority.''.

On page 752, line 7, strike ``described in clause (i)'' and
insert ``described in subclauses (I) through (VI) of clause
(i)''.
On page 752, line 11, after the period insert the
following: ``Each of the entities described in subclauses
(VII) and (VIII) of clause (i) shall maintain such
information in accordance with such assurances of
confidentiality as the Commission determines appropriate.''
On page 761, line 24, strike ``standards'' and insert
``principles''.
On page 767, line 18, insert ``(without regard to paragraph
(47)(B)(x) of such section)'' after ``Exchange Act''.
On page 768, line 4, insert ``or single obligor on a loan''
after ``a security''.
On page 768, line 4, insert ``or obligors on loans'' after
``securities''.
On page 768, line 9, insert ``or obligor'' after
``issuer''.
On page 769, line 5, strike ``references,'' and insert
``reference or''.
On page 769, beginning line 6, strike ``, or settles
through the transfer'' and all that follows through ``other
option'' on line 16 and insert ``a government security''.
On page 769, line 17, strike ``(D) Mixed swap.--The term''
and insert the following:
``(D) Mixed swap.--
``(i) In general.--The term''.
On page 770, between lines 6 and 7, insert the following:
``(ii) Rule of construction.--A security-based swap shall
not constitute, nor be construed to constitute, a mixed swap
solely because the obligations or rights of 1 party to the
swap agreement are defined by reference to 1 or more interest
rates or currencies.
``(E) Rule of construction regarding use of the term
index.--The term `index' means an index or group of
securities, including any interest therein or based on the
value thereof.''.
On page 775, strike lines 7 through 19.
On page 776, after line 25, insert the following:
(c) Conforming Amendments to Gramm-Leach-Bliley.--Section
206A(a) of the Gramm-Leach-Bliley Act (15 U.S.C. 78c note) is
amended in the material preceding paragraph (1), by striking
``Except as'' and all that follows through ``that--''and
inserting the following: ``Except as provided in subsection
(b), as used in this section, the term `swap agreement' means
any agreement, contract, or transaction that--''.
On page 776, line 1, strike ``(b)'' and insert ``(c)''
On page 777, line 1, strike ``(c)'' and insert ``(d)''.
On page 780, line 3, insert ``, in each place that such
terms appear'' before the semicolon.
On page 783, lines 5 through 6, strike ``, subject to the
requirements of section 5(b)''.
On page 783, line 8, insert ``registered'' before
``clearing agency''.
On page 786, line 14, strike ``accepted'' and insert
``approved''.
On page 789, line 22, strike ``listed'' and insert
``accepted''.
On page 790, line 15, strike ``authorize'' and insert
``authorizes''.
On page 790, line 16, strike ``list'' and insert
``accept''.
On page 794, line 9, strike ``from'' and insert ``for''.
On page 809, strike line 14 through 16, and insert the
following:
``(k) Exemptions.--The Commission may exempt, conditionally
or unconditionally, a clearing''.
On page 810, strike lines 3 through 18.
On page 832, line 5, strike ``as described in paragraph
(68) of section 3(a)''.
On page 833 lines 18 and 19, strike ``or narrow-based
security narrow-based security index''.
On page 834, line 1, strike ``narrow-based security''.
On page 834, line 3, strike ``and''.
On page 834, between lines 3 and 4, insert the following:
``(ii) any security or group or index of securities the
price, yield, value or volatility of which, or of which any
interest therein, is the basis for a material term of such
security-based swap; and''.
On page 834, line 4, strike ``(ii)'' and insert ``(iii)''.
On page 834, line 4, strike ``security-based swap and
any''.
On page 834, line 6, strike ``narrow-based security''.
On page 834, line 7, insert ``described under subparagraph
(B)(ii)'' after ``securities''.
On page 834, line 13, strike ``or narrow-based security
index''.
On page 834, lines 18 and 19, strike ``or narrow-based
security index''.
On page 834, lines 20 and 21, strike ``or narrow-based
security index''.
On page 843, between lines 8 and 9, insert the following:

``(II) foreign financial regulatory authorities;''.

On page 843, line 9, strike ``(II)'' and insert ``(III)''.
On page 843, line 9, strike ``(III)'' and insert ``(IV)''.
On page 843, lines 11 and 12, strike ``and idemnification
agreement''.
On page 843, line 15, strike ``(G)--'' and all that follows
through ``the security-based'' on line 16, and insert the
following: ``(G), the security-based''.
On page 843, line 22, strike ``; and'' and insert a period.
On page 843, strike line 23 and all that follows through
page 844, line 2.
On page 853, lines 6 and 7, strike ``appropriate Federal
banking agency'' and insert ``prudential regulators''.
On page 854, lines 5 and 6, strike ``appropriate Federal
banking agencies'' and insert ``prudential regulators''.

[[Page S3925]]

On page 854, line 18, insert ``, in consultation with the
prudential regulators,'' after ``Commission''.
On page 857, lines 17 and 18, strike ``appropriate Federal
banking agency'' and insert ``prudential regulators''.
On page 858, lines 15 and 16, strike ``appropriate Federal
banking agency'' and insert ``prudential regulators''.
On page 859, lines 5 and 6, strike ``appropriate Federal
banking agencies'' and insert ``prudential regulators''.
On page 859, line 7, strike ``Securities and Exchange'' and
insert ``Commodity Futures Trading''.
On page 886, line 4, insert ``or other derivative
instrument'' after ``security-based swap''.
On page 886, lines 4 through 5, insert ``or has defined,''
after ``Commission may define,''.
On page 886, line 10, insert ``as the Commission may
designate or has designated by rule'' after ``section
(d)(1)''.
On page 886, line 14, strike ``(1)'' after ``13(f)''.
On page 886, line 15, strike ``(1)'' and all that follows
through ``section (d)(1) of this section'' on line 20 and
insert the following:
(1) in paragraph (1)--
(A) by inserting ``(A)'' after ``accounts holding''; and
(B) by inserting ``or (B) security-based swaps or other
derivative securities that the Commission may determine or
has determined by rule, having such values as the Commission,
by rule, may determine'' after ``less than $10,000,000) as
the Commission, by rule, may determine.''; and
(2) in paragraph (3), by striking ``section 13(d)(1) of
this title'' and inserting ``subsection (d)(1) of this
section and of security-based swaps or other derivative
instruments that the Commission may determine by rule.''.
On page 892, line 23, strike ``the Commission'' and insert
``Unless the Commission is expressly authorized, the
Commission''.
On page 892, line 24, insert ``any provision described in
this subsection with respect to subtitle B'' after ``from''.
On page 892, line 24, strike ``the security-based swap
provisions''.
On page 893, lines 1 and 2, strike ``except as expressly
authorized under the provisions of that Act'' and insert
``with respect to paragraphs 65, 66, 68, 69, 70, 71, 72, 73,
74, 75, 76, and 79 of section 3(a), and sections 10B(a),
10B(b), 10B(c), 13A, 15F, 17A(g), 17A(h), 17A(i), 17A(j),
17A(k), 17A(l); provided that the Commission also shall have
exemptive authority under that Act with respect to security-
based swaps as to the same matters that the Commodity Futures
Trading Commission has under that Act with respect to swaps,
including under section 4(c) of the Commodity Exchange Act''.
On page 893, line 2, after the first period insert the
following:
``(d) Express Authority.--The Commission is expressly
authorized to use any authority granted to the Commission
under subsection (a) to exempt any person, security, or
transaction, or any class or classes of persons, securities
or transactions from any provision or provisions of this
title, or of any rule or regulation thereunder, that applies
to such person, security, or transaction solely because a
`security-based swap' is a `security' under section 3(a).''.
On page 548, line 11, insert ``traded on or subject to the
rules of a board of trade designated as a contract market
under section 5 or 5f, leverage contract authorized under
section 19,'' after ``product''.
On page 551, line 5, strike ``subparagraph (D)'' and insert
``other than a security-based swap as described in section
3(a)(68)(D) of the Securities Exchange Act of 1934''.
On page 616, line 2, insert ``AND SECURITY-BASED SWAPS''
after ``AGREEMENTS''.
On page 616, line 13, insert ``or security-based swaps (as
defined in section 3(a)(68) of the Securities Exchange Act of
1934)'' after ``Act)''.
On page 616, line 16, insert ``or security-based swaps''
after ``agreements''.
On page 616, line 18, delete ``8'' and insert ``24 of the
Securities Exchange Act of 1934''.
On page 835, strike line 3 and all that follows through
page 839, line 12.
On page 887, strike lines 8-25.
______