Proposed Rule Change to Amend NASD Rules 2210 and 2211 and Incorporated NYSE Rule 472 to Address the Supervision of Market Letters

Financial Industry Regulatory Authority, Inc. ("FINRA") (f/k/a National Association of Securities Dealers, Inc. ("NASD")) is filing with the Securities and Exchange Commission ("SEC" or "Commission") a proposed rule change to amend NASD Rules 2210 (Communications with the Public) and 2211 (Institutional Sales Material and Correspondence) and Incorporated NYSE Rule 472 (Communications with the Public) to address the supervision of market letters. Among other things, the proposed rule change would amend the definition of “sales literature” in NASD Rule 2210 to exclude market letters and would define “correspondence” in NASD Rule 2211 to include market letters distributed by a member to one or more of its existing retail customers and fewer than 25 prospective retail customers within any 30 calendar-day period.

This rule filing replaces SR-FINRA-2008-038.