SENATE TECHNICALS FOR TITLE VII

On page 541, strike line 13 and all that follows through the period on line 24.
On page 542, lines 17 and 18, strike "of Governors of the Federal Reserve System".
On page 543, line 15, strike "and".
On page 543, line 21, strike the second period and insert the following: "; and
"(E) the Federal Housing Finance Agency, in the case of a regulated entity, as that
term is defined section 1303 of the Federal Housing Enterprises Financial Safety and
Soundness Act of 1992 (12 U.S.C. 4502).
On page 555, line 24, insert", for its own account" after "business".
CFTC Staff: While this clause probably should be revised, there is a concern about this
change. It could make anyone who regularly uses swaps to hedge to become a swap dealer.
CFTC Staff has provided an alternative amendment to address this clause, which we would be
happy to provide again if needed.
On page 556, strike lines 11 through 2l.
On page 556, line 22, strike "(D)" and insert "(C)".
On page 559, line 7, insert "of the Wall Street Transparency and Accountability Act of 2010"
after "section 132".
CFTC Staff: We do not know what these provisions are referring to.
On page 560, strike lines 14 through 17.
On page 561, line 9, strike "The" and insert "Section 402 of the".
On page 561, strike line 11.
On page 561, line 12, strike "(i)" and insert "(A)" and adjust margins accordingly.
On page 561, line 15, strike "(ii)" and insert "(B)" and adjust margins accordingly.
On page 561, line 18, strike "(iii)" and insert "(C)" and adjust margins accordingly.
On page 561, line 17, insert "and" after the semicolon.
On page 561, line 20, strike "and".
On page 561, strike line 21 and all that follows through page 562, line 22.
On page 566, line 20, strike "5bU)" and insert "5b(i)".
On page 578, line 7, strike "5bU)" and insert "5b(i)".
On page 579, line 8, strike "Section" and insert "section".
On page 595, line 18, strike "licensed as".
On page 596, lines 13 and 14, strike "paragraph" and insert "subsection".
On page 595, line 20, strike "1813)" and insert "1813))".

CFTC-CREW-0052
 On page 616, line 12, strike "3(a)(79)" and insert "3(a)(78)".
On page 620, line 13, strike "3(a)(79)" and insert "3(a)(78)".
On page 620, line 22, strike" 1a(46)" and insert" 1a(47)".
On page 621, line 14, strike" 1a(46)" and insert" 1a(47)".
On page 622, lines 14 and 15, strike "of Governors of the Federal Reserve System".
On page 624, line 5, strike "(h)(2)" and insert "(h)(I)".
On page 624, lines 7 and 8, strike "to subsection (h)(10)" and insert "to paragraph (9) or (10) of
subsection (h)".
On page 624, line 13, strike "(h)(2)" and insert "(h)(I)".
On page 624, line 22, strike "(h)" and insert "(h)(6)".
On page 625, lines 5 and 6, strike ", pursuant to subsection (h)(10),".
CFTC Staff: We suggest this change parallel the one on page 624, lines 7 and 8 above, so that
it strike ", pursuant to subsection (h)(10)" and insert "paragraph (9) or (10) of subsection (h)".
On page 631, line 20, strike "above" and insert "described in subsection (c)(7)".
On page 642, line 1, strike "3(a)(79)" and insert "3(a)(78)".
On page 648, line 17, strike "5bU)" and insert "5b(i)".
On page 649, line 1, strike "5bU)" and insert "5b(i)".
On page 649, between lines 12 and 13, insert the following:
"(C) CAPITAL.-In setting capital requirements for a person that is designated as a
swap dealer or a major swap participant for a single type or single class or category of
swap or activities, the prudential regulator and the Commission shall take into account
the risks associated with other types of swaps or classes of swaps or categories of swaps
engaged in and the other activities conducted by that person that are not otherwise
subject to regulation applicable to that person by virtue of the status of the person as a
swap dealer or a major swap participant.
On page 649, line 13, strike "(C)" and insert "(D)".
On page 651, line 7, strike "5bU) ." and insert "5b(i).".
On page 651, line 19, strike "5bU)" and insert "5b(i)".
On page 653, between lines 4 and 5, insert the following:
"(7) APPLICABILITY WITH RESPECT TO COUNTERPARTIEs.-Paragraph (4) shall not apply to
initial and variation margin for swaps in which 1 of the counterparties is not-
"(A) a swap dealer;
"(B) a major swap participant; or
"(C) a financial entity as described in section 2(h)(1 O)(A)(ii), and such counterparty is
eligible for and utilizing the commercial end user clearing exemption under section
2(h)(10).

CFTC-CREW-0053
 On page 653, line 5, strike "(7)" and insert "(8)".
On page 653, strike lines 7 through l O, and insert the following: "of paragraph (4)(A) or
paragraph (4)(B) requests that such".
On page 653, strike lines 15 through 24.
On page 766, strike line 22 and all that follows through page 767, line 10.
On page 772, line 3, insert", for its own account" after "business".
CFTC Staff: See comment above with respect to definition of "swap dealer" - same comment
reo definition of "security-based swap dealer" here
On page 772, strike line 15 and all that follows through page 773, line 2.
On page 795, line 8, strike "Section" and insert "section".
On page 800, beginning on line 19, strike "section" and insert "subsection".
On page 810, between lines 18 and 19, insert the following:
"(1) Existing Depository Institutions and Derivatives Clearing Organizations.-
"( 1) IN GENERAL.-A depository institution or derivative clearing organization registered
with the Commodity Futures Trading Commission under the Commodity Exchange Act (7
U.S.C. 1 et seq.) that is required to be registered as a clearing agency under this section is
deemed to be registered under this section to the extent that, before the date of enactment of
this subsection-
"(A) the depository institution cleared security-based swaps as a multilateral clearing
organization; or
"(B) the derivatives clearing organization cleared security-based swaps.
"(2) CONVERSION OF DEPOSITORY INSTITUTIONS.-A depository institution to which this
subsection applies may, by the vote ofthe shareholders owning not less than 51 percent ofthe
voting interests of the depository institution, be converted into a State corporation,
partnership, limited liability company, or similar legal form pursuant to a plan of conversion,
if the conversion is not in contravention of applicable State law.
On page 810, line 19, strike "(1)" and insert "(m)".
On page 836, lines 3 and 4, strike "to section 3C(a)(10)" and insert "to paragraph (9) or (10) of
section 3C(a)".
On page 836, line 18, strike "3C(a)" and insert "3C(a)(6)".
On page 837, lines 3 and 4, strike ", but are subject to the requirements of section 3C(a)(8)".
On page 856, between lines 7 and 8, insert the following:
"(C) CAPITAL.-In setting capital requirements for a person that is designated as a
security-based swap dealer or a major security-based swap participant for a single type
or single class or category of security-based swap or activities, the prudential regulator
and the Commission shall take into account the risks associated with other types of
security-based swaps or classes of security-based swaps or categories of security-based
swaps engaged in and the other activities conducted by that person that are not otherwise

CFTC-CREW-0054
 subject to regulation applicable to that person by virtue of the status of the person as a
security-based swap dealer or major security-based swap participant.
On page 856, line 8, strike "(C)" and insert "(D)".
On page 859, between lines 21 and 22, insert the following:
"(7) APPLICABILITY WITH RESPECT TO COUNTERPARTIEs.-Paragraph (4) shall not apply to
initial and variation margin for security-based swaps in which 1 ofthe counterparties is not-
"(A) a security-based swap dealer;
"(B) a major security-based swap participant; or
"(C) a financial entity as described in section 3C(a)(10)(A)(ii), and such counterparty
is eligible for and utilizing the commercial end user clearing exemption under section
3C(a)(10).
On page 859, line 22, strike "(7)" and insert "(8)".
On page 860, strike lines 6 through 18.

1. On page 502, line 11, strike cc swap data repository' ," and insert "security-based swap data
repository."
2. On page 506, line 17, strike "persons associated with" and insert "associated persons of'.
3. On page 507, line 10, strike "national" and insert "registered".
4. On page 508, line 8, strike "(a)(4)" and insert "(a)(7)".
5. On page 509, line 24, strike "(a)(4)" and insert "(a)(7)".
6. On page 512, lines 11 and 12 strike "commodity futures and options" and insert "contracts
of sale of commodities for future delivery and options on such contracts"
7. On page 528, lines 14 and 15, strike "or section 2(c)(2)(D)(i)".
8. On page 529, line 22, strike "or section 2(c)(2)(D)(i)".
9. On page 531, line 3: strike "or section 2(c)(2)(D)(i)".
10. On page 536, lines 1 and 2, strike "or section 2(c)(2)(D)(i)".
11. On page 536, line 11, strike "or section 2(c)(2)(D)(i)".
12. On page 538, lines 5 and 6, strike "or section 2(c)(2)(D)(i)".
13. On page 544, line 10, after "swap data repository" insert "registered under section 21".
14. On page 554, strike lines 3 through 5 and insert the following:
"(iv) BUSINESS STANDARDs.-Notwithstanding a written determination by
the Secretary pursuant to clause (i), any party to
15. On page 559, line 12, strike "2(a)(I)(D)) if the Commission determines" and insert
"2( a)( 1)(D) if the Commissions determine".
16. On page 560, line 18, strike "(6)" and insert "(5)".
17. On page 560, line 22, strike "(7)" and insert "(6)".
18. On page 561, line 1, strike "(8)" and insert "(7)".

CFTC-CREW-0055
19. Beginning on page 561, strike line 9 and all that follows through page 562, line 22, and
insert the following:
(8) Section 402 of the Legal Certainty for Bank Products Act of2000 (7 U.S.c. 27)
is amended-
(A) in subsection (a)(7), by striking "section la(20)" and inserting
"section la";
(B) in subsection (b)(2), by striking "section la(12)" and inserting
"section la"; and
(C) in subsection (c), by striking "section la(4)" and inserting "section
la" .
20. On page 565, strike "(other than" on line 15 and all that follows through "2(h)" on line 18
and insert "(other than subparagraphs (A), (B), (C), and (D) of subsection (a)(I),
subsections (c)(2)(A)(ii), (d), (e), (h), (i), and U), sections la,".
21. On page 565, line 22, strike "subsections (e)(2) and (f) of section 12" and insert
"subsections (e)(2), (f), and (h) of section 12".
22. On page 566, line 1, strike "and" and insert "or".
23. On page 566, line 20, strike "5bU)" and insert "5b(i)"
24. On page 575, line 23, insert "data" after "swap".
25. On page 576, line 7, insert "data" after "swap".
26. On page 576, line 25, insert "after the date of enactment of this clause but" after "into".
27. On page 577, line 17, strike "5h(±)" and insert "5h(e)".
28. On page 577, line 21, strike "a" and insert "to".
29. On page 577, line 24, strike "(9)" and insert "(10)".
3 O. On page 578, line 8, strike "from" and insert "for".
31. On page 582, lines 20 and 21, strike "required to be cleared by a derivatives clearing
organization" and insert "subject to the mandatory clearing requirement".
32. On page 582, line 23, after "financial entity" insert "that is not a swap dealer, major swap
participant, security-based swap dealer, or major security-based swap participant".
33. On page 583, lines 7 and 8, strike "required to be cleared by a derivatives clearing
organization" and insert "subject to the mandatory clearing requirement".
34. On page 583, line 10, strike "financial entity or".
35. On page 583, line 11, strike "financial entity or".
36. On page 583, line 18, strike the closing quotation mark and the final period.
37. On page 583, between lines 18 and 19, insert the following:
"(iii) REQUIRED REPORTING.-Ifthe exceptions described in paragraphs (9) and
(10) apply, the counterparties shall comply with any recordkeeping and transaction
reporting requirements that may be prescribed by the Commission with respect to
swaps subject to the requirements of this Act.".
38. Beginning on page 583, strike line 22 and all that follows through page 584, line 7, and
insert the following:
"U) Board Committee Approva1.-Exemptions from the requirements of subsection (h)(I)
to clear a swap and subsection (h)(8) to trade a swap through a board of trade or swap

CFTC-CREW-0056
 execution facility shall be available to a counterparty that is an issuer of securities that are
registered under section 12 of the Securities Exchange Act of 1934 (15 U.S.C. 781) or that
is required to file reports pursuant to section 15(d) of the Securities Exchange Act of 1934
(15 U.S.C. 780(d)) only ifan appropriate committee of the issuer's board or governing
body has reviewed and approved its decision to enter into swaps that are subject to such
........ exemptions.". ..
~Q.QiIpag¢$$~,lii1i:\4.~,stii~ef¢(11)(4.)(lF)~'ati9ii1seit¢f(lj)(1)~}
4Q.~i1p~g§?$q,lin~4.4,§tri~~"tlb)"~nqii1§~t"1;"t1J.)(~);'
41. On page 585, line 5, "paragraph (2)" and insert "subparagraph (B)".
42. On page 585, lines 10 and 11, strike "paragraph (1)" and insert "subparagraph (A)".
43. On page 585, line 23, strike "paragraph (2)" and insert "section 2(h)(8)(B) of the
Commodity Exchange Act".
44. On page 585, lines 23 and 24, strike "and there is no facility that makes the swap available
to trade,".
45. On page 586, line 3, strike "paragraph (1)" and insert "section 2(h)(8)(B) of the
Commodity Exchange Act".
46. On page 596, between lines 20 and 21, insert the following:
"(3) REQUIREMENTS.-A depository institution or clearing agency described in
paragraph (1) shall be subject to the requirements of this Act and the regulations
thereunder that are applicable to registered derivatives clearing organizations.
47. On page 611, line 1, insert "and default" after "operating".
48. On page 611, line 10, strike "other".
49. On page 641, line 8, strike "board of trade" and insert "designated contract market or swap
execution facility".
50. On page 644, strike lines 4 through 9 and insert the following:
"(4) RULEs.-The Commission shall promulgate rules under this section requiring
the registration of swap dealers and major swap participants.
CFTC Staff: We are concerned about this change. Why is CFTC no longer being given the
authority to prescribe rules applicable to non-bank swap dealers and non-bank major swap
participants, but rather is now limited registration rules? This could be read to limit CFTC
authority to adopt rules reo daily trading records, business conduct standards, and
documentation and back office standards.
51. On page 647, lines 4 and 5, strike "and the Securities and Exchange Commission".
52. On page 647, line 14, strike "and the Securities and Exchange Commission".
53. On page 651, lines 10 and 11, strike "and the Securities and Exchange Commission".
54. On page 653, strike lines 5 through 14 and insert the following:
"(7) REQUESTED MARGIN.-If any party to a swap, to which the margin
requirements of paragraph (4) do not apply pursuant to the provisions of paragraph
(8), requests that such swap be margined, then the margin requirements of
paragraph (4) shall apply with respect to the swap.
55. On page 653, strike lines 18 through 24 and insert the following: "of the counterparties-
i. "(A) is not a swap dealer, major swap participant,
or financial entity as described in section 2(h)(1 O)(A)(ii); and

CFTC-CREW-0057
 ii. "(B) is eligible for and utilizing the commercial
end user clearing exception under section 2(h)(10).
56. On page 654, lines 8 and 9, strike "(i) for which there is a prudential regulator,".
57. On page 654, strike lines 15 through 19.
58. On page 667, line 21, insert "foreign currency and retail" after "retail".
59. On page 671, line 16, strike "monitor" and insert "establish".
60. On page 672, line 17, strike "2(h)".
61. On page 672, lines 20 through 22, strike "of section 113(d) ofthe Wall Street Transparency
and Accountability Act of 20 10".
62. On page 678, line 25, strike "are designed to".
63. On page 679, line 4, strike "obligation" and insert "obligations".
64. On page 686, lines 17 through 20, strike "The board oftrade, in consultation or cooperation
with the Commission, shall adopt rules to provide for the exercise of emergency authority,"
and insert "The board of trade shall adopt rules to provide for the exercise of emergency
authority, in consultation or cooperation with the Commission,".
65. On page 694, line 17, before "swaps that" insert "swaps traded on or subject to the rules of
a designated contract market, swaps traded on or subject to the rules of a swap execution
facility, or".
66. On page 695, lines 2 and 3, strike "an swaps execution facility" and insert "a designated
contract market or a swap execution facility".
67. On page 695, line 4, strike "an swaps execution facility" and insert "a designated contract
market or a swap execution facility".
68. On page 696, line 12, strike "registered entities" and insert "a registered entity".
69. On page 697, lines 22 and 23, strike "regulated market" and insert "contract traded on a
registered entity".
70. On page 707, line 18, after "effective date" insert "of'.
71. On page 707, line 19, strike the closing quotation marks and the final period.
72. Beginning on page 723, strike line 10 and all that follows through page 724, line 25.
73. On page 725, line 1, strike "(c)" and insert "(a)".
74. On page 725, line 9, strike "(d)" and insert "(b)".
75. On page 728, line 13, strike "subtitle" and insert "Act".
76. On page 728, line 18, strike "subtitle" and insert "Act".
77. On page 731, line 6, strike "(e)" and insert "(c)".
78. On page 757, line 6, strike "2(c), 2(t), or 2(i)" and insert "section 2(c) or 2(t)".
79. On page 757, strike lines 12 through 21 and insert the following:
(i) Section 22(b)(I)(A) of the Commodity Exchange Act
(7 U.S.C. 25(b)(I)(A)) is amended by striking "section
2(h)(7) or sections 5 through 5c" and inserting "sections
5, 5b, 5c, 5h, or 21".
80. On page 794, line 19, strike "services" and insert "goods, services,".
81. On page 795, line 22, strike "which" and insert "solely because it".

CFTC-CREW-0058
82. Beginning on page 798, strike line 25 and all that follows through page 799, line 1, and
insert the following:
i. to any security-based swap that is subject to the
mandatory clearing requirement
83. On page 799, lines 12 and 13, strike "required to be cleared" and insert "subject to the
mandatory clearing requirement under this subsection".
84. On page 810, lines 7 and 8, strike "commodity futures and options on commodity futures
transactions" and insert "contracts of sale of a commodity for future delivery, options on
such contracts, commodity options, retail foreign currency and retail commodity
transactions, security futures products, leverage contracts,".
85. On page 813, line 5, strike "monitor" and insert "establish".
86. On page 815, line 22, strike "contracts of' and insert "contracts listed on or traded
through".
87. On page 817, line 21, insert "and disseminate" after "capture".
88. On page 817, line 23, insert "or through" after"on".
89. On page 820, line 25, strike "are designed to".
90. On page 616, line 12, insert "la (47)(A)(v) and section" after "section".
91. On page 620, line 12, insert "la (47)(A)(v) of the Commodity Exchange Act and section"
after "section".
92. On page 628, line 5, strike "core" and insert "duties and core".
93. On page 628, line 16, strike "core" and insert "duties and core".
94. On page 632, line 15, strike "core" and insert "duties and core".
95. On page 642, line 1, insert "la(47)(A)(v) and section" after "section".
96. On page 821, line 4, strike "obligation" and insert "obligations".
97. On page 825, line 2, strike the first "or".
98. On page 850, strike lines 7 through 13 and insert the following:
"(4) RULEs.-The Commission shall promulgate rules under this section requiring
the registration of security-based swap dealers and major security-based swap
participants.
99. On page 862, line 15, strike "CUSTOMER" and insert "COUNTERPARTY"; line 18, strike
"customer or"
100. On page 567, lines 7 and 8, strike ",subject to the requirements of section 5(b)"
and insert ",subject to the requirements of section 5b"
CFTC Staff: As we have previously commented, we believe that the phrase ", subject to the
requirements of section 5(b)" should be stricken, rather than change "5(b)" to "5b." This
could provide a means for DCOs and clearing agencies to avoid the open access provision
in the legislation. This comment applies to the same phrase in the parallel provision in the
securities subtitle, too. 101. On page 566, line 23 after "swaps" insert "but not
futures,"
102. On page 567, line 4 after "swap" insert "but not futures,"
103. On page 674, lines 14 and 15, strike "that is a trading facility"

CFTC-CREW-0059
104. On page 691, lines 11 and 12, strike "promote the objectives" and inert "permit
consideration of the views"
105. On page 707, between lines 19 and 20, insert the following:
1. "(6) RULES, REGULATIONS, AND
ORDERS.-Notwithstanding any other provision of law, including any
authority granted pursuant to this title or the Restoring American Financial
Stability Act of2010, the Commission, the Securities and Exchange
Commission, or the appropriate Federal banking agencies shall not issue
any rule, regulation, or order that would void, terminate, or require the
renegotiation, modification, or amendment of any contract or transaction
(including any related credit support arrangement) entered into before the
date of enactment of the Wall Street Transparency and Accountability Act
of2010.
106. On page 893, lines 16 through 20, strike "This subsection shall not be construed to
limit the jurisdiction of the Commission under any provision of this title, as in effect prior
to the date of enactment ofthe Wall Street Transparency and Accountability Act of 2010.".

CFTC-CREW-0060