November 19, 2018

Brent Fields
Secretary
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549

Re: Reopening of Comment Periods for Capital, Margin, and Segregation Requirements for Security-Based Swap Dealers and Major Security-Based Swap Participants and Capital Requirements for Broker-Dealers (Release No. 34-84409; File No. S7-08-12)

Dear Mr. Fields:
The Securities Industry and Financial Markets Association (“SIFMA”) appreciates this opportunity to provide the Securities and Exchange Commission (the “Commission” or “SEC”) with comments in response to the above-captioned release (the “October 2018 Release”) re-opening the comment period for the Commission’s 2012 proposal (the “2012 Proposal”) relating to capital, margin, and segregation requirements for security-based swap (“SBS”) dealers (“SBSDs”) and major SBS participants (“MSBSPs”) and capital requirements for broker-dealers (“BDs”), its 2013 proposal (the “2013 Proposal”) relating to the cross-border application of those requirements, and its 2014 supplement to the 2012 Proposal (the “2014 Proposal” and, together with the 2012 Proposal and the 2013 Proposal, the “Proposed Rules”).

We strongly support the Commission’s decision to seek additional feedback on the Proposed Rules. Since the Commission released the 2012 Proposal, regulatory reform of the over-the-counter (“OTC”) derivatives markets—in particular the global implementation of margin requirements for non-cleared derivatives—has led to significant changes in the SBS markets. As described in greater detail below, these changes would exacerbate the extent to which the Proposed Rules would, if left un-modified, impose undue costs and burdens on the competitive position of SBSDs that do not have a Prudential Regulator5 (“nonbank SBSDs”) who are U.S. domiciled versus bank SBSDs and foreign SBSDs.

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