[Federal Register Volume 60, Number 25 (Tuesday, February 7, 1995)]
[Notices]
[Pages 7262-7263]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 95-2974]



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SECURITIES AND EXCHANGE COMMISSION

Issuer Delisting; Notice of Application To Withdraw From Listing 
and Registration; (Three-Five Systems, Inc., Common Stock, $0.01 Par 
Value) File No. 1-4373

February 1, 1995.
    Three-Five Systems, Inc. (``Company'') has filed an application 
with the Securities and Exchange Commission (``Commission''), pursuant 
to Section 12(d) of the Securities Exchange Act of 1934 (``Act'') and 
Rule [[Page 7263]] 12d2-2(d) promulgated thereunder, to withdraw the 
above specified security (``Security) from listing and registration on 
the American Stock Exchange, Inc. (``Amex'').
    The reasons alleged in the application for withdrawing the Security 
from listing and registration include the following:
    According to the Company, in addition to being listed on the Amex, 
the Security is listed on the New York Stock Exchange, Inc. (``NYSE''). 
The Security commenced trading on the NYSE at the opening of business 
on December 29, 1994 and concurrently therewith the Security was 
suspended from trading on the Amex.
    According to the Company, the Board of Directors has determined 
that it does not find any particular advantage in the dual trading of 
the Security and believes that dual listing would fragment the market 
for the Security and result in a potentially negative effect upon 
investors. In making the decision to withdraw the Security from listing 
on the Amex, the Company also considered the direct and indirect costs 
and expenses attendant in maintaining the dual listing of its Security 
on the NYSE and the Amex. These costs include: (1) Listing and 
maintenance fees charged by each exchange for shares of the Security 
currently listed and shares that may be issued by the Company in the 
future, (ii) legal and other expenses that would arise as a result of 
duplication of filing documents with both the NYSE and the Amex 
whenever the Company makes any filing with the Commission, and (iii) 
other expenses relating to duplication of recordkeeping and reporting 
requirements that would arise from dual listing. The Board of Directors 
has determined that, in light of its finding that there is no 
particular advantage in dual trading of the Security, the expenses 
associated with dual listing would be excessive.
    Any interested person may, on or before February 23, 1995, submit 
by letter to the Secretary of the Securities and Exchange Commission, 
450 Fifth Street, N.W., Washington, D.C. 20549, facts bearing upon 
whether the application has been made in accordance with the rules of 
the Amex and what terms, if any, should be imposed by the Commission 
for the protection of investors. The Commission, based on the 
information submitted to it, will issue an order granting the 
application after the date mentioned above, unless the Commission 
determines to order a hearing on the matter.

    For the Commission, by the Division of Market Regulation, 
pursuant to delegated authority.
Jonathan G. Katz,
Secretary.
[FR Doc. 95-2974 Filed 2-6-95; 8:45 am]
BILLING CODE 8010-01-M