[Federal Register Volume 61, Number 43 (Monday, March 4, 1996)]
[Notices]
[Pages 8313-8315]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 96-4884]



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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-36888; File No. SR-Amex-96-07]


Self-Regulatory Organizations; Notice of Filing and Immediate 
Effectiveness of Proposed Rule Change by the American Stock Exchange, 
Inc. Relating to Minor Corrections to the Exchange's Company Guide

February 26, 1996.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ notice is hereby given that on February 5, 1996, the 
American Stock Exchange, Inc. (``Amex'' or ``Exchange'') filed with the 
Securities and Exchange Commission (``SEC'' or ``Commission'') the 
proposed rule change as described in Items I and II below, which Items 
have been prepared by the self-regulatory organization. On February 15, 
and February 26, 1996, the Exchange submitted Amendments No. 1 and 2 to 
the proposed rule change to the Commission.\2\ The Commission is 

[[Page 8314]]
publishing this notice to solicit comments on the proposed rule change 
from interested persons.

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ Amendment No. 1 corrected the proposed renumbering of 
existing Item 6 of Section 212 of the Company Guide and redesignated 
the proposed rule change as a ``noncontroversial'' filing under 
Section 19(b)(3)(A) and Rule 19b-4(e)(6)(iii) thereunder. See Letter 
dated February 15, 1996, from Claudia Crowley, Special Counsel, 
Amex, to Glen Barrentine, Senior Counsel/Team Leader, SEC. Amendment 
No. 2 further amends Section 212 by moving from Item 3(b) to Item 1 
the requirement that applicants for listing indicate the number of 
shares outstanding of any class of stock that is not being listed, 
the quantity of shares reserved for future issuance, and the purpose 
for which such shares have been reserved. See Letter dated February 
26, 1996, from Claudia Crowley, Special Counsel, Amex, to Glen 
Barrentine, Senior Counsel/Team Leader, SEC.
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I. Self-Regulatory Organization's Statement of the Terms of 
Substance of the Proposed Rule Change

    The Exchange is proposing to make several minor corrections to its 
Company Guide. The text of the proposed rule change is available at the 
Office of the Secretary, the Amex, and at the Commission.

II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, the self-regulatory organization 
included statements concerning the purpose of and basis for the 
proposed rule change and discussed any comments it received on the 
proposed rule change. The text of these statements may be examined at 
the places specified in Item IV below. The self-regulatory organization 
has prepared summaries, set forth in Sections A, B, and C below, of the 
most significant aspects of such statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange is proposing to make several minor corrections to its 
Company Guide. First, Section 108 is being amended to delete its 
prohibition against listing voting trust certificates. With the 
adoption of the uniform voting rights policy on December 19, 1994, 
which eliminated the Exchange's prohibition against listing non-voting 
stock, the Exchange believes that it is no longer appropriate to retain 
this restriction as to voting trust certificates because such 
certificates may be eligible for listing if the issuer is otherwise in 
conformance with the policy. Due to an oversight, Section 108 was not 
amended at the time Section 122 was amended to adopt the uniform voting 
rights policy.\3\

    \3\ The Commission notes that the Amex would have to apply its 
voting rights policy in Section 122 to voting trusts.
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    Second, Section 140 of the Company Guide is being amended to delete 
the reference to ``long-term'' warrants. All warrants listed on the 
Exchange are subject to the same fee schedule, and the inadvertent 
inclusion of the phrase ``long-term'' is confusing to issuers.
    Third, Section 212 of the Company Guide is being corrected to 
delete several superfluous items. The Exchange no longer requires that 
the information referenced in Items 3(a), 4 and 5 be included in a 
listing application because such information is contained in other 
documents submitted by listing applicants in connection with the 
application. The requirement that this information be reiterated on the 
listing application is unduly confusing to listing applicants. 
Additionally, the requirement in Item 6 that the applicant's corporate 
seal be affixed to the certificate submitted in connection with the 
application is being deleted because the use of a corporate seal is not 
necessary to authenticate the officer's signature on the certificate, 
and some companies no longer have corporate seals.
    Finally, as a result of the above deletions to Section 212, two 
additional changes are being made. First, the requirement that 
applicants for listing indicate the number of shares outstanding of any 
class of stock that is not being listed, the quantity of shares 
reserved for future issuance, and the purpose for which such shares 
have been reserved is being moved from Item 3(b) to Item 1. Second, 
Item 6 is being renumbered as Item 3.
2. Statutory Basis
    The proposed rule change is consistent with Section 6(b) of the Act 
\4\ in general and furthers the objectives of Section 6(b)(5) \5\ in 
particular in that it is designed to foster cooperation and 
coordination with persons engaged in regulating and processing 
information with respect to transactions in securities.

    \4\ 15 U.S.C. 78f(b).
    \5\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The proposed rule change does not impose any burden on competition 
that is not necessary or appropriate in furtherance of the purposes of 
the Act.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    The Exchange has neither solicited nor received written comments on 
the proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing 
for Commission Action

    Because the foregoing proposed rule change: (1) Does not 
significantly affect the protection of investors or the public 
interest; (2) does not impose any significant burden on competition; 
and (3) the Exchange provided the Commission with written notice of its 
intent to file the proposed rule change at least five business days 
prior to the filing date, it has become effective pursuant to Section 
19(b)(3)(A) of the Act \6\ and Rule 19b-4(e)(6) thereunder.\7\

    \6\ 15 U.S.C. 78s(b)(3)(A).
    \7\ 17 CFR 240.19b-4(e)(6).
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    A proposed rule change filed under Rule 19b-4(e)\8\ does not become 
operative prior to thirty days after the date of filing or such shorter 
time as the Commission may designate if such action is consistent with 
the protection of investors and the public interest. In order for the 
Exchange to include the proposed rule changes in its pending printing 
of the Company Guide, the Amex has requested that the Commission 
accelerate the implementation of the proposed rule change so that it 
may take effect prior to the thirty days specified under Rule 19b-
4(e)(iii).\9\ The Commission finds that the proposed rule change is 
consistent with the protection of investors and the public interest and 
therefore has determined to make the proposed rule change operative as 
of the date of this order.

    \8\ 17 CFR 240.19b-4(e).
    \9\ 17 CFR 240.19b-4(e)(6)(iii).
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[[Page 8315]]

    At any time within 60 days of the filing of the proposed rule 
change, the Commission may summarily abrogate such rule change if it 
appears to the Commission that such action is necessary or appropriate 
in the public interest, for the protection of investors, or otherwise 
in furtherance of the purposes of the Act.

IV. Solicitation of Comments

    Intersted persons are invited to submit written data, views, and 
arguments concerning the foregoing. Persons making written submissions 
should file six opies thereof with the Secretary, Securities and 
Exchange Commission, 450 Fifth Street, N.W., Washington, D.C. 20549. 
Copies of the submission, all subsequent amendments, all written 
statements with respect to the proposed rule change that are filed with 
the Commission, and all written communications relating to the proposed 
rule change between the Commission and any person, other than those 
that may be withheld from the public in accordance with the provisions 
of 5 U.S.C. Sec. 552, will be available for inspection and copying at 
the Commission's Public Reference Section, 450 Fifth Street, N.W., 
Washington, D.C. 20549. Also, copies of such filing will be available 
for inspection and copying at the principal office of the Amex. All 
submissions should refer to File No. SR-Amex-96-07 and should be 
submitted by March 25, 1996.

    For the Commission, by the Division of Market Regulation, 
pursuant to delegated authority.\10\

    \10\ 17 CFR 200.30-3(a)(12).
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Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 96-4884 Filed 3-1-96; 8:45 am]
BILLING CODE 8010-01-M