[Federal Register Volume 63, Number 207 (Tuesday, October 27, 1998)]
[Notices]
[Pages 57335-57339]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 98-28642]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-40569; File No. SR-Amex-97-33]


Self-Regulatory Organizations; American Stock Exchange, Inc.; 
Order Granting Approval to Proposed Rule Change and Amendment No. 1 
Thereto and Notice of Filing and Order Granting Accelerated Approval to 
Amendment Nos. 2, 3, and 4 to the Proposed Rule Change Relating to 
Listing and Trading Options on the Pauze Tombstone Common Stock 
IndexSM

October 19, 1998.

I. Introduction

    On October 8, 1997, the American Stock Exchange, Inc. (``Amex'' or 
``Exchange'') submitted to the Securities and Exchange Commission 
(``SEC'' or ``Commission''), pursuant to Section 19(b)(1) of the 
Securities Exchange Act of 1934 (``Act'') \1\ and Rule 19b-4 
thereunder,\2\ a proposed rule change to authorize Options on the Pauze 
Tombstone Common Stock Index.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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    The proposed rule change, including Amendment No. 1, was published 
for comment in the Federal Register on December 12, 1997.\3\ No 
comments were received on the proposal. On May 29, August 19, and 
August 25, 1998, respectively, the Exchange submitted Amendment Nos. 
2,\4\, 3,\5\ and 4 \6\ to the proposed rule change. This order approves 
the proposal and grants accelerated approval to Amendment Nos. 2, 3, 
and 4.
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    \3\ Securities Exchange Act Release No. 39407 (Dec. 5, 1997), 62 
FR 65463.
    \4\ See Letter from Scott G. Van Hatten, Legal Counsel, 
Derivatives Legal Department, Amex, to David Sieradzki, Attorney, 
Division of Market Regulation (``Division''), SEC dated May 26, 1998 
(``Amendment No. 2'').
    \5\ See Letter from Scott G. Van Hatten, Legal Counsel, 
Derivatives Legal Department, Amex, to David Sieradzki, Attorney, 
Division, SEC dated August 18, 1998 (``Amendment No. 3'').
    \6\ See Letter from Scott G. Van Hatten, Legal Counsel, 
Derivatives Legal Department, Amex, to David Sieradzki, Attorney, 
Division, SEC dated August 24, 1998 (``Amendment No. 4'').
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II. Description of the Proposal

A. General

    Amex proposes to trade standardized options on the Pauze Tombstone 
Common Stock Index (``Index''), a cash-settled narrow based index 
developed by Pauze Swanson Capital Management Co.TM 
(``Pauze''). The Index is composed of the stocks of ten companies 
involved in the death care services or products industry. In addition, 
the Amex proposes to amend Rule 902C to include the Pauze Tombstone 
Common Stock Index in the disclaimer provisions of that rule.\7\
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    \7\ Amex Rule 902 will be amended to add subsection (h) which 
will provide, among other things, that Pauze Swanson Capital 
Management Co. does not guarantee the accuracy or completeness of 
the Index or any data included therein, nor does Pauze Swanson 
Capital Management Co. make any warranty, either express or implied, 
as to the results to be obtained by any person or entity from the 
use of the Index or any data included therein.
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B. Composition of the Index

    The Index is composed of the stocks of ten companies involved in 
providing death care services or products consisting of funeral 
services, cemetery services, and funeral and cemetery support goods and 
services. The Index also currently serves as the basis for an index 
mutual fund being offered by Pauze, which has been registered with the 
Commission as an investment adviser since 1993. Pauze's president, 
Philip C. Pauze, has specialized in providing investment management for 
the assets of pre-need funeral accounts and cemetery endowment care 
funds since 1985, and is financial consultant to several state- and 
nation-wide funeral trusts and funeral directors associations' 
retirement plans.
    The Exchange will use a modified market capitalization methodology 
to calculate the value of the Index.\8\ The Index was initialized at a 
level of 100 at the close of trading on its base date of December 31, 
1985.\9\
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    \8\ See infra section II. D. entitled ``Index Calculation'' for 
a description of this calculation method.
    \9\ The Index's value at the close of trading on August 19, 1997 
was 523.04.
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C. Eligibility Standards for Index Components

    Pauze, as developer of the Index, is responsible for selecting and 
maintaining the list of companies to be included in the Index. Only 
stocks of companies which derive at least fifteen percent of their 
revenues from the provision of goods and/or services to the death care 
sector of the economy are eligible to be included. The Index conforms 
with the criteria of Exchange

[[Page 57336]]

Rule 901C for including stocks in an index on which standardized 
options trade. In addition, all of the component securities currently 
meet the following standards: (1) each component has a market 
capitalization of at least $100 million; (2) the total market 
capitalization of the Index is greater than $17 billion; (3) more than 
95% of the weight of the Index is accounted for by securities each 
having an average monthly trading volume of greater than 1,000,000 
shares over the six months preceding the date of this filing; (4) 
foreign country securities or American Depositary Receipts thereon are 
not currently represented in the Index; (5) all component stocks are 
either listed on the New York Stock Exchange (``NYSE''), Amex, or 
traded through the facilities of the National Association of Securities 
Dealers Automated Quotation System (``Nasdaq'') and are reported 
National Market System securities; and (6) over 95% of the numerical 
value of the Index is accounted for by securities that meet the current 
criteria for standardized options trading set forth in Exchange Rule 
915.\10\
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    \10\ Initial eligibility criteria include: (1) the security must 
have a minimum of 7,000,000 shares held by persons other than those 
required to report their security holdings under Section 16(a) of 
the Act; (2) there must be at least 2,000 holders of the security; 
(3) the security must have a trading volume of at least 2,400,000 
shares over the preceding twelve months; (4) the security must have 
had a share price of at least 7\1/2\ for the majority of business 
days for the last three calendar months preceding the date of 
selection, and (5) the issuer is in compliance with any applicable 
requirements of the Act.
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    While the shares of the Service Corp. International constitute 
58.10% of the overall Index value, the Exchange believes that the price 
of Service Corp. stock is not readily susceptible to manipulation 
because the company enjoys a sizable market capitalization of more than 
10.89 billion dollars, has over 255 million shares outstanding, and has 
experienced an average monthly trading volume of almost 12 million 
shares in the six months preceding the date of this order. Furthermore, 
its contribution to the value of the Index will diminish as the stocks 
of more companies are added. The Exchange anticipates that several more 
companies will qualify for addition to the Index within the next few 
months. No other component security in the Index currently accounts for 
more than 13.55% of the value of the Index.
    The Exchange believes the potential for manipulation of the Index 
is minimized and, in particular, the lesser-traded component stocks 
should properly be included in the Index for the following reasons: (1) 
the representation of these stocks in relation to the overall Index 
value (an aggregate of 4.76% of the weight of the Index) is small, and 
(2) over 95% of the value of the Index is accounted for by stocks which 
comply with the listing criteria for standardized options trading set 
forth in Rule 915 and have an average marker capitalization of 3.12 
billion dollars, an average of 91 million shares outstanding, and a 
six-month average monthly trading volume of 5.14 million shares.

D. Index Calculation

    The Index will be calculated by the Amex using a modified market 
capitalization methodology. The value of the Index is determined by 
multiplying the price of each stock times the number of its shares 
outstanding times the percentage of the company's revenues derived from 
the death care industry.\11\ adding those products and dividing by a 
divisor. Currently, in the case of Hillenbrand Industries and American 
Annuity Group, only 46% and 15%, respectively, of their total market 
capitalization are valued in the Index since those proportions of the 
companies' revenues are derived from business in the death care 
industry. The Exchange represents that the percentage of a components' 
business that comes from the death care industry will be determined by 
David D. Jones, in consultation with the Exchange, using the 
components' financial statements filed with the Commission.\12\ The 
divisor was initially determined to yield a benchmark Index value of 
100 at the close of trading on its base date of December 31, 1985.\13\
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    \11\ See Amendment No. 3, supra note 5.
    \12\ See Amendment No. 4, supra note 6. The Commission notes 
that David D. Jones and the Exchange reserve the right to consult 
additional information sources, such as independent commercial 
financial information vendors in making their determinations. Id.
    \13\ The Index's value at the close of trading on August 91, 
1997 was 523.04.
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    Similar to other stock index values published by the Exchange, the 
value of the Index will be calculated continuously and disseminated 
every 15 seconds over the Consolidated Tape Association's Network B and 
to the Options Price Reporting Authority (``OPRA'')

E. Index Maintenance

    The Index will be maintained by the Amex in consultation with David 
D. Jones.\14\ If necessary in order to maintain continuity of the 
Index, its divisor may be adjusted to reflect certain events relating 
to the component stocks. These events include, but are not limited to, 
stock distributions, stock splits, reverse stock splits, spin-offs, 
certain rights issuance, recapitalizations, reorganizations, and 
mergers and acquisitions.
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    \14\ See Amendment No. 2, supra note 4.
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    The Exchange will maintain the Index so that (1) the Index is 
comprised of no less than 9 component securities; (2) each of the 
component securities constituting the top 90% of the Index by weight, 
will have a minimum market capitalization of $75 million and each of 
the component stocks constituting the bottom 10% of the Index, by 
weight, may have a minimum market capitalization of $50 million; (3) 
90% of the Index's numerical index value and at least 70% of the total 
number of component securities will meet the then current criteria for 
standardized option trading set forth in Amex Rule 915, (4) foreign 
country securities or ADRs thereon that are not subject to 
comprehensive surveillance agreements will not in the aggregate 
represent more than 20% of the weight of the Index; (5) all component 
securities will either be listed on Amex, the NYSE, or Nasdaq/NMS 
listed; and (6) 90% of the component securities shall have a monthly 
trading volume of at least 500,000 shares and the component securities 
constituting the bottom 10% of the Index, by weight, shall have a 
minimum average monthly trading volume of at least 100,000 shares.
    The Exchange shall not open for trading any additional option 
series should the Index fail to satisfy any of the maintenance criteria 
set forth above unless such failure is determined by the Exchange not 
to be significant and the Commission concurs in that determination.

F. Expiration and Settlement

    The exercise settlement value for all of the Index's expiring 
options will be calculated based upon the primary exchange regular way 
opening sale prices for the component stocks. In the case of securities 
traded through the Nasdaq system, the first reported regular way sale 
price will be used. If any component stock does not open for trading on 
its primary market on the last trading day before expiration, then the 
prior day's last sale price will be used in the calculation.\15\
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    \15\ The Commission notes that pursuant to Article XVII, Section 
4 of the Options Clearing Corporation's (``OCC'') by-laws, OCC is 
empowered to fix an exercise settlement amount in the event it 
determines a current index value is unreported or otherwise 
unavailable. Further, OCC has the authority to fix an exercise 
settlement amount whenever the primary market for the securities 
representing a substantial part of the value of an underlying index 
is not open for trading at the time when the current index value 
(i.e., the value used for exercise settlement purposes) ordinarily 
would be determined. See Securities Exchange Act Release No. 37315 
(June 17, 1996), 61 FR 42671 (order approving SR-OCC-95-19).

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[[Page 57337]]

G. Contract Specifications

    The proposed options on the Index will be European style,\16\ and 
cash settled. Standard option trading hours (9:30 a.m. to 4:02 p.m. New 
York Time) will apply. The options on the Index will expire on the 
Saturday following the third Friday of the expiration month. The last 
trading day in an expiring option series will normally be the second to 
last business day preceding the Saturday following the third Friday of 
the expiration month (normally a Thursday). The Exchange plans to list 
option series with expirations in the three near-term calendar months 
and in the two additional calendar months in the March cycle. In 
addition, longer term option series having up to thirty-six months to 
expiration may be traded. Trading in expiring options will cease at the 
close of trading on the last trading day. The Exchange proposes to list 
near-the-money (i.e., within ten points above or below the current 
Index value) option series on the Index at 2\1/2\ point strike 
(exercise) price intervals when the value of the Index is below 200 
points.
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    \16\ A European-style option can be exercised only during a 
specified period before the option expires.
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H. Position and Exercise Limits, Margin Requirements and Trading Halts

    The Index is deemed to be a Stock Index Option under Rule 901C(a) 
and a Stock Index Industry Group under Rule 900C(b)(1). Amex Rules 900C 
through 980C will apply to the trading of option contracts based on the 
Index. These Rules cover issues such as surveillance, exercise prices, 
exercise limits, and trading halt procedures \17\ that are applicable 
to trading of narrow-based index options. In addition, the Exchange has 
set a position limit of 6,000 contracts on the same side of the market 
with respect to options on this Index.
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    \17\ Pursuant to Amex rule 918C, the trading of options on the 
Index will be halted or suspended whenever trading in underlying 
securities whose weighted value represents more than 20% of the 
Index's value are halted or suspended.
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I. Listing of Long-Term Options on the Full or Reduced Value of the 
Index

    The proposal provides that the Exchange may list longer term 
options series having up to thirty-six months to expiration on the full 
value of the Index. Instead of such long-term options on a full value 
level, the Exchange may list long-term, reduced value put and call 
options based on one-tenth (\1/10\) of the Index's full value. The 
interval between expirations months for either a full value or reduced 
value long-term option will not be less than six months. The trading of 
any long-term options would be subject to the same rules that govern 
the trading of all the Exchange's index options, including sales 
practice rules, margin requirements and floor trading procedures, and 
all options will have European style exercise.

J. Surveillance

    Surveillance procedures currently used to monitor trading in each 
of the Exchange's other index options will also be used to monitor 
trading options on the Index. These procedures include complete access 
to trading activity in the underlying securities. Further, the 
Intermarket Surveillance Group (``ISG'') Agreement, dated July 14, 
1983, as amended on January 29, 1990, will be applicable to the trading 
of options on the Index.\18\
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    \18\ ISG was formed on July 14, 1983 to, among other things, 
coordinate more effectively surveillance and investigative 
information sharing arrangements in the stock and options markets. 
See Intermarket Surveillance Group Agreement, July 14, 1983. The 
most recent amendment to the ISG Agreement, which incorporates the 
original agreement and all amendments made thereafter, was signed by 
ISG members on January 29, 1990. See Second Amendment to the 
Intermarket Surveillance Group Agreement, January 29, 1990. The 
members of the ISG are: the Amex; the Boston Stock Exchange, Inc.; 
the Chicago Board Options Exchange, Inc; the Chicago Stock Exchange, 
Inc.; the National Association of Securities Dealers, Inc.; the 
NYSE; the Pacific Stock Exchange, Inc; and the Philadelphia Stock 
Exchange, Inc. Because of potential opportunities for trading abuses 
involving stock index futures, stock options, and the underlying 
stock, and the need for greater sharing of surveillance information 
for these potential intermarket trading abuses, the major stock 
index futures exchanges (e.g., the Chicago Mercantile Exchange and 
the Chicago Board of Trade) joined the ISG as affiliate members in 
1990.
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    Pauze will not be directly involved with the on-going maintenance 
of the Index. The Index will be maintained by the Exchange, in 
consultation with David D. Jones. Mr. Jones, a former employee of Pauze 
was active in the development of the Index. Mr. Jones, who is not a 
broker-dealer, will be entering into a consulting arrangement with 
Pauze to work with the Exchange to maintain the Index. Mr. Jones and 
Pauze will adopt procedures to prevent non-public information relating 
to the Index from being discussed with anyone from Pauze before such 
information has been made public through the distribution of an 
Information circular by the Exchange.\19\
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    \19\ See Amendment No. 2, supra note 4. In addition, Mr. Jones 
represents that he will not enter into any transactions in any 
securities that will be added or deleted from the Index or any 
related derivative securities until information regarding those 
component securities has been made publicly available. Finally, Mr. 
Jones has represented that he will not engage in transactions 
involving the Index, including transactions in options contracts 
overlying the Index and its individual components. See Letter from 
Scott G. Van Hatten, Legal Counsel, Derivatives Legal Department, 
Amex, to David Sieradzki, Attorney, Division, SEC dated August 18, 
1998.
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III. Discussion

    The Commission finds that the proposed rule change is consistent 
with the requirements of the Act and the rules and regulations 
thereunder applicable to a national securities exchange,\20\ and, in 
particular, with the requirements of Section 6(b)(5).\21\ Specifically, 
the Commission finds that the trading of options on the Index, 
including full-value and reduced value index options, will serve to 
promote the public interest and help to remove impediments to a free 
and open securities market by providing investors with an additional 
means to hedge exposure to market risk associated with stocks in the 
death care industry.\22\
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    \20\ In approving this rule, the Commission has considered the 
proposed rule's impact on efficiency, competition, and capital 
formation. 15 U.S.C. 78c(f).
    \21\ 15 U.S.C. 78f(b)(5).
    \22\ Pursuant to Section 6(b)(5) of the Act, the Commission must 
predicate approval of any new option proposal upon a finding that 
the introduction of such new derivative instrument is in the public 
interest. Such a finding would be difficult for a derivative 
instrument that served no hedging or other economic function, 
because any benefits that might be derived by market participants 
likely would be outweighed by the potential for manipulation, 
diminished public confidence in the integrity of the markets, and 
other valid regulatory concerns. In this regard, the trading of 
listed options on the Index will provide investors with a hedging 
vehicle that should reflect the overall movement of the stocks 
representing companies in the death care sector in the U.S. stock 
markets.
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    The trading of options on the Index and reduced-value Index, 
however, raises several issues relating to index design, customer 
protection, surveillance, and market impact. The Commission believes, 
for the reasons discussed below, that the Amex adequately has addressed 
these issues.

A. Index Design and Structure

    The Commission believes it is appropriate for the Exchange to 
designate the Index as narrow-based for purposes of index options 
trading. The Index is comprised of a limited number of stocks intended 
to track discrete industry groups of the death care sector of the stock 
market. Accordingly, the Commission believes it is appropriate for the 
Amex to apply its rules governing narrow-based index options

[[Page 57338]]

to trading in the proposed Index options.\23\
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    \23\See supra Section II.H entitled ``Position and Exercise 
Limits, Margin Requirements, and Trading Halts.''
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    The Commission also believes that the liquid markets, large 
capitalizations, and relative weightings of the stocks comprising a 
majority of the weight of the Index significantly minimizes the 
potential for manipulation of the Index. First, stocks accounting for 
more than 90% of the weight of the index and actively traded. Average 
monthly trading volume in the aforementioned top weighted component 
stocks of the Index for the period between February 14, 1998 and July 
14, 1998 ranged from 1.2 million to 11.96 million shares. Second, the 
market capitalizations of those stocks are large, ranging from $10.89 
billion to $474 million. Third, the Index will be maintained so that in 
addition to the other maintenance criteria discussed above in Section 
II. E, at each rebalancing, at least 90% of the Index's numerical value 
and at least 70% of the total number of component securities will be 
composed of securities eligible for standardized options trading. 
Fourth, Pauze and the Amex will be required to ensure that each 
component of the Index is subject to last sale reporting requirements 
in the U.S. pursuant to Rule 11Aa3-1 of the Act. Fifth, the Commission 
believes that it is appropriate for the Exchange to use a ``modified 
market capitalization'' methodology to maintain the Index. Use of this 
method will reduce the weight in the Index of securities that do not 
derive all of their revenues from the death care sector. The Commission 
observes, however, that reducing the weighting of such components will 
not cause the Index to better reflect the death care sector. Although, 
the weighting of those components with non-death care business will be 
reduced, the Index will continue to reflect the impact of the 
components' revenue from other lines of business unrelated to the death 
care sector. Finally, the Commission believes that Amex's existing 
mechanisms to monitor trading activity in the component stocks of the 
Index, or options on those stocks or the Index, will help deter as well 
as detect any illegal activity.

B. Customer Protection

    The Commission believes that a regulatory system designed to 
protect public customers must be in place before the trading of 
sophisticated financial instruments, such as options on the Index, can 
commence on a national securities exchange. The Commission notes that 
the trading of standardized exchange-traded options occurs in an 
environment that is designed to ensure, among other things, that: (1) 
the special risks of options are disclosed to public customers; (2) 
only investors capable of evaluating and bearing the risks of options 
trading are engaged in such trading; and (3) special compliance 
procedures are applicable to options accounts. Accordingly, because 
options on the Index will be subject to the same regulatory regime as 
the other standardized options currently traded on the Amex, the 
Commission believes that adequate safeguards are in place to ensure the 
protection of investors in options on the Index. Finally, the Amex has 
stated that it will distribute information circulars to members 
following rebalancing and prior to component changes to notify members 
of changes in the composition of the Index. The Commission believes 
this should help to protect investors and avoid investor confusion.

C. Surveillance

    The Commission believes that a surveillance sharing agreement 
between an exchange proposing to list a stock index derivative product 
and the exchange(s) trading the stocks underlying the derivative 
product is an important measure for surveillance of the derivative and 
underlying securities markets. Such agreements ensure the availability 
of information necessary to detect and deter potential manipulations 
and other trading abuses, thereby making the stock index product less 
readily susceptible to manipulation.\24\ In this regard, markets on 
which the components of the Index currently trade and the markets on 
which all component stocks trade are members of the ISG, which provides 
for the exchange of all necessary surveillance information.\25\
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    \24\ See Securities Exchange Act Release No. 31243 (September 
28, 1992), 57 FR 45849 (October 5, 1992).
    \25\ See supra note 18.
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    The Commission notes that Pauze will not be directly involved with 
the on-going maintenance of the Index. The Index will be maintained by 
Amex in conjunction with David D. Jones. Mr. Jones, participated in the 
development of the Index and is not a broker-dealer. The Exchange has 
represented that the consulting agreement between Pauze and Mr. Jones 
will state that Mr. Jones will not divulge or discuss information 
regarding additions or deletions from the Index with anyone at Pauze 
until after that information has become public through the distribution 
of an Information Circular by the Exchange.\26\ In addition, the 
Exchange represents that Mr. Jones agrees not to enter into any 
transactions in any securities (or related derivative securities) that 
will be added or deleted from the Index until after that information 
has become public through the distribution of an Information Circular 
by the Exchange.\27\
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    \26\ See letter from Claire P. McGrath, Vice President and 
Special Counsel, Derivative Securities, Amex, to Michael Walinskas, 
Deputy Associate Director, Division, SEC dated May 26, 1997.
    \27\ Id.
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D. Market Impact

    The Commission believes that the listing and trading of options on 
the Index, including long-term full-value and reduced-value Index 
options, on the Amex will not adversely impact the underlying 
securities markets.\28\ First, as noted above, most of the stocks 
contained in the Index have relatively large capitalizations and are 
relatively actively traded. Second, because the weighting of Service 
Corp. International is large, the Exchange has set a 6,000 contract 
position limit to minimize potential manipulation and market impact 
concerns. Third, the risk to investors of contraparty non-performance 
will be minimized because the options on the Index will be issued and 
guaranteed by the Options Clearing Corporation just like any other 
standardized option traded in the United States.
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    \28\ In addition, the Amex and the OPRA have represented that 
the Amex and the OPRA have the necessary systems capacity to support 
those new series of index options that would result from the 
introduction of options on the Index. See Letter from Edward Cook, 
Jr., Managing Director, Trading Floor Systems & Technology, Amex, to 
Michael Walinskas, Deputy Associate Director, Division, SEC, dated 
October 8, 1997; and letter from Joe Corrigan, Executive Director, 
OPRA, to Michael Walinskas, Deputy Associate Director, Division, 
SEC, dated January 13, 1998.
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    Lastly, the Commission believes that settling expiring options on 
the Index (including long-term full-value and reduced-value Index 
options) based on the opening prices of component securities is 
reasonable and consistent with the Act. As noted in other contexts, 
valuing options for exercise settlement on expiration based on opening 
prices rather than closing prices may help reduce adverse effects on 
markets for stocks underlying options on the Index.\29\
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    \29\ See Securities Exchange Act Release No. 30944 (July 21, 
1992), 57 FR 33376 (July 28, 1992).
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    The Commission finds good cause for approving Amendment Nos. 2, 3, 
and 4 to the proposed rule change prior to the thirtieth day after the 
date of publication of notice of filing of this

[[Page 57339]]

amendment in the Federal Register. Amendment No. 2 clarifies the 
proposal to indicate who will be responsible for maintaining the index. 
In addition, Amendment No. 2 clarifies that David D. Jones will not 
divulge information relating to the maintenance of the Index before 
that information becomes public. Amendment No. 3 clarifies that the 
percentage of each component's market value represented in the Index is 
based on the percentage of a component's revenues derived from its 
activities in the death care sector of the economy. Finally, Amendment 
No. 4 clarifies that, to determine the percentage of a components' 
revenues that are derived from its activities in the death care 
industry, David D. Jones and the Exchange will look at the components' 
financial statements.
    As a result, the Commission does not believe that Amendment Nos. 2, 
3, or 4 raise any new regulatory issues. Further, the Commission notes 
that the original proposal was published for the full 21-day comment 
period and no comments were received by the Commission. Accordingly, 
the Commission believes there is good cause, consistent with Sections 
6(b)(5) and 19(b) \30\ of the Act, to approve Amendment Nos. 2, 3, and 
4 to the Exchange's proposal on an accelerated basis.
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    \30\ 15 U.S.C. 78f(b)(5) and 15 U.S.C. 78s(b).
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IV. Solicitation of Comments

    Interested persons are invited to submit written data, views and 
arguments concerning Amendment Nos. 2, 3, and 4, including whether they 
are consistent with the Act. Persons making written submissions should 
file six copies 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. 
552, will be available for inspection and copying at the Commission's 
Public Reference Room. Copies of such filing will also be available for 
inspection and copying at the principal office of the Amex. All 
submissions should refer to File No. SR-AMEX-97-33 and should be 
submitted by November 17, 1998.

V. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Act,\31\ that the proposed rule change (SR-AMEX-97-33) is approved.
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    \31\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Market Regulation, 
pursuant to delegated authority.\32\
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    \32\ 17 CFR 200.30-3(a)(12).
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Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 98-28642 Filed 10-26-98; 8:45 am]
BILLING CODE 8010-01-M