[Federal Register Volume 63, Number 212 (Tuesday, November 3, 1998)]
[Notices]
[Pages 59345-59348]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 98-29340]



[[Page 59345]]

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SECURITIES AND EXCHANGE COMMISSION

[Securities Exchange Act Release No. 34-40599; International Series 
Release No. 1164; File Nos. SR-Amex-98-41; SR-CBOE-98-45; and SR-Phlx-
98-49]


Self-Regulatory Organizations; Notice of Filing and Order 
Granting Accelerated Approval of Proposed Rule Changes by the American 
Stock Exchange, Incorporated, the Chicago Board Options Exchange, 
Incorporated and the Philadelphia Stock Exchange, Incorporated Relating 
to the Listing and Trading of Options on Telebras Portfolio Certificate 
American Depositary Receipts

October 23, 1998.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
\1\ (``Act'') and Rule 19b-4 \2\ thereunder, on October 14, 1998, 
October 15, 1998, and October 19, 1998, the Chicago Board Options 
Exchange, Incorporated (``CBOE''), the American Stock Exchange, 
Incorporated (``Amex'') and the Philadelphia Stock Exchange, 
Incorporated (``Phlx''), respectively, filed with the Securities and 
Exchange Commission (``SEC'' or ``Commission'') the proposed rule 
changes, as described in Items I and II below, which Items have been 
prepared by the self-regulatory organizations (``SROs''), to permit the 
listing and trading of standardized equity options on Telebras 
Portfolio Certificate American Depositary Receipts (``RTBs''), as 
described below.\3\ The Commission is publishing this notice to solicit 
comments from interested persons on the proposed rule changes and to 
grant approval to the proposed rule changes on an accelerated basis.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ RTBs are sponsored American Depositary Receipts (``ADRs'') 
established by Morgan Guaranty Trust Company of New York 
(``Depositary''). RTBs began trading on the New York Stock Exchange 
(``NYSE'') on October 13, 1998 pursuant to NYSE Listing Standard 
103.5. A copy of the Depositary Agreement and Form F-6 (Registration 
No. 333-9476) was filed with the Commission, declared effective on 
October 8, 1998 and is publicly available.
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I. Self-Regulatory Organizations' Statement of the Terms of 
Substance of the Proposed Rule Changes

    The SROs proposed to list and trade standardized equity options on 
the RTBs, as described below. The texts of the proposed rule changes 
are available at the Office of the Secretary, Amex, CBOE and Phlx, 
respectively, and at the Commission.

II. Self-Regulatory Organizations' Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Changes

    In their filings with the Commission, the SROs included statements 
concerning the purpose of and basis for the proposed rule changes and 
discussed any comments they received on their respective proposed rule 
changes. The text of those statements may be examined at the places 
specified in Item IV below and summaries of the most significant 
aspects are set forth in Sections (A), (B), and (C) below.

(A) Self-Regulatory Organizations' Statement of the Purpose of, and the 
Statutory Basis for, the Proposed Rule Changes

1. Purpose
    Telecommunicacoes Brasileiras S.A. (``Telebras'') is a corporation 
organized under the laws of the Federative Republic of Brazil. Prior to 
July 28, 1998, Telebras was wholly-owned by the government of 
Brazil.\4\ Telebras was eventually reorganized (``Reorganization'') 
into twelve spin-off companies (``Spin-Offs''). In April 1998, the 
Bolsa de Valores de Sao Paulo (``BOVESPA'') began listing and trading 
RCTB Portfolio Certificates (``RCTB Certificates''). On September 21, 
1998, the Spin-Off shares were listed, and began trading, on the 
BOVESPA. The RCTB Certificates currently represent one share each of 
the Spin-Offs and the residual Telebras shares.\5\ Each RTB will 
represent 1,000 RCTB Certificates. As a result, each RTB will provide 
investors with a single exchange traded instrument that is intended to 
represent shares of each Spin-Off and the residual Telebras shares.
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    \4\ The Brazilian government divested its interest in Telebras 
through a public auction in Brazil that commenced on July 28, 1998.
    \5\ Prior to September 21, 1998, the RCTB Certificates only 
represented Telebras shares. The RCTB Certificates will represent 
one share of each Spin-Off when Telebras is extinguished.
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    Currently, the SROs trade options on Telebras ADRs (``TBR'') and 
options on Telebras Holding Company Depositary Receipts SM 
(``HOLDRs'') \6\ in order to allow investors in TBRs and HOLDRs to 
hedge their respective positions by opening offsetting positions in TBR 
options and HOLDRs options. The SROs now seek to list and trade options 
on RTBs as a way to permit investors in RTBs to hedge their exposure to 
the Brazilian telecommunications industry.
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    \6\ HOLDRs are listed on the NYSE and are intended to represent 
TBRs currently listed on the NYSE, until such time as the Spin-Off 
ADRs are listed on the NYSE. When the Spin-Off ADRs are listed on 
the NYSE, HOLDRs will provide a single exchange traded instrument 
that is intended to represent each Spin-Off ADR and the residual 
TBR. When Telebras is finally extinguished, TBR will cease to exist 
and HOLDRs will represent each Spin-Off ADR. See Securities Exchange 
Act Release No. 40298 (August 3, 1998), 63 FR 43435 (August 13, 
1998).
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    To acquire an RTB prior to the listing of the Spin-Off ADRs, an 
investor must first acquire a TBR. To acquire an RTB after the listing 
of the Spin-Off ADRs, an investor must first acquire the Spin-Off ADRs, 
and a residual TBR (if the residual TBRs still exist). In either case, 
the investor must then cancel the TBR, or the Spin-Off ADRs and 
residual TBR (whichever is applicable), and have the underlying 
securities delivered to the Companhia Brasileiras de Liquidacae e 
Custodia (``CBLC''). The CBLC is responsible for all clearing and 
custody services related to securities traded on the BOVESPA. The CBLC 
will convert the underlying securities without charge into RCTB 
Certificates. The RCTB Certificate will then be deposited into the 
custody account of J.P. Morgan (``JPM'') at Banco Itau in Brazil. JPM 
will then issue an RTB, created by the Depositary and representing 
1,000 RCTB Certificates, to the investor.
    The SROs now propose to trade options on the RTBs pursuant to Amex 
Rule 915, CBOE Rule 5.3, and PHLX Rule 1009 (collectively, the ``SRO 
Rules''), respectively.\7\ The SROs have requested to rely upon the 
public ownership, public holding, trading volume and market price 
history of RCTB Certificates for purposes of satisfying the associated 
requirements for RTBs under the SRO Rules. Commentary .01 of the SRO 
Rules \8\ requires that, absent exceptional circumstances, at the time 
the SRO selects an underlying security for options transactions, the 
following guidelines with respect to the issuer shall be met: (1) there 
are a minimum of 7 million shares of the underlying securities which 
are owned by persons other than those required to report their security 
holdings under Section 16(a) of the Act (``Public Ownership 
Requirement''); (2) there are a minimum of 2,000 holders of the 
underlying security (``Public Holder Requirement''); (3) there is 
trading volume (in all markets in which the underlying security is 
traded) of at least 2.4 million shares during the preceding 12 months 
(``Volume Requirement''); (4) the market

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price per share of the underlying security has been at least $7.50 for 
the majority of business days during the three calendar months 
preceding the date of selection (``Price Requirement''); and (5) the 
issuer is in compliance with any applicable requirements of the Act. 
The SROs request to reply upon the price history of RCTB Certificates 
in order to satisfy the Price Requirement applicable to options on the 
RTBs so that they do not have to wait three months prior to listing 
options on the RTBs. The SROs believe that it is essential that options 
on RTBs be provided without significant delay so that investors who 
have invested in RTBs can use options to manage the risks of their 
positions in RTBs.
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    \7\ The SROs have already filed certification with the Options 
Clearing Corporation for options on RTBs.
    \8\ The Amex and Phlx Rules refer to ``Commentaries'' while the 
CBOE Rules refer to ``Interpretations and Policies.'' For purposes 
of this order, the term ``Commentary'' will be used for all SRO 
Rules.
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    Commentarty .03 of the SRO Rules requires that with respect to an 
ADR, an effective surveillance sharing arrangement be in place with the 
proper regulatory authority in the country where the security 
underlying the ADR trades or, as one of several alternatives, as the 
Commission otherwise authorizes the listing. The SROs note that the 
Commission has entered into a Memorandum of Understanding (``MOU'') 
with the Comissao de Valores Mobiliarios (``CVM'') in Brazil. In 
addition, the Amex represents that it has a surveillance sharing 
agreement (``SSA'') with the BOVESPA. The CBOE also represents that it 
has an SSA with BOVESPA. The Phlx does not have an SSA with the 
BOVESPA. If the MOU ceases to exist, each SRO represents that it will 
contact the Commission immediately in order to enable the Commission to 
determine what measure should be taken with regards to the listing and 
trading of options on the RTBs.\9\
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    \9\ In the case of the Amex and CBOE, if the SSAs cease to exist 
but the MOU is still effective, they are not required to notify the 
Commission.
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    Commentary .05(d) of the SRO Rules, which applies to options on 
securities issued during a restructuring transaction that are sold in a 
public offering or pursuant to a rights distribution (``Restructure 
Security''), provides that an SRO may ``look back'' to the ``original'' 
security regarding the Public Ownership Requirement and Public Holder 
Requirement subject to certain conditions enumerated in the SRO Rules. 
Commentary .05(d) also provides that an SRO may certify that the market 
price of the Restructure Security meets the Price Requirement by 
relying on the price history of the original security, provided that 
the Restructure Security has traded ``regular way'' on an exchange or 
automatic quotation system for at least five trading days immediately 
preceding the date of selection and has a market price of at least 
$7.50. In addition, Commentary 05.(d) permits the SROs to assume the 
satisfaction of one or both of the Public Ownership Requirement and the 
Public Holder Requirement on the date RTB is selected for options 
trading only if (A) RTB is listed on an exchange or automatic quotation 
system subject to initial listing requirements in respect of public 
ownership of shares or number of shareholders, or both, is no less 
stringent than the list requirements of the SRO, or (B) at least 40 
million shares of RTB are issued and outstanding on the intended date 
for listing options on RTB, unless, in the case of (A) or (B), the SRO, 
after reasonable investigation, has determined that such requirements 
will not in fact be satisfied on the date the SRO intends to list 
options on RTB.\10\ Finally, Commentary .05(d) provides that an SRO may 
certify that the trading volume of the Restructure Security satisfies 
the Volume Requirement only if the trading volume in the Restructure 
Security, without reliance on the original security, has been at least 
2.4 million shares during a period of 12 months or less ending on the 
date the Restructure Security is selected for options trading.\11\
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    \10\ In other words, if the Restructure Security does not meet 
either of these alternatives, it cannot piggyback upon the public 
ownership of shares and the number of shareholders of the original 
security. In such instances, the SRO cannot select a Restructure 
Security for options listing until there are 7 million shares of the 
Restructure Security outstanding and 2,000 public holders of the 
Restructure Security.
    \11\ The Restructure Security cannot piggyback upon the trading 
volume of the original security. Accordingly, the SROs cannot select 
a Restructure Security for options listing until 2.4 million shares 
of the Restructure Security actually have traded.
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    Initial reports indicate that the RTBs have been trading near the 
current market price range for RCTB Certificates (approximately $50 to 
$134). In addition, the SROs state that although the RTBs are a unique 
product, it resembles shares issued during a restructuring transaction. 
Therefore, the SROs believe that they should be allowed to rely on the 
price history of the original security. Accordingly, the SROs represent 
that the RTBs will comply with the requirement that its market price be 
at least $7.50 for at least 5 trading days immediately prior to the 
listing date in order to rely upon the market price history of the 
original security to satisfy the three month Price Requirement. Thus, 
the SROs assert that options should be permitted to be listed on the 
RTBs following the five day Price Requirement Period, provided that all 
other options listing criteria, including that there are 7 million RTB 
shares owned by Public Owners, that there are 2,000 Public Holders of 
RTB shares and that 2.4 million RTB shares have been traded, will be 
met prior to the listing of RTB options.\12\ In addition, the SROs note 
that, the Commission recognized a similar need for investors to have 
the ability to employ adequate hedging strategies using options on 
newly acquired securities issued in a restructuring transaction when it 
approved the SROs' proposal to list and trade options on HOLDRs 
following the five day Price Requirement period, provided that all 
other options listing criteria were met.\13\
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    \12\ Phone call between Nandita Yagnick, Counsel, Phlx, Claire 
McGrath, Vice President and Special Counsel, Amex, Timothy Thompson, 
Director, Regulatory Affairs, Legal Department, CBOE, James Yong, 
First Vice President, General Counsel and Secretary, The Options 
Clearing Corporation and Marianne Duffy, Special Counsel, Division 
of Market Regulation (``Division''), SEC and Sonia Patton, Attorney, 
Division, SEC on October 21, 1998 (``October 21, 1998 Conference 
Call'').
    \13\ See supra note 6.
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    The CBOE and Phlx represent that they will establish position and 
exercise limits for RTB options equal to 25,000 contracts on the same 
side of the market. The Amex represents that it will establish position 
and exercise limits for RTB options equal to 7,500 contracts on the 
same side of the market.\14\ Prior to the commencement of trading, the 
SROs will issue an Information Circular advising their members 
concerning the proposed options on the RTBs.
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    \14\ The Commission has informed the SROs that they should 
establish position limits for RTB options under their respective 
rules based upon the trading volume of RTB only and not the trading 
volume of RCTB Certificates.
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2. Statutory Basis
    The basis under the Act for the proposed rule changes is the 
requirement under Section 6(b) of the Act, and Section 6(b)(5) in 
particularly \15\ that an exchange have rules that are designed to 
promote just and equitable principals of trade, to remove impediments 
to, and perfect the mechanism of, a free and open market and a national 
market system, and, in general, to protect investors and the public 
interest. The SROs believe that the proposed rule changes satisfy the 
requirements of Section 6(b) in general, and Section 6(b)(5) in 
particular, because the expedited trading of options on the RTBs will 
allow investors currently holding RTBs, to continue to hedge their 
positions by opening offsetting positions in options on RTBs.
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    \15\ 15 U.S.C. 78f(b)(5).

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[[Page 59347]]

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

    No written comments were either solicited or received.

III. Commission's Findings and Order Granting Accelerated Approval 
of Proposed Rule Changes

    For the reasons discussed below, the Commission finds that the 
SRO's proposals are consistent with the requirements of the Act and the 
rules and regulations thereunder applicable to a national securities 
exchange. Specifically, the Commission finds that the proposed rule 
changes is consistent with Section 6(b)(5) of the Act, which requires 
an exchange to have rules designed to promote just and equitable 
principals of trade, to remove impediments to, and perfect the 
mechanism of, a free and open market and national market system, and in 
general, to protect investors and the public interest.\16\
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    \16\ Pursuant to Section 6(b)(5) of the Act, the Commission must 
predict approval of any new securities product upon a finding that 
the introduction of such product is in the public interest. Such a 
finding would be difficult with respect to a warrant 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.
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    As the Commission has previously stated,\17\ it is necessary for 
securities to meet certain minimum standards regarding both the quality 
of the issuer and the quality of the market for a particular security 
to become options eligible. The Commission believes that these 
standards are imposed to ensure that those issuers upon whose 
securities options are to be traded are financially sound companies 
whose trading volume, market price, number of holders and public 
ownership of shares are substantial enough to ensure adequate depth and 
liquidity to sustain options trading that is not readily susceptible to 
manipulation. The Commission also recognizes that under Commentary .01 
of the SRO Rules, investors may be precluded for a significant period 
(generally, the three calendar month period required to meet the Price 
Requirement) from employing an adequate hedging strategy involving 
options on newly issued securities such as those issued during an 
initial public offering or rights distribution.
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    \17\ See Securities Exchange Act Release No. 37011 (March 22, 
1996) 61 FR 14177 (March 29, 1996) (order approving proposed rule 
relating to listing standards for options on securities issued in a 
reorganization transaction pursuant to a public offering or a rights 
distribution).
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    As the SROs observe in their filings, and alternate method of 
meeting equity option listing standards has been established for 
securities issued in connection with a spin-off, reorganization, 
restructuring or similar corporate transaction.\18\ These alternate 
standards facilitate the earlier listing of options on Restructure 
Securities by permitting an SRP to determine whether the Restructure 
Security satisfies the Public Ownership Requirement, Public Holder 
Requirement, Volume Requirement and Price Requirement by reference to 
the outstanding equity security previously issued by the issuer of the 
Restructure Security. While such criteria are not directly applicable 
to the listing of options on RTBs, the CBOE notes that RTBs are being 
issued as a result of a corporate restructuring. The SROs believe that 
the price history of the RCTB Certificate should be allowed to be used 
to determine compliance with the Price Requirement since RTBs are 
designed to replicate RCTB Certificates.
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    \18\ The Commission notes that there is a distinction in 
treatment of options overlying securities issued to existing 
shareholders in spin-off, reorganization or restructuring and 
options overlying securities issued through a public offering or 
rights distribution. Specifically, options overlying securities 
issued pursuant to a public offering or rights distribution cannot 
be listed until the market price of Restructure Security has been at 
least $7.50 for a least five trading days immediately preceding the 
selection date, while options overlying securities issued to 
existing shareholders in a spin-off, reorganization or restructuring 
can ``look back'' to the ``original'' security to meet the Price 
Requirement without waiting five trading days.
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    The Commission believes that it is appropriate for the SROs to deem 
the Price Requirement satisfied for the listing of options of RTBs if 
the RTBs have a closing price of a least $7.50 for at least five 
trading days since its issuance.\19\ This conclusion is based on the 
Commission's determination that RTBs are designed to track the price of 
RTCB Certificates. It is extremely likely that RTBs would independently 
meet the Price Requirement over the next three months.\20\ 
Nevertheless, permitting the use of RCTB Certificates price history to 
meet the Price Requirement will allow the desirable result of 
permitting owners of RTBs to be able to hedge their exposure sooner 
through a single overlying options product. Finally, the Commission 
notes that requiring actual five day price history of RTBs, prior to 
listing options thereon, further ensures that the market is sufficient 
to support options trading and is not subject to manipulation.
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    \19\ This approach incorporates the price history of RCTB 
Certificates for the prior measured period converted to U.S. 
dollars. RCTB Certificates have traded well in excess of $7.50 per 
share for the prior three months.
    \20\ RTBs have traded from approximately $70 to $77 per share 
since October 13, 1998. Thus, the RTBs have been trading well within 
the previously discussed $50 to $134 trading range of the RCTB 
certificates.
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    The Commission's approval of these proposals is also based on the 
fact that, apart from the Price Requirement period, all other options 
listing criteria, including that there are 7 million RTB shares owned 
by Public Owners, that there are 2,000 Public Holders of RTB shares and 
that 2.4 million RTB shares have been traded, will be met prior to the 
listing of RTB options.\21\
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    \21\ The Commission notes that the SROs may use various sources 
for collecting data on Public Owners of RTB shares, Public Holders 
of RTB shares and trading volume of RTB shares. As a result of the 
unique circumstances surrounding the Reorganization, the SROs have 
agreed to notify the Commission, prior to listing RTB options, when 
there are 7 million RTB shares owned by Public Owners, 2,000 Public 
Holders of RTB shares and 2.4 million RTB shares have been traded so 
that the Commission can ensure that the SROs list RTB options 
consistently pursuant to this order. See October 21, 1998 Conference 
Call, supra note 12.
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    In addition, as previously stated, Commentary, .03 of the SRO Rules 
requires that with respect to an ADR, an effective surveillance sharing 
arrangement be in place with the proper regulatory authority in the 
country where the security underlying the ADR trades or, as one of 
several alternatives, as the Commission otherwise authorizes the 
listing. In evaluating new derivative instruments, the Commission, 
consistent with the protection of investors, considers the degree to 
which the derivative instrument is susceptible to manipulation. The 
ability to obtain information necessary to detect and deter market 
manipulation and other trading abuses is a critical factor in the 
Commission's evaluation. It is for this reason that the Commission 
requires that there be an SSA is place between an exchange listing or 
trading a derivative product and the exchanges trading the stocks 
underlying the derivative contract that specifically enables officials 
to survey trading in the derivate product and its underlying 
stocks.\22\ Such agreements provide a

[[Page 59348]]

necessary deterrent to manipulation because they facilitate the 
availability of information needed to fully investigate a potential 
manipulation if it were to occur. With regards to RTBs, these 
agreements are especially important to facilitate the collection of 
necessary regulatory, surveillance and other information from foreign 
jurisdictions.\23\
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    \22\ The Commission believes that the ability to obtain relevant 
surveillance information, including, among other things, the 
identity of the ultimate purchasers and sellers of securities, is an 
essential and necessary component of an SSA. An SSA should provide 
the parties thereto with the ability to obtain information necessary 
to detect and deter market manipulation and other trading abuses. 
Consequently, the Commission generally requires that an SSA require 
that the parties to the agreement provide each other, upon request, 
information about market trading activity, clearing activity and 
customer identify. See Securities Exchange Act Release No. 31529 
(November 27, 1992).
    \23\ An MOU provides a framework for mutual assistance in 
investigatory and regulatory matters. Generally, the Commission has 
permitted an SRO to rely on an MOU in the absence of an SSA only if 
the SRO receives an assurance from the Commission that such an MOU 
can be relied on for surveillance purposes and includes, at a 
minimum, the transaction, clearing and customer information 
necessary to conduct an investigation. See Securities Exchange Act 
Release No. 35184 (December 30, 1994) 60 FR 2616 (January 10, 1995). 
In addition, an SRO should nonetheless endeavor to develop SSAs with 
the foreign exchange that trades the underlying securities even if 
the SRO receives prior Commission approval to rely on an MOU in 
place of an SSA.
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    In order to address the above noted concerns and to comply with 
Commentary .03 of the SRO Rules, the SROs note that the Commission has 
entered into an MOU and the CVM. The Amex represents that it has as SSA 
with the BOVESPA. The CBOE also represents that it has an SSA with the 
BOVESPA. If the MOU ceases to exist, each SRO represents that it will 
contact the Commission immediately in order to enable the Commission to 
determine what measures should be taken with regards to the listing and 
trading of options on RTBs.\24\ The Commission believes that the 
combination of the SSAs and the MOU satisfy the requirement of 
Commentary .03 of the SRO Rules. The Commission also notes that the 
SROs have relied on the SSAs and the MOU to trade option overlying 
Telebras ADSs.
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    \24\ The Commission notes that although the Phlx does not have 
an SSA with the BOVESPA, the MOU alone satisfies the requirement of 
Commentary .03 of the SRO Rules. Furthermore, the Commission 
believes that in the case of the Amex and the CBOE, if the SAAs 
cease to exist but the MOU is still effective, the Amex and the CBOE 
are not required to notify the Commission.
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    For the reasons described above, the Commission finds good cause to 
approve the proposed rule changes prior to the thirtieth day after 
publication of notice of filing thereof in the Federal Register. The 
Commission believes that the proposals will benefit investors that have 
invested in TRBs and who seek to hedge their exposure to the Brazilian 
telecommunications market through a single overlying options product. 
In addition, the Commission believes that any regulatory issues that 
are posed by options on RTBs have been addressed adequately by the SROs 
in a manner consistent with past Commission action.\25\
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    \25\ Supra note 6.
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    Accordingly, the Commission believes that it is consistent with 
Sections 6(b)(5) and 19(b)(2) \26\ of the Act, to find that good cause 
exists to approve the proposed rule changes on an accelerated basis.
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    \26\ 15 U.S.C. 78s(b)(2).
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IV. Solicitation of Comments

    Interested person are invited to submit written data, views and 
arguments concerning the foregoing, including whether the proposed rule 
changes are consistent with the Act. Persons making written submissions 
should file six copies thereof with the Secretary, Securities and 
Exchange Commission, 450 Fifth Street, NW., Washington, DC 20549. 
Copies of the submission, all subsequent amendments, all written 
statements with respect to the proposed rule changes that are filed 
with the Commission, and all written communications relating to the 
proposed rule changes 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 in the Commission's Public Reference Section, 450 Fifth Street, 
NW., Washington, DC 20549. Copies of such filing will be available for 
inspection and copying at the principal office of the SROs. All 
submission should refer to File Nos. SR-Amex-98-41, SR-CBOE-98-45 and 
SR-Phlx-98-49 and should be submitted by November 24, 1998.
    It is therefore ordered, pursuant to Section 19(b)(2) of the Act, 
that the proposed rule changes (SR-Amex-98-41, SR-CBOE-98-45 and SR-
Phlx-98-49) are approved.

    For the Commission by the Division of Market Regulation, 
pursuant to delegated authority.\27\
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    \27\ 17 CFR 200.30-3(a)(12).
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Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 98-29340 Filed 11-2-98; 8:45 am]
BILLING CODE 8010-01-M