[Federal Register Volume 68, Number 223 (Wednesday, November 19, 2003)]
[Notices]
[Pages 65322-65323]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 03-28890]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION


Issuer Delisting; Notice of Application To Withdraw From Listing 
and Registration on the American Stock Exchange LLC (The Ziegler 
Companies, Inc., Common Stock, $1.00 Par Value) File No. 1-10854

November 13, 2003.
    The Ziegler Companies, Inc., a Wisconsin corporation (``Issuer''), 
has filed an application with the Securities and Exchange Commission 
(``Commission''), pursuant to Section 12(d) of the Securities Exchange 
Act of 1934 (``Act'')\1\ and Rule 12d2-2(d) thereunder,\2\ to withdraw 
its Common Stock, $1.00 par value (``Security''), from listing and 
registration on the American Stock Exchange LLC (``Amex'' or 
``Exchange'').
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78l(d).
    \2\ 17 CFR 240.12d2-2(d).
---------------------------------------------------------------------------

    The Board of Directors (``Board'') of the Issuer unanimously 
approved a resolution on October 28, 2003 to withdraw the Issuer's 
Security from listing on the Amex. The Board of the Issuer states that 
the reasons it is taking such action is as follows: (i) The continuing 
costs to the Issuer of complying with the Exchange Act and other 
obligations placed upon the Issuer the Exchange; (ii) the significant 
new costs that the Issuer would be obligated to incur to comply with 
certain of the recently-enacted provisions of the Exchange Act, 
including the Sarbanes-Oxley Act of 2002, and the resulting negative 
effect on the Issuer's profitability; (iii) the Issuer does not seem to 
be enjoying the benefits of being listed on the Exchange and being a 
reporting company under the Exchange Act, which include access to 
capital, potentially higher valuations through analyst coverage and 
institutional investor interest, ability to use equity as currency for 
acquisitions and a liquid trading market, all of which perceived 
benefits have either been not available to the Issuer or only of 
limited availability or utility; (iv) the availability of an 
alternative to the Exchange in the form of the Pink Sheets quotation 
service; (v) the availability of an alternative to Exchange specialists 
in the form of market makers to facilitate an orderly market for the 
Issuer's shares; and (vi) the ability of the Issuer, subject to the 
availability of adequate resources and the Board continuing to believe 
that such programs are in or not opposed to the best interest of 
shareholders, to continue its share buy-back program and its dividend.
    The Issuer stated in its application that it has met the 
requirements of Amex Rule 18 by complying with all applicable laws in 
the State of Wisconsin, in which it is incorporated, and with the 
Amex's rules governing an issuer's voluntary withdrawal of a security 
from listing and registration.
    The Issuer's application relates solely to the withdrawal of the 
Securities from listing on the Amex and from registration under Section 
12(b) of the Act \3\ shall not affect its obligation to be registered 
under Section 12(g) of the Act.\4\
---------------------------------------------------------------------------

    \3\ 15 U.S.C. 781(b).
    \4\ 15 U.S.C. 781(g).
---------------------------------------------------------------------------

    Any interested person may, on or before December 8, 2003, submit by 
letter to the Secretary of the Securities and Exchange Commission, 450 
Fifth Street, NW., Washington, DC 20549-0609, 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

[[Page 65323]]

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.\5\
---------------------------------------------------------------------------

    \5\ 17 CFR 200.30-3(a)(1).
---------------------------------------------------------------------------

Jonathan G. Katz,
Secretary.
[FR Doc. 03-28890 Filed 11-18-03; 8:45 am]
BILLING CODE 8010-01-P