[Federal Register Volume 68, Number 238 (Thursday, December 11, 2003)]
[Notices]
[Pages 69095-69096]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 03-30701]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-48886; File No. SR-Amex-2003-103]


Self-Regulatory Organizations; Notice of Filing of Proposed Rule 
Change by the American Stock Exchange LLC Relating to Issuer Fees

December 5, 2003.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that 
on November 25, 2003, the American Stock Exchange LLC (``Amex'' or 
``Exchange'') filed with the Securities and Exchange Commission 
(``SEC'' or ``Commission'') the proposed rule change as described in 
Items I, II, and III below, which Items have been prepared by the Amex. 
The Commission is publishing this notice to solicit comments on the 
proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Amex proposes to amend Sections 140, 141, 142 and 144 of the 
Amex Company Guide to designate as non-refundable the current one-time 
$5,000 application processing fee, to establish a late charge of $2,500 
payable by issuers whose annual listing fees are more than 60 days past 
due, and to increase fees for listing additional shares. The Exchange 
proposes to further amend Sections 141 and 142 of the Amex Company 
Guide to clarify that annual listing fees and additional listing fees 
do not apply to Nasdaq National Market securities to which the Exchange 
has extended unlisted trading privileges.

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 Amex 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. Amex 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
    Sections 140 through 146 of the Amex Company Guide describe the 
Exchange's listing fees. In this proposed rule change, the Exchange 
proposes to amend Sections 140, 141, 142 and 144 to: (i) Designate as 
non-refundable the current one-time $5,000 application processing fee, 
(ii) establish a late charge of $2,500 payable by issuers whose annual 
listing fees are more than 60 days past due, and (iii) increase fees 
for listing additional shares. The Exchange believes these fee changes 
are necessary to adequately fund the Exchange's listed equities 
business and to develop value-added services for Amex listed issuers. 
In addition, the Exchange proposes to further amend Sections 141 and 
142 to clarify that annual listing fees and additional listing fees do 
not apply to Nasdaq National Market securities to which the Exchange 
has extended unlisted trading privileges.
    (i) Section 140 (Original Listing Fees) and Section 144 (Refunds of 
Listing Fees). The Exchange collects original listing fees for new 
equity, warrant and debt issues in accordance with Section 140 of the 
Amex Company Guide. In addition to original listing fees, a one-time 
$5,000 application processing fee is assessed companies that do not 
have a stock, warrant or debt issue already listed on the Exchange.\3\ 
Pursuant to paragraphs (a) and (b) of Section 144, the Exchange refunds 
$3,500 of the application processing fee if the applicant: (i) 
Withdraws its application, (ii) fails to gain listing approval, or 
(iii) cancels a listing authorization without issuing the authorized 
securities. The Exchange proposes to amend Sections 140 and 144 to 
designate the full amount of the $5,000 application processing fee as 
non-refundable.
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    \3\ Index Fund Shares listed under Rule 1000A, Trust Issued 
Receipts listed under Rule 1200 and Closed-End Funds listed under 
Section 101 of the Amex Company Guide are assessed an original 
listing fee of $5,000 for each series or fund, but not an 
application processing fee.
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    (ii) Section 141 (Annual Fees). The Exchange collects annual 
listing fees in accordance with Section 141 of the Amex Company Guide. 
Currently, no penalties are assessed issuers that do not pay such fees 
in a timely manner. To encourage timely payment, the Exchange proposes 
to amend Section 141 to establish a late charge of $2,500 payable by 
issuers that fail to remit annual listing fees within 60 days of the 
billing date.\4\ The Exchange proposes to delete the requirement that 
annual fees that are prorated are payable within thirty days of the 
date the company receives the invoice. In addition, the Exchange also 
proposes to delete the requirement that annual fees that are prorated 
for bond issues are payable in December of year in which they are 
listed. According to the Exchange, these deletions would result in 
these fees being payable within sixty days of the invoice date, after 
which time the proposed late fee would apply.\5\ Finally, the Exchange 
proposes to amend Section 141 to clarify that annual listing fees do 
not apply to Nasdaq National Market securities to which the Exchange 
has extended unlisted trading privileges as specified in Commentary .01 
of Section 950 of the Amex Company Guide.
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    \4\ The proposed $2,500 late fee will not apply to Trust Issued 
Receipts, Index Fund Shares, or debt issues.
    \5\ Telephone conversation between Eric Van Allen, Assistant 
General Counsel, Amex and Kelly M. Riley, Senior Special Counsel, 
Division of Market Regulation, Commission, on December 5, 2003.
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    (iii) Section 142 (Additional Listing Fees). In accordance with 
paragraph (a) of Section 142 of the Amex Company Guide, the current fee 
for listing additional shares is 2 cents per share, subject to a 
minimum fee of $2,000 (for 100,000 shares or less) and a maximum fee of 
$22,500 (for 1,125,000 shares or more) per application. The annual 
maximum fee per company for listing additional shares is currently 
$45,000. The Exchange proposes to amend paragraph (a) of Section 142 
to: (i) Increase the maximum fee per application from $22,500 to 
$45,000

[[Page 69096]]

and, as a result, raise the number of shares associated with the 
maximum fee from 1,125,000 to 2,250,000 shares ($0.02 x 2,250,000 = 
$45,000); and (ii) increase the annual maximum fee per company from 
$45,000 to $60,000. The minimum fee per application would remain 
unchanged. The Exchange also proposes to amend paragraph (d) of Section 
142 (``Substitution Listing'') to raise the maximum fee for substituted 
shares and excess shares from $27,500 to $50,000 per application 
(corresponding to the proposed $22,500 increase in maximum fees for 
listing additional shares under Section 142(a)). Furthermore, similar 
to the abovementioned proposed amendment to Section 141, the Exchange 
proposes to amend Section 142(a) to clarify that the additional listing 
fees do not apply to Nasdaq National Market securities to which the 
Exchange has extended unlisted trading privileges as specified in 
Commentary .01 of Section 950 of the Amex Company Guide.
2. Statutory Basis
    The Amex believes that the proposed rule change is consistent with 
Section 6(b) of the Act,\6\ in general, and furthers the objectives of 
Section 6(b)(4) of the Act,\7\ in particular in that the proposed rule 
change provides for the equitable allocation of reasonable dues, fees 
and other charges among Exchange members and issuers and other persons 
using Exchange facilities.
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    \6\ 15 U.S.C. 78f(b).
    \7\ 15 U.S.C. 78(f)(b)(4).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Amex does not believe that the proposed rule change will impose 
any burden on competition.

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

    Written comments were neither solicited nor received with respect 
to the proposed rule change.

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

    Within 35 days of the date of publication of this notice in the 
Federal Register or within such longer period (i) as the Commission may 
designate up to 90 days of such date if it finds such longer period to 
be appropriate and publishes its reasons for so finding or (ii) as to 
which the Exchange consents, the Commission will:
    (A) By order approve such proposed rule change, or
    (B) Institute proceedings to determine whether the proposed rule 
change should be disapproved.
    The Amex has requested accelerated effectiveness pursuant to 
Section 19(b)(2) of the Act.\8\ In support of its request, the Exchange 
represents that these fee changes are necessary to adequately fund the 
Exchange's listed equities business and develop value-added services 
for Amex listed issuers.
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    \8\ 15 U.S.C. 78s(b)(2).
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IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is 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 20549-0609. 
Comments may also be submitted electronically at the following e-mail 
address: [email protected]. All comment letters should refer to 
File No. SR-Amex-2003-103. This file number should be included on the 
subject line if e-mail is used. To help the Commission process and 
review your comments more efficiently, comments should be sent in 
hardcopy or by e-mail but not by both methods. 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 in 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-2003-103 and should be 
submitted by January 2, 2004.

    For the Commission, by the Division of Market Regulation, 
pursuant to delegated authority.\9\
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    \9\ 17 CFR 200.30-3(a)(12).
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Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 03-30701 Filed 12-10-03; 8:45 am]
BILLING CODE 8010-01-P