[Federal Register Volume 69, Number 249 (Wednesday, December 29, 2004)]
[Notices]
[Pages 78060-78061]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E4-3868]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-50852; File No. SR-Amex-2004-94]


Self-Regulatory Organizations; Notice of Filing and Immediate 
Effectiveness of Proposed Rule Change by the American Stock Exchange 
LLC Relating to Changes in the Exchange's Options Rules To Reflect the 
Exemption of Standardized Options from the Securities Act of 1933 and 
Provisions of the Securities Exchange Act of 1934

December 14, 2004.
    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 24, 2004, the American Stock Exchange LLC (``Amex'' or 
``Exchange'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I, II, 
and III below, which Items have been prepared by the Exchange. The 
proposed rule change has been filed by Amex as a ``non-controversial'' 
rule change pursuant to Section 19(b)(3)(A) of the Act \3\ and Rule 
19b-4(f)(6) thereunder.\4\ 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.
    \3\ 15 U.S.C.78s(b)(3)(A).
    \4\ 17 CFR 240.19b-4(f)(6).
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    Amex proposes to amend its rules to reflect the Commission's recent 
adoption of Rule 238 under the Securities Act of 1933 (the ``Securities 
Act'') \5\ and Rule 12a-9 under the Act,\6\ which together exempt 
standardized options issued by a registered clearing agency and traded 
on a registered national securities exchange or on an a registered 
national securities association from most of the provisions of the 
Securities Act and from the registration requirements of Section 12(a) 
of the Act.\7\ Specifically, Amex proposes to remove the word 
``prospectus'' from Amex Rules 921 and 926. The text of the proposed 
rule change appears below. Proposed new language is in italics; 
proposed deletions are in [brackets].
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    \5\ 17 CFR 230.238.
    \6\ 17 CFR 240.12a-9.
    \7\ 15 U.S.C. 78l(a).
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* * * * *
Rule 921. Opening of Accounts
    (a)-(g) No change.
    Commentary .01-.03 No change.
    .04 For purposes of Rule 921 (Opening of Accounts), Rule 922 
(Supervision of Accounts) and Rule 926 (Delivery of Options Disclosure 
Document [and Prospectus]), the term writing uncovered short option 
positions shall include orders involving combinations and any 
transactions which involve naked writing.
Rule 926. Delivery of Options Disclosure Document [and Prospectus]
    (a) No change.
    [(b) Prospectus. Every member and member organization shall deliver 
a current Prospectus of The Options Clearing Corporation to each 
customer upon request. The term ``current Prospectus of The Options 
Clearing Corporation'' means the prospectus portion of Form S-20 which 
then meets the delivery requirements of Rule 153b of the Securities Act 
of 1933.]
    [(c)] (b) The written description of risks required by Rule 921(g) 
shall be in a format prescribed by the Exchange or in format developed 
by the member organization, provided it contains substantially similar 
information as the prescribed Exchange format and has received prior 
written approval of the Exchange.
    Commentary .01-.02 No change.
    .03 The Exchange will advise members and member organizations when 
[a Prospectus or] the Options Disclosure Document is amended.
* * * * *

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 Exchange 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 Exchange has prepared summaries, set forth in 
Sections A, B, and C below, of the most significant parts of such 
statements.

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

1. Purpose
    On January 2, 2003, final Commission Rule 238 under the Securities 
Act \8\ and Rule 12a-9 under the Act \9\ became effective which exempt 
standardized options issued by a registered clearing agency and traded 
on a registered national securities exchange or a registered national 
securities association from all provisions of the Securities Act, other 
than the Section 17 antifraud provision, and from the registration 
requirements of Section 12(a) of the Act.\10\
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    \8\ 17 CFR 230.238.
    \9\ 17 CFR 240.12a-9.
    \10\ 15 U.S.C. 78l. See also Securities Act Release No. 8171 and 
Securities Exchange Act Release No. 47082 (December 23, 2002), 68 FR 
188 (January 2, 2003).
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    The Amex is proposing to revise its rules that contain references 
to a prospectus in connection with options trading because, as a 
registered national securities exchange, Amex represents that all of 
its listed options fall within the scope of the exemptions provided by 
the Commission's rules.
2. Statutory Basis
    The Exchange asserts that because the proposed rule change reflects 
final rules of the Commission, it is therefore consistent with Section 
6(b) of the Act,\11\ in general, and furthers the objectives of Section 
6(b)(5) of the Act,\12\ in particular, in that it is designed to 
promote just and equitable principles of trade, and, in general, to 
protect investors and the public interest.
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    \11\ 15 U.S.C. 78f(b).
    \12\ 15 U.S.C. 78f(b)(5).
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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

[[Page 78061]]

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

    No written comments were solicited or received with respect to the 
proposed rule change.

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

    The foregoing rule change has become immediately effective pursuant 
to Section 19(b)(3)(A) of the Act \13\ and Rule 19b-4(f)(6) thereunder 
\14\ because: (i) It does not significantly affect the protection of 
investors or the public interest; (ii) it does not impose any 
significant burden on competition; and (iii) by its terms, it does not 
become operative for 30 days after the date of the filing, or such 
shorter time as the Commission may designate if consistent with the 
protection of investors and the public interest, and the Exchange 
provided the Commission written notice of its intent to file the 
proposed rule change, along with a brief description and text of the 
proposed rule change, at least five business days prior to the date of 
filing of the proposed rule change.
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    \13\ 15 U.S.C. 78s(b)(3)(A).
    \14\ 17 CFR 240.19b-4(f)(6).
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    Although Rule 19b-4(f)(6) under the Act \15\ requires that an 
Exchange submit a notice of its intent to file at least five business 
days prior to the filing date, the Commission waived this requirement 
at the Exchange's request. The Exchange has also requested that the 
Commission waive the 30-day operative delay. The Commission believes 
waiving the 30-day operative delay is consistent with the protection of 
investors and the public interest. Waiver of the operative delay will 
allow the Exchange to expeditiously update its options rules to 
accurately reflect the disclosure requirements with respect to 
providing prospectuses. For these reasons, the Commission designates 
the proposal to be operative upon filing with the Commission.\16\
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    \15\ 17 CFR 240.19b-4(f)(6).
    \16\ For purposes only of accelerating the operative date of 
this proposal, the Commission has considered the proposed rule's 
impact on efficiency, competition, and capital formation. 15 U.S.C. 
78c(f). 17 17 CFR 200.30-3(a)(12).
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    At any time within sixty (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

    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. Comments may be submitted by any of 
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an e-mail to [email protected]. Please include 
File No. SR-Amex-2004-94 on the subject line.

Paper Comments

     Send paper comments in triplicate to Jonathan G. Katz, 
Secretary, Securities and Exchange Commission, 450 Fifth Street, NW., 
Washington, DC 20549-0609.
    All submissions should refer to File Number SR-Amex-2004-94. 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, please use only one method. The Commission will post all 
comments on the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). 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 the 
filing also will be available for inspection and copying at the 
principal office of the Amex. All comments received will be posted 
without change; the Commission does not edit personal identifying 
information from submissions. You should submit only information that 
you wish to make available publicly. All submissions should refer to 
File Number SR-Amex-2004-94 and should be submitted by January 19, 
2005.
    For the Commission, by the Division of Market Regulation, pursuant 
to delegated authority.\17\
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    \17\ 17 CFR 200.30-3(a)(12).

Margaret H. McFarland,
Deputy Secretary.
 [FR Doc. E4-3868 Filed 12-28-04; 8:45 am]
BILLING CODE 8010-01-P