Federal Register / Vol. 69, No. 244 / Tuesday, December 21, 2004 / Notices 76503

6AEP subsidiaries with retail utility operations 

include: AEP Generating Company, TCC, AEP 

Texas North Company, formerly West Texas 

Utilities Company, Appalachian Power Company, 

Columbus Southern Power Company, Indiana 

Michigan Power Company, Kentucky Power 

Company, Ohio Power Company, Public Service 

Company of Oklahoma, Southwestern Electric 

Power Company, and Wheeling Power Company.

7SEC File No. 70–10231.

1 15 U.S.C. 78s(b)(1).

2 17 CFR 240.19b–4.

the Creditors’’ Committee, to consider 

only those bids that were presented 

under a contract substantially identical 

to the Purchase Agreement, 

accompanied by a deposit in an amount 

at least equal to the greater of 

$20,250,000 or 1.5% of the bidder’s 

proposed purchase price, and received 

no later than noon on January 28, 2004. 

The Bidding Procedures Order provided 

that any bid: (1) Must not be subject to 

due diligence review or any board 

approval, or subject to any conditions, 

or the receipt of any consents, that are 

not otherwise required by the Purchase 

Agreement; and (2) must contain an 

initial overbid (‘‘Initial Overbid’’) in an 

amount that was at least $50,000,000 

over and above the base purchase price 

in the Purchase Agreement. Bids 

meeting those and other requirements as 

to form were designated ‘‘Qualifying 

Competing Bids.’’ In the event there 

were Qualifying Competing Bids, under 

the Bidding Procedures Order, Enron 

was to conduct an auction of the 

common stock on February 2, 2004. 

Enron provided notice of the bidding 

procedures to all interested persons in 

accordance with the Bidding Procedures 

Order. No bids were received, qualifying 

or otherwise. Accordingly, Enron did 

not hold the auction. By order dated 

February 5, 2004 (‘‘Sale Order’’), the 

Bankruptcy Court approved the 

Purchase Agreement and authorized the 

sale of all common stock of Portland 

General to Oregon Electric. 

II. Requests for Authority 

Enron requests authority to: (1) Sell 

all of the common stock of its sole 

public-utility company subsidiary, 

Portland General to Oregon Electric; and 

(2) deregister under the Act after 

completing that transaction. 

American Electric Power Company, 

Inc., AEP Texas Central Company (70–

10253) 

American Electric Power Company, 

Inc., (‘‘AEP’’) a registered holding 

company, and AEP Texas Central 

Company (‘‘TCC’’), an indirect public 

utility subsidiary of AEP, both located at 

1 Riverside Plaza, Columbus, Ohio 

43215 (together ‘‘Declarants’’), have 

filed a declaration under section 12(d) 

of the Act and rules 44 and 54 under the 

Act. 

Declarants request authority for TCC 

to sell its interest in two co-owned 1,250 

MW nuclear generating units situated in 

Matagorda County, Texas (‘‘STP’’) to 

non-affiliated third parties. 

AEP currently holds verticallyintegrated electric utility companies 

with retail utility operations in eleven 

states—Arkansas, Indiana, Kentucky, 

Louisiana, Michigan, Ohio, Oklahoma, 

Tennessee, Texas, Virginia and West 

Virginia.6 TCC is a wholly owned 

indirect subsidiary of AEP, engaged in 

the transmission and distribution of 

electricity in its service territory located 

in southern Texas and in the generation 

and sale of electricity in the region of 

the Electric Reliability Council of Texas 

(‘‘ERCOT’’). The entire service territory 

of TCC is located in ERCOT.

The Texas electric restructuring law 

(the ‘‘Texas Act’’), signed into law in 

1999, required, among other things, that 

utilities legally separate into a retail 

electric provider, a power generation 

company, and a transmission and 

distribution utility. The Texas Act 

provides each affected utility an 

opportunity to recover its generation 

related regulatory assets and stranded 

costs resulting from the legal separation 

of the transmission and distribution 

utility from the generation facilities and 

the related introduction of retail electric 

competition. Regulatory assets consist of 

the Texas jurisdictional amount of 

generation-related regulatory assets and 

liabilities in the audited financial 

statements as of December 31, 1998. 

Stranded costs consist of the positive 

excess of the net regulated book value 

of generation assets over the market 

value of those assets, taking specified 

factors into account, as ultimately 

determined by the Public Utility 

Commission of Texas. 

TCC is selling all of its generation 

assets in order to determine the assets’

fair market value for purposes of 

calculating TCC’s stranded costs 

pursuant to the Texas Act. The 

divestiture of TCC’s assets is being 

achieved through a series of sales to 

different purchasers. On July 2, 2004, 

TCC completed the sale of 3,813 MW of 

generating assets to a joint venture of 

Sempra Energy Partners and Carlyle/

Riverstone Global Energy and Power 

Fund. TCC’s sale of its interest in a 690 

Megawatt generation facility located in 

Wilbarger County, Texas is the subject 

of a separate application to the 

Commission.7

TCC executed a contract for the sale 

of its 25.2% undivided interest (which 

corresponds to approximately 630 MW) 

in STP to Cameco South Texas Project 

LP, a Texas limited partnership and 

subsidiary of Cameco Corporation 

(‘‘Cameco’’) for approximately $330 

million on February 27, 2004. Pursuant 

to an earlier agreement (the ‘‘STP 

Agreement’’), the other owners of STP 

have a right of first refusal to purchase 

the TCC interest in STP. The STP 

Agreement provides that the interest in 

STP will be divided pro-rata among the 

exercising owners when two or more 

owners exercise their right to purchase 

TCC’s undivided STP interest. 

On May 28, 2004, in accordance with 

the STP Agreement, two of the other 

owners of STP, the City of San Antonio, 

acting through the City Public Service 

Board of San Antonio (‘‘San Antonio’’) 

and Texas Genco, L.P., a Texas limited 

partnership (‘‘Texas Genco’’) exercised 

their rights of first refusal to purchase 

the entire share of the TCC interest in 

STP according to the terms and 

conditions (including the purchase 

price) stated in the agreement with 

Cameco. On September 3, 2004, TCC 

entered into a purchase and sale 

agreement with San Antonio and Texas 

Genco under which, subject to certain 

regulatory approvals, San Antonio and 

Texas Genco will purchase the entire 

TCC interest in STP. In accordance with 

the sale, TCC also intends to assign, 

transfer or otherwise sever all rights, 

obligations and other interest in STP 

Nuclear Operating Company, a 

nonprofit Texas corporation that 

operates STP under a contract.

For the Commission, by the Division of 

Investment Management, pursuant to 

delegated authority. 

Margaret H. McFarland, 

Deputy Secretary.

[FR Doc. 04–27834 Filed 12–20–04; 8:45 am] 

BILLING CODE 8010–01–P

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–50843; File No. SR–Amex–

2004–91] 

Self-Regulatory Organizations; Notice 

of Filing and Immediate Effectiveness 

of Proposed Rule Change by the 

American Stock Exchange LLC 

Providing $5 Quotation Spread 

Parameters for Quotations Submitted 

Electronically to ANTE and Correcting 

an Inaccurate Paragraph Designation 

December 13, 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 

29, 2004, the American Stock Exchange 

76504 Federal Register / Vol. 69, No. 244 / Tuesday, December 21, 2004 / Notices 

3 15 U.S.C. 78s(b)(3)(A).

4 17 CFR 240.19b–4(f)(6).

(‘‘Amex’’ or ‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(‘‘SEC’’ or ‘‘Commission’’) the proposed 

rule change as described in Items I and 

II below, which Items have been 

prepared by the Exchange. The Amex 

filed the proposal pursuant to Section 

19(b)(3)(A) of the Act 3 and Rule 19b–

4(f)(6) thereunder,4 which renders the 

proposal effective upon filing with the 

Commission. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested persons.

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Amex proposes to amend Amex 

Rule 958–ANTE to provide for quote 

spread parameters of up to $5 for 

quotations that are submitted 

electronically on the ANTE system and 

to correct the incorrect paragraph 

designation of Amex Rule 950–

ANTE(e)(v). The proposed rule text is 

below. Italics indicate text to be added. 

[Brackets] indicate text to be deleted.

* * * * *

Options Transactions of Registered 

Options Traders 

No registered options trader shall 

initiate an Exchange option transaction 

on the Floor and through the facilities 

of the Exchange for any account in 

which he has an interest except in 

accordance with following provisions: 

(a)–(b) No change. 

(c) With respect to each class of 

options as to which he is assigned by 

the Exchange, a registered options 

trader, whenever he participates in the 

trading of an options class in other than 

a floor brokerage capacity, or is called 

upon by a Floor Official or a floor broker 

acting in an agency capacity, is required 

to make competitive bids and offers as 

reasonably necessary to contribute to 

the maintenance of a fair and orderly 

market and shall engage, to a reasonable 

degree under the existing 

circumstances, in dealings for his own 

account when there exists a lack of price 

continuity, a temporary disparity 

between the supply of and demand for 

option contracts of a particular series, or 

a temporary distortion of the price 

relationships between option contracts 

of the same class. Without limiting the 

foregoing, a registered options trader is 

expected to perform the following 

activities in the course of maintaining a 

fair and orderly market: 

(i) If the underlying security is a stock 

or Exchange-Traded Fund Share, 

options on classes trading on the ANTE 

system may be quoted electronically 

with a difference not to exceed $5 

between the bid and offer regardless of 

the price of the bid. Provided, however, 

that the $5 quote widths shall only 

apply following the opening rotation in 

each security and shall exclude quotes 

given in open outcry in ANTE classes, 

during which times the quote spreads 

must comply with the following: bidding 

and offering so as to create differences 

of no more than $0.25 between the bid 

and the offer for each option contract for 

which the prevailing bid is less than $2, 

no more than $0.40 where the prevailing 

bid is $2 but does not exceed $5, no 

more than $0.50 where the prevailing 

bid is more than $5 but does not exceed 

$10, no more than $0.80 where the 

prevailing bid is more than $10 but does 

not exceed $20, and no more than $1 

where the last prevailing bid is more 

than $20. In the event the bid/ask 

differential in the underlying security is 

greater than the bid/ask differential set 

forth herein, the permissible price 

differential for any in-the-money option 

series may be identical to those in the 

underlying security market. 

If the underlying security is a 

Treasury bill or certificate of deposit, 

bidding and offering so as to create 

differences in premium quotations of no 

more than 0.06 between the bid and the 

offer for each option contract for which 

the last preceding transaction price was 

0.12 or less, no more than 0.12 where 

the last preceding transaction price was 

more than 0.12 but did not exceed 1.20, 

and no more than 0.16 where the last 

preceding transaction price was more 

than 1.20; and 

If the underlying security is a 

Treasury bond or Treasury note, bidding 

and offering so as to create differences 

of no more than 1⁄8% of the principal 

amount of the underlying security 

between the bid and the offer for each 

option contract for which the last 

preceding transaction price was 1⁄4% or 

less, no more than 1⁄4% where the last 

preceding transaction price was more 

than 1⁄4% but did not exceed 4%, and 

no more than 3⁄8% where the last 

preceding transaction price was more 

than 4%; 

Provided that the Exchange may 

establish differences other than the 

above for one or more series or classes 

of options. 

(ii) No change. 

(d)–(i) No change. 

ANTE Rules of General Applicability 

(a)–(d) No Change. 

(e) The types of orders specified in 

Rule 131 and the following additional 

types of orders shall be applicable to 

Exchange option transactions: 

(i)–(vi) No Change. 

(e)[(v)](vii) Ratio Order—A Ratio 

Order is a spread, straddle, or 

combination order in which the stated 

number of option contracts to buy (sell) 

is not equal to the stated number of 

option contracts to sell (buy), provided 

that the number of contracts differ by a 

permissible ratio. For purposes of this 

section, a permissible ratio is any ratio 

that is equal to or greater than one-tothree (.333) and less than or equal to 

three-to-one (3.00). For example, a oneto-two (.5) ratio, a two-to-three (.667) 

ratio, or a two-to-one (2.00) ratio is 

permissible, whereas a one-to-four (.25) 

ratio or a four-to-one (4.0) ratio is not. 

(f)–(n) No Change.

* * * * *

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 aspects of such 

statements.

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

Amex Rule 958–ANTE currently 

contains maximum spread parameters 

(the difference between the quoted bid 

and offer) applicable to specialists’ and 

registered options traders’ quotations in 

options. Specifically, Amex Rule 958–

ANTE requires that the specialists and 

registered options traders bid and offer 

to create differences of no more than 

$0.25 between the bid and the offer for 

each option contract for which the 

prevailing bid is less than $2, no more 

than $0.40 where the prevailing bid is 

$2 but does not exceed $5, no more than 

$0.50 where the prevailing bid is more 

than $5 but does not exceed $10, no 

more than $0.80 where the prevailing 

bid is more than $10 but does not 

exceed $20, and no more than $1 where 

the last prevailing bid is more than $20. 

The rule further provides that in the 

event that the bid/ask differential in the 

underlying security is greater than these 

bid/ask differential, the permissible 

Federal Register / Vol. 69, No. 244 / Tuesday, December 21, 2004 / Notices 76505

5See Release No. 34–50525 (October 13, 2004), 69 

FR 61875 (October 21, 2004), (notice of filing and 

immediate effectiveness of File No. SR–Amex–

2004–77).

6 15 U.S.C. 78f(b).

7 15 U.S.C. 78f(b)(5).

8 15 U.S.C. 78s(b)(3)(A).

9 17 CFR 240.19b–4(f)(6).

10 15 U.S.C. 78s(b)(3)(A).

11 17 CFR 240.19b–4(f)(6).

12See Securities Exchange Act Release No. 50079 

(July 26, 2004), 69 FR 45858 (July 30, 2004) (order 

approving File No. SR–CBOE–2004–44) (‘‘CBOE 

Order’’).

13For purposes only of waiving the operative 

delay for this proposal, the Commission has 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. 15 

U.S.C. 78c(f).

price differential for any in-the-money 

option series may be identical to those 

in the underlying security market. 

The primary purpose of the quote 

spread requirements is to help to 

maintain narrow spreads in options. 

The Amex believes that these 

requirements can have the unintended 

consequence of requiring specialists and 

registered options traders to quote at 

prices that are unnecessarily narrow, 

thereby exposing them to great risk if 

markets move quickly. 

The Amex proposes to amend Amex 

Rule 958–ANTE to permit option quote 

spread parameters of up to $5, 

regardless of the price of the bid, on 

quotes that are submitted electronically 

on the ANTE system. The $5 quote 

width shall apply only to classes trading 

on the ANTE system and only following 

the opening rotation. Additionally, in 

open outcry, specialists and registered 

options traders in those same classes 

would be required to give verbal quotes 

that comply with the legal width 

requirements established in Amex Rule 

958–ANTE(c)(i) and set forth to 

specifically govern the above-mentioned 

exceptions to the proposed $5 quote 

spread provision. 

The Amex notes that in open outcry, 

when a floor broker requests a market, 

specialists and registered options 

traders have the ability to evaluate all 

pricing information publicly available 

prior to responding with a quote. 

Moreover, a specialist or registered 

options trader typically responds with 

one quote at a time, which substantially 

lessens the likelihood of multiple 

executions across different series. The 

ability to evaluate pricing information 

prior to giving a verbal quote is not a 

luxury that a specialist or registered 

options trader enjoys on the electronic 

side, where the specialist or registered 

options trader could execute numerous 

transactions before having the ability to 

adjust his or her quotes. 

It is the Amex’s position that the 

competitive market making structure of 

ANTE and the existence of vigorous 

inter-market competition provide strong 

incentives for market participants to 

quote competitively and enter quotes 

and orders that improve the price and 

depth of the market. The Amex notes 

that ANTE allows market makers to 

quote independently of the specialist, 

such that the Amex Best Bid and Offer 

is selected from an array of competitive 

bids and offers, rather than merely being 

composed of the specialist’s bid and 

offer. The Amex believes that the ability 

of market makers to quote 

independently eradicates the need for 

the maximum spread parameters that 

currently apply. 

Additionally, the Amex proposes 

amend Amex Rule 950–ANTE to correct 

an incorrect paragraph designation. On 

September 23, 2004, the Exchange 

submitted a proposal amending Amex 

Rules 950 and 950–ANTE to allow ratio 

orders, with certain permissible ratio 

limits, to be executed through the 

Amex. The proposal added paragraphs 

defining ‘‘Ratio Orders’’ to both Amex 

Rules 950 and 950–ANTE. Both 

paragraphs were numbered (e)(v), even 

though the Exchange already had a rule 

numbered Amex Rule 950–ANTE(e)(v). 

Unfortunately, the Amex did not 

become aware of this inconsistency 

until after the notice for the proposal 

was issued.5 Accordingly, the Amex 

seeks to correct the paragraph 

designation of the definition of ‘‘Ratio 

Orders’’ in Amex Rule 950–ANTE by 

renumbering it from paragraph (e)(v) to 

paragraph (e)(vii).

2. Statutory Basis 

The Exchange 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)(5) 

of the Act,7 in particular, in that it is 

designed to perfect the mechanisms of 

a free and open market and the national 

market system, protect investors and the 

public interest, and promote just and 

equitable principles of trade.

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange believes that the 

proposed rule change will impose no 

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 Exchange has designated the 

proposed rule change as a ‘‘noncontroversial’’ rule change pursuant to 

Section 19(b)(3)(A) of the Act 8 and 

subparagraph (f)(6) of Rule 19b–4 

thereunder.9 Consequently, because the 

foregoing rule change: (1) Does not 

significantly affect the protection of 

investors or the public interest; (2) does 

not impose any significant burden on 

competition; and (3) does not become 

operative for 30 days from the date on 

which it was filed, or such shorter time 

as the Commission may designate if 

consistent with the protection of 

investors and the public interest, it has 

become effective pursuant to Section 

19(b)(3)(A) of the Act 10 and Rule 19b–

4(f)(6) thereunder.11 As required under 

Rule 19b–4(f)(6)(iii), the Amex provided 

the Commission with written notice of 

its intent to file the proposed rule 

change at least five business days prior 

to filing the proposal with the 

Commission or such shorter period as 

designated by the Commission.

A proposed rule change filed under 

Rule 19b–4(f)(6) normally does not 

become operative prior to 30 days after 

the date of filing. However, Rule 19b–

4(f)(6)(iii) permits the Commission to 

designate a shorter time if such action 

is consistent with the protection of 

investors and the public interest. The 

Exchange has requested that the 

Commission waive the 30-day operative 

delay specified in Rule 19b–4(f)(6). In 

this regard, the Amex notes that the 

proposed spread parameters are 

substantially similar to a Chicago Board 

Options Exchange, Inc. (‘‘CBOE’’) rule 

that the Commission approved.12 In 

addition, the Amex believes that the 

renumbering of the incorrectly 

numbered paragraph (e)(v) in Amex 

Rule 950–ANTE is a change in 

formatting rather than a substantive 

change and, as such, meets the 

requirements of Rule 19b–4(f)(6). The 

Amex believes that a waiver of the 30-

day pre-operative delay will allow the 

Amex to remain competitive with the 

CBOE and allow expeditious and 

accurate publication of the Amex’s 

rules.

The Commission believes that 

waiving the 30-day operative delay is 

consistent with the protection of 

investors and the public interest.13 The 

Commission notes that this proposal is 

similar to pilot programs adopted by the 

International Securities Exchange, Inc. 

(‘‘ISE’’) and the CBOE that the 

Commission approved on a permanent 

76506 Federal Register / Vol. 69, No. 244 / Tuesday, December 21, 2004 / Notices 

14See Securities Exchange Act Release No. 50015 

(July 14, 2004), 69 FR 43872 (July 22, 2004) (order 

approving File No. SR–ISE 2003–22); and CBOE 

Order, supra note 12.

15See Securities Exchange Act Release Nos. 

50538 (October 14, 2004), 69 FR 62105 (October 22, 

2004) (notice of filing and immediate effectiveness 

of File No. SR–PCX–2004–89); 50669 (November 

16, 2004), 69 FR 67968 (November 22, 2004) (notice 

of filing and immediate effectiveness of File No. 

SR–BSE–2004–47); and 50728 (November 23, 2004), 

69 FR 69982 (December 1, 2004) (notice of filing 

and immediate effectiveness of File No. SR–Phlx–

2004–74). 16 17 CFR 200.30–3(a)(12).

1 15 U.S.C. 78s(b)(l).

2 17 CFR 240.19b–4.

3See Securities Exchange Act Release No. 27753 

(March 1, 1990) 55 FR 8624 (March 8, 1990) (order 

approving File No. SR–Amex–89–29).

4Wachovia Corporation (‘‘Wachovia’’) and 

Standard & Poor’s, a division of The McGraw-Hill 

Companies, Inc., (‘‘S&P’’) have entered into a nonexclusive license agreement providing for the use 

of the S&P 500 by Wachovia and certain affiliates 

basis,14 and to rule changes adopted by 

the Pacific Exchange, Inc. (‘‘PCX’’), the 

Boston Stock Exchange, Inc. (‘‘BSE’’), 

and the Philadelphia Stock Exchange, 

Inc. (‘‘Phlx’’) that were effective on 

filing.15 Neither the ISE’s proposal nor 

the CBOE’s proposal received any 

comments. The Commission believes 

that the Amex’s proposal raises no new 

issues or regulatory concerns that the 

Commission did not consider in 

approving the ISE’s and the CBOE’s 

proposals. In addition, the Commission 

believes that allowing the Amex to 

implement $5 quotation spread 

parameters like those adopted by ISE, 

CBOE, PCX, BSE, and Phlx will help the 

Amex to compete with those exchanges. 

The Commission also believes that 

revising the paragraph numbering in 

Amex Rule 950–ANTE will ensure that 

the Amex’s rules are numbered 

correctly. For these reasons, the 

Commission designates that the 

proposal become operative immediately.

At any time within 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 the action is necessary 

or appropriate in the public interest, for 

the protection of investors, or would 

otherwise further 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 rulecomments@sec.gov. Please include File 

Number SR–Amex–2004–91 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–2004–91. 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 

Section, 450 Fifth Street, NW., 

Washington, DC 20549. Copies of this 

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–

2004–91 and should be submitted on or 

before January 11, 2005.

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.16

Margaret H. McFarland, 

Deputy Secretary.

[FR Doc. 04–27835 Filed 12–20–04; 8:45 am] 

BILLING CODE 8010–01–P

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–50850; File No. SR–Amex–

2004–87] 

Self-Regulatory Organization; Notice of 

Filing and Order Granting Accelerated 

Approval of a Proposed Rule Change 

by the American Stock Exchange LLC 

Relating to the Listing and Trading of 

Contingent Principal Protected Notes 

Linked to the Performance of the 

Standard and Poor’s 500 Composite 

Stock Price Index 

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 

1, 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 and II below, which Items have 

been prepared by the Exchange. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons and is 

approving the proposal on an 

accelerated basis.

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to list and 

trade contingent principal protected 

notes, the performance of which is 

linked to the Standard and Poor’s 500 

Composite Stock Price Index (‘‘S&P 

500’’ or ‘‘Index’’). 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, 

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 III 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 the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

Under Section 107A of the Amex 

Company Guide (‘‘Company Guide’’), 

the Exchange may approve for listing 

and trading securities that cannot be 

readily categorized under the listing 

criteria for common and preferred 

stocks, bonds, debentures, or warrants.3

Amex proposes to list for trading under 

Section 107A of the Company Guide 

notes linked to the performance of the 

S&P 500 that provide for contingent 

principal protection (‘‘Contingent 

Principal Protected Notes’’ or ‘‘Notes’’).4