2656 Federal Register / Vol. 5, No. 11 / Tuesday, January 18, 2000 / Notices

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

2 17 CFR 240.19b–4.

3See letter from Gary L. Goldsholle, Assistant

General Counsel, NASD Regulation, to Katherine A.

England, Assistant Director, Division of Market

Regulation, Commission, dated December 20, 1999

(‘‘Amendment No. 1’’). In Amendment No. 1, NASD

Regulation makes certain technical amendments to

the proposed rule change.

1. The Commission shall have issued

an order (i) approving the Substitutions

under Section 26(b) of the Act; (ii)

exempting the consolidation of Separate

Account A and Separate Account B

from the provisions of Section 17(a) of

the Act; and (ii) exempting any in-kind

redemptions and purchases from the

provisions of Section 17(a) of the Act as

necessary to carry out the transactions

described in the application.

2. Each Contract holder will have

been sent: (i) A copy of the effective

prospectus relating to each of the

Affected Select Portfolios and any

necessary amendments to the

prospectuses relating to the Variable

Contracts; and (ii) as soon as reasonable

possible after order has been issued and

prior to the Effective Date of the

Substitutions, a notice describing the

terms of the Substitutions and the rights

of the Contractholders in connections

with the substitutions.

3. Pacific Life shall have satisfied

itself, that: (i) The Variable Contracts

allow the substitution of portfolios in

the manner contemplated by the

Substitutions and related transactions

described herein; (ii) the transactions

can be consummated as described in the

application under applicable insurance

laws; and (ii) that any applicable

regulatory requirements in each

jurisdiction where the Variable

Contracts are qualified for sale, have

been complied with to the extent

necessary to complete the transactions.

For the Commission, by the Division of

Investment Management, under delegated

authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 00–1057 Filed 1–14–00; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

Sunshine Act Meeting; Notice

Notice is hereby given, pursuant to

the provisions of the Government in the

Sunshine Act, Pub. L. 94–409, that the

Securities and Exchange Commission

will hold the following meeting during

the week of January 17, 2000.

A closed meeting will be held on

Thursday, January 20, 2000 at 11:00

a.m.

Commissioners, Counsel to the

Commissioners, the Secretary to the

Commission, and recording secretaries

will attend the closed meeting. Certain

staff members who have an interest in

the matters may also be present.

The General Counsel of the

Commission, or his designee, has

certified that, in his opinion, one or

more of the exemptions set forth in 5

U.S.C. 552b(c)(4), (8), (9)(A) and (10)

and 17 CFR 200.402(a)(4), (8), (9)(A) and

(10), permit consideration for the

scheduled matters at the closed meeting.

Commissioner Johnson, as duty

officer, voted to consider the items

listed for the closed meeting in a closed

session.

The subject matters of the closed

meeting scheduled for Thursday,

January 20, 2000, will be:

A litigation matter;

Institution and settlement of

injunctive actions; and

Institution and settlement of

administrative proceedings of an

enforcement nature.

At times, changes in Commission

priorities require alterations in the

scheduling of meeting items. For further

information and to ascertain what, if

any, matters have been added, deleted

or postponed, please contact:

The office of the Secretary at (202)

942–7070.

Dated: January 11, 2000.

Jonathan G. Katz,

Secretary.

[FR Doc. 00–1124 Filed 1–12–00; 4:19 pm]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 34–42325; File No. SR–NASD–

99–60]

Self-Regulatory Organizations; Notice

of Filing of Proposed Rule Change by

the National Association of Securities

Dealers, Inc. Relating to Trading in Hot

Equity Offerings

January 10, 2000.

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 October

15, 1999, the National Association of

Securities Dealers, Inc. (‘‘NASD’’ or

‘‘Association’’), through its wholly

owned subsidiary NASD Regulation,

Inc. (‘‘NASD Regulation’’), filed with the

Securities and Exchange Commission

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

rule change as described in Items I, II,

and III below, which Items have been

prepared by NASD Regulation. On

December 21, 1999, NASD Regulation

submitted Amendment No. 1 to the

proposed rule change.3 The Commission

is publishing this notice of the rule

change, as amended, 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

NASD Regulation proposes to

establish Rule 2790, Trading in Hot

Equity Offerings, to replace the FreeRiding and Withholding Interpretation,

IM–2110–1. Below is the text of the

proposed rule change. Proposed Rule

2790 contains all new language. In the

other proposed changes, additions are

italicized and deletions are bracketed.

IM–2110–1. [‘‘Free-Riding and

Withholding’’[

Deleted in its entirety and replaced

with:

Reserved.

* * * * *

IM–2750. Transactions with Related

Persons

A member who is acting, or plans to

act, as sponsor of a unit investment trust

will not violate Rule 2750 if it

accumulates securities with respect to

which the member has acted as a

syndicate member, selling group

member or reallowance dealer in an

account of the member or related person

of the member if, at the time of

accumulation, the member in good faith

intends to deposit the securities into the

unit investment trust at the public

offering price and intends to make a

bona fide public offering of the

participation units of that trust.

Members engaged in such activity,

however, will continue to be subject to

Rule 2790. [IM–2110–1, ‘‘Free-Riding

and Withholding.’’]

Rule 2790. Trading in Hot Equity

Offerings

(a) Definitions

(1) ‘‘Affiliate’’ shall have the same

meaning as in Rule 2720(b)(1).

(2) ‘‘Beneficial interest’’ means any

ownership or other direct financial

interest.

(3) ‘‘Collective investment account’’

means any hedge fund, investment

partnership, investment corporation, or

any other collective investment vehicle

that manages assets of other persons.

Collective investment account shall not

include any entity in which the decision

to buy or sell securities is made jointly