36848 Federal Register / Vol. 65, No. 113 / Monday, June 12, 2000 / Notices

4A fund relying upon rules 17f–2 is required to

file Form N–17f–2 with the Commission three times

yearly. The Commission’s records indicate that

approximately 204 funds filed Form N–17f–2 with

the Commission during calendar year 1999.

5Each of these hour burden estimates is based

upon conversations with attorneys and accountants

familiar with the information collection

requirements of the rule.

6This estimate is based on the experience of

members of the Commission staff in completing

Form N–17f–2. 7This estimate is based on the following

calculation: 204 (respondents) × 3 (responses per

fund per year) × .015 (hours per response) = 91.8

burden hours. 8The estimate of the hour burden per fund per

response remains 9 minutes for each Form N–17f–

2 filed with the Commission. The prior annual hour

burden estimate was based on a calculation of .05

hours (which equals 3 minutes) instead of .015

hours (9 minutes). The annual hour burden for

Form N–17f–2 has, therefore, increased by only 42.3

burden hours if the prior annual hour burden is

recalculated: 110 (respondents) x 3 (responses per

respondent per year) x .015 (hours per response) =

49.5 burden hours.

are intended to reduce the risk of

misappropriation of fund assets by

access persons, and to ensure that

adequate records are prepared, reviewed

by a responsible third person, and

available for examination by the

Commission. The requirement that

auditors verify fund assets without

notice twice each year is intended to

provide an additional deterrent to the

misappropiation of fund assets and to

detect any irregulatirites.

Commission staff estimates that

approximately 204 funds rely upon the

rule (and that each fund offers an

average of two separate series or

portfolios subject to the rule) 4

Commission staff estimates that each

fund spends approximately 2 hours

annually in drafting resolutions by

directors, 24 hours annually in

preparing transaction notations, and 100

hours annually assisting independent

public accountants perform

unscheduled verifications of assets.5

The total annual burden of the rule’s

paperwork requirements thus is

estimated to be 25,704 hours. This

represents an increase of 10,844 hours

from a prior estimate of 13,860 hours,

based on an increase in the number of

funds relying on the rule from 110 to

204 funds.

Form N–17f–2 is entitled ‘‘Certificate

of Accounting of Securities and Similar

Investments in the Custody of

Management Investment Companies.’’

Form N–17f–2 is the cover sheet for the

accountant examination certificates

filed under rule 17f–2 of the Act by

registered management investment

companies maintaining custody of

securities or other investments. Form

N–17f–2 facilitates the filing of the

accountant’s examination certificates.

The use of the form allows the

certificates to be filed electronically,

and increases the accessibility of the

examination certificates to both the

Commission’s examination staff and

interested investors by ensuring that the

certificates are filed under the proper

SEC file number and the correct name

of a fund.

Commission staff estimates that

approximately 204 funds rely on rule

17f–2, and therefore, file Form N–17f–

2 with the Commission. A fund relying

on rule 17f–2 must file the form with

the Commission at least three times a

year. Commission staff estimates that

each fund spends approximately nine

minutes (0.15 hours) preparing each

response on Form N–17f–2 6 Therefore,

the total annual burden of Form N–17f–

2’s annual paperwork requirements is

estimated to be approximately 92

hours,7 an increase of 72 hours from the

prior estimate of 20 hours. The increase

in the annual hour burden is primarily

attributable to the increase in the

number of respondents from 130 funds

to 204 funds.8

Complying with the collection of

information requirements of the rule is

mandatory for those funds that maintain

custody of their own assets. The

information provided to the

Commission by the fund’s independent

public accounts about each verification

of the fund’s assets will not be kept

confidential.

The estimate of average burden hours

is made solely for the purposes of the

Paperwork Reduction Act, and is not

derived from a comprehensive or even

a representative survey or study of the

costs of Commission rules.

An agency may not conduct or

sponsor, and a person is not required to

respond to, a collection of information

unless it displays a currently valid

control number.

Written comments regarding the

above information should be directed to

the following persons: (i) Desk Officer

for the Securities and Exchange

Commission, Office of Information and

Regulatory Affairs, Office of

Management and Budget, Room 10102,

New Executive Office Building,

Washington, DC 20503; and (ii) Michael

E. Bartell, Associate Executive Director,

Office of Information Technology,

Securities and Exchange Commission,

450 Fifth Street, NW., Washington, DC

20549. Comments must be submitted to

OMB within 30 days of this notice.

Dated: June 5, 2000.

Jonathan G. Katz,

Secretary.

[FR Doc. 00–14716 Filed 6–9–00; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 35–27180]

Filings Under the Public Utility Holding

Company Act of 1935, as Amended

(‘‘Act’’)

June 5, 2000.

AGENCY: Notice is hereby given that the

following filing(s) has/have been made

with the Commission pursuant to

provisions of the Act and rules

promulgated under the Act. All

interested persons are referred to the

application(s) and/or declaration(s) for

complete statements of the proposed

transaction(s) summarized below. The

application(s) and/or declaration(s) and

any amendments(s) is/are available for

public inspection through the

Commission’s Branch of Public

Reference.

Interested persons wishing to

comment or request a hearing on the

application(s) and/or declaration(s)

should submit their views in writing by

June 27, 2000, to the Secretary,

Securities and Exchange Commission,

Washington, DC 20549–0609, and serve

a copy on the relevant applicant(s) and/

or declarant(s) at the address(es)

specified below. Proof of service (by

affidavit or, in the case of an attorney at

law, by certificate) should be filed with

the request. Any request for hearing

should identify specifically the issues of

facts or law that are disputed. A person

who so requests will be notified of any

hearing, if ordered, and will receive a

copy of any notice or order issued in the

matter. After June 27, 2000, the

application(s) and/or declaration(s), as

filed or as amended, may be granted

and/or permitted to become effective.

Allegheny Energy, Inc., et al. (70–9627)

Allegheny Energy, Inc.,

(‘‘Allegheny’’), a registered holding

company, Allegheny Energy Service

Company (‘‘AESC’’), a service

subsidiary of Allegheny, The Potomac

Edison Company (‘‘Potomac Edison’’), a

wholly owned electric public utility

subsidiary of Allegheny, all located at

10435 Downsville Pike, Hagerstown,

Maryland 21740–1766, and Allegheny

Energy Supply Company, LLC, a wholly

owned nonutility subsidiary of

Allegheny located at 10435 Downsville

Pike, Hagerstown, Maryland 21740–

1766, and Allegheny Energy Supply

Company, LLC, a wholly owned

nonutility subsidiary of Allegheny

located at R.R. 12, P.O. Box 1000,

Roseytown, Pennsylvania 15601

(‘‘Genco’’ and collectively,

‘‘Applicants’’), have filed an

application-declaration under sections

Federal Register / Vol. 65, No. 113 / Monday, June 12, 2000 / Notices 36849

1Applicants state that Potomac Edison will

transfer the Inventory at net book value. Applicants

project that the net book value of the Inventory will

be approximately $32.8 million as of June 30, 2000.

2AGC, a Virginia corporation that is currently

jointly owned by Potomac Edison, Genco, and

Monongahela Power Company, owns a 40%

undivided interest in a pumped storage

hydroelectric generating facility and related

facilities located in Bath County, Virginia.

6(a), 7, 9(a), 10, 12(b), 12(c), 12(d), and

13(b) of the Act, and rules 43, 44, 45, 46,

54, 90 and 91 under the Act.

Potomac Edison, subject to obtaining

the requisite regulatory approvals,

intends to leave the generating business

entirely. To accomplish this, Applicants

request authority for Potomac Edison to

transfer most of its electric generating

business to Genco, which was organized

to compete in deregulated, competitive

electricity generation markets.

Specifically, Applicants request

authority for Potomac Edison to transfer

to Genco, at net book value, Potomac

Edison’s undivided ownership interests

in certain jointly held and certain

wholly owned generating facilities and

related fixed assets (‘‘Generating

Assets’’), in certain current assets

related to the Generating Assets

(‘‘Related Assets’’), and other related

interests (‘‘Other Interests’’) each of

which is more particularly described

below. In addition, Applicants request

authority for Potomac Edison to transfer

and for Genco to assume certain net

liabilities and debt associated with the

Generation Assets and Related Assets

(‘‘Related Liabilities’’). As discussed

below, Applicants also request authority

for Potomac Edison to transfer its

undivided ownership interests in

certain hydroelectric generating stations

located in Virginia (‘‘Virginia Hydros’’)

to a subsidiary it proposes to organize,

PE VA Hydro, LLC (‘‘PE VA Hydro’’).

The Generating Assets consist of the

undivided ownership interests in the

following generating facilities: a 25%

interest in the Fort Martin Power station

located in Maidsville, West Virginia; a

33% interest in the Albright Power

Station located in Albright, West

Virginia; a 32.76% interest in the

Harrison Power Station located in

Shinnston, West Virginia; a 20%

interest in the Hatfield’s Ferry Power

Station located in Masontown,

Pennsylvania; a 30% interest in the

Pleasants Power Station, located in

Saint Mary’s, West Virginia; a 100%

interest in the R. Paul Smith Station and

R. Paul Smith Ash Basin, both located

in Williamsport, Maryland; and a 100%

interest in the Millville, Dam #4 and

Dam #5 hydro stations located in West

Virginia. The Generating Assets also

consist of step-up transformers and

ancillary transmission and distribution

equipment, production equipment,

buffers and rights of way, and other

equipment that connect the Generating

Assets to the transmission grid.

Applicants project that the total net

book value of the Generating Assets will

be approximately $448.4 million as of

June 30, 2000. Potomac Edison also

intends to transfer fuel, supplies, and

other inventory (‘‘Inventory’’) to Genco

through intermediate subsidiaries more

particularly described below.1

The Related Assets consist of current

assets, deferred charges, cash, temporary

cash investments, and an undivided

28% ownership interest in Allegheny

Generating Company (‘‘ACC’’).2

Applicants project that the net book

value of the Related Assets will be

approximately $57.9 million as of June

30, 2000. The Other Interests consist of

an undivided 2% ownership interest in

Ohio Valley Electric Corporation

(‘‘OVEC’’), a public utility, and Potomac

Edison’s rights and obligations under

four agreements regarding the operation

of four of the generating facilities

included as Generating Assets.

The Related Liabilities consist of

accounts payables, accrued taxes, tax

deferrals, pollution control bonds, and

other deferred credits related to the

Generating Assets. Applicants project

that the book value of the Related

Liabilities will be approximately $215.3

million as of July 1, 2000. Applicants

state that the Related Liabilities do not

include Potomac Edison’s first mortgage

bonds. Applicants state that Potomac

Edison expects to obtain a release from

the lien of the first mortgage by pledging

additional bondable property in an

amount not to exceed the net book value

of the Generating Assets, which could

include remaining utility assets of

Potomac Edison, and request authority

to pledge those assets to obtain the

described release.

The Virginia Hydros consist of

Potomac Edison’s undivided 100%

ownership interests in the Luray,

Newport, Shenandoah and Warren

hydroelectric generating stations.

According to Applicants, the net book

value of the Virginia Hydros will be

approximately $3.6 million as of June

30, 2000.

To accomplish the proposed transfers,

Applicants request authority to form

two limited liability corporations, PE

Transferring Agent, LLC (‘‘PE

Transferring Agency’’) and PE Genco,

LLC (‘‘PE Genco’’). Potomac Edison

would acquire the ownership interests

in PE Transferring Agent in exchange

for an initial cash contribution of

$200,000, and PE Transferring Agent

would acquire the membership interests

in PE Genco for an initial cash

contribution of $100,000, with the

contributions to be in the form of

collateralized government obligations.

Potomac Edison would then transfer

its undivided ownership interests in the

Generating Assets, Related Assets,

Inventory and Other Interests to PE

Transferring Agent. PE Transferring

Agent would issue a promissory note to

Potomac Edison in an amount equal to

the sum of the net book values of the

Generating Assets and Inventory

(‘‘Purchase Note’’) in exchange for the

transfer of these assets. In order to

assure that PE Transferring agent has

sufficient assets to cover the principal

amount of the Purchase Note and its

accrued interest, Potomac Edison would

issue a non-interest bearing note to PE

Transferring agent in an amount $20

million greater than the Purchase Note

as a capital contribution. In addition,

Potomac Edison would issue a noninterest bearing promissory note to PE

Transferring Agency in an amount

constituting the difference between the

net book values of the Related Assets

and the Related Liabilities.

PE Transferring Agent would in turn

contribute the undivided ownership

interests in the Generating Assets,

Related Assets, Inventory and Other

Interests to PE Genco, which would also

assume the Related Liabilities. PE

Transferring Agent would then dividend

its membership interests in PE Genco to

Potomac Edison, which would in turn

dividend these membership interests to

Allegheny, after which PE Genco would

merge with Genco.

Applicants state that it is undesirable,

at this time, for Genco to directly

acquire the Virginia Hydros because the

acquisition could subject Genco to

regulation as a ‘‘public utility’’ under

Virginia law. In order to facilitate

Potomac Edison’s exit from the

generation business and Genco’s entry

into Virginia’’s deregulated generation

market, Applicants request authority for

Potomac Edison to organize and acquire

PE VA Hydro and for Potomac Edison

to transfer the Virginia Hydros to PE VA

Hydro. Applicants also request

authority for Potomac Edison to

dividend the membership interests in

PE VA Hydro to Allegheny, and for

Allegheny to contribute these interests

in PE VA Hydro to Genco, making PE

VA Hydro a wholly owned subsidiary of

Genco.

In addition, Applicants request

authority for Potomac Edison to render

operating services with respect to the

Generating Assets on behalf of Genco,

and to render operating services with

respect to the Virginia Hydros on behalf

of PE VA Hydro, until Genco and PE VA

36850 Federal Register / Vol. 65, No. 113 / Monday, June 12, 2000 / Notices

3AEU’s principal assets are to 44MW generation

units in Springdale, Pennsylvania.

1 15 U.S.C. 78l(d).

2 17 CFR 240.12d2–2(d).

3 15 U.S.C. 78l(b).

4 17 CFR 200.30–3(a)(1).

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

2 17 CFR 240 19b–4.

3The current proposal replaces an earlier

proposed (file No. SR–Amex–98–19) that the Amex

withdrew. See Securities Exchange Act Release No.

41864 No. 41864 (September 10, 1999), 64 FR 50843

(September 20, 1999).

4See Securities Exchange Act Release No. 41985

(October 7, 1999), 64 FR 55998.

5The modifications made by these amendments

are incorporated in the description of the proposal

in Section II below, and are further discussed in

Section III below.

Hydro obtain the necessary permits and

licenses to operate the Generating

Assets and the Virginia Hydros,

respectively. These services will be

rendered at cost, in accordance with

rules 90 and 91 under the Act. Further,

Applicants request authority for AE

Units 1 and 2, LLC (‘‘AEU’’), a public

utility subsidiary of Allegheny, to merge

with Genco in exchange for Genco

assuming the former company’s

outstanding debt.3

For the Commission by the Division of

Investment Management, pursuant to

delegated authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 00–14717 Filed 6–9–00; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

Issuer Delisting; Notice of Application

To Withdraw From Listing and

Registration; (Reunion Industries, Inc.,

Common Stock, $.01 Par Value) File

No. 1–15739

June 5, 2000.

Reunion Industries, Inc. (‘‘Company’’)

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, $.01 par value (‘‘Security’’), from

listing and registration on the Pacific

Exchange, Inc. (‘‘PCX’’).

Following the completion of its

merger with Chatwins Group, Inc., on

March 16, 2000, the Company, whose

Security has been listed on the PCX,

additionally effected its listing and

registration on the American Stock

Exchange (‘‘Amex’’). Trading in the

Security on the Amex began on March

23, 2000. The Company’s board of

directors subsequently determined that

the Security’s limited trading volume on

the PCX, compared with that on the

Amex, did not justify the cost of

maintaining such listing. On March 27,

2000, therefore, the Company’s board

passed a resolution authorizing the

withdrawal of the Security from listing

and registration on the PCX.

The PCX, having determined that the

Company complied with the rules of the

PCX governing the withdrawal of the

Security from listing and registration,

has indicated by letter to the Company

that it shall not interpose any objection

to the proposed withdrawal. The matter

was considered and decided by the

Equity Listings Committee of the PCX at

a meeting held on May 2, 2000.

The Company’s application relates

solely to the withdrawal of the Security

from listing and registration on the PCX

and shall have no effect upon the

Security’s continued listing and

registration on the Amex under Section

12(b) of the Act.3

Any interested persons may, on or

before June 26, 2000, 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 PCX 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

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.4

Jonathan G. Katz,

Secretary.

[FR Doc. 00–14719 Filed 6–9–00; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 34–42894; File No. SR–Amex–

99–36]

Self-Regulatory Organizatons: Orders

Approving a Proposed Rule Change

and Notice of Filing and Order

Granting Accelerated Approval to

Amendment Nos. 1, 2, and 3 to the

Proposed Rule Change by the

American Stock Exchange LLC

Relating to Facilitation, Solicitation,

and Crossing Transactions

June 2, 2000.

I. Introduction

On September 2, 1999, the American

Stock Exchange LLC (‘‘Amex’’ or

‘‘Exchange’’) filed with the Securities

and Exchange Commission (‘‘SEC’’ or

‘‘Commission’’) pursuant to Section

19(b)(1) of the Securities Exchange Act

of 1934 (‘‘Act’’),1 and Rule 19–4

thereunder,2 a proposed rule change to

amend its rules by adopting

Commentary .02(d) and Commentary .04

to Amex Rule 950(d).3 The proposed

rule change was published for comment

in the Federal Register on October 15,

1999.4 On November 1, 1999, May 26,

2000, and May 31, 2000, the Amex filed

Amendment Nos. 1, 2, and 3,

respectively, to the proposal.5 No

comments were received regarding the

proposed rule change. This order

approves the portion of the proposal, as

amended, adopting Commentary .04 to

Amex Rule 950(d); this order also

approves the portion of the proposal

adopting Commentary .02(d) to Amex

Rule 950(d) on a pilot basis until August

31, 2000. Finally, this order accelerates

approval of Amendment Nos. 1, 2 and

3, and solicits comments from interested

persons on those amendments.

II. Description of the Proposal

A. Proposed New Commentary .02(d)

Commentary .02 to Amex Rule 950(d)

generally sets forth the procedures by

which a floor broker representing the

order of a public customer of a member

firm may cross that order with a contra

side order from the firm’s proprietary

account. In these circumstances, the

firm is said to be ‘‘facilitating’’ the

customer order, and the transaction is

called a ‘‘facilitation cross.’’

Under the current version of the rule,

a floor broker seeking to execute a

facilitation cross must first bring the

transaction to the trading floor and

request a market from the trading

crowd. After receiving bids and offers

from the crowd, the floor broker must

propose a price at which to cross the

order that improves upon the price

provided by the crowd. However, before

the floor broker can effect the cross, the

market makers in the crowd are given

the opportunity to take all or part of the

transaction at the proposed price.

Under the current rule, if the crowd

does not want to participate in the trade,

the floor broker may proceed with the

cross. If the crowd wants to take part of

the order, however, the crowd has

precedence and the floor broker may

cross only that amount remaining after

the crowd has taken its portion. If the

crowd wants to take the entire order, the

floor broker will not be able to cross any

part of the order.