67926 Federal Register / Vol. 62, No. 249 / Tuesday, December 30, 1997 / Notices

4, Marital Information Required of

Refund Applicants for Federal

Employees Retirement System (FERS),

is used by OPM to pay refunds of

retirement contributions when the

information is not included on the SF

3106, Application for Refund for

Retirement Deductions (FERS). To pay

these benefits, all applicants for refund

must provide information to OPM about

their marital status and whether any

spouse(s) or former spouse(s) have been

informed of the proposed refund.

Approximately 100 RI 95–4 forms will

be completed annually. We estimate it

takes approximately 30 minutes to

complete the form. The annual burden

is 50 hours.

For copies of this proposal, contact

Jim Farron on (202) 418–3208, or E-mail

to jmfarron@opm.gov

DATES: Comments on this proposal

should be received by January 29, 1998.

ADDRESSES: Send or deliver comments

to—

John C. Crawford, Chief, FERS Division,

Retirement and Insurance Service,

U.S. Office of Personnel Management,

1900 E Street, NW, Room 3313,

Washington, DC 20415

and

Joseph Lackey, OPM Desk Officer,

Office of Information & Regulatory

Affairs, Office of Management &

Budget, New Executive Office

Building, NW, Room 10235,

Washington, DC 20503

FOR INFORMATION REGARDING

ADMINISTRATIVE COORDINATION—CONTACT:

Mary Beth Smith-Toomey, Budget &

Administrative Services Division, (202)

606–0623.

U.S. Office of Personnel Management.

Janice R. Lachance,

Director.

[FR Doc. 97–33879 Filed 12–29–97; 8:45 am]

BILLING CODE 6325–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 34–39467; File No. SR–CBOE–

97–42]

Self-Regulatory Organizations; Notice

of Filing of Proposed Rule Change By

the Chicago Board Options Exchange,

Incorporated Relating to Proactive

Disclosure of ‘‘n’’ Orders

December 19, 1997.

Pursuant to Section 19(b)(1) of the

Securities Exchange Act of 1934, 15

U.S.C. 78s(b)(1), notice is hereby given

that on August 25, 1997, the Chicago

Board Options Exchange, Incorporated

(‘‘CBOE 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 CBOE. The Commission

is publishing this notice to solicit

comments on the proposed rule change

from interested persons.

1. Self-Regulatory Organization’s

Statement of the Terms of Substance of

the Proposed Rule Change

The CBOE proposes to amend

Exchange Rule 7.5 (‘‘Rule’’) regarding

disclosure obligations for ‘‘n’’ orders by

adding Interpretation .04. An ‘‘n’’ order

as defined in Rule 6.51 is an order for

any account of a non-member marketmaker or specialist relating to his

assignment in a class of options listed

for trading both at this Exchange and at

the exchange of the market-maker or

specialist. The text of the proposed rule

change is available at the Office of the

Secretary, CBOE, and the Commission.

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

CBOE 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 CBOE 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

The purpose of the proposed rule

change is to require a Floor Broker who

holds a so-called ‘‘n’’ order to

affirmatively disclose the status of the

‘‘n’’ order as such by public outcry at

the post prior to representing the order

in the trading crowd. An ‘‘n’’ order is

defined in Rule 6.51 as an order for the

account of a broker-dealer who is a nonmember market-maker or specialist

relating to his assignment in a class of

options listed on CBOE and on another

exchange. Disclosing the status of orders

as ‘‘n’’ orders will make the trading

crowd aware that the orders are brokerdealer orders and not public customer

orders, so that they may be properly

treated under CBOE Rules that give

preferential treatment to non-brokerdealer public customer orders. For

example, Rule 6.45 gives priority to

non-broker-dealer public customer bids

and offers in the customer limit order

book over other bids and offers at the

same price, and Rule 8.51 provides that

a trading crowd’s firm quote obligations

apply to non-broker-dealer public

customer orders only. Requiring the

identification of ‘‘n’’ orders as brokerdealer orders should reduce the

likelihood that such orders will be

inadvertently treated as public customer

orders, thereby assuring that actual

public customer orders will receive the

priorities to which they are entitled

under the Rules.

By requiring the affirmative

disclosure of a category of broker-dealer

orders that might otherwise by

mistakenly identified as orders of public

customers, the proposed rule change

will safeguard the priorities granted

under CBOE Rules to the orders of nonbroker-dealer public customers, thereby

serving to promote just and equitable

principles of trade and to protect

investors and the public interest in

furtherance of the objectives of Section

6(b)(5) of the Securities Exchange Act of

1934.

B. Self-Regulatory Organization’s

Statement on Burden on Competition

The CBOE 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

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

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 self-regulatory

organization 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.

IV. Solicitation of Comments

Interested persons are invited to

submit written data, views, and

arguments concerning the foregoing.

Persons making written submissions

should file six copies thereof with the

Secretary, Securities and Exchange

Commission, 450 Fifth Street, N.W.,
Federal Register / Vol. 62, No. 249 / Tuesday, December 30, 1997 / Notices 67927

1 17 CFR 200.30–3(a)(12).

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

2 17 CFR 240.19b–4.

3See Securities Exchange Act Release No. 39350

(November 21, 1997), 62 FR 64000 (File No. SR–

NASD–97–81). Amendment Nos. 1 and 2 to the

proposed rule filing were filed on November 12,

1997 and November 18, 1997, respectively. The

changes contained in these amendments were

included in the Notice. See Letter from Joan C.

Conley, Secretary, NASD Regulation to Katherine A.

England, Assistant Director, Division of Market

Regulation, Commission dated November 12, 1997

(note corrected sender); Letter Amendment No. 2

from Alden S. Adkins, Vice President and General

Counsel, NASD Regulation to Katherine A. England,

Assistant Director, Division of Market Regulation,

Commission dated November 18, 1997. Several

additional technical amendments were also

included in the Notice. Telephone Conversation

between Sharon Zackula, Office of General Counsel,

NASD Regulation and Mandy S. Cohen, Office of

Market Supervision, Commission (November 20,

1997). Amendment No. 3 to the proposed rule

filing, which amended the requested effective date

of the proposal and included several additional

technical amendments (see discussion infra p. 9, fn.

20), was filed on December 12, 1997. Letter

Amendment No. 3 from Alden S. Adkins, Vice

President and General Counsel, NASD Regulation to

Katherine A. England, Assistant Director, Division

of Market Regulation, Commission dated December

12, 1997.

4NASD Regulation and Nasdaq are collectively

referred to herein as the ‘‘Subsidiaries.’’

5See Securities Exchange Act Release No. 37106

(April 11, 1996), 61 FR 16944 (April 18, 1996) (File

No. SR–NASD–96–02); Securities Exchange Act

Release No. 37107 (April 11, 1996), 61 FR 16948

(April 18, 1996) (File No. SR–NASD–96–16).

6Securities Exchange Act Release No. 39326

(November 14, 1997), 62 FR 62385 (November 21,

1997) (File No. SR–NASD–97–71).

7Securities Exchange Act Release No. 37538

(Aug. 8, 1996) (SEC Order Instituting Public

Proceedings Pursuant to Section 19(h)(1) of the

Securities Exchange Act of 1934, Making Findings

and Imposing Remedial Sanctions, In the Matter of

National Association of Securities Dealers, Inc.,

Administrative Proceeding File No. 3–9056).

8Report and Appendix to Report Pursuant to

Section 21(a) of the Securities Exchange Act of 1934

Regarding the NASD and The Nasdaq Stock Market

(Aug. 8, 1996).

9Securities Exchange Act Release No. 38545

(April 24, 1997) 62 FR 25226 (May 8, 1997) (File

No. SR–NASD–97–28), as amended.

10Securities Exchange Act Release No. 38908

(August 7, 1997), 62 FR 43385 (August 13, 1997)

(Rules of the Association).

11See Release No. 34–39326 (File No. SR–NASD–

97–71).

12See Release No. 34–28908.

13A complete list of all changes is contained in

the Notice, see supra Release No. 34–39350.

Washington, D.C. 20549. 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, N.W.,

Washington, D.C. 20549. Copies of such

filing will also be available for

inspection and copying at he principal

office of the CBOE. All submissions

should refer to the file number in the

caption above and should be submitted

by January 20, 1998.

For the Commission by the Division of

Market Regulation, pursuant to delegated

authority.1

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 97–33830 Filed 12–29–97; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 34–39470; File No. SR–NASD–

97–81]

Self-Regulatory Organizations; Order

Granting Accelerated Approval of

Proposed Rule Change and

Amendment Nos. 1 and 2 to the

Proposed Rule Change, and Notice of

Filing and Order Granting Accelerated

Approval of Amendment No. 3 to the

Proposed Rule Change by the National

Association of Securities Dealers, Inc.

Relating to Changes to the Rule 1010

Series, the Rule 8000 Series, and the

Rule 9000 Series to Reflect Changes in

the Corporate Organization of the

National Association of Securities

Dealers, Inc. and Its Subsidiaries

December 19, 1997.

On October 31, 1997, the National

Association of Securities Dealers, Inc.

(‘‘NASD’’), through its regulatory

subsidiary NASD Regulation, Inc.

(‘‘NASD Regulation’’) filed with the

Securities and Exchange Commission

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

rule change pursuant to Section 19(b)(1)

of the Securities Exchange Act of 1934

(‘‘Act’’)’’),1 and Rule 19b–4 thereunder.2

In this filing, the NASD proposed

amendments to (a) Article V of the

NASD Regulation By-Laws; (b) the Rule

1010 Series; (c) the Rule 8000 Series; (d)

the Rule 9000 Series; and (e) certain

other Rules of the Association, generally

to conform such rules to the corporate

restructuring of the Association and to

make clarifying and technical changes

to such rules. Notice of this proposed

rule filing was published in the Federal

Register on December 3, 1997 (as

amended, the ‘‘Notice’’).3 The

Commission did not receive any

comment letters on the filing.

I. Introduction and Background

In November 1994, the NASD Board

of Governors appointed the Select

Committee on Structure and

Governance (‘‘Select Committee’’) to

review the NASD’s corporate

governance structure and to recommend

changes to enable the NASD to better

meet its regulatory and business

obligations, including its oversight of

the Nasdaq market. Following the

recommendations of the Select

Committee, the NASD proposed

reorganizing its corporate structure.

Nasdaq was given sole responsibility to

operate and oversee the Nasdaq market

and other over-the-counter (‘‘OTC’’)

markets, while NASD Regulation was

given responsibility for regulation and

member and constituent services.4 The

NASD retained ultimate policymaking,

oversight, and corporate authority as the

parent holding company and statutory

self-regulatory organization (‘‘SRO’’),

while granting substantial deference to

the operating Subsidiaries in the areas

of their respective jurisdictions. These

revisions to the corporate structure were

first proposed and adopted in mid1996.5 Final revisions to the corporate

structure were approved on November

14, 1997.6

On August 8, 1996, the Commission

issued an order pursuant to Section

19(h)(1) of the Act (‘‘SEC Order’’),

including fourteen undertakings

(‘‘Undertakings’’),7 and a related report

pursuant to Section 21(a) of the Act

(‘‘21(a) Report’’).8 In these documents,

the Commission indicated that the

NASD had not complied with its own

rules and had failed to satisfy its

obligations under the Act to enforce

such rules and the federal securities

laws. In response to the Commission’s

findings in the 21(a) Report and to

comply with the terms of certain

undertakings, the NASD subsequently

proposed amendments to its Rules of

the Association.9 These changes were

approved by the Commission on August

7, 1997.10 The proposed amendments

supplement the changes contained in

the Commission’s August 1997 order.

II. Description of the Proposal

The Association’s proposed rule

amendments are intended to (A)

conform the Rules of the Association to

reflect the terms of the recent corporate

reorganization of the NASD, NASD

Regulation, and Nasdaq,11 and (B)

clarify and simplify certain portions of

those Rules of the Association approved

in SR–NASD–97–28.12 The following

outlines the proposed amendments.13

A. Conforming Amendments

The structural changes to the NASD

and its Subsidiaries modified the sizes

of the three governing boards, interwove