57410 Federal Register / Vol. 65, No. 185 / Friday, September 22, 2000 / Notices

3Alliant Energy represents that all EWG and

FUCO investments will comply with rule 53(a)

under the Act.

4Alliant Energy’s other utility subsidiary,

Wisconsin Power & Light Company and Services

are members of the Utility Money Pool, but their

borrowings are exempt from Commission review

under rules 52 (a) and (b), respectively.

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

2 17 CFR 240.19b–4.

3See Securities Exchange Act Release No. 42834

(May 26, 2000), 65 FR 36183 (June 7, 2000).

proposes to increase from $750 million

to $1 billion the aggregate amount of

this type of Short-Term Debt it may

have outstanding at any one time.

Further, Alliant Energy requests the

Commission to authorize the use of

proceeds from the Short-Term Debt to

fund the Utility Money Pool in an

aggregate principal amount outstanding

at any one time that will not exceed

$475 million in 2001 and $525 million

for the remainder of the Authorization

Period. Alliant Energy also requests that

the Commission eliminate the separate

$300 million limitation on the use of

Short-Term Debt proceeds to make

interim investments in EWGs and

FUCOs.3 Finally, IES and IPC propose,

through the Authorization Period, to

borrow from Alliant Energy and each

other, and to lend to each other, all

under the Utility Money Pool, in

outstanding principal amounts of up to

$150 million for IES and $100 million

for IPC.4

The Applicants state that all other

terms, conditions, limitations and

reporting obligations contained in the

Financing Order will apply to the

proposed transactions. Services will

continue to administer the Utility and

Nonutility Money Pools under the

existing terms of the money pool

agreements, as previously approved by

the Commission.

For the Commission by the Division of

Investment Management, pursuant to

delegated authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 00–24349 Filed 9–21–00; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

Sunshine Act Meeting

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 meetings during

the week of September 25, 2000.

Closed meetings will be held on

Wednesday, September 27, 2000 at

11:00 a.m. and Thursday, September 28,

2000 at 3:00 p.m. An open meeting will

be held on Thursday, September 28,

2000 at 2:00 p.m. in Room 1C30.

Commissioners, Counsel to the

Commissioners, the Secretary to the

Commission, and recording secretaries

will attend the closed meetings. Certain

staff member 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.

The subject matters of the closed

meeting scheduled Wednesday,

September 27, 2000 will be:

Institution and settlement of

injunctive actions; and

Institution and settlement of

administrative proceedings and

enforcement nature.

The subject matter of the open

meeting scheduled for Thursday,

September 28, 2000 will be:

The Commission will hear oral

argument on an appeal by the Division

of Enforcement and the Office of the

Chief Accountant from an initial

decision of an administrative law judge

in the matter of KPMG Peat Marwick

LLP (‘‘Peat Marwick’’).

This case involves allegations that

certain circumstances impaired Peat

Marwick’s independence from an audit

client, Porta Systems Corp. (‘‘PORTA’’).

The law judge found that only one of

these circumstances—Peat Marwick’s

loan to PORTA’s president—impaired

Peat Marwick’s independence. Because

generally accepted auditing standards

(GAAS) require that auditors be

independent from audit clients, the law

judge concluded that Peat Marwick

violated the requirement in Rule 2–02 of

Regulation S–X that an accountant’s

report accurately ‘‘state whether the

audit was made in accordance’’ with

GAAS. The law judge also concluded

that, because Peat Marwick was not

independent at the time it certified

financial statements filed by PORTA as

part of its 1995 annual report, Peat

Marwick caused PORTA to violate

Section 13(a) of the Securities Exchange

Act of 1934 and Rule 13a–1 thereunder.

The law judge did not conclude,

however, that Peat Marwick had

engaged in improper professional

conduct within the meaning of Rule

102(e) of the Commission’s Rules of

Practice. The law judge dismissed the

proceeding insofar as it alleged that Peat

Marwick engaged in improper

professional conduct under Rule 102(e)

and denied the Division’s request for

entry of a cease and desist order against

Peat Marwick under Section 21C of the

Exchange Act.

Among the issues likely to be argued

are the following:

1. Whether Peat Marwick’s loan to

PORTA’s president was the only

independence impairing circumstance

involved in this case;

2. Whether Peat Marwick acted

recklessly with respect to any

independence impairing circumstances

involved in this case; and

3. Whether, and what, sanctions are

appropriate remedies in this case.

For further information, contact Rada

L. Potts at (202) 942–0961.

The subject matter of the closed

meeting scheduled for Thursday,

September 28, 2000 will be:

Post argument discussion

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: September 20, 2000.

Jonathan G. Katz,

Secretary.

[FR Doc. 00–24590 Filed 9–20–00; 3:48 pm]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 34–43284; File No. SR–Amex–

00–07]

Self-Regulatory Organizations; Order

Approving Proposed Rule Change by

the American Stock Exchange LLC

Relating to the Amendment of Rule 126

on a Pilot Program Basis

September 12, 2000.

I. Introduction

On February 3, 2000, the American

Stock Exchange LLC (‘‘Amex’’ or

‘‘Exchange’’) filed with the Securities

and Exchange Commission

(‘‘Commission’’), pursuant to section

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

of 1934,1 and Rule 19b–4 thereunder,2 a

proposed rule change to implement a

six month pilot program for processing

electronically transmitted orders for

equities traded on the Exchange

(‘‘eQPrioritysm’’). The proposed rule

change was published for comment in

the Federal Register on June 7, 2000. 3

No comments were received on the

Federal Register / Vol. 65, No. 185 / Friday, September 22, 2000 / Notices 57411

4The Amex states that the APQ is the best bid

or offer that Amex conveys to the Consolidated

Quotation System. Conversation between Bill

Floyd-Jones, Assistant General Counsel, Arne

Michelson, Senior Vice President, Laurence

McDonald, Managing Director, Lauren Brophy, Vice

President, Amex, and Joshua Kans, Special Counsel,

Madge Hamilton, Special Counsel, Division of

Market Regulation (‘‘Division’’), Commission, April

5, 2000.

5Conversations between Bill Floyd-Jones,

Assistant General Counsel, Arne Michelson, Senior

Vice President, Laurence McDonald, Managing

Director, Lauren Brophy, Vice President, Amex, and

Joshua Kans, Special counsel, Madge Hamilton,

Special Counsel, Division, Commission, March 31,

2000 and April 5, 2000.

6 In approving this proposal, the Commission has

considered its impact on efficiency, competition,

and capital formation. 15 U.S.C. 78c(f)

7The Commission expects that the Exchange will

monitor the effect of the proposed rule change on

trading behavior on Amex, paying particular

attention to its effect on stocks that are traded in

a decimal environment, and convey those results to

the Commission before the pilot period ends.

Among other things, the Exchange should examine

whether the rule change affects the ability of

electronic orders to interact with the APQ, and

whether the rule change affects limit order

execution on Amex.

proposal. This order approves the

proposed rule change.

II. Description of the Proposal

The proposed rule change would add

a new Commentary .03 to Amex Rule

126, which governs the precedence of

bids and offers. The Exchange states that

proposed Commentary .03 is intended

to assure investors who send electronic

orders to the Exchange that their orders

will be filled at either: the Amex

Published Quote (‘‘APQ’’) 4 at the time

the specialist announces the order, up to

the depth of the quote; or at an

improved price. The Exchange believes

that this will encourage investors and

order flow providers to send orders to

the Amex.

Proposed Commentary .03 specifically

applies to the handling of round lot,

regular way orders for common stock

sent to the Exchange electronically, at

all times other than openings,

reopenings, or instances where a block

is sold at a ‘‘clean up’’ price. The

commentary specifies that when a

specialist’s order book receives the

electronic order, the specialist shall

announce the order to the crowd, and

the order will establish priority with

respect to all other bids and offers.

Upon that announcement, members

whose bids or offers are incorporated

into the APQ may not withdraw or

modify those bids and offers except to

provide price improvement to the

electronic order. Once the specialist

announces the order, the specialist and

members of the crowd will have a brief

opportunity to provide price

improvement. If the electronic order is

filled in part at an improved price, that

sale would not remove bids and offers,

and the incoming order retains priority

over other bids and offers up to the full

size APO (less any interest that

provided price improvement). If the

incoming order is larger than the size

displayed in the APQ, the unfilled

portion will be handled according to the

customary auction market procedures.

The Exchange states that it believes

eQPrioritysm will provide investors with

the optimal combination of price

improvement possibilities with speed

and certainty of execution. The

Exchange also notes that the proposed

eQPrioritysm program is not limited to

institutional size orders. The program

will only apply to the common stock of

business corporations admitted to

dealings, because the Exchange believes

that it would be inappropriate to apply

the program to options and equity

derivatives as the Amex is not the price

discovery market for those securities

and the value of the underlying

instruments may change very-rapidly.

The Exchange also states that the

program should not apply to openings

and reopenings because openings

involve a balancing of supply and

demand to reach a consensus price that,

by definition, is the best execution.

Moreover, the program will not apply to

‘‘clean-up’’ sales of blocks because the

Exchange believes that the current

procedure for affecting a clean-up sale at

a single price outside the APQ is fairest

to all parties.

The Exchange’s current auction

market rules do not guarantee that an

incoming electronic order will interact

against the APQ. For example, when an

electronic order arrives on the

Exchange, the specialist in the security

will announce a crossing market in an

attempt to provide price improvement

to the order. Although that procedure

gives floor brokers an opportunity to

execute the electronic order at an

improved price, the procedure may also

permit a floor broker to trade against the

APQ despite the presence of the

electronic order. Moreover, if an

electronic order is filled in part at an

improved price, current practice

potentially allows floor brokers to

interact with the APQ on parity with the

unfilled remainder of the electronic

order. The Amex believes that

Commentary .03 addresses the

perception that trading may occur in

that manner when an electronic order

arrives on the floor of the Exchange. 5

III. Discussion

The Commission finds that proposed

rule change is consistent with section

6(b)(5) of the Act. 6 Section 6(b)(5)

requires, among other things, that the

rules of an exchange be designed to

prevent fraudulent and manipulative

acts and practices, to promote just and

equitable principles of trade, to remove

the impediments to and perfect the

mechanism of a free and open market

and a national market system, and, in

general, to protect investors and the

public interest.

The Commission specifically finds

that the proposed rule change would

modify the Exchange’s existing auction

market rules in a way that should help

assure that electronic orders sent to the

Exchange from off the Amex floor will

have an improved opportunity to

interact with the published Amex quote.

In particular, the Commission finds that

the proposed rule change will help

prevent two scenarios under which the

Exchange’s existing auction market

rules may not always permit electronic

orders an ideal opportunity to interact

with the Amex quote: a scenario in

which on-floor traders could trade

against the Amex quote while the

specialist is attempting to obtain price

improvement for the electronic order,

and a scenario in which the execution

of part of an electronic order could put

floor interest on parity with the

remainder of the electronic order. The

Commission finds that the proposed

rule change should provide greater

assurance that electronic orders sent to

the Amex floor will have the

opportunity to interact with the Amex

quote, without having to make any

findings about whether either of those

practices currently occurs on the Amex

floor.

The Commission further finds that the

proposed rule change contains

reasonable exceptions for openings and

reopenings and for blocks sold at

cleanup price, because the proposed

priority rules are not needed in those

circumstances. Moreover, the

Commission also finds that it is

reasonable for Amex to continue to

apply its existing auction market

procedures to those portions of an

electronic order that are larger than the

Amex quote.

Finally, the Commission finds that it

is reasonable for the Exchange to

implement this proposal for a six month

pilot period, to permit the Exchange to

assess the costs and the benefits of the

program. Continuation of this program

beyond that six month period would

require the Exchange to file another

proposed rule change. 7

57412 Federal Register / Vol. 65, No. 185 / Friday, September 22, 2000 / Notices

8 15 U.S.C. 78s(b)(2).

9 17 CFR 200.30–3(a)(12).

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

2 17 CFR 240.19b–4.

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

4 15 U.S.C. 78f(b)(4).

5 15 U.S.C. 78s(b)(3)(A)(ii).

6 17 CFR 240.19b–4(f)(2). At the Exchange’s

request, the inadvertent citation to paragraph (e) of

Rule 19b–4 in the filing originally received by the

Commission on August 3, 2000, has been changed

to the correct citation—paragraph (f)(2). Telephone

conversation between Katherine Simmons, Vice

President and Associate General Counsel, ISE, and

Geoffrey Pemble, Attorney, Division of Market

Regulation, Commission, on September 15, 2000.

7 240 CFR 200.30–3(a)(12).

It is Therefore Ordered, pursuant to

section 19(b)(2) of the Act, 8 that the

proposed rule change (SR–Amex–00–

07) is hereby approved until March 12,

2001.

For the Commission, by the Division of

Market Regulation, pursuant to delegated

authority. 9

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 00–24350 Filed 9–21–00; 8:45 am]

BILLING CODE 8010–01–M

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COMMISSION

[Release No. 34–43298; File No. SR–ISE–

00–06]

Self-Regulatory Organizations; Notice

of Filing and Immediate Effectiveness

of Proposed Rule Change by the

International Securities Exchange LLC,

Relating to Equipment Rental Fees and

Annual Access Fee

September 15, 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 August 3,

2000, the International Securities

Exchange LLC (‘‘ISE’’ 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 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 ISE proposes to adopt monthly

rental fees for computer equipment that

ISE supplies to its members. The ISE

also is clarifying that it applies its

existing annual access fee for

competitive and primary market makers

on a per membership basis.

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

ISE 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 ISE 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

The purpose of the rule change is to

adopt a monthly rental fee for computer

equipment ISE supplies to members that

enables members to communicate with

the Exchange. The Exchange is adopting

a monthly fee of $1,400 for members

that receive a cabinet (consisting of

various components) and $200 for

members that only receive a router from

the Exchange. These fees will be used to

cover the costs of the equipment to the

Exchange.

The ISE also is clarifying that the

annual access fee for primary and

competitive market makers currently

contained in its fee schedule is applied

on a per-membership basis. In the case

where a single member firm has

multiple ISE memberships, the annual

access fee is charged for each

membership. For example, if a single

member firm is both an electronic

access member and a competitive

market maker, the firm is subject to the

annual access fee for both memberships.

Also, if a firm owns multiple market

maker memberships, it is subject to an

annual access fee for each of those

memberships.

2. Statutory Basis

The ISE believes that the proposed

rule change is consistent with section

6(b) of the Act,3 in general, and furthers

the objectives of section 6(b)(4) of the

Act,4 in particular, in that it is designed

to provide for the equitable allocation of

reasonable dues, fees, and other charges

among ISE members and other persons

using its facilities.

B. Self-Regulatory Organization’s

Statement on Burden on Competition

The Exchange 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

Written comments were neither

solicited nor received.

III. Date of Effectiveness of the

Proposed Rule Change and Timing for

Commission Action

Because the foregoing rule change

establishes or changes a due, fee, or

other charge imposed by the Exchange,

it has become effective pursuant to

section 19(b)(3)(A)(ii) of the Act 5 and

subparagraph (f)(2) of Rule 19b–4

thereunder.6 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 such action is

necessary or appropriate in the pubic

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.

Persons making written submissions

should file six copies thereof with the

Secretary, Securities and Exchange

Commission, 450 Fifth Street, NW.,

Washington, DC 20549–0609. 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 at

the Commission’s Public Reference

Room. Copies of such filing will also be

available for inspection and copying at

the principal office of the Exchange. All

submissions should refer to the File No.

SR–ISE–00–06 and should be submitted

by October 13, 2000.

For the Commission, by the Division of

Market Regulation, pursuant to delegated

authority.7

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 00–24351 Filed 9–21–00; 8:45 am]

BILLING CODE 8010–01–M