15552 Federal Register / Vol. 62, No. 62 / Tuesday, April 1, 1997 / Notices

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

2Letter from James F. Duffy, Executive Vice

President and General Counsel, Amex, to Anthony

P. Pecora, Attorney, Division of Market Regulation,

SEC, dated March 24, 1997 (‘‘Amendment No. 1’’).

In addition to correcting a typographical oversight,

Amendment No. 1 enhanced the Amex’s discussion

concerning the filing’s impact on the Intermarket

Trading System and its burden on competition.

and factual basis and justification for

the initial granting of such relief

likewise continues.

3. Applicants represent that all of the

facts asserted and representations made

in the applications (and any

amendments thereto) for the Existing

Orders remain true and accurate in all

respects material to any relief that is

requested herein. Applicants further

represent that they will continue to

comply with any terms, conditions, and

undertakings that were set forth in those

applications (and any amendments

thereto) in connection with the

exemptions that they now request be

extended to Distributors or any Future

Underwriter.

Conclusion

Applicants submit that, for the

reasons and upon the facts summarized

above, the exemptive relief requested

pursuant to Section 6(c) of the 1940 Act

is appropriate in the public interest and

consistent with the protection of

investors and the purposes fairly

intended by the policy and provisions of

the 1940 Act.

For the Commission, by the Division of

Investment Management, pursuant to

delegated authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 97–8232 Filed 3–31–97; 8:45 am]

BILLING CODE 8010–01–M

Issuer Delisting; Notice of Application

To Withdraw From Listing and

Registration (USL Capital Corporation,

83⁄4% Senior Notes Due December 1,

2001); File No. 1–4976

March 26, 1997.

USL Capital Corporation

(‘‘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’’) and Rule

12d2–1(d) promulgated thereunder, to

withdraw the above specified securities

(‘‘Securities’’) from listing and

registration on the American Stock

Exchange, Inc. (‘‘Amex’’).

The reasons explained in the

application for withdrawing the

Securities from listing and registration

include the following:

The Company issued $200,000,000

principal amount of its Security under

an Indenture dated July 1, 1991. The

Securities were listed on the Amex and

registered under Section 12(b) of the

Securities Exchange Act of 1934, as

amended. As of the date hereof,

Securities in the principal amount of

$200,000,000 remain outstanding. As of

December 31, 1996, there was only one

registered holder of the Securities,

which were beneficially owned by 64

participants of The Depository Trust

Company.

In making the decision to withdraw

the Securities from listing on the AMEX,

the Company considered the direct and

indirect costs and expenses attendant on

maintaining the listing of the Securities

on the AMEX and complying with the

reporting requirements of the Act, the

small number of record and beneficial

holders of the Securities, the availability

of a market maker for the Securities, the

fact that the Company has no other

publicly traded debt or equity securities

and the availability of information with

respect to the co-obligor of the

Securities, Ford Motor Credit Company.

Further, it is the Company’s

understanding that the Securities have

not traded on the Amex for some time

and that any transactions involving the

Securities have been conducted off the

exchange. As a result of the foregoing,

the Company does not see any

particular advantage in the continued

listing of the Securities on an exchange.

The Company has complied with Rule

18 of the AMEX by filing with the

AMEX a certified copy of resolutions

adopted by the Company’s Board of

Directors authorizing the withdrawal of

the Securities from listing on the AMEX

and by setting forth in detail to the

AMEX the reasons for such proposed

withdrawal and the facts in support

thereof.

Any interested person may, on or

before April 16, 1997, submit by letter

to the Secretary of the Securities and

Exchange Commission, 450 Fifth Street,

NW., Washington, D.C. 20549, facts

bearing upon whether the application

has been made in accordance with the

rules of the exchange 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.

Jonathan G. Katz,

Secretary.

[FR Doc. 97–8225 Filed 3–31–97; 8:45 am]

BILLING CODE 8010–01–M

[Release No. 34–38437; File No. SR–Amex–

97–14]

Self-Regulatory Organizations; Notice

of Filing of Proposed Rule Change by

the American Stock Exchange, Inc.

Relating to Trading in One Sixteenth of

a Dollar

March 25, 1997.

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

Securities Exchange Act of 1934

(‘‘Act’’),1 notice is hereby given that on

March 17, 1997, the American Stock

Exchange, Inc. (‘‘Amex’’ or ‘‘Exchange’’)

filed with the Securities and Exchange

Commission (‘‘SEC’’ or ‘‘Commission’’)

the proposed rule change as described

in Items I, II, and III below, which Items

have been prepared by the selfregulatory organization. Subsequently,

the Exchange submitted Amendment

No. 1 to the proposed rule change.2 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

Exchange Rule 127 (Minimum

Fractional Changes) to permit trading in

sixteenths in Amex securities selling at

$10 and higher.

The text of the proposed rule change

is available at the Office of the

Secretary, the Amex, and at 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

self-regulatory organization 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 self-regulatory organization has

prepared summaries, set forth in

Sections A, B, and C below, of the most

significant aspects of such statements.