2200 Federal Register / Vol. 62, No. 10 / Wednesday, January 15, 1997 / Notices

1 15 U.S.C. 78s(b)(1) (1988).

2 17 CFR 240.19b–(4) (1996).

3On October 2, 1996, the Amex amended its

proposal to submit the proposal pursuant to Section

19(b)(2) under Act. See Letter from Claudia

Crowley, Special Counsel, Legal and Regulatory

Policy, Amex, to Katherine England, Assistant

Director, Division of Market Regulation

(‘‘Division’’), Commission, dated October 2, 1996

(‘‘Amendment No. 1’’). On October 23, 1996, the

Amex amended its proposal to eliminate

inconsistencies between Amex Rule 341(a) and

Amex Rule 341, Commentary .01. See Letter from

Claudia Crowley, Special Counsel, Legal and

Regulatory Policy, Amex, to Katherine England,

Assistant Director, Division, Commission, dated

October 23, 1996 (‘‘Amendment No. 2’’).

Specifically, Amendment No. 2 deletes language

indicating that only officers of a member must be

approved and provides that registered

representatives, securities lending representatives,

securities traders, and direct supervisors of those

persons must be registered and approved.

Amendment No. 2 also includes a technical change

which clarifies proposed Amex Rule 341B,

‘‘Independent Contractors.’’ On October 24, 1996,

the Exchange replaced an incorrect reference to

Amex Rule 342 with a reference to Amex Rule 320.

See Letter from Claudia Crowley, Special Counsel,

Legal and Regulatory Policy, Amex, to Yvonne

Fraticelli, Attorney, Division, Commission, dated

October 24, 1996 (‘‘Amendment No. 3’’).

4Securities Exchange Act Release No. 37884

(October 29, 1996), 61 FR 56981.

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

bearing upon whether the application

has been made in accordance with the

rules of the exchanges 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. 97–899 Filed 1–14–97; 8:45 am]

BILLING CODE 8010–01–M

Issuer Delisting; Notice of Application

To Withdraw From Listing and

Registration; (North Star Universal,

Inc., Common Stock, $.25 Par Value)

File No. 1–10134

January 9, 1997.

North Star Universal, Inc. (‘‘NSU’’ or

‘‘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

12d2–2(d) promulgated thereunder, to

withdraw the above specified security

(‘‘Security’’) from listing and

registration on the Pacific Stock

Exchange, Inc. (‘‘PSE’’).

The reasons alleged in the application

for withdrawing the Security from

listing and registration include the

following:

The Board of Directors of the

Company approved resolutions on

November 25, 1996, to withdraw the

Company’s Security from listing on the

PSE. The delisting is a condition to

consummation of a merger between the

Company and Michael Foods, Inc.

(‘‘Michael’’) pursuant to an Agreement

and Plan of Reorganization, dated

December 21, 1995, between NSU and

Michael, as amended as of September

27, 1996, whereby: (i) Michael will be

merged into a wholly owned subsidiary

of NSU; (ii) NSU will change its name

to Michael Foods, Inc. and will continue

the business previously conducted by

Michael; and (iii) the outstanding

common stock of another wholly owned

subsidiary of NSU, ENStar Inc., will be

distributed pro rata to the shareholders

of NSU.

Any interested person may, on or

before January 31, 1997, submit by letter

to the Secretary of the Securities and

Exchange Commission, 450 Fifth Street,

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

bearing upon whether the application

has been made in accordance with the

rules of the exchanges 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. 97–897 Filed 1–14–97; 8:45 am]

BILLING CODE 8010–01–M

[Release No. 34–38140; File No. SR–Amex–

96–34]

Self-Regulatory Organizations; Order

Approving Proposed Rule Change by

the American Stock Exchange, Inc.,

Relating to Independent Contractors

January 8, 1997.

I. Introduction

On September 27, 1996, the American

Stock Exchange, Inc. (‘‘Amex’’ or

‘‘Exchange’’) 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

The proposal adopts Exchange Rule

341B, ‘‘Independent Contractors,’’

which provides that the Amex will not

object to the assertion of independent

contractor status by a natural person

who is a (i) registered representative, (ii)

securities lending representative, or (iii)

securities trader if such status will not

preclude his or her characterization and

treatment as an employee for purposes

of the Constitution and rules of the

Amex.3

Notice of the proposed rule change

and Amendment Nos. 1, 2, and 3 to the

proposed rule change were published

for comment in the Federal Register on

November 5, 1996.4 No comments were

received on the proposal. This order

approves the proposed rule change, as

amended.

II. Description of the Proposal

According to the Amex, several

member organizations recently have

begun to utilize independent contractors

to perform duties traditionally

performed by registered employees. To

date, the Exchange has required member

organizations who utilize independent

contractors to provide a written

acknowledgement that the member

organization will supervise and

otherwise be responsible for the

independent contractor in the same

manner as if he were an employee. In

order to clarify the Exchange’s

requirements and to ensure that

independent contractors are

appropriately subject to the Exchange’s

jurisdiction, the Amex proposes to

adopt new Exchange Rule 341B.

Proposed Amex Rule 341B provides

that the Amex will not object to the

assertion of independent contractor

status by a natural person who is a (i)

registered representatives, (ii) securities

lending representative, or (iii) securities

trader if such status will not preclude

his or her characterization and

treatment as an employee for purposes

of the Constitution and rules of the

Amex. Under the proposal, the natural

person asserting independent contractor

status and the member organization

must agree that the natural person is

subject to the organization’s direct,

detailed supervision, control and

discipline and, if required by Amex

Rule 330, ‘‘Fidelity Bonds,’’ is covered

by its fidelity bond. Once a member

organization approves a registered

person’s independent contractor status,

the following conditions must be

satisfied:

• The member organization provides

written assurances to the Exchange that

it will supervise and control all

activities of the independent contractor

effected on its behalf, to the same degree