22086 Federal Register / Vol. 60, No. 86 / Thursday, May 4, 1995 / Notices

10 17 CFR 200.30–3(a)(12) (1994).

1Securities Exchange Act Release No. 27975 (May

1, 1990), 55 FR 19124.

2With the Commission’s approval of File No. SR–

NASD–93–24, the universe of securities eligible for

quotation in the OTCBB now includes certain

equities listed on regional stock exchanges that do

not qualify for dissemination of transaction reports

via the facilities of the Consolidated Tape

Association.

the REIT50 Index as a result of these

replacements.

The number of component stocks in

the REIT50 Index will remain fixed

between quarterly reviews. In the event

that one or more component securities

must be removed due to merger,

takeover, bankruptcy, or other

circumstances, the REIT next on the list

from the most recent quarterly review,

subject to the maintenance criteria

discussed above, will be selected to

replace that security in the REIT50

Index. In such case, the divisor will be

adjusted as necessary to ensure that

there is no discontinuity in the value of

the REIT50 Index.

The REIT50 Index is a total return

index in that the regular cash dividends

of its component securities are included

in calculating the value of the REIT50

Index. Therefore, at the close of trading

each day, the prices of component

securities that will trade ‘‘ex-dividend’’

the next day will be adjusted

(downward) by the value of the

dividend to reflect the price impact on

the stock as it trades without (or ‘‘ex’’)

the dividend on the following day. The

divisor is then adjusted to ensure

continuity of the Index value. The

REIT50 Index value will be calculated

and disseminated every 15 seconds over

the Consolidated Tape Association’s

Network B under a separate ticker

symbol so that the two component

indexes that comprise the Index (i.e., the

REIT50 and the Russell 2000 Indexes)

may be monitored separately, and the

Index value calculated independently.

Because the Notes are linked to an

index of equity securities, the

Exchange’s equity floor trading rules

will apply to the trading of the Notes.

In addition, members and member firms

will have an obligation pursuant to

Exchange Rule 411 to learn the essential

facts relating to every customer prior to

trading the Notes. The Exchange also

will require, pursuant to Exchange Rule

411, that a member or member firm

specifically approve a customer’s

account for trading the Notes prior to, or

promptly after, the completion of the

transaction.

The Exchange believes that the

proposed rule change is consistent with

Section 6(b) of the Act, in general, and

furthers the objectives of Section 6(b)(5)

in particular, in that it is designed to

prevent fraudulent and manipulative

acts and practices, to promote just and

equitable principles of trade, to foster

cooperation and coordination with

persons engaged in facilitating

transactions in securities, and to remove

impediments to and perfect the

mechanism of a free and open market

and a national market system.

(B) Self-Regulatory Organization’s

Statement on Burden on Competition

The Amex does not believe that the

proposed rule change will impose any

inappropriate 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.,

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 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. Copies of such filing

will also be available for inspection and

copying at the principal office of the

Amex. All submissions should refer to

File No. SR–Amex–95–05 and should be

submitted by May 25, 1995.

For the Commission, by the Division of

Market Regulation, pursuant to delegated

authority.10

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 95–10969 Filed 5–3–95; 8:45 am]

BILLING CODE 8010–01–M

[Release No. 34–35652; File No. SR–NASD–

95–14]

Self-Regulatory Organizations; Notice

of Filing and Order Granting

Accelerated Approval of Proposed

Rule Change by the National

Association of Securities Dealers, Inc.,

Relating to an Interim Extension of the

OTC Bulletin Board Service Through

June 28, 1995

April 27, 1995.

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

Securities Exchange Act of 1934

(‘‘Act’’), 15 U.S.C. 78s(b)(1), notice is

hereby given that on April 26, 1995 the

National Association of Securities

Dealers, Inc. (‘‘NASD’’ or ‘‘Association’’)

filed with the Securities and Exchange

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

the proposed rule change as described

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

have been prepared by the NASD. The

Commission is publishing this notice to

solicit comments on the proposed rule

change from interested persons and is

simultaneously approving the proposal.

I. Self-Regulatory Organization’s

Statement of the Terms of Substance of

the Proposed Rule Change

On June 1, 1990, the NASD, through

a subsidiary corporation, initiated

operation of the OTC Bulletin Board

Service (‘‘OTCBB Service’’ or ‘‘Service’’)

in accord with the Commission’s

approval of File No. SR–NASD–88–19,

as amended.1 The OTCBB Service

provides a real-time quotation medium

that NASD member firms can elect to

use to enter, update, and retrieve

quotation information (including

unpriced indications of interest) for

securities traded over-the-counter that

are not listed on The Nasdaq Stock

MarketSM nor on a registered national

securities exchange (collectively

referred to as ‘‘OTC Equities’’).2

Essentially, the Service supports NASD

members’ market making in OTC

Equities through authorized Nasdaq

Workstation units. Real-time access to

quotation information captured in the

Service is available to subscribers of
Federal Register / Vol. 60, No. 86 / Thursday, May 4, 1995 / Notices 22087

3Securities Exchange Act Release No. 35316

(February 1, 1995), 60 FR 7613.

4Securities Exchange Act Release No. 30766

(June 1, 1992), 57 FR 24281.

5On November 24, 1992, the NASD filed an

application with the Commission for interim

designation of the Service as an automated

quotation system for penny stocks, pursuant to

Section 17B(b) of the Act. On December 30, 1992,

the Commission granted Qualifying Electronic

Quotation System (‘‘QEQS’’) status for the Service

for purposes of certain penny stock rules that

became effective on January 1, 1993. On August 26,

1993, the Commission granted the NASD’s request

for an extension of QEQS status until such time as

the OTCBB meets the statutory requirements of

Section 17B(b)(2). Finally, on May 13, 1994, the

NASD filed an application with the Commission for

permanent designation of the Service as an

automated quotation system for penny stocks

pursuant to Section 17B(b) of the Act. The

Commission has not yet acted upon the May 13th

application.

Level 2/3 Nasdaq service as well as

subscribers of vendor-sponsored

services that now carry OTCBB Service

data. The Service is currently operating

under an interim approval that expires

on April 28, 1995.3

The NASD hereby files this proposed

rule change, pursuant to Section

19(b)(1) of the Act and Rule 19b–4

thereunder, to obtain authorization for

an interim extension of the Service

through June 28, 1995. During this

interval, there will be no material

change in the OTCBB Service’s

operational features, absent Commission

approval of a corresponding Rule 19b–

4 filing.

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

NASD 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 NASD 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

The purpose of this filing is to ensure

continuity in the operation of the

OTCBB Service while the Commission

considers an earlier NASD rule filing

(File No. SR–NASD–92–7) that

requested permanent approval of the

Service.4 For the month ending March

31, 1995, the Service reflected the

market making positions of 421 NASD

member firms displaying quotations/

indications of interest in approximately

5,753 OTC Equities.

During the proposed extension,

unregistered foreign securities and

American Depositary Receipts

(collectively, ‘‘Foreign Equity

Securities’’) will remain subject to the

twice-daily, update limitation that

traces back to the Commission’s original

approval of the OTCBB Service’s

operation. As a result, all priced bids/

offers displayed in the Service for

unregistered Foreign Equity Securities

will remain indicative.

In conjunction with the launch of the

Service in 1990, the NASD implemented

a filing requirement (under Section 4 of

Schedule H to the NASD By-Laws) and

review procedures to verify member

firms’ compliance with Rule 15c2–11

under the Act. During the proposed

extension, this review process will

continue to be an important component

of the NASD’s self-regulatory oversight

of broker-dealers’ market making in

OTC Equities. The NASD also expects to

work closely with the Commission staff

in developing further enhancements to

the Service to fulfill the market

structure requirements mandated by the

Securities Enforcement Remedies and

Penny Stock Reform Act of 1990

(‘‘Reform Act’’), particularly Section

17B of the Act.5 The NASD notes that

implementation of the Reform Act

entails Commission rulemaking in

several areas, including the

development of mechanisms for

gathering and disseminating reliable

quotation/transaction information for

‘‘penny stocks.’’

* * * * *

The NASD believes that this proposed

rule change is consistent with Sections

11A(a)(1), 15A(b)(6) and (11), and

Section 17B of the Act. Section

11A(a)(1) sets forth the Congressional

findings and policy goals respecting

operational enhancements to the

securities markets. Basically, the

Congress found that new data

processing and communications

techniques should be applied to

improve the efficiency of market

operations, broaden the distribution of

market information, and foster

competition among market participants.

Section 15A(b)(6) requires, among other

things, that the NASD’s rules promote

just and equitable principles of trade,

facilitate securities transactions, and

protect public investors. Subsection (11)

thereunder authorizes the NASD to

adopt rules governing the form and

content of quotations for securities

traded over-the-counter for the purposes

of producing fair and informative

quotations, preventing misleading

quotations, and promoting orderly

procedures for collecting and

disseminating quotations. Finally

Section 17B contains Congressional

findings and directives respecting the

collection and distribution of quotation

information on low-priced equity

securities that are neither Nasdaq nor

exchange-listed.

The NASD believes that extension of

the Service through June 28, 1995 is

fully consistent with the foregoing

provisions of the Act.

B. Self-Regulatory Organization’s

Statement on Burden on Competition

The NASD believes that the rule

change will not result in any burden on

competition that is not necessary or

appropriate in furtherance of the

purposes of the Act.

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

The NASD requests that the

Commission find good cause, pursuant

to Section 19(b)(2) of the Act, for

approving the proposed rule change

prior to the 30th day after its

publication in the Federal Register to

avoid any interruption of the Service.

The current authorization for the

Service extends through April 28, 1995.

Hence, it is imperative that the

Commission approve the instant filing

on or before that date. Otherwise, the

NASD will be required to suspend

operation of the Service pending

Commission action on the proposed

extension.

The NASD believes that accelerated

approval is appropriate to ensure

continuity in the Service’s operation

pending a determination on permanent

status for the Service, as requested in

File No. SR–NASD–92–7. Continued

operation of the Service will ensure the

availability of an electronic quotation

medium to support member firms’

market making in approximately 5,753

OTC Equities and the widespread

dissemination of quotation information

on these securities. The Service’s

operation also expedites price discovery

and facilitates the execution of customer

orders at the best available price. From

a regulatory standpoint, the NASD’s

capture of quotation data from

participating market makers

supplements the transactional data now

reported by member firms pursuant to
22088 Federal Register / Vol. 60, No. 86 / Thursday, May 4, 1995 / Notices

6 17 CFR 200.30–3(a)(12).

1AP&L states that, during the past 14 years, 25

of the original steel railcars were destroyed in

derailments leaving 2,225 railcars currently in

service.

Part XII of Schedule D to the NASD ByLaws.

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.,

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

Room. Copies of such filing will also be

available for inspection and copying at

the principle office of the NASD. All

submissions should refer to the file

number in the caption above and should

be submitted by May 25, 1995.

V. Commission’s Findings and Order

Granting Accelerated Approval

The Commission finds that approval

of the proposed rule change is

consistent with the Act and the rules

and regulations thereunder, and in

particular with the requirements of

Section 15A(b)(11) of the Act, which

provides that the rules of the NASD

relating to quotations must be designed

to produce fair and informative

quotations, prevent fictitious or

misleading quotations and promote

orderly procedures for collecting,

distributing, and publishing quotations.

The Commission finds good cause for

approving the proposed rule change

prior to the 30th day after the date of

publishing notice of the filing thereof.

Accelerated approval of the NASD’s

proposal is appropriate to ensure

continuity in the Service’s operation as

an electronic quotation medium that

supports NASD members’ market

making in OTC Equities and that

facilitates price discovery and the

execution of customers’ orders at best

available price. Additionally, continued

operation of the Service will materially

assist the NASD’s surveillance of

trading in OTC Equities that are quoted

in the Service, including certain nonTape B securities that are listed on

regional exchanges and quoted in the

Service.

It is therefore ordered, pursuant to

Section 19(b)(2) of the Act, that the

proposed rule change be, and hereby is,

approved for an interim period through

June 28, 1995.

For the Commission, by the Division of

Market Regulation, pursuant to delegated

authority.6

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 95–10970 Filed 5–3–95; 8:45 am]

BILLING CODE 8010–01–M

[Release No. 35–26283]

Filings Under the Public Utility Holding

Company Act of 1935, as Amended

(‘‘Act’’)

April 28, 1995.

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 thereunder. 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 thereto is/are available

for public inspection through the

Commission’s Office 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

May 22, 1995, to the Secretary,

Securities and Exchange Commission,

Washington, D.C. 20549, 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 case of an attorney at law, by

certificate) should be filed with the

request. Any request for hearing shall

identify specifically the issues of fact 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 said date, the application(s) and/

or declaration(s), as filed or as amended,

may be granted and/or permitted to

become effective.

Arkansas Power & Light Company, et al.

(70–8001)

Arkansas Power & Light Company

(‘‘AP&L’’), 425 West Capitol, 40th Floor,

Little Rock, Arkansas 72201, Louisiana

Power & Light Company (‘‘LP&L’’), 639

Loyola Avenue, New Orleans, Louisiana

70113, Mississippi Power & Light

Company (‘‘MP&L’’), 308 East Pearl

Street, Jackson, Mississippi 39201 and

New Orleans Public Service Inc.

(‘‘NOPSI’’), 639 Loyola Avenue, New

Orleans, Louisiana 70113, each an

electric public-utility subsidiary of

Entergy Corporation, a registered

holding company, and System Fuels,

Inc. (‘‘SFI’’), 639 Loyola Avenue, New

Orleans, Louisiana 70113, a fuel supply

company jointly owned by AP&L, LP&L,

MP&L and NOPSI (all companies

collectively, ‘‘Applicants’’), have filed a

post-effective amendment under

sections 9(a) and 10 of the Act and rule

54 thereunder to their application

previously filed under sections 9(a) and

10 of the Act.

By orders dated November 1, 1979,

August 25, 1980, June 15, 1982 and May

15, 1984 (HCAR Nos. 21277, 21689,

22556 and 23309), the Commission

authorized SFI to acquire by leveraged

lease (‘‘Lease’’) 600, 750, 580 and 320

steel railroad cars,1 respectively, for the

transportation of coal from Wyoming to

the White Bluff Steam Electric Station

located near Redfield, Arkansas (‘‘White

Bluff’’) and the Independence Steam

Electric Station located near Newark,

Arkansas (‘‘ISES’’). Pursuant to the

Lease transactions, the obligations of

SFI were supported by SFI’s parent

companies (AP&L, LP&L, MP&L and

NOPSI, collectively ‘‘Parents’’) by

means of ‘‘keep-well’’ arrangements.

Under these keep-well arrangements,

the Parents agreed, severally and to the

extent of their percentage ownership of

SFI, to keep SFI in sound financial

condition and to place SFI in a position,

and cause SFI, to perform and discharge

all its obligations under the relevant

Lease transaction agreements.

By orders dated July 7, 1992 and

September 3, 1992 (HCAR Nos. 25576

and 25618) (collectively, ‘‘1992

Orders’’), AP&L was authorized to

assume SFI’s rights and obligations as

lessee under the Leases. Such

assumption released and discharged SFI

from its obligations under the Leases,

and the Parents were released and

discharged from their keep-well

obligations. In addition, the 1992 Orders

authorized AP&L to sublease the steel

railroad cars to nonaffiliate companies.

The 1992 Orders included two

restrictions on such subleasing: (i) No

sublease could be longer than the lesser

of one year or the period during which

the steel railcars were not needed for the

transportation of coal to White Bluff and

ISES; and (ii) no more than 50% of the

steel railroad cars leased by AP&L could

be subleased at any one time (‘‘50%

Restriction’’).