Federal Register / Vol. 66, No. 100 / Wednesday, May 23, 2001 / Notices 28587

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

2 17 CFR 240.19b–4.

3Amendment No. 1 made non-substantive

changes to the text of proposed Commentary .02 of

Amex Rule 1202. See letter from Claire P. McGrath,

Vice President and Special Counsel, Amex, to

Nancy Sanow, Assistant Director, Division of

Market Regulation, SEC, dated May 4, 2001.

principal, from selling any security or

other property to, or purchasing any

security or other property from, the

company. Section 2(a)(3) of the Act

defines an ‘‘affiliated person’’ of another

person to include (a) any person that

directly or indirectly owns, controls, or

holds with power to vote 5% or more

of the outstanding voting securities of

the other person; (b) any person 5% or

more of whose outstanding voting

securities are directly or indirectly

owned, controlled or held with power to

vote by the other person; (c) any person

directly or indirectly controlling,

controlled by, or under common control

with the other person; and (d) if the

other person is an investment company,

any investment adviser of that company.

2. Rule 17a–8 under the Act exempts

from the prohibitions of section 17(a)

mergers, consolidation, or purchases or

sales of substantially all of the assets of

registered investment companies that

are affiliated persons solely by reason of

having a common investment adviser,

common directors/trustees, and/or

common officers, provided that certain

conditions set forth in the rule are

satisfied.

3. Applicants state that the Bank of

America Group holds of record more

than 5% (and in some cases, more than

25%) of the outstanding voting

securities of each of the Acquired

Funds. Because of this ownership,

applicants state that the Funds may be

deemed affiliated persons for reasons

other than those set forth in rule 17a–

8 and therefore unable to rely on the

rule. Applicants request an order

pursuant to section 17(b) of the Act

exempting them from section 17(a) to

the extent necessary to consummate the

Reorganization.

4. Section 17(b) of the Act provides

that the SEC may exempt a transaction

from the provisions of section 17(a) if

the evidence establishes that the terms

of the proposed transaction, including

the consideration to be paid, are

reasonable and fair and do not involve

overreaching on the part of any person

concerned, and that the proposed

transaction is consistent with the policy

of each registered investment company

concerned and with the general

purposes of the Act.

5. Applicants submit that the terms of

the Reorganizaiton satisfy the standards

set forth in section 17(b). Applicants

note that the Boards, including a

majority of the Independent Members,

found that participation in the

Reorganization is in the best interests of

each Fund that the interests of the

existing shareholders of each Fund will

not be diluted as a result of the

Reorganization. Applicants also note

that the Reorganization will be based on

the Funds’ relative net asset values.

For the Commission, by the Division of

Investment Management, under delegated

authority.

Jonathan G. Katz,

Secretary.

[FR Doc. 01–12933 Filed 5–20–01; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 34–44309; File No. SR–Amex–

2001–04]

Self-Regulatory Organizations; Notice

of Filing and Order Granting

Accelerated Approval of Proposed

Rule Change and Amendment No. 1

Thereto by the American Stock

Exchange LLC Relating to the Listing

and Trading of Trust Issued Receipts

May 16, 2001.

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 February

7, 2001, the American Stock Exchange

LLC (‘‘Amex’’ or ‘‘Exchange’’) filed with

the Securities and Exchange

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

the proposed rule change, and amended

such proposed rule change on May 8,

2001,3 described in Items I, II, and III

below, which Items have been prepared

by the self-regulatory organization. The

Commission is publishing this notice to

solicit comments on the proposed rule

change, as amended, from interested

persons and to approve the proposal

and Amendment No. 1 on an

accelerated basis.

I. Self-Regulatory Organization’s

Statement of the Terms of Substance of

the Proposed Rule Change

The Amex proposes to amend Amex

Rule 1202 to provide eligibility

requirements for Component Securities

represented by a series of Trust Issued

Receipts (‘‘TIRs’’) that became part of

such TIR when the security was either:

(a) Distributed by a company whose

securities are already included as a

Component Security in the series of

TIRs; or (b) received in exchange for the

securities of a company previously

included as a Component Security that

are no longer outstanding due to a

merger, consolidation, corporate

combination or other event. The text of

the proposed rule filing is below.

Additions are in italics; deletions are in

brackets.

Trust Issued Receipts

Initial and Continued Listing

Rule 1202

Trust Issued Receipts will be listed and

traded on the Exchange subject to application

of the following criteria:

(a)–(e) No change.

* * * Commentary

.01 No change.

.02 The eligibility requirements for

Component Securities that are represented by

a series of Trust Issued Receipts and that

became part of the Trust Issued Receipt when

the security was either: (a) distributed by a

company already included as a Component

Security in the series of Trust Issued

Receipts; or (b) received in exchange for the

securities of a company previously included

as a Component Security that is no longer

outstanding due to a merger, consolidation,

corporate combination or other event, shall

be as follows:

(i) the Component Security must be listed

on a national securities exchange or traded

through the facilities of Nasdaq and a

reported national market system security;

(ii) the Component Security must be

registered under section 12 of the Exchange

Act; and 

(iii) the Component Security must have a

Standard & Poor’s Sector Classification that

is the same as the Standard & Poor’s Sector

Classification represented by Component

Securities included in the Trust Issued

Receipt at the time of the distribution or

exchange.

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

Exchange 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 III below. The

Exchange 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

In September 1999, the Exchange

adopted rules for the listing and trading

28588 Federal Register / Vol. 66, No. 100 / Wednesday, May 23, 2001 / Notices

4See Securities Exchange Act Release No. 41892

(September 21, 1999), 64 FR 52559 (September 29,

1999).

5Rule 19b–4(e), adopted by the Commission on

December 8, 1998, permits the Exchange to list and

trade new derivative securities products without a

rule change provided the Exchange has in place

trading rules, procedures, a surveillance program

and listing standards that pertain to the class of

securities covering the new product. See Securities

Exchange Act Release No. 40761 (December 8,

1998), 63 FR 70921 (December 22, 1998).

6 15 U.S.C. 78l.

7 15 U.S.C. 78f(b).

8 15 U.S.C. 78f(b)(5).

of TIRs.4 TIRs are negotiable receipts

that are issued by trusts and represent

investors’ discrete identifiable and

undivided beneficial ownership interest

in the securities deposited into the trust.

Since that time, the Exchange has listed

15 TIRs under the trade name HOLDRS,

representing a wide variety of industry

sectors (e.g., Internet, biotechnology,

pharmaceutical and

telecommunications), and the market as

a whole (e.g., Market 2000+HOLDRS

and Eurpoe 2001 HOLDRS).

In September 2000, to accommodate

the listing of additional TIRs, the

Exchange revised the existing listing

criteria and trading rules to permit the

listing and trading of TIRs pursuant to

Rule 19b–4(e).5 The Exchange

established the following eligibility

criteria for Component Securities

represented by a series of TIRs:

• Each Component Security must be

registered under section 12 of the

Exchange Act;

• Each Component Security must

have a minimum public float of at least

$150 million;

• Each Component Security must be

listed on a U.S. national securities

exchange or traded through the facilities

of Nasdaq and a reported national

market system security;

• Each Component Security must

have an average daily trading volume of

at least 100,000 shares during the

preceding sixty-day trading period;

• Each Component Security must

have an average daily dollar value of

shares traded during the preceding

sixty-day trading period of at least $1

million; and

• The most heavily weighted

Component Security may not initially

represent more than 20% of the overall

value of the TIR.

Recently, the rules relating to the

distributions of securities by

Component Securities in a trust has

been revised to provide: (a) If a

company whose securities are included

in a series of TIRs distributes a security,

the distributed security will remain in

the trust as a Component Security if it

is listed for trading on a U.S. national

securities exchange or through the

facilities of Nasdaq and its Standard &

Poor’s sector classification is the same

as the sector classification represented

by the other Component Securities in

the trust at the time of the distribution;

and (b) if the securities of a company

that are included in a series of TIRs are

no longer outstanding as a result of a

merger, consolidation, corporate

combination or other event, any

securities received in exchange for those

securities will remain in the trust as a

Component Security if it is listed for

trading on a U.S. national securities

exchange or through the facilities of

Nasdaq and its Standard & Poor’s sector

classification is the same as the sector

classification represented by the other

Component Securities in the trust at the

time of the merger, consolidation,

corporate combination or other event.

As a result of this change, a security

that is automatically deposited into the

trust as a result of a distribution or a

corporate event may remain in the trust

even though it does not meet all of the

initial eligibility requirements set forth

in Commentary .01 to Amex Rule 1202.

For example, securities distributed by

an issuer or exchanged in a merger

generally do not have measurable price

and trading histories, and may not have

a minimum public float of $150 million.

There is no requirement to review the

securities that are represented by TIRs

on an ongoing basis to determine

whether Component Securities continue

to meet the initial eligibility

requirements. The Exchange now

proposed to amend Amex Rule 1202 to

provide eligibility requirements for a

Component Security that became part of

a trust when the security was either: (a)

Distributed by a company already

included as a Component Security in

the series of TIRs; or (b) received in

exchange for the securities of a company

previously included as a Component

Security and that are no longer

outstanding due to a merger,

consolidation, corporate combination or

other event. The eligibility requirements

for such Component Securities are as

follows:

• Such Component Security must be

listed on national securities exchange or

traded through the facilities of Nasdaq

and a reported national market system

security;

• Such Component Security must be

registered under Section 12 of the

Exchange Act; and

• Such Component Security must

have a Standard & Poor’s Sector

Classification that is the same as the

Standard & Poor’s Sector Classification

represented by Component Securities

already included in the TIR at the time

of the distribution or exchange.

The Exchange believes that it is

appropriate in these limited situations

to provide alternate eligibility criteria

for Component Securities. To reduce the

number of distributions of securities

from the TIR which cause

inconvenience and increased

transaction and administrative costs for

investors, it is useful to allow certain

securities that are received as part of a

distribution from a company or as the

result of a merger, consolidation,

corporate combination or other event to

remain in the TIR. The proposed

eligibility requirements ensure that

Component Securities included in a TIR

as a result of a distribution or exchange

event are widely held (having been

distributed to all of the shareholders

holding the original Component

Security), traded through the facilities of

an exchange or Nasdaq and registered

under section 12 of the Act.6

2. Statutory Basis

The Exchange believes the proposed

rule change is consistent with section

6(b) of the Act 7 in general, and furthers

the objectives of section 6(b)(5) 8 in

particular, in that it is designed to

prevent fraudulent and manipulative

acts and practices, promote just and

equitable principles of trade, remove

impediments to and perfect the

mechanisms of a free and open market

and a national market system, and, in

general, protect investors and the public

interest.

B. Self-Regulatory Organization’s

Statement on Burden on Competition

The proposed rule change will impose

no burden on competition that is not

necessary or appropriate in furtherance

of the purposes of the Act, as amended.

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. Solicitation of Comments

Interested persons are invited to

submit written data, views and

arguments concerning the foregoing,

including whether the proposed rule

change, as amended, 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

Federal Register / Vol. 66, No. 100 / Wednesday, May 23, 2001 / Notices 28589

9 15 U.S.C. 78f(b)(5).

10 In approving this proposed rule change, the

Commission notes that it has considered the

proposed rule’s impact on efficiency, competition,

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

11 15 U.S.C. 78s(b)(2).

12 15 U.S.C. 78s(b)(2).

13 15 U.S.C. 78f(b)(5).

14 15 U.S.C. 78s(b)(2).

15 17 CFR 200.30–3(a)(12).

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 principal office of the Amex. All

submissions should refer to the File No.

SR–Amex–2001–04 and should be

submitted by June 13, 2001.

IV. Commission’s Findings and Order

Granting Accelerated Approval of

Proposed Rule Change

After careful review, the Commission

finds that the proposed rule change, as

amended, is consistent with the

requirements of the Act and the rules

and regulations thereunder applicable to

a national securities exchange, and in

particular, the requirements of section

6(b)(5) of the Act.9 Specifically, the

Commission finds that the proposal to

provide an alternate eligibility criteria

for Component Securities received as

part of a distribution or as a result of a

merger, consolidation, corporate

combination or other event to remain in

the trust will prevent fraudulent and

manipulative acts and practices,

promote just and equitable principles of

trade, facilitate transactions in

securities, remove impediments to and

perfect the mechanism of a free and

open market and a national market

system and, in general, protect investors

and the public interest, and is not

designed to permit unfair

discrimination between customers,

issuers, brokers or dealers.10

The Amex has requested that the

proposed rule change be given

accelerated approval pursuant to section

19(b)(2) of the Act.11

The Commission finds good cause for

approving the proposed rule change

prior to the thirtieth day after the date

of publication of the notice of filing

thereof in the Federal Register pursuant

to section 19(b)(2).12 There are TIRs

currently listed and trading that have

adopted the revised distribution

provisions and such distributed or

exchange securities may have or will

shortly become Component Securities in

one or more trusts issuing TIRs.

Accordingly, the Commission finds that

it is consistent with section 6(b)(5) of

the Act 13 to approve the proposal on an

accelerated basis to accommodate such

possibility.

It Is Therefore Ordered, pursuant to

section 19(b)(2) of the Act,14 that the

proposed rule change (SR–Amex–2001–

04) and Amendment No. 1 are hereby

approved on an accelerated basis.

For the Commission, by the Division of

Market Regulation, pursuant to delegated

authority.15

Jonathan G. Katz,

Secretary.

[FR Doc. 01–12934 Filed 5–22–01; 8:45 am]

BILLING CODE 8010–01–M

SMALL BUSINESS ADMINISTRATION

Reporting and Recordkeeping

Requirements Under OMB Review

AGENCY: Small Business Administration.

ACTION: Notice of Reporting

Requirements Submitted for OMB

Review.

SUMMARY: Under the provisions of the

Paperwork Reduction Act (44 U.S.C.

Chapter 35), agencies are required to

submit proposed reporting and

recordkeeping requirements to OMB for

review and approval, and to publish a

notice in the Federal Register notifying

the public that the agency has made

such a submission.

DATES: Submit comments on or before

June 22, 2001. If you intend to comment

but cannot prepare comments promptly,

please advise the OMB Reviewer and

the Agency Clearance Officer before the

deadline.

Copies: Request for clearance (OMB

83–1), supporting statement, and other

documents submitted to OMB for

review may be obtained from the

Agency Clearance Officer.

ADDRESSES: Address all comments

concerning this notice to: Agency

Clearance Officer, Jacqueline White,

Small Business Administration, 409 3rd

Street, SW., 5th Floor, Washington, D.C.

20416; and OMB Reviewer, Office of

Information and Regulatory Affairs,

Office of Management and Budget, New

Executive Office Building, Washington,

D.C. 20503.

FOR FURTHER INFORMATION CONTACT:

Jacqueline White, Agency Clearance

Officer, (202) 205–7044.

SUPPLEMENTARY INFORMATION:

Title: Other funding under the SBDC

Umbrella.

No: 2186.

Frequency: On Occasion.

Description of Respondents: SBA

Business Development Centers.

Annual Responses: 58.

Annual Burden: 29.

Jacqueline White,

Chief, Administrative Information Branch.

[FR Doc. 01–13009 Filed 5–22–01; 8:45 am]

BILLING CODE 8025–01–P

SOCIAL SECURITY ADMINISTRATION

Office of the Commissioner; Benefit

Adjustments Pursuant to Public Law

106–554

AGENCY: Social Security Administration.

ACTION: Notice.

SUMMARY: Pub. L. 106–554 authorizes

Federal agencies to compensate

beneficiaries, to the extent practicable

and feasible, for any shortfall in benefits

that may have been caused by an error

that affected the Consumer PriceIndex

starting in 1999. This index, produced

by the Bureau of Labor Statistics in the

Department of Labor, was slightly

understated for certain months in

1999.Pursuant to Pub. L. 106–554, the

Commissioner has determined that

some recipients of Social Security and

Supplemental Security Income benefits

did experience a shortfall in payments

in 2000 and 2001 due to the Consumer

PriceIndex error. This is because the

2.4-percent cost-of-living increase,

promulgated in the Federal Register on

October 25, 1999, would have been 2.5

percent in the absence of the 1999

Consumer Price Index error.

Accordingly, the Commissioner has

proposed, and the Office of Management

and Budget has approved, a plan for

making the appropriate compensation

payments under Pub. L. 106–554.By

August 1, 2001, we will make a onetime payment that compensates for the

entire shortfall experienced in months

prior to August 2001. Benefits paid in

August 2001 and later will be adjusted

as if the Consumer Price Index error had

not occurred. In this notice we are

announcing the appropriate bases and

formulas we will use to compute

benefits to be paid in August 2001 and

thereafter.

FOR FURTHER INFORMATION CONTACT:

Jeffrey L. Kunkel, Office of the Chief

Actuary,Social Security Administration,

6401 Security Boulevard, Baltimore, MD

21235, (410) 965–3013.