Federal Register / Vol. 66, No. 102 / Friday, May 25, 2001 / Notices 28937

Street, Chicago, Illinois 60611–2092 and

the OMB reviewer, Joe Lackey (202–

395–7316), Office of Management and

Budget, Room 10230, New Executive

Office Building, Washington, DC 20503.

Chuck Mierzwa,

Clearance Officer.

[FR Doc. 01–13211 Filed 5–24–01; 8:45 am]

BILLING CODE 7905–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 35–27402]

Filings Under the Public Utility Holding

Company Act of 1935, as amended

(‘‘Act’’)

May 21, 2001.

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 under the Act. 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 amendment(s) is/are available for

public inspection through the

Commission’s Branch 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,

June 15, 2001, to the Secretary,

Securities and Exchange Commission,

Washington, DC 20549–0609, and serve

a copy on the relevant applicant(s) and/

or declaration(s) at the address(es)

specified below. Proof of service (by

affidavit or, in the case of an attorney at

law, by certificate) should be filed with

the request. Any request for hearing

should identify specifically the issues of

facts 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 June 15, 2001, the

application(s) and/or declaration(s), as

filed or as amended, may be granted

and/or permitted to become effective.

Ameren Corporation (70–8945)

Ameren Corporation (‘‘Ameren’’),

1901 Chouteau Avenue, St. Louis,

Missouri 63103, a registered holding

company, filed with this Commission a

post-effective amendment to its

previously filed application-declaration

under sections 6(a), 7, 9(a), 9(c)(3), 10

and 13(b) under the Act and rules 42,

54, 80–91, 93 and 94 under the Act.

By order dated Dec. 30, 1997 in this

proceeding (HCAR No. 26809), the

Commission authorized Ameren, among

other things, to acquire Union Electric

Company (‘‘UE’’) and Central Illinois

Public Service Company (‘‘CIPS’’), each

of which is an electric and gas utility

company (‘‘Merger’’). Together, UE and

CIPS provide retail and wholesale

electric service to approximately 1.5

million customers and retail natural gas

service to approximately 300,000

customers in a 24,500 square-mile area

of Missouri and Illinois.

In addition, the Commission

authorized Ameren to retain the direct

and indirect nonutility subsidiaries and

investments of UE and CIPSCO

Incorporated, CIPS’ parent company,

subject to certain exceptions.

Specifically, the Commission

conditioned its approval for the Merger

on the commitment of Ameren to reduce

the voting interest or investment of

Union Electric Development

Corporation (‘‘UEDC’’), a subsidiary of

UE, of CIPSCO Investment Company

(‘‘CIPSCO Investment’’), a subsidiary of

CIPSCO Incorporated, and of CIPSCO

Venture Company (‘‘CIPSCO Venture’’),

an indirect subsidiary of CIPSCO

Incorporated, in certain limited liability

companies. Ameren committed to

reduce its indirect ownership in these

limited liability companies to below five

percent within three years of the date of

the Commission’s order, so that these

entities would not constitute ‘‘affiliates’’

of Ameren under the Act. In no case is

UEDC or CIPSCO Venture the managing

member of any of the limited liability

companies that are the subject of this

commitment.

By supplement order dated Dec. 13,

2000 (HCAR No. 27299), the

Commission granted Ameren an

extension until June 30, 2001 to comply

with its commitment to sell down these

limited liability interests. Currently,

Ameren indirectly holds five percent or

more of the membership interests of the

following limited liability companies:

St. Louis Equity Funds & Housing

Missouri, Inc.—UEDC and CIPSCO

Investment have interested or

committed to invest in varying

percentages (not greater than 23%) in

ten separate investment funds (‘‘St.

Louis Funds’’) formed to make

investments in low income housing

properties that qualify for federal tax

credits. Four of the St. Louis Funds in

existence at the time of the merger were

organized as limited liability

companies. The manger is a not-forprofit company that is not in any way

affiliated with Ameren;

Effingham Development Building II

Limited Liability Company—CIPSCO

Venture holds a 40% membership

interest in this entity, which owns a

manufacturing facility that is leased to

an industrial customer. This investment

was intended to promote industrial

development within CIPS’s service

territory. Agracel Inc., an unaffiliated

third party, is the managing member;

Mattoon Enterprise Park, LLC—

CIPSCO Venture owns a 20% interest in

this limited liability company, which

purchased farmland that was used in

the development of an industrial park

within the boundaries of the City of

Mattoon. This investment was made to

promote industrial development activity

in CIPS’s service territory in order to,

among other things, increase industrial

load. Agracel Inc. is the managing

member; and

MACC, LLC—CIPSCO Venture owns a

one-third interest in this limited

liability company which purchased land

and developed an industrial facility for

lease to two industrial tenants in the

park. Agracel Inc. is the managing

member.

Ameren now requests that the

Commission relieve Ameren of its

commitment to sell down these limited

liability company interests and make

further findings permitting Ameren to

retain these interests indefinitely.

For the Commission by the Division of

Investment Management, pursuant to

delegated authority.

Jonathan G. Katz,

Secretary.

[FR Doc. 01–13252 Filed 5–24–01; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Rel. No. IC–24979; 812–10320]

Tremont Corporation; Notice of

Application

May 17, 2001.

AGENCY: Securities and Exchange

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

ACTION: Notice of application for an

order under sections 2(a)(9) and 3(b)(2)

of the Investment Company Act of 1940

(the ‘‘Act’’).

SUMMARY OF APPLICATION: Tremont

Corporation (‘‘Applicant’’ or

‘‘Tremont’’) requests an order declaring

that it controls NL Industries, Inc.

(‘‘NL’’) and that applicant is primarily

engaged in a business other than that of

investing, reinvesting, owning, holding

or trading in securities.

FILING DATES: The application was filed

on August 30, 1996, and amended on

May 14, 1997, and April 27, 2001.

28938 Federal Register / Vol. 66, No. 102 / Friday, May 25, 2001 / Notices

1Applicant states that approximately 60.2% of

NL’s outstanding voting securities is held by Valhi,

Inc. (‘‘Valhi’’). Applicant also states that 80.02% of

its outstanding voting securities is held by Tremont

Group, Inc. (‘‘TGI’’), a company that is 80.01% held

by Valhi and 19.99% held by Tremont Holdings

LLC (‘‘Tremont Holdings’’), a single member limited

liability company owned by NL. Tremont Holdings

holds directly an additional 0.13% of applicant’s

outstanding voting securities. Applicant further

states that TGI may be deemed to control applicant

and Mr. Harold C. Simmons may be deemed to

control Valhi.

2See Tonopah Mining Company of Nevada, 26

S.E.C. 426 (1946).

HEARING OR NOTIFICATION OF HEARING: An

order granting the application will be

issued unless the SEC orders a hearing.

Interested persons may request a

hearing by writing to the SEC’s

Secretary and serving applicant with a

copy of the request, personally or by

mail. Hearing requests should be

received by the SEC by 5:30 p.m. on

June 11, 2001, and should be

accompanied by proof of service on

applicant, in the form of an affidavit or,

for lawyers, a certificate of service.

Hearing requests should state the nature

of the writer’s interest, the reason for the

request, and the issues contested.

Persons may request notification of a

hearing by writing to the SEC’s

Secretary.

ADDRESSES: Secretary, SEC, 450 5th

Street, NW., Washington, DC 20549–

0609. Applicant, 1999 Broadway, Suite

4300, Denver, CO 80202.

FOR FURTHER INFORMATION CONTACT:

Christine Y. Greenlees, Branch Chief, or

Nadya B. Roytblat, Assistant Director, at

(202) 942–0564 (Division of Investment

Management, Office of Investment

Company Regulation).

SUPPLEMENTARY INFORMATION: The

following is a summary of the

application. The complete application

may be obtained for a fee at the SEC’s

Public Reference Branch, 450 5th Street,

NW., Washington, DC 20549–0102 (tel.

(202) 942–8090).

Applicant’s Representations

1. Applicant, a Delaware corporation

formed in 1987 as a wholly-owned

subsidiary of NL, is primarily engaged

in the business of producing and selling

titanium metals and titanium dioxide.

Applicant’s shares are listed and traded

on the New York and Pacific Stock

Exchanges. Applicant conducts its

operations through Titanium Metals

Corporation (‘‘TIMET’’) and NL.

Applicant states that TIMET is one of

the world’s leading integrated producers

of titanium metal products. Applicant

further states that it owns approximately

39% of TIMET’s outstanding voting

securities and primarily controls

TIMET. Applicant also states that NL is

an international producer and marketer

of titanium dioxide pigments to

customers worldwide. Applicant owns

approximately 20.4% of NL’s

outstanding voting securities.1

Applicant states that, as of December 31,

2000, its interests in TIMET and NL

represented approximately 23% and

68%, respectively, of applicant’s total

assets (exclusive of Government

securities and cash items) on an

unconsolidated basis. Applicant also

has wholly-owned subsidiaries TRECO

L.L.C. that is engaged in the real estate

business and relies on section 3(c)(1) of

the Act, and NL Insurance Limited of

Vermont (‘‘NLIV’’), an insurance

company that is exempt pursuant to

section 3(c)(3) of the Act.

Applicant’s Legal Analysis

1. Under section 3(a)(1)(C) of the Act,

an issuer is an investment company if

it is engaged or proposes to engage in

the business of investing, reinvesting,

owning, holding, or trading in

securities, and owns or proposes to

acquire investment securities having a

value in excess of 40 percent of the

value of the issuer’s total assets

(exclusive of Government securities and

cash items) on an unconsolidated basis.

Under section 3(a)(2) of the Act,

investment securities include all

securities except Government securities,

securities issued by employee securities

companies, and securities issued by

majority-owned subsidiaries of the

owner which (i) are not investment

companies, and (ii) are not relying on

the exclusions from the definition of

investment company in section 3(c)(1)

or 3(c)(7) of the Act.

2. Section 3(b)(2) of the Act provides

that, notwithstanding section 3(a)(1)(C)

of the Act, the SEC may issue an order

declaring an issuer to be primarily

engaged in a business other than that of

investing, reinvesting, owning, holding,

or trading in securities either directly,

through majority-owned subsidiaries, or

through controlled companies

conducting similar types of businesses.

Section 2(a)(9) of the Act defines

‘‘control’’ as the power to exercise a

controlling influence over the

management or policies of a company.

That section creates a presumption that

an owner of more than 25% of a

company’s outstanding voting securities

controls the company, and that an

owner of 25% or less of a company’s

outstanding voting securities does not

control the company. Section 2(a)(9)

further provides that any such

presumption may be rebutted by

evidence.

3. Applicant requests an order under

section 2(a)(9) of the Act declaring that

it controls NL and under section 3(b)(2)

declaring that applicant is primarily

engaged, through TIMET and NL as

controlled companies, in a business

other than that of investing, reinvesting,

owning, holding or trading in securities.

4. Applicant states that it controls NL

within the meaning of section 2(a)(9) of

the Act, notwithstanding that it owns

less than 25% of NL’s outstanding

voting securities, through significant

and active participation in the

management of NL. Five of the members

of the board of directors of Tremont

(‘‘Tremont board’’) are also members of

NL’s seven member board of directors.

Mr. J. Landis Martin, Chairman of the

Board, Chief Executive Officer and

President of Tremont also serves as the

Chief Executive Officer and President of

NL. Ms. Susan E. Alderton, a member of

the Tremont board, also serves as Chief

Financial Officer, Vice President and

Treasurer of NL. Mr. Harold C.

Simmons, a member of the Tremont

board, also serves as Chairman of the

Board of NL. Applicant states that the

directors and officers of Tremont play

an active role in setting NL’s general

policies and provide support to NL’s

management, and that a finding of

control under section 2(a)(9) therefore is

appropriate.

5. Under section 3(b)(2) of the Act, in

determining whether an applicant is

primarily engaged in a non-investment

company business, the SEC considers

the following factors: (a) Applicant’s

historical development; (b) applicant’s

public representations of policy; (c) the

activities of applicant’s officers and

directors; (d) the nature of applicant’s

present assets; and (e) the sources of

applicant’s present income.2

a. Historical Development: Applicants

states that since its formation in 1987,

it has been engaged primarily in the

businesses of petroleum services and

bentonite mining, as well as the

production and sale of titanium metals

and titanium dioxide.

b. Public Representations of Policy:

Applicant states that it has consistently

held itself out as a holding company

conducting its business operations

through TIMET, NL, and TRECO.

Applicant states that it does not hold

and has never held itself out as an

investment company within the

meaning of the Act.

c. Activities of Officers and Directors:

Applicant states that the primary

activities of its officers and directors are

participating in the governing and

operational activities of TIMET and NL.

Federal Register / Vol. 66, No. 102 / Friday, May 25, 2001 / Notices 28939

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

2 17 CFR 240.19b–4.

3The Board of Directors of the Exchange has

authorized the Exchange to sell or lease up to 15

memberships out of 23 authorized, but unsold,

memberships. The lessees of these memberships

would have the same rights and obligations as all

other members of the Exchange. Phone call between

John A. Boese, Assistant Vice President, Rule

Development and Market Structure, BSE, George W.

Mann, Jr., General Counsel, BSE, Florence Harmon,

Senior Special Counsel, Division of Market

Regulation (‘‘Division’’), Commission, Sonia Patton,

Attorney, Division, Commission, and John Riedel,

Attorney, Division, Commission (May 15, 2001).

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

d. Nature of Assets: Applicant states

that, as of December 31, 2000, its

interest in TIMET represented 23%, and

its interest in NL represented 68%, of

applicant’s total assets on an

unconsolidated basis (exclusive of

Government securities and cash items).

e. Sources of Income: Applicant states

that, for the four quarters ended

December 31, 2000, it had net income

after taxes of $9.2 million, of which

91.5% was attributable to TIMET, NL

and NLIV.

6. Applicant thus asserts that it meets

the requirements for an order under

section 3(b)(2) of the Act.

For the Commission, by the Division of

Investment Management, under delegated

authority.

Jonathan G. Katz,

Secretary.

[FR Doc. 01–13213 Filed 5–24–01; 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 meeting during

the week of May 28, 2001.

A closed meeting will be held on

Thursday, May 31, 2001, at 11 a.m.

Commissioners, Counsel to the

Commissioners, the Secretary to the

Commission, and recording secretaries

will attend the closed meeting. Certain

staff members 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)(3), (5), (7), (9)(A), 9(B),

and (10) and 17 CFR 200.402(a)(3), (5),

(7), (9)(i), 9(ii) and (10), permit

consideration of the scheduled matters

at the closed meeting.

The subject matters of the closed

meeting scheduled for Thursday, May

31, 2001 will be:

Institution and settlement of injunctive

actions; and

Institution and settlement of

administrative proceedings of an

enforcement nature.

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: May 23, 2001.

Jonathan G. Katz,

Secretary.

[FR Doc. 01–13444 Filed 5–23–01; 3:51 pm]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 34–44324; File No. SR–BSE–

2001–02]

Self-Regulatory Organizations; Notice

of Filing and Immediate Effectiveness

of Proposed Rule Change by the

Boston Stock Exchange Adopting a

Fee for Leases of Memberships

May 18, 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 April 30,

2001, the Boston Stock Exchange

(‘‘BSE’’ 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 BSE. 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 Exchange proposes to amend the

Exchange’s fee schedule to include a

membership lease fee charged to

members who choose to lease a

membership from the 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 the 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 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

The purpose of the proposed rule

change is to amend the Exchange’s fee

schedule to include a monthly fee equal

to one percent of the last consummated

seat sale, billed quarterly in arrears, for

leasing Exchange memberships from the

Exchange. This fee will be charged to all

qualified members who lease

memberships from the Exchange when

no public inventory is available. The fee

will be charged in addition to all other

membership fees, and will be arranged

through a separate lease agreement the

Exchange and the lessee.3 The one

percent fee figure was established based

on recent lease agreements for Exchange

memberships. The proposed lease fee

will be in addition to any dues, fees or

assessments charged by the Exchange.

Moreover, the lessees of memberships

will be subject to all other rules relevant

to membership qualifications.

2. Statutory Basis

The Exchange believes that the

proposed rule change is consistent with

Section 6(b)(4) of the Act,4 in that the

proposed rule change is designed to

provide for the equitable allocation of

reasonable dues, fees and other charges

among the Exchange’s 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

The Exchange has neither solicited

nor received comments on the proposed

rule change.