29610 Federal Register / Vol. 66, No. 105 / Thursday, May 31, 2001 / Notices

1The CSE was elected as chair of the Operating

Committee for the Joint Self-Regulatory

Organization Plan Governing the Collection,

Consolidation and Dissemination of Quotation and

Transaction Information for Exchange-Listed

Nasdaq/National Market System Securities and for

Nasdaq/National Market System Securities Traded

on Exchange on an Unlisted Trading Privileges

Basis (‘‘Plan’’) by the Participants.

2See Letter from Jeffrey T. Brown, Vice President

Regulation and General Counsel, CSE, to Jonathan

G. Katz, Secretary, Commission, dated May 21, 2001

(‘‘May 2001 Extension Request’’). The signatories to

the Plan are the Participants for purposes of this

release; however, the BSE joined the Plan as a

‘‘limited participant’’ and reports quotation

information and transaction reports only in Nasdaq/

National Market securities listed on the BSE.

Originally, the American Stock Exchange Inc.

(‘‘Amex’’) was a Participant but withdrew its

participation from the Plan in August 1994.

3Section 12 of the Securities Exchange Act of

1934 (‘‘Act’’) generally requires an exchange to

trade only those securities that the exchange lists,

except that section 12(f) of the Act permits unlisted

traded privileges (‘‘UTP’’) under certain

circumstances. For example, section 12(f), among

other things, permits exchanges to trade certain

securities that are traded over-the-counter (‘‘OTC/

UTP’’), but only pursuant to a Commission order or

rule. The present order fulfills this section 12(f)

requirement. For a more complete discussion of the

section 12(f) requirement, see November 1995

Extension Order, infra note 7.

4 In accordance with the Commission’s statements

in its order approving the establishment of the

Nasdaq Order Display Facility and Order Collector

Facility (‘‘SuperMontage’’), the Participants

represent that they are revising the Plan. See

Securities Exchange Act Release No. 43863 (January

19, 2001) 66 FR 8020 (January 26, 2001).

5See Section 12(f)(2) of the Act, 15 U.S.C.

781(f)(2).

6See Securities Exchange Act Release No. 28146,

55 FR 27917 (July 6, 1990) (‘‘1990 Plan Approval

Order’’).

7See Securities Exchange Act Release Nos. 34371

(July 13, 1994), 59 FR 37103 (July 20, 1994); 35221

(January 11, 1995), 60 FR 3886 (January 19, 1995);

36102 (August 14, 1995), 60 FR 43626 (August 22,

1995); 36226 (September 13, 1995), 60 FR 49029

(September 21, 1995); 36368 (October 13, 1995), 60

FR 54091 (October 19, 1995); 36481 (November 13,

1995), 60 FR 58119 (November 24, 1995)

(‘‘November 1995 Extension Order’’); 36589

(December 13, 1995), 60 FR 65696 (December 20,

1995); 36650 (December 28, 1995), 61 FR 358

(January 4, 1996); 36934 (March 6, 1996), 61 FR

10408 (March 13, 1996); 36985 (March 18, 1996),

61 FR 12122 (March 25, 1996); 37689 (September

16, 1996), 61 FR 50058 (September 24, 1996); 37772

(October 1, 1996), 61 FR 52980 (October 9, 1996);

38457 (March 31, 1997), 62 FR 16880 (April 8,

1997); 38794 (June 30, 1997) 62 FR 365486 (July 8,

1997); 39505 (December 31, 1997) 63 FR 1515

(January 9, 1998); 40151 (July 1, 1998) 63 FR 36979

(July 8, 1998); 40896 (December 31, 1998), 64 FR

1834 (January 12, 1999); 41392 (May 12, 1999), 64

FR 27839 (May 21, 1999) (‘‘May 1999 Approval

Order’’); 42268 (December 23, 1999), 65 FR 1202

(January 6, 2000); 43005 (June 30, 2000), 65 FR

42411 (July 10, 2000); and 44099 (March 23, 2001),

66 FR 17457 (March 30, 2001). 8The Plan defines ‘‘eligible security’’ as any

Nasdaq/NM security as to which unlisted trading

privileges have been granted to a national securities

exchange pursuant to Section 12(f) of the Act or that

is listed on a national securities exchange. On May

12, 1999, in response to a request from the CHX,

the Commission expanded the number of eligible

Nasdaq/NM securities that may be traded by the

CHX pursuant to the Plan from 500 to 1000. See

May 1999 Approval Order, supra note 7. On

November 9, 2000, the Commission notices and

requested comment on a proposal by the PCX to

expand the maximum number of securities eligible

to trade all Nasdaq/NM securities. See Securities

Exchange Act Release No. 43545, 65 FR 69581

(November 17, 2000).

9The full text of the Plan, as well as a ‘‘Concept

Paper’’ describing the requirements of the Plan, are

contained in the original filing, which is available

for inspection and copying in the Commission’s

public reference room.

10 17 CFR 240.11 Ac1–2.

paid by StockJungle.com Advisors, Inc.,

applicant’s investment adviser.

Filing Dates: The application was

filed on March 15, 2001, and amended

on May 1, 2001.

Applicant’s Address: 5750 Wilshire

Boulevard, Suite 560, Los Angeles, CA

90036.

Allied Owners Action Fund Inc. [File

No. 811–9551]

Summary: Applicant seeks an order

declaring that it has ceased to be an

investment company. On March 26,

2001, applicant made a liquidating

distributing to its shareholders based on

net asset value. Applicant incurred no

expenses in connection with the

liquidation.

Filing Dates: The application was

filed on April 20, 2001, and amended on

May 17, 2001.

Applicant’s Address: 215 W 91st

#112, New York, NY 10024.

For the Commission, by the Division of

Investment Management, pursuant to

delegated authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 01–13632 Filed 5–30–01; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 34–44348; File No. S7–24–89]

Joint Industry Plan; Solicitation of

Comments and Order Approving

Request to Extend Exchange on an

Unlisted or Listed Basis, Submitted by

the National Association of Securities

Dealers, Inc., the Pacific Exchange,

Inc. and the Boston, Chicago,

Philadelphia, and Cincinnati Stock

Exchanges

May 24, 2001.

I. Introduction

On May 23, 2001, the Cincinnati

Stock Exchange, Inc. (‘‘CSE’’) on behalf

of itself and the National Association of

Securities Dealers, Inc. (‘‘NASD’’), the

Boston Stock Exchange, Inc. (‘‘BSE’’),

the Chicago Stock Exchange, Inc.

(‘‘CHX’’), Pacific Exchange, Inc.

(‘‘PCX’’), and the Philadelphia Stock

Exchange, Inc. (‘‘Phlx’’) (hereinafter

referred to as the ‘‘Participants’’) 1

submitted to the Securities and

Exchange Commission (‘‘Commission’’

or ‘‘SEC’’) a proposal to extend the

operation of the Plan 2 for Nasdaq/

National Market (‘‘Nasdaq/NM’’)

securities traded on an exchange on an

unlisted basis.3 The May 2001

Extension Request would extend the

effectiveness of the Plan through July

19, 2001 and also would extend certain

exemptive relief as described below.

The May 2001 Extension Request does

not seek permanent approval of the Plan

because the Participants currently are

negotiating certain amendments to the

Plan for which they will seek approval

in the future.4

II. Background

The Plan governs the collection,

consolidation, and dissemination of

quotation and transaction information

for Nasdaq/NM securities listed on an

exchange or traded on an exchange

pursuant to a grant of UTP.5 The

Commission originally approved the

Plan on a pilot basis on June 26, 1990.6

The parties did not begin trading until

July 12, 1993, accordingly, the pilot

period commenced on July 12, 1993.

The Plan as since been in operation on

an extended pilot basis.7

III. Description of the Plan

The Plan provides for the collection

from Plan Participants, and the

consolidation and dissemination to

vendors, subscribers and others, of

quotation and transaction information

in ‘‘eligible securities.’’ 8 The Plan

contains various provisions concerning

its operation, including: Implementation

of the Plan; Manner of Collecting,

Processing, Sequencing, Making

Available and Disseminating Last Sale

Information; Report Requirements

(including hours of operation);

Standards and Methods of Ensuring

Promptness, Accuracy and

Completeness of Transaction Reports;

Terms and Conditions of Access;

Description of Operation of Facility

Contemplated by the Plan; Method and

Frequency of Processor Evaluation;

Written Understanding of Agreements

Relating to Interpretation of, or

Participation in, the Plan; Calculation of

the Best Bid and Offer (‘‘BBO’’); dispute

Resolution; and Method of

Determination and Imposition, and

Amount of Fees and Charges.9

IV. Exemptive Relief

In conjunction with the Plan, on a

temporary basis, the Commission

granted an exemption to vendors from

Rule 11 Ac1–2 10 under the Act

Federal Register / Vol. 66, No. 105 / Thursday, May 31, 2001 / Notices 29611

11Rule 11 Ac1–2 under the Act requires that the

best bid or best offer to be computed on a price/

size/time algorithm in certain circumstances.

Specifically, Rule 11 Ac1–2 under the Act provides

that ‘‘in the event two or more reporting market

centers make available identical bids or offers for

a reported security, the best bid or offer * * * shall

be computed by ranking all such identical bids or

offers * * * first by size * * * then by time.’’ The

exemption permits vendors to display the BBO for

Nasdaq securities subject to the Plan on a price/

time/size basis.

12 17 CFR 11 Aa3–1.

13 15 U.S.C. 78k–1.

14 In approving this extension, the Commission

has considered the extension’s impact on efficiency,

competition, and capital formation. 15 U.S.C.

78(c)(f).

15See supra note 4.

16See also discussion in the SuperMontage order,

supra note 4.

17 17 CFR 11Ac1–2.

18 17 CFR 11Aa3–1.

19 15 U.S.C. 781(f).

20 15 U.S.C. 78k–1.

21 17 CFR 240.11Aa3–1.

22 17 CFR 240.11Aa3–2.

regarding the calculation of the BBO 11

and granted the BSE an exemption from

the provision of Rule 11Aa3–1 12 under

the Act that requires transaction

reporting plans to include market

identifiers for transaction reports and

last sale data. In the May 2001

Extension Request, the Participants ask

that the Commission grant an extension

of the exemptive relief described above

to vendors until the BBO calculation

issue is fully resolved. In addition, in

the May 2001 Extension Request, the

Participants request that the

Commission grant an extension of the

exemptive relief described above to the

BSE until July 19, 2001.

V. Solicitation of Comment

Interested persons are invited to

submit written data, views and

arguments concerning the foregoing,

including whether it is consistent with

the Act. The Commission continues to

solicit comment regarding the BBO

calculation, the trade-through rule and

any issues presented by changes

occurring in the market place. 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

statements with respect to the proposal

that are filed with the Commission, and

all written communications relating to

the proposal 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 at the

Commission’s Public Reference Room.

All submissions should refer to File No.

S7–24–89 and should be submitted by

June 21, 2001.

VI. Discussion

The Commission finds that an

extension of temporary approval of the

operation of the Plan, as amended,

through July 19, 2001, is appropriate

and in furtherance of Section 11A 13 of

the Act.14 The Commission has

previously stated that a revised Plan

must be filed with the Commission by

July 19, 2001, or the Commission will

amend the Plan directly.15 The

Participants represent in their proposal

that they are negotiating certain

amendments to be included in an

interim plan, which would be effective

from the date of Commission approval,

and no later than the expiration of this

extension on July 19, 2001. The

Participants also represent that they are

considering a permanent plan (that

would include a fully viable alternative

exclusive or non-exclusive securities

information processor) to be filed with

the Commission on July 19, 2001. In

light of the current negotiations

regarding the existing Plan and the

representations of the Participants in

their request to the Commission, the

Commission approves the requested

extension of the Plan until July 19,

2001.

The Commission notes that the

revised Plan, which must be filed with

the Commission by July 19, 2001, must

provide for either (1) a fully viable

alternative exclusive securities

information processor (‘‘SIP’’) for all

Nasdaq securities, or (2) a fully viable

alternative non-exclusive SIP in the

event that the Plan does not provide for

an exclusive SIP. If the revised Plan

provides for an exclusive consolidating

SIP, a function currently performed by

Nasdaq, the Commission believes that,

to avoid conflicts of interest, there

should be a presumption that a Plan

Participant, and in particular Nasdaq,

should not operate such exclusive

consolidating SIP. The presumption

may be overcome if: (1) The Plan

processor is chosen on the basis of bona

fide competitive bidding and the

Participant submits the successful bid;

and (2) any decision to award a contract

to a Plan Participant, and any ensuing

review or renewal of such contract, is

made without that Plan Participant’s

direct or indirect voting participation. If

a Plan Participant is chosen to operate

such exclusive SIP, the Commission

believes there should be a further

presumption that the Participantoperated exclusive SIP shall operate

completely separate from any order

matching facility operated by that

Participant and that any order matching

facility operated by that Participant

must interact with the plan-operated SIP

on the same terms and conditions as any

other market center trading Nasdaq

listed securities. Further, the

Commission will expect the NASD to

provide direct or indirect access to the

alternative SIP, whether exclusive or

non-exclusive, by any of its members

that qualify, and to disseminate

transaction information and

individually identified quotation

information for these members through

the SIP.

In addition, the revised Plan should

resolve the issues, which have been

pending since the implementation of the

Plan, of whether there is a need for an

intermarket linkage for order routing

and execution, whether there is a need

for a trade-through rule to facilitate the

trading of OTC securities pursuant to

UTP, and how the BBO calculation

should be determined for securities

traded pursuant to the Plan.

Furthermore, the revised Plan should

be open to all SROs, and the Plan

should share governance of all matters

subject to the Plan equitably among the

SRO Participants. The Plan also should

provide for sharing of market data

revenues among SRO Participants.

Finally, the Plan should provide a role

for participation in decision making to

non-SROs, that have direct or indirect

access to the alternative SIP provided by

the NASD. The Commission expects the

parties to continue to negotiate in good

faith on the above matters 16 as well as

any other issues that arise during Plan

negotiations.

The Commission also finds that it is

appropriate to extend the exemptive

relief from Rule 11Ac1–2 17 under the

Act until the earlier of July 19, 2001, or

until such time as the calculation

methodology of the BBO is based on a

mutual agreement among the

Participants approved by the

Commission. The Commission further

finds that it is appropriate to extend the

exemptive relief from Rule 11Aa3–118

under the Act to the BSE through July

19, 2001. The Commission believes that

the temporary extensions of the

exemptive relief provided to vendors

and the BSE, respectively, are consistent

with the Act, the Rules thereunder, and

specifically with the objectives set forth

in sections 12(f) 19 and 11A 20 of the Act

and in Rules 11Aa3–1 21 and 11Aa3–2 22

thereunder.

29612 Federal Register / Vol. 66, No. 105 / Thursday, May 31, 2001 / Notices

23 15 U.S.C. 781(f).

24 15 U.S.C. 78k–1.

25 17 CFR 240.11Aa3–2(c)(2).

26 17 CFR 200.30–3(a)(29).

1 15 U.S.C. 78k–1.

2 17 CFR 240.11Aa3–2.

3OPRA is a national market system plan

approved by the Commission pursuant to Section

11A of the Exchange Act, 15 U.S.C. 78k–1, and Rule

11Aa3–2 thereunder, 17 CFR 240.11Aa3–2. See

Securities Exchange Act Release No. 17638 (March

18, 1981). The OPRA Plan provides for the

collection and dissemination of last sale and

quotation information on options that are traded on

the participant exchanges. The five categories to the

OPRA Plan that currently operate an options market

are the American Stock Exchange, the Chicago

Board Options Exchange (‘‘CBOE’’), the

International Securities Exchange (‘‘ISE’’), the

Pacific Exchange, and the Philadelphia Stock

Exchange. The New York Stock Exchange is a

signatory to the OPRA Plan, but sold its options

business to the Chicago Board Options Exchange in

1997. See Securities Exchange Act Release No.

38542 (April 23, 1997), 62 FR 23521 (April 30,

1997).

4See Letters from Robert L.D. Colby, Deputy

Director, Division of Market Regulation,

Commission, to Michael J. Simon, Senior Vice

President and General Counsel, ISE, dated May 25,

2000 and Edward J. Joyce, President, CBOE, dated

November 6, 2000.

5See Letters from Robert L.D. Colby, Deputy

Director, Division of Market Regulation,

Commission, to Michael J. Simon, Senior Vice

President and General Counsel, ISE, and Edward J.

Joyce, President, CBOE, dated May 24, 2001.

6See proposed OPRA Plan amendment, Section

V.(c)(iii)(A).

7See proposed OPRA Plan amendment, Sectioin

V.(c)(iii)(B). 8See proposed OPRA Plan amendment, Section

V.(c)(iii)(C). 9Exchange Act Rule 11Ac1–1, 17 CFR

240.11Ac1–1.

VII. Conclusion

It is Therefore Ordered, pursuant to

sections 12(f) 23 and 11A 24 of the Act

and paragraph (c)(2) of Rule 11Aa3–2 25

thereunder, that the Participants’

request to extend the effectiveness of the

Plan, as amended, for Nasdaq/NM

securities traded on an exchange on an

unlisted or listed basis through July 19,

2001, and certain exemptive relief

through July 19, 2001, is approved.

For the Commission, by the Division of

Market Regulation, pursuant to delegated

authority.26

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 01–13631 Filed 5–30–01; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 34–44347; File No. SR–OPRA–

2001–02]

Options Price Reporting Authority;

Notice of Filing of Amendment to

OPRA Plan to Permit Exchanges to

Disseminate Unconsolidated Market

Information to Certain of Their

Members

May 24, 2001.

Pursuant to section 11A of the

Securities Exchange Act of 1934

(‘‘Act’’),1 and Rule 11Aa3–2

thereunder,2 notice is hereby given that

on April 12, 2001, the Options Price

Reporting Authority (‘‘OPRA’’),3

submitted to the Securities and

Exchange Commission (‘‘SEC’’ or

‘‘Commission’’) an amendment to the

Plan for Reporting of Consolidated

Options Last Sale Reports and

Quotation Information (‘‘OPRA Plan’’).

The amendment would permit options

exchanges to disseminate

unconsolidated market information to

certain of their members under certain

circumstances.

I. Description and Purpose of the

Amendment

The purpose of the proposed

amendment is to change the provision

of the OPRA Plan that requires the

parties to use the OPRA System as the

exclusion means for the dissemination

of options last sale reports and

quotation information (the ‘‘exclusivity

clause’’). The proposed amendment, in

part, would modify the exclusivity

clause to incorporate two conditional,

temporary exemptions from the

exclusivity clause that the Commission

previously granted to the ISE and the

CBOE.4 These exemptions, which expire

on May 26, 2001, and which the

Commission is extending today until

September 1, 2001,5 permit these two

exchanges to disseminate to all of their

members, but not to other persons,

unconsolidated market information

pertaining to options traded in their

respective markets by means of

communication networks other than the

OPRA System, subject to conditions.

The proposed amendment would

modify the exclusivity clause so that

each OPRA participant could

disseminate its own market information

by means of communication networks

separate from the OPRA System under

the following conditions. First, an

OPRA participant could disseminate its

own market information through means

separate from the OPRA System only to

other OPRA participants and to its

members to display on terminals or

workstations used by persons associated

with such members who are authorized

to enter or transmit orders or quotations

in the options market maintained by the

OPRA participant.6 This condition

means that an exchange’s market

information could not be furnished to a

customer of a member, whether over a

terminal sponsored by a member or

otherwise. Second, each member to

which an OPRA participant

disseminates its market information

would be required to have equivalent

access to consolidated options market

information disseminated by OPRA for

the same classes or series of options that

are included in the market information.7

Access would be deemed to be

‘‘equivalent’’ if the information were

equally accessible on the same terminal

or workstation. Both of these conditions

are consistent with conditions set forth

by the Commission in the exemption

letters to the ISE and CBOE.

Finally, the proposed amendment

would prohibit OPRA participants from

disseminating their market information

through means other than the OPRA

System on a more timely basis than the

same information is furnished to the

OPRA System for inclusion in the

consolidated information disseminated

by OPRA.8 While this condition is

similar to one set forth in the exemption

letters, the proposed amendment differs

materially from that in the exemption

letters because it would not consider

market information to be disseminated

more timely than information is

furnished to the OPRA System simply

because the market information

includes additional or more frequently

updated information, so long as it does

not include additional or more

frequently updated price information in

respect of the best bid or best offer for

any series of options as compared with

price information furnished to OPRA.

Accordingly, the proposed amendment

would permit an OPRA participant to

provide market information through a

network separate from the OPRA

System that is in addition to or different

from the information furnished to the

OPRA System, including information

concerning orders and quotations in the

OPRA participants’ market that do not

represent the best bid and offer and size

information that is not furnished to

OPRA.

The Quote Rule 9 requires that if an

exchange collects from responsible

brokers or dealers quotation sizes and

aggregate quotation sizes in listed

options, such exchange must make

available the aggregate quotation sizes

associated with the best bid and offer to

quotation vendors. The Commission

believes, and OPRA acknowledges, that,

absent an exemption from the Quote

Rule, an exchange may not make

available aggregate quote size through a

network separate from the OPRA

System (i.e., make available to a

quotation vendor) without also making

such information available to other