Federal Register / Vol. 66, No. 122 / Monday, June 25, 2001 / Notices 33723

3 It is stated that the short-term borrowing

authority requested in the application-declaration

for ULH&P, Lawrenceburg, Miami and PSI

(‘‘Nonexempt Subsidiaries’’) is not subject to state

jurisdiction. Therefore, the filing exemption

provided by rule 52(a) under the Act is not

available to these companies. However, the Public

Utilities Commission of Ohio does have authority

over short-term borrowings by CG&E, which,

therefore, may issue short-term debt under the

exemption provided by rule 52(a).

parties and PSI was also authorized to

issue and sell commercial paper.3

Under the 1997 Order, the maximum

allowable outstanding principal amount

of short-term borrowing from all

available sources was $50 million for

ULH&P; $3 million for Lawrenceburg;

$100,000 for Miami; and $400 million

for PSI. Applicants state that these debt

limitations established under the 1997

Order are no longer appropriate in light

of current capital requirements.

Therefore, Applicants propose to

supersede the 1997 Order by replacing

the short-term debt finance program and

extending the authorization period

through June 30, 2006.

Specifically, the Nonexempt

Subsidiaries propose to make loans to

and incur borrowings from each other

the Money Pool; Services, CG&E, KO

and Tri-State and KO proposes to make

loans to the Nonexempt Subsidiaries;

the Nonexempt Subsidiaries propose to

incur short-term borrowings from banks

or other financial institutions; and PSI

proposes to issue and sell commercial

paper. As proposed, the maximum

allowable outstanding principal amount

of short-term borrowings from all

available sources will not exceed $65

million for ULH&P; $5.5 million for

Lawrenceburg; $100,000 for Miami; and

$600 million for PSI.

The Nonexempt Subsidiaries propose

to borrow short-term funds from banks

and other financial institutions through

formal or informal credit facilities. Bank

borrowings would be evidenced by

promissory notes, each of which would

be issued on or before June 30, 2006 and

would mature no later than one year

from the date of issuance, except in the

case of borrowings by ULH&P, which

would mature no later than two years

from the date of issuance. The notes will

bear interest at a rate no higher than the

greater of: (1) 400 basis points over the

comparable London interbank offered

rate or (2) a rate that is consistent with

similar securities of comparable credit

quality and maturities issued by other

companies. The Nonexempt

Subsidiaries may be required to pay fees

to the lender not to exceed 100 basis

points per annum on the total

commitment; and, except for borrowings

on uncommitted credit lines, may be

prepayable in whole or in part, with or

without a premium.

PSI proposes to issue and sell

commercial paper at market rates (either

on an interest bearing or discount basis)

with varying maturities not to exceed

270 days. The commercial paper will be

in the form of book-entry unsecured

promissory notes with varying

denominations of not less than $25,000

each. In commercial paper sales effected

on a discount basis, the purchasing

dealer may re-offer the commercial

paper at a rate less that the rate to PSI.

The discount rate to dealers will not

exceed the maximum discount rate per

annum prevailing at the date of issuance

for commercial paper of comparable

quality and the same maturity. The

purchasing dealer will re-offer the

commercial paper in such a manner as

not to constitute a public offering within

the meaning of the Securities Act of

1933.

For the Commission, by the Division of

Investment Management, pursuant to

delegated authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 01–15848 Filed 6–22–01; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Investment Company Act Release No.

25005; 811–5982]

Hawthorne Investment Trust; Notice of

Application

June 19, 2001.

AGENCY: Securities and Exchange

Commission (‘‘SEC’’).

ACTION: Notice of Application for

Deregistration under section 8(f) of the

Investment Company Act of 1940 (the

‘‘Act’’).

SUMMARY OF APPLICATION: Applicant

requests an order declaring that it has

ceased to be an investment company.

FILING DATE: The application was filed

on December 11, 2000.

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 July

13, 2001, and should be accompanied

by proof of service on the 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 Fifth

Street, NW, Washington, DC 20549.

Applicant, c/o A. John Pappalardo, Esq.,

and K. Robert Bertram, Esq., Eckert

Seamans Cherin & Mellott, LLC, 213

Market Street, 8th Floor, Harrisburg, PA

17101.

FOR FURTHER INFORMATION CONTACT:

Diane L. Titus, Paralegal Specialist, at

(202) 942–0584, or Mary Kay Frech,

Branch Chief, 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 from the

Commission’s Public Reference Branch,

450 Fifth Street, NW, Washington, DC

20549 (telephone (202) 942–8090).

Applicant’s Representations

1. Applicant is an open-end, nondiversified management investment

company organized as a trust under the

laws of the State of Delaware. On

December 19, 1989, applicant filed a

notification of registration under section

8(a) of the Act on Form N–8A. SEC

records indicate that on December 19,

1989, applicant filed a registration

statement on Form N–1A that became

effective on June 4, 1990.

2. As of the date of the application,

beneficial interests in applicant were

held by one natural person, Mr. Charles

G. Dyer.

3. As of December 7, 2000, the assets

of applicant totaled approximately

$3,000. Applicant’s liabilities totaled

approximately $36,000, consisting

primarily of investment advisory fees,

custodian and administrator charges,

and legal and accounting expenses.

4. Applicant currently is not a party

to any litigation or administrative

proceeding, except the administrative

proceeding instituted by the SEC’s

Division of Enforcement and captioned:

In the Matter of Hawthorne Investment

Trust, Hawthorne Associates, Inc.,

Mustang Capital, LLC and Charles G.

Dyer. The application is submitted in

connection with that proceeding.

Applicant’s Legal Analysis

1. Section 8(f) of the Act provides that

whenever the SEC, upon application or

its own motion, finds that a registered

investment company has ceased to be an

investment company, the SEC shall so

declare by order and upon the taking

33724 Federal Register / Vol. 66, No. 122 / Monday, June 25, 2001 / Notices

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

2 17 CFR 240.19b–4.

3The substance of Amendment Nos. 1, 2, and 3

is incorporated into this notice.

effect of such order, the registration of

such company shall cease to be in effect.

2. Section 3(c)(1) of the Act provides

that an issuer is not an investment

company within the meaning of the Act

if its outstanding securities (other than

short-term paper) are beneficially

owned by not more than 100 persons

and it is not making and does not

propose to make a public offering of its

securities.

3. Applicant states that it is not an

investment company within the

meaning of section 3(c)(1) of the Act

because its outstanding securities are

owned by one natural person and it is

not making and does not presently

propose to make a public offering of its

securities.

4. Applicant will conduct its business

so as to remain exempt from registration

as an investment company pursuant to

section 3(c)(1) or another provision of

the Act. Applicant will adopt

procedures reasonably designed to

ensure that it remains exempt from

registration under the Act. Applicant

estimates that it will wind up operations

and liquidate its remaining assets

within 30 days of the date of the

requested ordered. Accordingly,

applicant requests that the SEC issue an

order declaring that it has ceased to be

an investment company.

For the SEC, by the Division of Investment

Management, under delegated authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 01–15849 Filed 6–22–01; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 34–44449; File No. SR–Amex–

2001–29]

Self-Regulatory Organizations; Notice

of Filing and Order Granting

Accelerated Approval of Proposed

Rule Change by the American Stock

Exchange LLC Relating to the

Implementation of Automatic

Execution for Exchange Traded Funds

on a Six-Month Pilot Basis

June 19, 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 May 8,

2001, the American Stock Exchange LLC

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

Securities and Exchange Commission

(‘‘Commission’’) the proposed rule

change as described in Items I and II

below, which Items have been prepared

by the Exchange. On May 24, 2001, June

12, 2001, and June 18, 2001,

respectively, the Amex filed

Amendment Nos. 1, 2, and 3 to the

proposed rule change with the

Commission.3 The Commission is

publishing this notice to solicit

comments on the proposed rule change

from interested persons. For the reasons

discussed below, the Commission is

granting accelerated approval of the

proposed rule change.

I. Self-Regulatory Organization’s

Statement of the Terms of Substance of

the Proposed Rule Change

The Amex proposes to adopt

Exchange Rule 128A to implement an

automatic execution feature for eligible

orders in Exchange Traded Funds

(‘‘ETFs’’) on a six-month pilot basis. The

text of the proposed rule change

follows. Proposed new language is in

italics.

* * * * *

Automatic Execution For Exchange

Traded Funds

Rule 128A. The Exchange shall

determine the size and other parameters

of orders eligible for execution by its

Automatic Execution System (Auto-Ex).

An Auto-Ex eligible order for any

account in which the same person is

directly or indirectly interested may

only be entered at intervals of no less

than 30 seconds between entry of each

such order in a security. Members and

member organizations are responsible

for establishing procedures to prevent

orders in a security for any account in

which the same person is directly or

indirectly interested from being entered

at intervals of less than 30 seconds.

Commentary

.01 Auto-Ex eligible orders for

Exchange Traded Funds (‘‘ETFs’’) must

be round lot, market or marketable limit

orders for 2,000 shares or less received

by the Exchange electronically. Orders

for an account in which a market maker

in ETFs registered as such on another

market has an interest are ineligible for

Auto-Ex for ETFs. Notice concerning

Auto-Ex eligibility criteria will be

provided to members periodically via

Exchange circulars and will be posted

on the Exchange’s web site.

.02 Upon the request of a specialist,

the Auto-Ex Enhancements Committee

(‘‘Committee’’) will review and approve,

disapprove or conditionally approve

requests to increase the size of Auto-Ex

eligible orders above 2,000 shares. The

Committee will balance the interests of

investors, the specialist, Registered

Options Traders in the crowd, and the

Exchange in determining whether to

grant a request to increase the size of

Auto-Ex eligible orders above 2,000

shares. The Committee also will

consider a request from a specialist to

reduce the size of Auto-Ex eligible

orders balancing the same interests that

the Committee would consider in

determining whether to increase the size

of Auto-Ex eligible orders.

.03 Upon the request of a specialist,

a Floor Governor may reduce the size of

Auto-Ex eligible orders below 2,000

shares or increase the size of Auto-Ex

eligible orders up to 5,000 shares if such

action is appropriate in view of system

problems or unusual market conditions.

Any such change in the size of Auto-Ex

eligible orders will be temporary and

will only last until the end of the

unusual market condition or the

correction of the system problem.

Auto-Ex eligible orders will be routed

to the specialist and will not be

automatically executed in situations

where the specialist in conjunction with

a Floor Governor or two Floor Officials

determine that quotes are not reliable

and if the Exchange is experiencing

communications or systems problems,

‘‘fast markets,’’ or delays in the

dissemination of quotes.

Members and member organizations

will be notified when the size of AutoEx eligible orders is adjusted due to

system problems or unusual market

conditions. Members and member

organizations also will be notified when

the Exchange has determined that

quotes are not reliable and the

Exchange is experiencing

communications or systems problems,

‘‘fast markets,’’ or delays in the

dissemination of quotes prior to

disengaging Auto-Ex.

.04 When the Amex establishes the

NBBO (National Best Bid or Offer),

Auto-Ex will be programmed to execute

eligible incoming ETF orders at the

Amex Published Quote (‘‘APQ’’) plus a

programmable number of trading

increments with respect to the Amex bid

(with respect to incoming sell orders),

and less a programmable number of

trading increments with respect to the

Amex offer (with respect to incoming

buy orders). The amount of price

improvement relative to the APQ will be

determined by the Committee.

When the Amex does not establish the

NBBO, Auto-Ex will be programmed to

execute eligible incoming ETF orders at

or better than the NBBO up to a

specified number of trading increments

relative to the APQ. Auto-Ex will