49334 Federal Register / Vol. 70, No. 162 / Tuesday, August 23, 2005 / Notices 

Funds will not be subject to a sales load, 

redemption fee, distribution fee under a 

plan adopted in accordance with rule 

12b–1 under the Act, or service fee (as 

defined in rule 2830(b)(9) of the NASD 

Conduct Rules) or if such shares are 

subject to any such fee, ACM will waive 

its advisory fee for each Investing Fund 

in an amount that offsets the amount of 

such fees incurred by the Investing 

Fund. 

2. Prior to reliance on the order with 

respect to Uninvested Cash, an Investing 

Fund will hold a meeting of the Board 

for the purpose of voting on the 

advisory contract under section 15 of 

the Act. In that context, before 

approving any advisory contract for the 

Investing Fund, the Board, including a 

majority of the Independent Trustees, 

taking into account all relevant factors, 

shall consider to what extent, if any, the 

advisory fees charged to the Investing 

Fund by ACM should be reduced to 

account for reduced services provided 

to the Investing Fund by ACM as a 

result of the Uninvested Cash being 

invested in the Money Market Funds. In 

connection with this consideration, 

ACM will provide the Board with 

specific information regarding the 

approximate cost to ACM of, or portion 

of the advisory fee under the existing 

advisory contract attributable to, 

managing the Uninvested Cash of the 

Investing Fund that can be expected to 

be invested in the Money Market Funds. 

The minute books of the Investing Fund 

will record fully the Board’s 

considerations in approving the 

advisory contract, including the 

considerations relating to fees referred 

to above. 

3. Investment of Cash Balances in 

shares of the Money Market Funds will 

be in accordance with each Investing 

Fund’s respective investment 

restrictions and will be consistent with 

each Investing Fund’s investment 

policies set forth in its prospectus and 

statement of additional information. 

4. Each Investing Fund and each 

Money Market Fund relying on the 

order will be advised by ACM. An 

Investing Fund that is subadvised, but 

not advised, by ACM may rely on the 

order provided that ACM manages the 

Cash Balances and the Investing Fund is 

in the same group of investment 

companies (as defined in section 

12(d)(1)(G) of the Act) as the Money 

Market Fund in which the Investing 

Fund invests its Cash Balances. 

5. No Money Market Fund whose 

shares are held by an Investing Fund 

shall acquire securities of any other 

investment company, or company 

relying on section 3(c)(1) or 3(c)(7) of 

the Act, in excess of the limits 

contained in section 12(d)(1)(A) of the 

Act. 

6. Before an Investing Fund may 

participate in the Securities Lending 

Program, a majority of the Board, 

including a majority of the Independent 

Trustees, will approve the Investing 

Fund’s participation in the Securities 

Lending Program. The Board also will 

evaluate the Securities Lending Program 

and its results no less frequently than 

annually and determine that any 

investment of Cash Collateral in the 

Money Market Funds is in the best 

interests of the shareholders of the 

Investing Fund. 

7. Each Investing Fund will invest 

Uninvested Cash in, and hold shares of, 

the Money Market Funds only to the 

extent that the Investing Fund’s 

aggregate investment of Uninvested 

Cash in the Money Market Funds does 

not exceed 25% of the Investing Fund’s 

total assets. 

8. The Non-Registered Money Market 

Funds will comply with the 

requirements of sections 17(a), (d), and 

(e), and 18 of the Act as if the NonRegistered Money Market Funds were 

registered open-end investment 

companies. With respect to all 

redemption requests made by an 

Investing Fund, the Non-Registered 

Money Market Funds will comply with 

section 22(e) of the Act. ACM will adopt 

procedures designed to ensure that each 

Non-Registered Money Market Fund 

complies with sections 17(a), (d), and 

(e), 18 and 22(e) of the Act. ACM will 

also periodically review and update as 

appropriate such procedures and will 

maintain books and records describing 

such procedures, and maintain the 

records required by rules 31a–1(b)(1), 

31a–1(b)(2)(ii), and 31a–1(b)(9) under 

the Act. All books and records required 

to be made pursuant to this condition 

will be maintained and preserved for a 

period of not less than six years from 

the end of the fiscal year in which any 

transaction occurred, the first two years 

in an easily accessible place, and will be 

subject to examination by the 

Commission and its staff. 

9. Each Non-Registered Money Market 

Fund will comply with rule 2a–7 under 

the Act and use the amortized cost 

method of valuation. With respect to 

such Non-Registered Money Market 

Fund, ACM will adopt and monitor the 

procedures described in rule 2a–7(c)(7) 

and will take such other actions as are 

required to be taken under those 

procedures. An Investing Fund may 

only purchase shares of a NonRegistered Money Market Fund if ACM 

determines on an ongoing basis that the 

Non-Registered Money Market Fund is 

in compliance with rule 2a–7. ACM will 

preserve for a period of not less than six 

years from the date of determination, 

the first two years in an easily accessible 

place, a record of such determination 

and the basis upon which the 

determination was made. This record 

will be subject to examination by the 

Commission and its staff. 

10. Each Investing Fund will purchase 

and redeem shares of any NonRegistered Money Market Fund as of the 

same time and at the same price, and 

will receive dividends and bear its 

proportionate share of expenses on the 

same basis, as other shareholders of the 

Non-Registered Money Market Fund. A 

separate account will be established in 

the shareholder records of each NonRegistered Money Market Fund for the 

account of each Investing Fund that 

invests in such Non-Registered Money 

Market Fund. 

11. The Board will satisfy the fund 

governance standards as defined in rule 

0–1(a)(7) under the Act by the 

compliance date set for the rule. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

Margaret H. McFarland, 

Deputy Secretary. 

[FR Doc. E5–4588 Filed 8–22–05; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[File No. 500–1] 

In the Matter of GSB Financial Services 

Inc.; Order of Suspension of Trading 

August 19, 2005. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of GSB 

Financial Services Inc. (‘‘GSBF’’) 

because of possible manipulative acts, 

taken by individuals associated with the 

company, in connection with the market 

for the company’s stock. 

The Commission is of the opinion that 

the public interest and the protection of 

investors require a suspension of trading 

in the securities of the above-listed 

company. 

Therefore, it is ordered, pursuant to 

section 12(k) of the Securities Exchange 

Act of 1934, that trading in the abovelisted company is suspended for the 

period from 9:30 a.m. e.d.t., on August 

19, 2005 through 11:59 p.m. e.d.t., on 

September 1, 2005. 

Federal Register / Vol. 70, No. 162 / Tuesday, August 23, 2005 / Notices 49335 

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

2 17 CFR 240.19b–4. 

3See Form 19b–4 dated August 4, 2005 

(‘‘Amendment No. 1’’). Amendment No. 1 

supersedes and replaces the original filing in its 

entirety. 

4A ‘‘Participant Exchange’’ is a registered 

national securities exchange that is a party to the 

Linkage Plan. See Amex Rule 940 (b)(14). 

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

6 15 U.S.C. 78f(b)(5). 

By the Commission. 

Jonathan G. Katz, 

Secretary. 

[FR Doc. 05–16784 Filed 8–19–05; 11:46 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–52270; File No. SR–Amex–

2005–066] 

Self-Regulatory Organizations; 

American Stock Exchange LLC; Notice 

of Filing of Proposed Rule Change and 

Amendment No. 1 Thereto Relating to 

the Calculation of the National Best 

Bid or Offer When Another Exchange 

is Disconnected From the Intermarket 

Option Linkage 

August 16, 2005. 

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 June 17, 

2005, the American Stock Exchange LLC 

(‘‘Amex’’) filed with the Securities and 

Exchange Commission (‘‘Commission’’) 

the proposed rule change as described 

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

have been prepared by the Amex. On 

August 4, 2005, the Amex filed 

Amendment No. 1 to the proposed rule 

change.3 The Commission is publishing 

this notice to solicit comments on the 

proposed rule change, as amended, from 

interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Amex proposes to amend Amex 

Rules 933(g) and 933(g)—ANTE 

regarding the calculation of the national 

best bid or offer (‘‘NBBO’’) when 

another participant in the Plan for the 

Purpose of Creating and Operating an 

Intermarket Option Linkage (‘‘Linkage 

Plan’’) is disconnected from the 

Intermarket Option Linkage (‘‘Linkage’’). 

The text of the proposed rule change is 

available on the Amex’s Web site 

(http://www.amex.com), at the Amex’s 

Office of the Secretary, and at the 

Commission’s Public Reference Room. 

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 

Amex 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 Amex 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 this proposed rule 

change is to set forth the Amex’s policy 

in connection with declaring quotes 

from other options exchanges unreliable 

when such other exchange is 

disconnected from the Linkage. The 

Amex currently relies on Amex Rules 

933(g) and 933(g)—ANTE to determine 

whether quotes from another options 

exchange(s) are unreliable. 

Amex Rules 933(g) and 933(g)—ANTE 

provide that a Floor Governor or 

Exchange Official may determine that 

certain quotes from another options 

exchange(s) are not reliable. The 

existing Amex rules provide that a Floor 

Governor or Exchange Official may 

make such determination in the 

following circumstances: (i) when 

another options exchange declares its 

quotes non-firm and directly 

communicates or disseminates a 

message through OPRA; and (ii) when 

another options exchange 

communicates to the Amex that such 

options exchange is experiencing 

systems or other problems affecting the 

reliability of its disseminated quotes. 

The Amex believes that an additional 

circumstance whereby a Floor Governor 

or Exchange Official may determine the 

quotes from another options exchange to 

be unreliable should be added to Amex 

Rules 933(g) and 933(g)—ANTE. This 

additional circumstance would arise 

when another Participant Exchange 4 is 

disconnected from the Linkage and is 

not accepting Linkage orders. The Amex 

believes that this additional 

circumstance for determining quotes 

from away options markets unreliable is 

necessary because there are times when 

because of system malfunctions, a 

Participant Exchange is disconnected 

from the Linkage but has not declared 

its quotes to be ‘‘non-firm’’ and has not 

informed the other options exchanges 

that such Participant Exchange may 

have quote problems. As a result, access 

to the Participant Exchange is limited, 

and the Amex believes such Participant 

Exchange’s quotes should be excluded 

from the Amex’s calculation of the 

NBBO. 

2. Statutory Basis 

The proposed rule change is 

consistent with section 6(b) of the Act 5

in general and furthers the objectives of 

section 6(b)(5) of the Act 6 in particular, 

in that the proposed rule change is 

designed to prevent fraudulent and 

manipulative acts and practices, 

promote just and equitable principles of 

trade, 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. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Amex believes that the proposed 

rule change does not impose 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 

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 Amex 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, 

including whether the proposed rule 

change, as amended, is consistent with 

the Act. Comments may be submitted by 

any of the following methods: 

Electronic Comments 

• Use the Commission’s Internet 

comment form (http://www.sec.gov/ 

rules/sro.shtml); or