Federal Register / Vol. 60, No. 243 / Tuesday, December 19, 1995 / Notices 65365

5 15 U.S.C. 78f and 78k–1 (1988).

6The PHLX will submit a request for permanent

approval of the program no later than November 1,

1996. This request will be accompanied by a report

covering the period between Janaury 1, 1996, and

June 30, 1996, that will include: (1) a description

of the benefits provided by AUTOM; (2) the degree

of AUTOM usage, including the number and size

of the orders routed through AUTOM and the

number and size of the orders executed

automatically through the AUTO–X system; (3) the

system capacity of AUTOM and AUTO–X; and (4)

any problems the Exchange has encountered with

the routing and execution features. 7 15 U.S.C. 78s(b)(2) (1982). 8 17 CFR 200.30–3(a)(12) (1994).

that AUTOM is intended to improve,

through the use of new data processing

and communications techniques, the

efficiency with which transactions in

PHLX equity and index options are

executed. Further, the Exchange

believes that AUTOM fosters

competition among options exchanges,

which have similar systems in place.

(B) Self-Regulatory Organization’s

Statement on Burden on Competition

The PHLX does not believe that the

proposed rule change will impose any

inappropriate burden on competition.

(C) Self-Regulatory Organization’s

Statement on Comments on the

Proposed Rule Change Received From

Members, Participants or Others

No written comments were either

solicited or received.

III. Commission’s Findings and Order

Granting Accelerated Approval of

Proposed Rule Change

The Exchange has requested that the

proposed rule change be given

accelerated effectiveness pursuant to

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

The Commission finds that the

proposed rule change 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 Sections 6 and 11A.5

Specifically, the Commission continues

to believe that the development and

implementation of the AUTOM system

provides for more efficient handling and

reporting of orders in PHLX options

through the use of new data processing

and communications techniques,

thereby improving order processing and

turnaround time. The Commission does

not object to an extension of the pilot

program until December 31, 1996, in

response to the PHLX’s assertion that

continuation of the pilot will provide

the Exchange with a better opportunity

to study its operation and effectiveness

prior to permanent approval of the

program.6 The Commission notes

further that the Exchange has

represented that from January 1995 until

the present, AUTOM has functioned

properly and efficiently, that no

material problems have been reported

by PHLX members or AUTOM users,

and that AUTOM has not had

significant malfunctions or operational

failures.

The Commission finds good cause for

approving the proposed rule change

prior to the thirtieth day after the date

of publication of notice of filing thereof

in the Federal Register in order to

permit the PHLX to continue the

AUTOM pilot program on an

uninterrupted basis. Specifically, the

Commission believes that the PHLX’s

proposal to extend the AUTOM pilot

program does not raise any new issues

since it merely extends the pilot

program as it is currently operating.

Further, the Commission believes that

the pilot is beneficial in maintaining the

quality and efficiency of the PHLX’s

market. In addition, the Commission

notes that there have been no adverse

comments concerning the pilot program

since its implemention. Accordingly,

the Commission believes that granting

accelerated approval of the proposed

rule change is appropriate and

consistent with Sections 6 and 11A of

the Act.

IV. Solicitation of Comments

Interested persons are invited to

submit written data, views and

arguments concerning the foregoing.

Persons making written submissions

should file six copies thereof with the

Secretary, Securities and Exchange

Commission, 450 Fifth Street, N.W.,

Washington, D.C. 20549. Copies of the

submission, all subsequent

amendments, all written 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 at

the Commission’s Public Reference

Section, 450 Fifth Street, N.W.,

Washington, D.C. Copies of such filing

will also be available for inspection and

copying at the principal office of the

above-mentioned self-regulatory

organization. All submissions should

refer to the file number in the caption

above and should be submitted by

January 8, 1996.

It is therefore ordered, pursuant to

Section 19(b)(2) of the Act,7 that the

proposed rule change (SR–PHLX–95–

78) is approved through December 31,

1996.

For the Commission, by the Division of

Market Regulation, pursuant to delegated

authority.8

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 95–30763 Filed 12–18–95; 8:45 am]

BILLING CODE 8010–01–M

[Investment Company Act Release No.

21593; International Series Release No. 901;

812–9816]

First National Bank of Southern Africa

Limited; Notice of Application

December 12, 1995.

AGENCY: Securities and Exchange

Commission (‘‘SEC’’).

ACTION: Notice of Application for

Exemption under the Investment

Company Act of 1940 (the ‘‘Act’’).

APPLICANT: First National Bank of

Southern Africa Limited (‘‘First

National bank’’).

RELEVANT ACT SECTIONS: Order under

section 6(c) of the Act for an exemption

from section 17(f).

SUMMARY OF APPLICATION: First National

Bank requests an order that would

permit United States registered

investment companies (a ‘‘U.S.

Investment Company’’), other than

investment companies registered under

section 7(d), for which First National

Bank serves as custodian or

subcustodian, to maintain foreign

securities and other assets in the

custody of foreign affiliates located in

Botswana, Namibia, and Zimbabwe.

FILING DATE: The application was filed

on September 5, 1995 and amended on

December 12, 1995.

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

January 8, 1996, 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, N.W., Washington, D.C. 20549.
65366 Federal Register / Vol. 60, No. 243 / Tuesday, December 19, 1995 / Notices

Applicant: 3 First Place, BankCity,

Johannesburg, Republic of South Africa;

cc: Michael Gruson, Esq., Shearman &

Sterling, 599 Lexington Avenue, New

York, New York 10022.

FOR FURTHER INFORMATION CONTACT:

Marianne H. Khawly, Staff Attorney, at

(202) 942–0565, or Robert A. Robertson,

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 SEC’s

Public Reference Branch.

Applicant’s Representations

1. First National Bank requests an

order to permit First National Bank, any

U.S. Investment Company, and any

custodian for a U.S. Investment

Company, to maintain foreign securities,

cash, and cash equivalents (collectively,

‘‘Assets’’) in the custody of First

National Bank of Botswana Limited

(‘‘First Botswana’’), First National Bank

of Namibia Limited (‘‘First Namibia’’),

and First Merchant Bank of Zimbabwe

Limited (‘‘First Zimbabwe,’’ together the

‘‘Foreign Affiliates’’) located in the

countries of Botswana, Namibia, and

Zimbabwe, respectively. For the

purposes of this application, ‘‘Foreign

securities’’ includes: (a) securities

issued and sold primarily outside the

United States by a foreign government,

a national of any foreign country, or a

corporation or other organization

incorporated or organized under the

laws of any foreign country; and (b)

securities issued or guaranteed by the

Government of the United States or by

any state or any political subdivision

thereof or by any agency thereof or by

any entity organized under the laws of

the United States or of any state thereof

which have been issued and sold

primarily outside the United States.

2. First National Bank, a bank

organized under the laws of the

Republic of South Africa, is regulated in

South Africa by the Registrar of Banks

of South Africa under the banks Act of

1990. First National Bank is a whollyowned subsidiary of First National Bank

Holdings Limited (‘‘First National Bank

Group’’), a South African public limited

company. First National Bank Group is

one of the largest financial service

groups in South Africa and is engaged

in a broad range of banking and

financing services for both individual an

corporate customers. As of September

30, 1994, First National Bank had

shareholders’ equity of approximately

$427,500,000.

3. First Botswana is an 80 percent

owned subsidiary of First National Bank

Group and is supervised by the Bank of

Botswana. First Namibia is a whollyowned subsidiary of First National Bank

Group and is supervised by the Central

Bank of Namibia. First Zimbabwe

operates under the banking Act of

Zimbabwe (Chapter 188, Regulatory

Controls). First Zimbabwe is appointed

as subcustodian by First National Bank

but is neither a branch nor a subsidiary

of First National Bank.

Applicant’s Legal Analysis

1. First National Bank requests an

order under section 6(c) of the Act

exempting First National Bank, any U.S.

Investment Company, and any

custodian for such U.S. Investment

Company from section 17(f) of the Act

to permit the deposit and custody of

Assets with the Foreign Affiliates in

their respective countries.

2. Section 17(f) of the Act requires

every registered management

investment company to place and

maintain its securities and similar

investments in the custody of certain

enumerated entities, including a bank

having at all times aggregate capital,

surplus, and undivided profits of at

least $500,000. A ‘‘bank,’’ as that term

is defined in section 2(a)(5) of the Act,

includes: (a) a banking institution

organized under the laws of the United

States; (b) a member bank of the Federal

Reserve System; and (c) any other

banking institution or trust company,

whether incorporated or not, doing

business under the laws of any state or

of the United States, a substantial

portion of the business of which

consists of receiving deposits or

exercising fiduciary powers similar to

those permitted to national banks under

the authority of the Comptroller of the

Currency, and which is supervised or

examined by state or federal authority

having supervision over banks, and

which is not operated for the purposes

of evading the Act.

3. The only entities located outside

the United States that section 17(f)

authorizes to serve as custodians for

registered management investment

companies are the overseas branches of

qualified United States banks. Rule 17f–

5 expands the group of entities that are

permitted to serve as foreign custodians.

Rule 17f–5(c)(2)(i) defines the term

‘‘Eligible Foreign Custodian’’ to include

a banking institution or trust company,

incorporated or organized under the

laws of a country other than the United

States, that is regulated as such by that

country’s government or an agency

thereof and that has shareholders’

equity in excess of $200,000,000 or its

equivalent.

4. First National Bank meets the

requirements for an Eligible Foreign

Custodian under rule 17f–5 because it

has shareholders’ equity in excess of

$200,000,000, is organized and existing

under the laws of a country other than

the United States, and is regulated as a

bank under the laws of South Africa.

5. The Foreign Affiliates also satisfy

the requirements of rule 17f–5 insofar as

each is a banking institution or trust

company incorporated or organized

under the laws of a country other than

the United States and is regulated as

such by such country’s government or

an agency thereof. The Foreign

Affiliates, however, do not meet the

minimum shareholders’ equity

requirement of the rule. Accordingly,

the Foreign Affiliates are not Eligible

Foreign Custodians under the rule and,

absent exemptive relief, could not serve

as custodians for the Assets of U.S.

Investment Companies.

6. Section 6(c) provides, in relevant

part, that the SEC may exempt any

person or class of persons from any

provision of the Act or from any rule

thereunder, if such exemption is

necessary or appropriate in the public

interest, consistent with the protection

of investors, and consistent with the

purposes fairly intended by the policy

and provisions of the Act. First National

Bank submits that its request satisfies

this standard.

Applicant’s Conditions

Applicant agrees that any order of the

SEC granting the requested relief shall

be subject to the following conditions:

1. The foreign custody arrangements

proposed regarding the Foreign

Affiliates satisfy the requirements of

rule 17f–5 in all respects other than the

Foreign Affiliate’s level of shareholders’

equity.

2. First National Bank will deposit the

Assets in Botswana, Namibia, or

Zimbabwe, as the case may be, with

First Botswana, First Namibia, or First

Zimbabwe, respectively only in

accordance with an agreement (the

‘‘Agreement’’) required to remain in

effect at all times during which the

Foreign Affiliates fail to satisfy the

requirements of rule 17f–5. Each

Agreement will be a three-party

agreement among First National Bank,

the Foreign Affiliate, and the U.S.

Investment Group (or its custodian)

pursuant to which First National Bank

will undertake to provide specified

custody or subcustody services for a

U.S. Investment Company or its

custodian, and will delegate to the

Foreign Affiliate such of the duties and
Federal Register / Vol. 60, No. 243 / Tuesday, December 19, 1995 / Notices 65367

obligations of First National Bank as

will be necessary to permit First

Botswana, First Namibia, or First

Zimbabwe, as the case may be, to hold

in custody the U.S. Investment

Company’s Assets in Botswana,

Namibia, and Zimbabwe, respectively.

The Agreement will further provide that

First National Bank will be liable for

any loss, damage, cost, expense,

liability, or claim arising out of or in

connection with the performance by a

Foreign Affiliate of its responsibilities

under the Agreement to the same extent

as if First National Bank had been

required to provide custody services

under such agreement.

3. First National Bank currently

satisfies and will continue to satisfy the

minimum shareholders’ equity

requirement set forth in rule 17f–

5(c)(2)(i).

For the SEC, by the Division of Investment

Management, under delegated authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 95–30709 Filed 12–18–95; 8:45 am]

BILLING CODE 8010–01–M

[File No. 1–9965]

Issuer Delisting; Notice of Application

to Withdraw From Listing and

Registration; (Keithley Instruments,

Inc., Common Shares, Without Par

Value)

December 13, 1995.

Keithley Instruments, Inc.

(‘‘Company’’) has filed an application

with the Securities and Exchange

Commission (‘‘Commission’’), pursuant

to Section 12(d) of the Securities

Exchange Act of 1934 (‘‘Act’’) and Rule

12d2–2(d) promulgated thereunder, to

withdraw the above specified security

(‘‘Security’’) from listing and

registration on the American Stock

Exchange, Inc. (‘‘Amex’’).

The reasons alleged in the application

for withdrawing the Security from

listing and registration include the

following:

According to the Company, in

addition to being listed on the Amex,

the Security is listed on the New York

Stock Exchange, Inc. (‘‘NYSE’’). The

Security commenced trading on the

NYSE at the opening of business on

November 28, 1995 and concurrently

therewith the Security was suspended

from trading on the Amex.

In making the decision to withdraw

the Security from listing on the Amex,

the Company considered the direct and

indirect costs and expenses attendant

with maintaining the dual listing of the

security on the NYSE and on the Amex.

The Company does not see any

particular advantage in the dual trading

of the Security and believes that dual

listing would fragment the market for

the Security.

Any interested person may, on or

before January 5, 1996 submit by letter

to the Secretary of the Securities and

Exchange Commission, 450 Fifth Street,

N.W., Washington, D.C. 20549, facts

bearing upon whether the application

has been made in accordance with the

rules of the exchanges and what terms,

if any, should be imposed by the

Commission for the protection of

investors. The Commission, based on

the information submitted to it, will

issue an order granting the application

after the date mentioned above, unless

the Commission determines to order a

hearing on the matter.

For the Commission, by the Division of

Market Regulation, pursuant to delegated

authority.

Jonathan G. Katz,

Secretary.

[FR Doc. 95–30711 Filed 12–18–95; 8:45 am]

BILLING CODE 8010–01–M

[File No. 1–10814]

Issuer Delisting; Notice of Application

to Withdraw From Listing and

Registration; (ReadiCare, Inc.,

Common Stock, $.01 Par Value)

December 13, 1995.

ReadiCare, Inc. (‘‘Company’’) has filed

an application with the Securities and

Exchange Commission (‘‘Commission’’),

pursuant to Section 12(d) of the

Securities Exchange Act of 1934 (‘‘Act’’)

and Rule 12d2–2(d) promulgated

thereunder, to withdraw the above

specified security (‘‘Security’’) from

listing and registration on the American

Stock Exchange, Inc. (‘‘Amex’’).

The reasons alleged in the application

for withdrawing the Security from

listing and registration include the

following:

According to the Company, its Board

of Directors unanimously approved

resolutions on October 24, 1995 to

withdraw the Security from listing on

the Amex and instead, to list the

Security on the Nasdaq National Market.

The decision of the Board followed a

lengthy review of the matter and was

based upon the belief that listing the

Security on the Nasdaq/NMS will be

more beneficial to the Company’s

stockholders than the present listing on

the Amex for the following reasons:

(a) The Company believes that the

Nasdaq/NM system of competing market

makers will result in increased visibility

and sponsorship for the Security than is

presently available on the Amex;

(b) The Company believes that the

Nasdaq/NM system will offer an

opportunity for the Company to secure

its own group of market makers and to

expand the capital base available for

trading in the Security; and

(c) The Company believes that the

firms making a market in the Security

on the Nasdaq/NM system will also be

inclined to issue research reports

concerning the Company, thereby

increasing the number of firms

providing institutional research and

advisory reports to the investment

community.

Any interested person may, on or

before January 5, 1996 submit by letter

to the Secretary of the Securities and

Exchange Commission, 450 Fifth Street,

N.W., Washington, D.C. 20549, facts

bearing upon whether the application

has been made in accordance with the

rules of the exchanges and what terms,

if any, should be imposed by the

Commission for the protection of

investors. The Commission, based on

the information submitted to it, will

issue an order granting the application

after the date mentioned above, unless

the Commission determines to order a

hearing on the matter.

For the Commission, by the Division of

Market Regulation, pursuant to delegated

authority.

Jonathan G. Katz,

Secretary.

[FR Doc. 95–30710 Filed 12–18–95; 8:45 am]

BILLING CODE 8010–01–M

[Rel. No. IC–21594; 812–9712]

Sirrom Capital Corporation; Notice of

Application

December 13, 1995.

AGENCY: Securities and Exchange

Commission (‘‘SEC’’).

ACTION: Notice of Application under the

Investment Company Act of 1940 (the

‘‘Act’’).

APPLICANT: Sirrom Capital Corporation.

RELEVANT ACT SECTION: Section

61(a)(3)(B).

SUMMARY OF APPLICATION: Applicant

requests an order approving applicant’s

1995 Stock Option Plan for NonEmployee Directors (the ‘‘Plan’’) and the

grant of certain stock options

thereunder.

FILING DATES: The application was filed

on August 7, 1995 and amended on

October 30, 1995.

HEARING OR NOTIFICATION OF HEARING: An

order granting the application will be