Federal Register / Vol. 60, No. 39 / Tuesday, February 28, 1995 / Notices 10887

5 15 U.S.C. Sections 78o(b)(7), 78o–3(b)(6), 78o–

3(g)(3).

6See note 4, supra.

7 15 U.S.C. Section 78s(b)(2).

8 17 CFR 200.30–3(a)(12).

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 in

the Commission’s Public Reference

Room. Copies of such filing will also be

available for inspection and copying at

the principal office of the NASD. All

submissions should refer to file number

SR–NASD–95–04 and should be

submitted by March 21, 1995.

IV. Commission’s Findings and Order

Granting Accelerated Approval of

Proposed Rule Change

The Commission finds that the

proposed rule change is consistent with

the requirements of the Act and the

rules and regulations thereunder

applicable to the NASD and, in

particular, with the requirements of

Sections 15(b)(7), 15A(b)(6), and

15A(g)(3) of the Act.5 Section 15(b)(7)

states that a registered broker or dealer

may not effect any transaction in, or

induce the purchase or sale of, any

security unless such broker or dealer

meets such standards of operational

capability and all those associated with

such broker or dealer meet certain

standards of training, experience,

competence, and such other

qualifications as the Commission finds

necessary or appropriate in the public

interest or for the protection of

investors. Section 15A(b)(6) requires, in

relevant part, that the rules of a

registered securities association be

designed to prevent fraudulent and

manipulative acts and practices, to

promote just and equitable principles of

trade, and to protect investors and the

public interest. Section 15A(g)(3)

provides that a registered securities

association may deny membership to, or

condition the membership of, a

registered broker or dealer if such broker

or dealer does not meet the requisite

levels of knowledge and competence.

The Commission believes that

revising the Series 7 exam,

specifications, and content outline

should help to ensure that only those

securities representatives with a

comprehensive knowledge of current

NASD rules, as well as an

understanding of the Act, will be able to

solicit, purchase or sell securities for the

accounts of customers. The Commission

believes that the revised topics covered

by the Series 7 examination,

specifications and content outline are

appropriate and include a sufficiently

broad range of subject matter to ensure

an appropriate level of expertise by

general securities registered

representatives. The revised

examination focuses on relevant subject

matter in view of changes in applicable

laws, rules, regulations, products, and

industry practices. By ensuring this

requisite level of knowledge, the

Commission anticipates that general

securities registered representatives will

demonstrate an acceptable level of

securities knowledge to carry out their

responsibilities.

The Commission finds good cause for

approving the proposed rule change

prior to the 30th day after the date of

publication of notice of filing thereof in

the Federal Register. The Commission

believes that accelerated approval is

appropriate given the recent approval of

two parallel and substantively identical

filings by the NYSE,6 and the

importance of industry-wide

implementation of the revised content

outline and Series 7 examination as

soon as practicable.

It is therefore ordered, pursuant to

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

proposed rule change SR–NASD–95–04

be, and hereby is, approved.

For the Commission, by the Division of

Market Regulation, pursuant to delegated

authority.8

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 95–4798 Filed 2–27–95; 8:45 am]

BILLING CODE 8010–01–M

[Release No. 34–35400; SR–PHLX–95–01]

Self-Regulatory Organizations; Notice

of Filing of Proposed Rule Change by

the Philadelphia Stock Exchange, Inc.

Relating to the Listing and Trading of

DIVS, ZIPS and SPECS

February 21, 1995.

Pursuant to section 19(b)(1) of the

Securities Exchange Act of 1934

(‘‘Act’’), 15 U.S.C. 78s(b)(1), notice is

hereby given that on January 5, 1995,

the Philadelphia Stock Exchange Inc.

(‘‘PHLX’’), 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 selfregulatory organization. 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 PHLX, pursuant to Rule 19b–4 of

the Act, hereby proposes to list for

trading ‘‘DIVS’’ (Dividend Value of

Stock), ‘‘ZIPS’’ (Zero Income Principal

of Stock) and ‘‘SPECS’’ (Speculative

Equity Component Stock) (collectively

hereinafter referred to as the

‘‘Products’’), which are new hybrid

options developed by Americus Stock

Process Corp. (‘‘ASPC’’).

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

self-regulatory organization 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 self-regulatory organization 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

The PHLX proposes to list a new

product developed by and licensed to

the PHLX by ASPC that allows the

purchase or sale of any of three

economic interests inherent in a share of

common stock. Each of these new

instruments, called DIVS, ZIPS and

SPECS, will be traded separately on the

PHLX’s equity options floor. The

Exchange believes that the Products,

combined, will have all the

characteristics of a share of the

underlying common stock, including

voting rights, and that the ability to

trade the Products as separate

component instruments will provide

new hedge, arbitrage, speculation and

investment opportunities.

The Products will be regulated, except

as described herein, by the rules

governing standardized options.

Position limits of 1 million DIVS, ZIPS

and SPECS respectively shall be

established respecting any particular

stock. See Rule 1001C. The sales

practice rules applicable to options

(Rules 1024 through 1029) will also be

applicable to sales of DIVS, ZIPS and

SPECS. (See Rule 1000C(a)). The
10888 Federal Register / Vol. 60, No. 39 / Tuesday, February 28, 1995 / Notices

1A European-style option may only be exercised

during a limited period of time before the option

expires.

2The PHLX and counsel for ASPC are currently

seeking agreement and confirmation of this

treatment from the staff of the Board of Governors

of the Federal Reserve System.

3All references to market price are to the last sale

price on the relevant day as set forth on the

appropriate consolidated tape, or if there is no such

last sale price, the mean of the closing bid and ask

price or as otherwise approved by the Commission

prior to the commencement of trading in a series.

4 If the market price of a share of the related

common stock on the Termination Date had been

$50 or less, the owner of the 100 ZIPS would have

received 100 shares of the underlying common

stock. Exercise procedures in accordance with OCC

guidelines would be followed on Termination Date.

5 If the market price of a common share had been

less than $50 (the Termination Claim), the SPECS

would expire worthless.

Options Clearing Corp. (‘‘OCC’’) will be

the exclusive issuer of the Products

which the Exchange proposes to issue in

accordance with the disclosure scheme

provided for under Rule 9b–1 of the Act

(‘‘Rule 9b–1’’). The Products will be

issued in separate series with each

series having its own distinct CUSIP

number and trading symbol. The

Products will be issued in book-entry

form. DIVS, ZIPS and SPECS will be

created when opening buy and sell

orders are executed, and the additional

execution of such orders will increase

the open interest. Quotations and

transaction reporting will occur through

the facilities of the Options Price

Reporting Authority.

The criteria for underlying common

stocks upon which the Products will be

based are the same criteria as utilized

for standardized equity options listed on

the PHLX under PHLX Rule 1009.

Additionally, only the top 250

capitalized stocks traded on a national

securities exchange or the NASDAQ

national market will be considered for

listing (See Rule 1009C). DIVS, ZIPS

and SPECS of a particular series will all

be issued for the same length of time,

currently proposed to be up to 60

months, and therefore all components of

the same series will possess the same

termination date (‘‘Termination Date’’),

as defined in PHLX Rule 1000C(b)(5).

The Products will have a Europeanstyle 1 settlement similar to

standardized options.

ZIPS and SPECS of the same series

also will have a coordinate termination

claim (‘‘Termination Claim’’), as defined

in PHLX Rule 1000C(b)(4). The

Termination Claim is a preset price

established at the time of the issuance

of a new series of SPECS and ZIPS and

is used to determine these instruments’

payout on their Termination Date. In

accordance with the PHLX Rule 1004C,

Termination Claims will be set at the

underlying stock price reflecting the

most recent business day’s consolidated

closing value rounded up to the nearest

$2.50 increment for stocks priced at or

below $25.00 or to the nearest $5.00

increment for stocks priced above

$25.00. The PHLX may list new series

of DIVS, ZIPS and SPECS annually, or

at more frequent intervals, depending

on market conditions. No new series

will be opened nor opening transactions

be permitted if open interest in DIVS,

ZIPS and SPECS represent more than 10

percent of the outstanding shares of any

related underlying stock. See Rule

1012C.

The PHLX anticipates that the sum of

the market prices of DIVS, ZIPS and

SPECS on the same underlying security

with the same Termination Date and

Termination Claim will approximate the

actual market price for the related

underlying security. Because DIVS,

ZIPS and SPECS are each economic

interests in a single underlying share, if

the combined price of a DIVS, ZIPS and

SPECS diverges from that of the

underlying security, the Exchange

believes that arbitrage opportunities

would tend to remove the pricing

disparity.

As discussed below, the Products

confer voting rights to their purchasers.

The voting rights are allocated among

the three components, as discussed

below. In this regard, sellers of the

Products are obligated to deliver the

voting rights to the purchasers.

For customer margin purposes, DIVS,

ZIPS and SPECS are contemplated to be

margined as equity securities pursuant

to Regulation T for initial margin and

PHLX Rule 722 for maintenance

margin.2

Characteristics of Individual

Components DIVS

The basic characteristic of DIVS will

be the right to receive substitute

payments in the same amount (and at

the same time) as regular dividends

declared and paid on the underlying

shares of common stock for all record

dates that precede the Termination Date

of the particular series of DIVS.

On each ex-dividend date, OCC will

notify clearing members of debits they

have incurred on OCC’s books for any

net short DIVS positions. These debits

will be charged to such clearing

members’ accounts at OCC on payment

date. Ex dates and payment dates will

coincide with that of the underlying

common stock. Hence, DIVS sellers

assume the obligation to fund the

substitute dividend payments with

respect to DIVS as they arise. On the

Termination Date for a particular series

of DIVS, DIVS holders’ rights will cease

except as to rights to unpaid dividends

declared as of a record date occurring

prior to the Termination Date.

ZIPS

Each ZIPS will confer the right to

receive on the Termination Date that

number of underlying common shares to

which the ZIPS relate having an

aggregate value (determined soley by

reference to the market price) equal to

the lesser of (i) the Termination Claim

for that class of ZIPS or (ii) the market

price of the common shares on the

Termination Date.3

For example, if the Termination Claim

for a class of ZIPS is $50, and on the

Termination Date of the ZIPS the market

price of the related underlying common

stock is $80, a holder of 100 ZIPS would

be entitled to receive that number of

common shares with an aggregate

market value of 100×$50=$5,000.

$5,000/$80 equals 62.5 shares, so that

an owner would be entitled to 62 whole

shares and a payment of cash in lieu of

the fractional share of $40.4 Brokers

holding short component positions for

clients would make delivery of the

shares and cash for any fractional

shares. Brokers holding long component

positions for their clients would receive

the shares and cash for any fractional

shares, which they will forward to their

clients.

SPECS

SPECS will reflect the appreciation in

value above the Termination Claim for

that series of SPECS. Specifically,

SPECS will constitute the right to

receive on the Termination Date that

number of related common shares

having a market value equal to the

amount, if any, by which the market

price of the related common shares

exceeds the Termination Claim.

From the example given in the

discussion above of ZIPS, an owner of

100 SPECS with respect to the same

series of ZIPS would be entitled to

receive the following number of

common shares:

100×($80¥$50)=$3,000. $3,000/$80

equals 37.5 common shares, so the

owner of the 100 SPECS would be

entitled to 37 whole shares and a cash

payment in lieu of the fractional share

of $40.5

On the Termination Date for a class of

ZIPS or SPECS, OCC will instruct

delivery, based on information provided

by the brokers. Shares of the underlying

stock will be delivered from the

accounts of investors short the ZIPS or

SPECS to satisfy the entitlements of

those investors long the ZIPS and

SPECS.
Federal Register / Vol. 60, No. 39 / Tuesday, February 28, 1995 / Notices 10889

6 If there is no last sale price, the mean of the

closing bid and ask prices will be used.

Voting Rights

The vote to which the underlying

common share is entitled will be

allocated among the three components

of the same series with the same

Termination Date and Termination

Claim in proposition to their relative

market prices as of the record date for

the meeting, consent or authorization.

For example, if there are outstanding

DIVS, ZIPS and SPECS with the

following market values, each would

have the indicated vote percentage:

Security Market

price

Percentage vote

DIVS term 12/31/99 .. $20.25 18.75

ZIPS term 12/31/99 .. 78.75 72.92

SPECS term 12/31/

99 .......................... 9.00 8.33

Combined Value ....... 108.00 100.00

If a DIVS, ZIPS or SPECS is sold

uncovered, the underlying stock must

be bought or borrowed by record date in

order to enable the original naked seller

to deliver the appropriate percentage of

the vote to the DIVS, ZIPS or SPECS

purchaser.

Holders will receive proxy materials

and be able to tender proxies for their

respective shares of the vote to any

broker or bank carrying their account,

and that such broker or bank

representing the sellers or shorts will

surrender its proxy for the appropriate

number of votes representing the

components that were sold. Proxy

materials will be provided through the

mechanisms that banks, brokerage firms

and clearing agencies have developed to

comply with the requirements of Rules

14a–13, 14b–1 and 14b–2 under the Act.

Costs for delivering the proxy materials

will probably be borne by DIVS, ZIPS &

SPECS holders.

SPECS

Adjustments for Stock Splits or Stock

Dividends

With respect to stock splits or stock

dividends declared on the related

underlying shares, DIVS, ZIPS, and

SPECS will be adjusted proportionally,

and, in the case of ZIPS and SPECS, the

Termination Claim will also be adjusted

proportionally on the record date for

such event. For example, if a company

has a two for one stock split, an owner

of 100 DIVS would become the owner

of 200 DIVS with the same Termination

Date; an owner of 100 ZIPS would

become the owner of 200 ZIPS with the

same Termination Date and one-half the

Termination Claim; and an owner of 100

SPECS would become the owner of 200

SPECS with the same Termination Date

and one-half the Termination Claim on

such record date.

If the related underlying company

declares a stock dividend, the Products

will be adjusted proportionally. For

example, in the case of a declared 5%

stock dividend, DIVS and ZIPS and

SPECS with a Termination Claim of $50

would be adjusted as follows: an owner

of 100 DIVS would become the owner

of 105 DIVS; an owner of 100 ZIPS

would become the owner of 105 ZIPS

with a Termination Claim of $47.62; and

an owner of 100 SPECS would become

the owner of 105 SPECS with a

Termination Claim of $47.62.

Liquidating, Special or Partial

Liquidating Dividends

With regard to full liquidating

dividends to shareholders, payments

would be allocated among owners of

DIVS, ZIPS and SPECS of the same class

as follows:

—DIVS would receive the discounted present

value at the date of distribution of the

liquidating dividend of an imputed

dividend stream. It would be assumed that

the most recent four quarterly dividends

(unless the issuer of the related common

stock has announced a change in its

dividend policy, in which case assumed

dividends complying with the policy

would be used) of the issuer would

continue through the latest record date

preceding the Termination Date. That cash

stream would be discounted to present

value assuming payment on the usual

dividend payment dates, using as the

discount rate the interest rate on U.S.

Treasury Notes having the closest maturity

to the Termination Date.

—The remaining amount would be allocated

between ZIPS and SPECS of the same

series, based upon an adjusted Termination

Claim. The Termination Claim would be

adjusted by discounting the Termination

Claim to its present value at the date of

distribution of the liquidating dividend.

The discount rate used would be the

interest rate on U.S. Treasury Notes having

the closest maturity to the Termination

Date. ZIPS will receive the amount of the

distribution up to the adjusted Termination

Claim (less the amount allocated to DIVS),

with any excess going to the SPECS.

Any adjustments made to the terms of

the contract, as a result of any of these

‘‘triggering’’ events, would be handled

for these instruments in the same

manner as standardized options and

would be in accordance with any

applicable OCC rules.

Transmission of money to beneficial

owners would be accomplished through

OCC and its participants in the same

manner in which the substitute

dividends would be transmitted from

short DIVS to long DIVS.

For purposes of allocating

distributions among DIVS, ZIPS and

SPECS, special dividends are those

dividends which are declared as such

by the issuer of the common shares, if

that issuer does not also declare that it

is changing its dividend policy by

reducing or increasing the amount of its

regular dividends. Special dividends

would be allocated among DIVS, ZIPS

and SPECS as follows:

—DIVS would be allocated and receive that

portion of the special dividend equal to the

quotient of (a) the annual dividend divided

by (b) the last sale price 6 of the stock on

the day prior to the ex-distribution date

reduced by the amount of the special

dividend which quotient is multiplied by

(c) the amount of the special dividend.

—If the remaining portion of the special

dividend were less than the present value

of the Termination Claim, the Termination

Claim for ZIPS and SPECS would be

reduced, but not below zero, by the future

value at the Termination Date of the

remaining portion of the special dividend.

All determinations of present value and

future value are computed using the

maximum potential internal rate of return

(‘‘IRR’’) for ZIPS. The maximum potential

IRR for ZIPS is computed assuming

purchase on the ex-distribution date at a

price equal to the average closing price for

the 10-day trading period preceding the

announcement of the special dividend and

receipt of the Termination Claim on the

Termination Date (such discount rate being

hereinafter the ‘‘maximum potential IRR

for ZIPS’’).

—The remaining portion would be allocated

and paid to the ZIPS.

—If the remaining portion of the special

dividend equals or exceeds the present

value of the Termination Claim, ZIPS

would receive that portion of the special

dividend equal in amount to such present

value; the Termination Claim would be

adjusted to zero and any additional amount

of the special dividend would be allocated

and paid to the SPECS. Any further

liquidating, special or partial liquidating

dividends would be allocated between

DIVS and SPECS; the ZIPS having received

in full an adjusted Termination Claim.

For purposes of allocating

distributions made by the issuer of the

related common shares among DIVS,

ZIPS and SPECS, partial liquidating

dividends are all dividends other than

regular dividends, liquidating dividends

and special dividends. It is assumed

that partial liquidating dividends would

be accompanied by an announcement of

a reduction in the regular dividends

paid by the issuer.

Partial liquidating dividends would

be split among the three components as

follows:

—DIVS would be allocated and receive that

portion of the partial liquidating dividend

equal to the discounted present value of
10890 Federal Register / Vol. 60, No. 39 / Tuesday, February 28, 1995 / Notices

7 17 CFR 200.30–3(a)(12) (1994).

the amount of the reduction in the

quarterly dividend as stated in the newly

announced policy of the issuer. This

computation would be made assuming

payment on the usual dividend payment

dates, using as the discount rate the

interest rate on U.S. Treasury Notes having

the closest maturity to the Termination

Date.

—If the remaining portion of the partial

liquidating dividend were less than the

present value of the Termination Claim,

the Termination Claim for ZIPS and SPECS

would be reduced, but not below zero, by

the future value at the Termination Date of

the remaining portion of the partial

liquidating dividend. The determination of

present value and future value for ZIPS

will be computed using the maximum

potential IRR for ZIPS. In this case, the

maximum potential IRR for ZIPS is

computed assuming purchase on the exdistribution date at a price equal to the

average closing price for the 10-day trading

period preceding the announcement of the

partial liquidating dividend and receipt of

the Termination Claim on the Termination

Date.

—That remaining portion would be allocated

and paid to the ZIPS.

—If the remaining portion of the partial

liquidating dividend equals or exceeds the

present value of the Termination Claim,

ZIPS would receive that portion of the

liquidating dividend equal in amount to

such present value; the Termination Claim

would be adjusted to zero and any

additional amount of the partial liquidating

dividend would be allocated and paid to

the SPECS. Any further liquidating or

partial liquidating dividends would be

allocated between DIVS and SPECS; the

ZIPS having received in full an adjusted

Termination Claim.

Spin-offs and Split-ups

In the case of spin-off or split-up

transactions, each DIVS, ZIPS and

SPECS holder would become the owner

of two issues of DIVS, ZIPS and

SPECS—one for each company and each

having the same number of such

securities with the same Termination

Date. The Termination Claim would be

allocated between the two issues of

ZIPS and the two issues of SPECS based

upon the ratio of the prices of the two

issues (i.e., the underlying common

shares and the spun-off company) at the

opening of trading on the effective date

of the spin-off or split-up transactions.

Mergers

If the company that issued the

common shares from which the DIVS,

ZIPS and SPECS were created were to

be the surviving company, there would

be no adjustment to the terms of the

DIVS, ZIPS and SPECS unless, as part

of such transaction, there was a stock

split, stock dividend, partial liquidating

dividend or other corporate transaction

that would require adjustment. If the

issuer were not the surviving entity,

each owner of DIVS, ZIPS and SPECS

would vote his interest in accordance

with his voting rights, and, if the merger

was approved, he would receive his

share of the compensation given for

each common share as if a liquidating

dividend was paid or an exchange offer

was made, as appropriate.

Rights Offerings

If the issuer of stock from which

DIVS, ZIPS and SPECS were created

were to make a rights offering, the rights

would be allocated to the ZIPS and the

Termination Claim would be reduced by

the future value of the rights calculated

to the Termination Date. The future

value would be computed using as the

interest rate, the maximum potential

IRR for ZIPS and using the average

closing sale price for the first 10 days of

trading in the rights.

Exchange or Tender Offers

If there were an exchange or tender

offer for the common shares to which

DIVS, ZIPS and SPECS related, OCC’s

existing option procedures and practices

would apply.

These particularized procedures for

adjusting the contract specifications of

any open interest in any particular

DIVS, ZIPS and SPECS series will be

well documented in the eventual

disclosure document to be published by

the issuer, OCC.

The PHLX believes the proposed rule

change is consistent with Section 6(b)(5)

of the Act which provides in part that

the rules of the Exchange be designed to

prevent fraudulent and manipulative

acts and practices, to facilitate

transactions in securities, to remove

impediments to and perfect the

mechanism of a free and open market

and to protect investors and the public

interest.

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

received or requested.

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 PHLX 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.

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 in

the Commission’s Public Reference

Section, 450 Fifth Street, N.W.,

Washington, D.C. 20549. Copies of such

filing will also be available for

inspection and copying at the principal

office of the above-mentioned selfregulatory organization. all submissions

should refer to the file number in the

caption above and should be submitted

by March 21, 1995.

For the Commission by the Division of

Market Regulation, pursuant to delegated

authority.7

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 95–4859 Filed 2–27–95; 8:45 am]

BILLING CODE 8010–01–M

[Rel. No. IC–20910; 811–4376]

State Street Fund for Foundations and

Endowments; Notice of Application

February 22, 1995.

AGENCY: Securities and Exchange

Commission (‘‘SEC’’).

ACTION: Notice of Application for

Deregistration under the Investment

Company Act of 1940 (the ‘‘Act’’).

APPLICANT: State Street Fund for

Foundations and Endowments.

RELEVANT ACT SECTION: Order requested

under section 8(f).