Federal Register / Vol. 60, No. 75 / Wednesday, April 19, 1995 / Notices 19615

1Applicant’s board of directors determined that

the Plan was in the best interests of applicant and

that the interests of applicant’s existing

shareholders would not be diluted as a result of

effecting the transactions.

RELEVANT ACT SECTION: Section 8(f).

SUMMARY OF APPLICATION: Applicant

seeks an order declaring that it has

ceased to be an investment company.

FILING DATE: The application was filed

on March 31, 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

May 8, 1995, and should be

accompanied by proof of service on

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 5th

Street NW., Washington, DC 20549.

Applicant, SAFECO Plaza, Seattle, WA

98185.

FOR FURTHER INFORMATION CONTACT:

Mary Kay Frech, Senior Attorney, at

(202) 942–0579, or C. David Messman,

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 at the SEC’s

Public Reference Branch.

Applicant’s Representations

1. Applicant is an open-end

diversified management investment

company that was organized as a

corporation under the laws of the State

of Washington. On October 21, 1992,

applicant registered under the Act as an

investment company, and filed a

registration statement to register its

shares under the Securities Act of 1933.

The registration statement was declared

effective on March 18, 1993, and the

initial public offering commenced on

that date.

2. On May 6, 1993, applicant’s board

of directors approved an agreement and

plan of reorganization (the ‘‘Plan’’)

between applicant and SAFECO TaxExempt Bond Trust, a registered openend management investment company

organized under the laws of Delaware

(the ‘‘Acquiring Fund’’).1

3. By moving its assets from a

Washington corporation to a Delaware

trust, applicant expects its shareholders

to benefit from the adoption of new

methods of operations and employment

of new technologies that are expected to

reduce costs. For example, Washington

corporations are required to hold annual

meetings, whereas Delaware trusts have

no such requirement. Further, Delaware

trusts generally have greater flexibility

than Washington corporations to

respond to future contingencies,

allowing such trusts to operate under

the most advanced and cost efficient

form of organization. For example,

Delaware law authorizes electronic or

telephonic communications between a

Delaware trust and its shareholders. In

addition, as one of several series of the

Acquiring Fund, applicant’s

shareholders should enjoy certain

expense savings through economies of

scale that would not be available to a

stand-alone entity.

4. On May 7, 1993, applicant filed

proxy materials with the SEC and

afterwards distributed such proxy

materials to its shareholders. On August

5, 1993, applicant’s shareholders

approved the reorganization.

5. Pursuant to the Plan, on September

30, 1993, applicant transferred all of its

assets to the Acquiring Fund in

exchange for shares of the Acquiring

Fund. Immediately thereafter, applicant

distributed pro rata to its shareholders

the shares it received from the

Acquiring Fund in the reorganization.

On September 30, 1993, applicant had

716,492.424 shares outstanding, having

an aggregate net asset value of

$7,642,305.23 and a per share net asset

value of $10.67.

6. Expenses incurred in connection

with the reorganization, consisting of

legal fees, accounting fees, and printing

and mailing costs for the proxy

solicitation, were approximately $4,417

and were paid by SAFECO Asset

Management Company, applicant’s

former investment adviser.

7. There are no securityholders to

whom distributions in complete

liquidation of their interests have not

been made. Applicant has no debts or

other liabilities that remain outstanding.

Applicant is not a party to any litigation

or administrative proceeding.

8. Applicant filed articles of

dissolution with the State of

Washington on October 1, 1993.

9. Applicant is not now engaged, nor

does it propose to engage, in any

business activities other than those

necessary for the winding up of its

affairs.

For the Commission, by the Division of

Investment Management, pursuant to

delegated authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 95–9672 Filed 4–18–95; 8:45 am]

BILLING CODE 8010–01–M

[Rel. No. IC–21007; 811–278]

SAFECO Equity Fund, Inc.; Notice of

Application

April 13, 1995.

AGENCY: Securities and Exchange

Commission (‘‘SEC’’).

ACTION: Notice of application for

deregistration under the Investment

Company Act of 1940 (the ‘‘Act’’).

APPLICANT: SAFECO Equity Fund, Inc.

RELEVANT ACT SECTION: Section 8(f).

SUMMARY OF APPLICATION: Applicant

seeks an order declaring that it has

ceased to be an investment company.

FILING DATE: The application was filed

on March 31, 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

May 8, 1995, and should be

accompanied by proof of service on

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 5th

Street NW., Washington, DC 20549.

Applicant, SAFECO Plaza, Seattle, WA

98185.

FOR FURTHER INFORMATION CONTACT:

Mary Kay Frech, Senior Attorney, at

(202) 942–0579, or C. David Messman,

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 at the SEC’s

Public Reference Branch.
19616 Federal Register / Vol. 60, No. 75 / Wednesday, April 19, 1995 / Notices

1Applicant’s board of directors determined that

the Plan was in the best interests of applicant and

that the interests of applicant’s existing

shareholders would not be diluted as a result of

effecting the transactions.

1See Securities Exchange Act Release No. 35183

(December 30, 1994), 60 FR 2420 (January 9, 1995)

(order approving File No. SR–PHLX–94–41). See

also Securities Exchange Act Release Nos. 25540

(March 31, 1988), 53 FR 11390 (order approving

AUTOM on a pilot basis); 25868 (June 30, 1988),

53 FR 25563 (order approving File No. SR–PHLX–

88–22, extending pilot through December 31, 1988);

26354 (December 13, 1988), 53 FR 51185 (order

approving File No. SR–PHLX–88–33, extending

pilot program through June 30, 1989); 26522

(February 3, 1989), 54 FR 6465 (order approving

File No. SR–PHLX–89–1, extending pilot through

Applicant’s Representations

1. Applicant is an open-end

diversified management investment

company that was organized as a

corporation under the laws of the State

of Washington. On November 26, 1933,

applicant filed a registration statement

to register its shares under the Securities

Act of 1933. The registration statement

was declared effective on November 26,

1933, and the initial public offering

commenced on that date. On November

12, 1940, applicant registered under the

Act as an investment company.

2. On May 6, 1993, applicant’s board

of directors approved an agreement and

plan of reorganization (the ‘‘Plan’’)

between applicant and SAFECO

Common Stock Trust, a registered openend management investment company

organized under the laws of Delaware

(the ‘‘Acquiring Fund’’).1

3. By moving its assets from a

Washington corporation to a Delaware

trust, applicant expects its shareholders

to benefit from the adoption of new

methods of operations and employment

of new technologies that are expected to

reduce costs. For example, Washington

corporations are required to hold annual

meetings, whereas Delaware trusts have

no such requirement. Further, Delaware

trusts generally have greater flexibility

than Washington corporations to

respond to future contingencies,

allowing such trusts to operate under

the most advanced and cost efficient

form of organization. For example,

Delaware law authorizes electronic or

telephonic communications between a

Delaware trust and its shareholders. In

addition, as one of several series of the

Acquiring Fund, applicant’s

shareholders should enjoy certain

expense savings through economies of

scale that would not be available to a

stand-alone entity.

4. On May 7, 1993, applicant filed

proxy materials with the SEC and

afterwards distributed such proxy

materials to its shareholders.

Applicant’s shareholders approved the

reorganization at a regular meeting of

shareholders on August 5, 1993, that

was reconvened at a special meeting of

shareholders on September 22, 1993.

5. Pursuant to the Plan, on September

30, 1993, applicant transferred all of its

assets to the Acquiring Fund in

exchange for shares of the Acquiring

Fund. Immediately thereafter, applicant

distributed pro rata to its shareholders

the shares it received from the

Acquiring Fund in the reorganization.

On September 30, 1993, applicant had

11,872,883.263 shares outstanding,

having an aggregate net asset value of

$148,894,185.84 and a per share net

asset value of $12.54.

6. Expenses incurred in connection

with the reorganization, consisting of

legal fees, accounting fees, and printing

and mailing costs for the proxy

solicitation, were approximately

$22,710 and were paid by applicant.

7. There are no securityholders to

whom distributions in complete

liquidation of their interests have not

been made. Applicant has no debts or

other liabilities that remain outstanding.

Applicant is not a party to any litigation

or administrative proceeding.

8. Applicant filed articles of

dissolution with the State of

Washington on October 1, 1993.

9. Applicant is not now engaged, nor

does it propose to engage, in any

business activities other than those

necessary for the winding up of its

affairs.

For the Commission, by the Division of

Investment Management, pursuant to

delegated authority.

Margaret M. McFarland,

Deputy Secretary.

[FR Doc. 95–9673 Filed 4–18–95; 8:45 am]

BILLING CODE 8010–01–M

[Release No. 34–35601; File No. SR–PHLX–

95–18]

Self-Regulatory Organizations; Notice

of Filing and Immediate Effectiveness

of Proposed Rule Change by the

Philadelphia Stock Exchange, Inc.,

Relating to the Automated Options

Market System and AUTO–X Eligibility

of Certain Orders

April 13, 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 April 4, 1995, the

Philadelphia Stock Exchange, Inc.

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

Securities Exchange Commission

(‘‘SEC’’ or ‘‘Commission’’) the proposed

rule change as described in Items I, II

and III below, which Items have been

prepared by the self-regulatory

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 proposes to codify its

practice of accepting stop, stop-limit,

all-or-none, or better, simple cancel,

simple cancel to reduce size (cancel

leaves), cancel to change price, cancel

with replacement order, market-onclose, opening-only-market, and

possible duplicate orders for delivery

through the PHLX’s Automated Options

Market (‘‘AUTOM’’) system. In addition,

the PHLX proposes to codify its practice

of accepting orders designated as ‘‘day’’

orders, which are executable on the day

they are entered or not at all, and goodtill-cancelled (‘‘GTC’’) orders for

delivery through AUTOM and execution

through AUTO–X, the automatic

execution feature of AUTOM. Currently,

day orders and GTC orders are accepted

on the PHLX’s trading floor as both

manually entered orders on floor tickets

and through AUTOM.

The text of the proposed rule change

is available at the Office of the

Secretary, PHLX, and at the

Commission.

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 purpose of the proposal is to

codify (1) the acceptance of certain

order types and designators for

electronic execution through AUTOM;

and (2) the designation of certain types

of orders that are executed through

AUTO–X. AUTOM, which has operated

on a pilot basis since 1988 and was most

recently extended through December 31,

1995,1 is the PHLX’s electronic order