Federal Register / Vol. 61, No. 18 / Friday, January 26, 1996 / Notices 2551

1 15 U.S.C. 78s(b)(1) (1988).

2Letters from Sharon S. Metzker, Staff Counsel,

SCCP and Philadep, to Peter R. Geraghty, Senior

Counsel, Division of Market Regulation

(‘‘Division’’), Commission (August 15, 1995).

3Letter from Sharon S. Metzker, Staff Counsel,

SCCP and Philadep, to Peter R. Geraghty, Senior

Counsel, Division, Commission (September 22,

1995).

4Letter from Sharon S. Metzker, Staff Counsel,

SCCP and Philadep, to Christopher Concannon,

Division, Commission (November 10, 1995).

5Securities Exchange Act Release No. 36506

(November 22, 1995), 60 FR 61281.

6As self-regulatory organizations, SCCP and

Philadep are authorized to cooperate and share data

with other regulatory or self-regulatory

organizations for regulatory purposes.

7 Generally, the CMS will provide participating

participants and clearing agencies with access to

information regarding clearing fund, margin, and

other similar requirements and deposits. For a

Continued

Southwestern Electric Power Company

(70–8763)

Southwestern Electric Power

Company (‘‘SWEPCO’’), 428 Travis

Street, Shreveport, Louisiana 71101, an

electric public-utility subsidiary

company of Central and South West

Corporation, a registered holding

company under the Act, has filed an

application under sections 9(a) and 10

of the Act.

By order dated November 28, 1947

(HCAR No. 7869), the Commission

authorized the acquisition by SWEPCO,

Arkansas Power & Light (‘‘AP&L’’) and

Oaklahoma Gas & Electric Company

(‘‘OG&E’’), respectively, of 160, 170 and

170 shares of common stock of The

Arklahoma Corporation (‘‘Arklahoma’’).

Arklahoma was formed jointly by AP&L,

OG&E and SWEPCO and currently owns

certain facilities consisting of a 161 KV

transmission line extending for 166

miles from Lake Catherine, Arkansas to

Boudinot Tap, near Tahlequah,

Oklahoma, the Lake Catherine

substation at a terminus of said

transmission line and certain property

incidental thereto.

Such facilities are jointly leased to

AP&L, OG&E and SWEPCO pursuant to

an Agreement and Indenture, dated as of

December 9, 1947, as extended by an

Extension of Agreement and Indenture,

dated September 6, 1977 (collectively,

the ‘‘Lease’’) and are jointly operated by

AP&L, OG&E and SWEPCO pursuant to

an Operating Agreement, dated

December 9, 1947 (‘‘Operating

Agreement’’). In accordance with the

terms of the Operating Agreement, (a)

each party is entitled to use up to but

not in excess of one-third of the capacity

of such facilities without payment to the

other parties, and (b) all advances, costs

and other charges incurred under the

Lease are borne equally by the parties.

SWEPCO now proposes to purchase

78 shares of common stock of

Arklahoma, from OG&E for an aggregate

purchase price of approximately

$54,288. OG&E has represented to

SWEPCO that, in order to facilitate the

formation by OG&E of a holding

company system exempt from the

registration requirements of the Act,

OG&E desires to reduce its percentage

ownership of Arklahoma common stock

to less than 5% by selling 68 shares to

AP&L and 78 shares to SWEPCO.

Upon completion of the

aforementioned stock sale transactions,

AP&L’s ownership of Arklahoma

common stock would increase from

34% to 47.6%, SWEPCO’s ownership

would increase from 32% to 47.6% and

OG&E’s ownership would be reduced

from 34% to 4.8%. The sale of the

shares will not affect the rights and

obligations of the parties under the

Lease and the Operating Agreement.

Although each party has an option to

purchase the facilities and terminate the

Lease, SWEPCO states that it has no

current intention to do so and knows of

no current intention on the part of either

OG&E or AP&L to do so.

The purchase price for the shares will

be based on the book value of

Arklahoma common stock immediately

prior to the proposed sale. It is

estimated that the book value of

Arklahoma common stock immediately

prior to the sale will be approximately

$348,000 (or $696 per share), resulting

in a purchase price of approximately

$54,288 for the 78 shares to be acquired

by SWEPCO.

For the Commission, by the Division of

Investment Management, pursuant to

delegated authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 96–1273 Filed 1–25–96; 8:45 am]

BILLING CODE 8010–01–M

[Release No. 34–36743; File Nos. SR–

SCCP–95–04 and SR–Philadep–95–06]

Self-Regulatory Organizations; Stock

Clearing Corporation of Philadelphia

and Philadelphia Depository Trust

Company; Order Approving Proposed

Rule Changes Authorizing the Release

of Clearing Data Relating to

Participants

January 19, 1996.

On July 7, 1995, the Stock Clearing

Corporation of Philadelphia (‘‘SCCP’’)

and the Philadelphia Depository Trust

Company (‘‘Philadep’’) filed with the

Securities and Exchange Commission

(‘‘Commission’’) proposed rule changes

(File Nos. SR–SCCP–95–04 and SR–

Philadep–95–06) pursuant to Section

19(b)(1) of the Securities Exchange Act

of 1934 (‘‘Act’’).1 On August 17, 1995,

SCCP and Philadep each filed an

amendment to its proposed rule change

to clarify the parties to whom SCCP and

Philadep will release clearing data and

to define the term clearing data.2 On

September 25, 1995, SCCP and Philadep

each filed a second amendment to its

proposed rule change to supersede the

prior amendments.3 On November 16,

1995, SCCP and Philadep each filed a

third amendment to its proposed rule

change to make certain technical

corrections.4 Notice of the proposals as

amended was published in the Federal

Register on November 29, 1995.5 No

comment letters were received. For the

reasons discussed below, the

Commission is approving the proposed

rule changes.

I. Description of the Proposal

The purpose of the respective

proposed rule changes is to modify

SCCP Rule 28 and to add Rule 32 to

Philadep’s rules to authorize SCCP and

Philadep to release data relating to their

respective participants’ clearance and

settlement activities to authorized

parties for risk monitoring and

regulatory purposes. SCCP and Philadep

receive transaction data and other data

relating to their participants in the

normal course of business. The rule

changes set forth SCCP’s and Philadep’s

obligations to preserve their

participants’ rights with respect to such

data and the conditions under which

SCCP and Philadep will disclose such

data.

The rules will permit SCCP and

Philadep to disclose such data to

regulatory organizations, self-regulatory

organizations, clearing organizations

affiliated with or designated by contract

markets trading specific futures

products under the oversight of the

Commodity Futures Trading

Commission, and others under certain

conditions. The rule changes generally

provide that the release of a

participant’s clearing data shall be

conditioned upon either the submission

of a written request or the execution of

a written agreement.6 The rules also

define ‘‘clearing data’’ to mean

transaction and other data which is

received by SCCP and Philadep in the

clearance and/or settlement process or

such data, reports, or summaries which

may be produced as a result of

processing such data.

The rule changes also will facilitate

SCCP’s and Philadep’s participation in

the National Securities Clearing

Corporation’s (‘‘NSCC’’) Collateral

Management Service (‘‘CMS’’).7 The
2552 Federal Register / Vol. 61, No. 18 / Friday, January 26, 1996 / Notices

complete description of the CMS, refer to Securities

Exchange Act Release No. 36091 (August 5, 1995),

60 FR 30912 [File No. SR–NSCC–95–06] (order

approving the CMS).

8 15 U.S.C. 78q–1(b)(3)(F) (1988).

9NSCC’s CMS will be especially beneficial to

those participating clearing entities that have

executed cross-guaranty agreements or have other

cross-guarantee arrangements. Currently, SCCP and

Philadep have a cross-guarantee arrangement

between themselves but not between themselves

and other clearing entities. The Commission

supports the use of cross-guaranty agreements and

other similar arrangements among clearing agencies

as a method of reducing clearing agencies’ risk of

loss due to a common participant’s default and

encourages SCCP and Philadep to explore such

agreements or arrangements with other clearing

entities.

Generally, a cross-guaranty agreement, as the one

between The Depository Trust Company (‘‘DTC’’)

and NSCC, provides that in the event of a default

of a common member, any resources remaining

after the failed common member’s obligations to the

guaranteeing clearing agency have been satisfied

will be made available to the other clearing agency.

The guaranty is not absolute but rather is limited

to the extent of the resources relative to the failed

member remaining at the guaranteeing clearing

agency. The principal resources will be the failed

member’s settlement net credit balances and

deposits to the clearing agencies’ clearing funds.

For a complete description of DTC’s and NSCC’s

agreement, refer to Securities Exchange Act Release

No. 33548 (January 31, 1994), 59 FR 5638 [File Nos.

SR–DTC–93–08 and SR–NSCC–93–07].

10 17 CFR 200.30–3(a)(12) (1994).

1 15 U.S.C. 78s(b)(1) (1988).

2Letter from David T. Rusoff, Foley & Lardner, to

Peter Geraghty, Division of Market Regulation,

Commission (January 11, 1996).

3MCC’s filing refers to January 15, 1996, as the

date by which MCC participants must have made

arrangements with alternate service providers. This

date was postponed to January 19, 1996. Telephone

conversation between J. Craig Long, Foley &

Lardner, [counsel to MCC], and Jerry Carpenter,

Assistant Director, Peter Geraghty, Senior Counsel,

and Cheryl Tumlin, Staff Attorney, Division of

Market Regulation, Commission (January 18, 1996).

4The Commission has modified the text of the

summaries prepared by MCC.

5For a description of the agreement, refer to

Securities Exchange Act Release No. 36684 (January

5, 1996), [File No. SR–MCC–95–04] (order

approving proposed rule change).

proposals will enable SCCP and

Philadep to provide information

regarding their respective participants

funds, including excess or deficit

amounts, and to provide comprehensive

data on underlying collateral to NSCC

for inclusion in the CMS. Participants of

SCCP or Philadep that desire access to

the CMS data will be required to

execute a CMS participation

application.

II. Discussion

Section 17A(b)(3)(F) of the Act

requires that the rules of a clearing

agency be designed to assure the

safeguarding of securities and funds

which are in the custody or control of

the clearing agency or for which it is

responsible.8 The Commission believes

the proposed rule changes are consistent

with SCCP’s and Philadep’s obligations

under Section 17A(b)(3)(F) because the

proposals set forth SCCP’s and

Philadep’s responsibilities and

obligations with regard to the release of

participants’ clearing data and facilitate

SCCP’s, Philadep’s, and their

participants’ participation in NSCC’s

CMS by enabling SCCP and Philadep to

provide information regarding their

participants to NSCC for the CMS. The

participation of SCCP, Philadep, and

their participants in NSCC’s CMS

should help SCCP, Philadep and other

clearing agencies to better monitor

clearing fund, margin,and other similar

required deposits that protect clearing

agencies against loss should a member

default on its obligations to the clearing

agency.9

III. Conclusion

On the basis of the foregoing, the

Commission finds that the proposals are

consistent with the requirements of

Section 17A(b)(3)(F) of the Act and the

rules and regulations thereunder.

It is therefore ordered, pursuant to

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

proposed rule changes (File Nos. SR–

SCCP–95–04 and SR–Philadep–95–06)

be, and hereby are, approved.

For the Commission by the Division of

Market Regulation, pursuant to delegated

authority.10

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 96–1274 Filed 1–25–96; 8:45 am]

BILLING CODE 8010–01–M

[Release No. 34–36740; File No. SR–MCC–

95–05]

Self-Regulatory Organizations;

Midwest Clearing Corporation; Notice

of Filing and Order Granting

Accelerated Approval of a Proposed

Rule Change Relating to a

Contingency Plan for Participants in

Connection With Midwest Clearing

Corporation’s Decision to Withdraw

From the Securities Clearing Business

January 19, 1996.

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

Securities Exchange Act of 1934

(‘‘Act’’),1 notice is hereby given that on

December 26, 1995, the Midwest

Clearing Corporation (‘‘MCC’’) 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 primarily by MCC. On

January 11, 1996, MCC filed an

amendment to the proposed rule change

to clarify certain provisions in the

proposal.2 The Commission is

publishing this notice and order to

solicit comments from interested

persons and to grant accelerated

approval of the proposed rule change.

I. Self-Regulatory Organization’s

Statement of the Terms of Substance of

the Proposed Rule Change

MCC proposes to add an Article XI,

Sponsored Accounts, to its rules to limit

the types of persons and entities that are

eligible to be participants at MCC and to

provide for a contingency, to be

implemented solely at MCC’s discretion,

in the event that certain MCC

participants have not made

arrangements with alternate service

providers by January 19, 1996.3

II. Self-Regulatory Organization’s

Statement of the Purpose of, and

Statutory Basis for, the Proposed Rule

Change

In its filing with the Commission,

MCC 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. MCC has prepared

summaries, set forth in section (A), (B),

and (C) below, of the most significant

aspects of such statements.4

(A) Self-Regulatory Organization’s

Statement of the Purpose of, and

Statutory Basis for, the Proposed Rule

Change

On January 5, 1996, the Commission

approved a proposed rule change filed

by MCC relating to its withdrawal from

the securities clearance and settlement

business in conjunction with an

agreement with the National Securities

Clearing Corporation (‘‘NSCC’’).5 Under

the agreement with NSCC, MCC and its

parent, the Chicago Stock Exchange

(‘‘CHX’’), will provide certain floor

members and member organizations of

the CHX with access to the services

offered by NSCC through sponsored

accounts with NSCC. This filing

implements that portion of the

transaction and provides a contingency

plan, to be implemented solely at MCC’s

discretion, for current participants of

MCC that are unable to find alternative

clearance and settlement services by

January 19, 1996.

Pursuant to its agreement with NSCC,

MCC will become a member of NSCC

and may sponsor Temporary Sponsored

Participants (‘‘TSP’’) and Sponsored

Participants (‘‘SP’’) at NSCC. MCC will

maintain subaccounts at NSCC for each

TSP and SP. The purpose of the TSP

membership category is to provide

existing participants of MCC temporary