[Federal Register Volume 63, Number 212 (Tuesday, November 3, 1998)]
[Notices]
[Pages 59345-59348]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 98-29340]
[[Page 59345]]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Securities Exchange Act Release No. 34-40599; International Series
Release No. 1164; File Nos. SR-Amex-98-41; SR-CBOE-98-45; and SR-Phlx-
98-49]
Self-Regulatory Organizations; Notice of Filing and Order
Granting Accelerated Approval of Proposed Rule Changes by the American
Stock Exchange, Incorporated, the Chicago Board Options Exchange,
Incorporated and the Philadelphia Stock Exchange, Incorporated Relating
to the Listing and Trading of Options on Telebras Portfolio Certificate
American Depositary Receipts
October 23, 1998.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
\1\ (``Act'') and Rule 19b-4 \2\ thereunder, on October 14, 1998,
October 15, 1998, and October 19, 1998, the Chicago Board Options
Exchange, Incorporated (``CBOE''), the American Stock Exchange,
Incorporated (``Amex'') and the Philadelphia Stock Exchange,
Incorporated (``Phlx''), respectively, filed with the Securities and
Exchange Commission (``SEC'' or ``Commission'') the proposed rule
changes, as described in Items I and II below, which Items have been
prepared by the self-regulatory organizations (``SROs''), to permit the
listing and trading of standardized equity options on Telebras
Portfolio Certificate American Depositary Receipts (``RTBs''), as
described below.\3\ The Commission is publishing this notice to solicit
comments from interested persons on the proposed rule changes and to
grant approval to the proposed rule changes on an accelerated basis.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ RTBs are sponsored American Depositary Receipts (``ADRs'')
established by Morgan Guaranty Trust Company of New York
(``Depositary''). RTBs began trading on the New York Stock Exchange
(``NYSE'') on October 13, 1998 pursuant to NYSE Listing Standard
103.5. A copy of the Depositary Agreement and Form F-6 (Registration
No. 333-9476) was filed with the Commission, declared effective on
October 8, 1998 and is publicly available.
---------------------------------------------------------------------------
I. Self-Regulatory Organizations' Statement of the Terms of
Substance of the Proposed Rule Changes
The SROs proposed to list and trade standardized equity options on
the RTBs, as described below. The texts of the proposed rule changes
are available at the Office of the Secretary, Amex, CBOE and Phlx,
respectively, and at the Commission.
II. Self-Regulatory Organizations' Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Changes
In their filings with the Commission, the SROs included statements
concerning the purpose of and basis for the proposed rule changes and
discussed any comments they received on their respective proposed rule
changes. The text of those statements may be examined at the places
specified in Item IV below and summaries of the most significant
aspects are set forth in Sections (A), (B), and (C) below.
(A) Self-Regulatory Organizations' Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule Changes
1. Purpose
Telecommunicacoes Brasileiras S.A. (``Telebras'') is a corporation
organized under the laws of the Federative Republic of Brazil. Prior to
July 28, 1998, Telebras was wholly-owned by the government of
Brazil.\4\ Telebras was eventually reorganized (``Reorganization'')
into twelve spin-off companies (``Spin-Offs''). In April 1998, the
Bolsa de Valores de Sao Paulo (``BOVESPA'') began listing and trading
RCTB Portfolio Certificates (``RCTB Certificates''). On September 21,
1998, the Spin-Off shares were listed, and began trading, on the
BOVESPA. The RCTB Certificates currently represent one share each of
the Spin-Offs and the residual Telebras shares.\5\ Each RTB will
represent 1,000 RCTB Certificates. As a result, each RTB will provide
investors with a single exchange traded instrument that is intended to
represent shares of each Spin-Off and the residual Telebras shares.
---------------------------------------------------------------------------
\4\ The Brazilian government divested its interest in Telebras
through a public auction in Brazil that commenced on July 28, 1998.
\5\ Prior to September 21, 1998, the RCTB Certificates only
represented Telebras shares. The RCTB Certificates will represent
one share of each Spin-Off when Telebras is extinguished.
---------------------------------------------------------------------------
Currently, the SROs trade options on Telebras ADRs (``TBR'') and
options on Telebras Holding Company Depositary Receipts SM
(``HOLDRs'') \6\ in order to allow investors in TBRs and HOLDRs to
hedge their respective positions by opening offsetting positions in TBR
options and HOLDRs options. The SROs now seek to list and trade options
on RTBs as a way to permit investors in RTBs to hedge their exposure to
the Brazilian telecommunications industry.
---------------------------------------------------------------------------
\6\ HOLDRs are listed on the NYSE and are intended to represent
TBRs currently listed on the NYSE, until such time as the Spin-Off
ADRs are listed on the NYSE. When the Spin-Off ADRs are listed on
the NYSE, HOLDRs will provide a single exchange traded instrument
that is intended to represent each Spin-Off ADR and the residual
TBR. When Telebras is finally extinguished, TBR will cease to exist
and HOLDRs will represent each Spin-Off ADR. See Securities Exchange
Act Release No. 40298 (August 3, 1998), 63 FR 43435 (August 13,
1998).
---------------------------------------------------------------------------
To acquire an RTB prior to the listing of the Spin-Off ADRs, an
investor must first acquire a TBR. To acquire an RTB after the listing
of the Spin-Off ADRs, an investor must first acquire the Spin-Off ADRs,
and a residual TBR (if the residual TBRs still exist). In either case,
the investor must then cancel the TBR, or the Spin-Off ADRs and
residual TBR (whichever is applicable), and have the underlying
securities delivered to the Companhia Brasileiras de Liquidacae e
Custodia (``CBLC''). The CBLC is responsible for all clearing and
custody services related to securities traded on the BOVESPA. The CBLC
will convert the underlying securities without charge into RCTB
Certificates. The RCTB Certificate will then be deposited into the
custody account of J.P. Morgan (``JPM'') at Banco Itau in Brazil. JPM
will then issue an RTB, created by the Depositary and representing
1,000 RCTB Certificates, to the investor.
The SROs now propose to trade options on the RTBs pursuant to Amex
Rule 915, CBOE Rule 5.3, and PHLX Rule 1009 (collectively, the ``SRO
Rules''), respectively.\7\ The SROs have requested to rely upon the
public ownership, public holding, trading volume and market price
history of RCTB Certificates for purposes of satisfying the associated
requirements for RTBs under the SRO Rules. Commentary .01 of the SRO
Rules \8\ requires that, absent exceptional circumstances, at the time
the SRO selects an underlying security for options transactions, the
following guidelines with respect to the issuer shall be met: (1) there
are a minimum of 7 million shares of the underlying securities which
are owned by persons other than those required to report their security
holdings under Section 16(a) of the Act (``Public Ownership
Requirement''); (2) there are a minimum of 2,000 holders of the
underlying security (``Public Holder Requirement''); (3) there is
trading volume (in all markets in which the underlying security is
traded) of at least 2.4 million shares during the preceding 12 months
(``Volume Requirement''); (4) the market
[[Page 59346]]
price per share of the underlying security has been at least $7.50 for
the majority of business days during the three calendar months
preceding the date of selection (``Price Requirement''); and (5) the
issuer is in compliance with any applicable requirements of the Act.
The SROs request to reply upon the price history of RCTB Certificates
in order to satisfy the Price Requirement applicable to options on the
RTBs so that they do not have to wait three months prior to listing
options on the RTBs. The SROs believe that it is essential that options
on RTBs be provided without significant delay so that investors who
have invested in RTBs can use options to manage the risks of their
positions in RTBs.
---------------------------------------------------------------------------
\7\ The SROs have already filed certification with the Options
Clearing Corporation for options on RTBs.
\8\ The Amex and Phlx Rules refer to ``Commentaries'' while the
CBOE Rules refer to ``Interpretations and Policies.'' For purposes
of this order, the term ``Commentary'' will be used for all SRO
Rules.
---------------------------------------------------------------------------
Commentarty .03 of the SRO Rules requires that with respect to an
ADR, an effective surveillance sharing arrangement be in place with the
proper regulatory authority in the country where the security
underlying the ADR trades or, as one of several alternatives, as the
Commission otherwise authorizes the listing. The SROs note that the
Commission has entered into a Memorandum of Understanding (``MOU'')
with the Comissao de Valores Mobiliarios (``CVM'') in Brazil. In
addition, the Amex represents that it has a surveillance sharing
agreement (``SSA'') with the BOVESPA. The CBOE also represents that it
has an SSA with BOVESPA. The Phlx does not have an SSA with the
BOVESPA. If the MOU ceases to exist, each SRO represents that it will
contact the Commission immediately in order to enable the Commission to
determine what measure should be taken with regards to the listing and
trading of options on the RTBs.\9\
---------------------------------------------------------------------------
\9\ In the case of the Amex and CBOE, if the SSAs cease to exist
but the MOU is still effective, they are not required to notify the
Commission.
---------------------------------------------------------------------------
Commentary .05(d) of the SRO Rules, which applies to options on
securities issued during a restructuring transaction that are sold in a
public offering or pursuant to a rights distribution (``Restructure
Security''), provides that an SRO may ``look back'' to the ``original''
security regarding the Public Ownership Requirement and Public Holder
Requirement subject to certain conditions enumerated in the SRO Rules.
Commentary .05(d) also provides that an SRO may certify that the market
price of the Restructure Security meets the Price Requirement by
relying on the price history of the original security, provided that
the Restructure Security has traded ``regular way'' on an exchange or
automatic quotation system for at least five trading days immediately
preceding the date of selection and has a market price of at least
$7.50. In addition, Commentary 05.(d) permits the SROs to assume the
satisfaction of one or both of the Public Ownership Requirement and the
Public Holder Requirement on the date RTB is selected for options
trading only if (A) RTB is listed on an exchange or automatic quotation
system subject to initial listing requirements in respect of public
ownership of shares or number of shareholders, or both, is no less
stringent than the list requirements of the SRO, or (B) at least 40
million shares of RTB are issued and outstanding on the intended date
for listing options on RTB, unless, in the case of (A) or (B), the SRO,
after reasonable investigation, has determined that such requirements
will not in fact be satisfied on the date the SRO intends to list
options on RTB.\10\ Finally, Commentary .05(d) provides that an SRO may
certify that the trading volume of the Restructure Security satisfies
the Volume Requirement only if the trading volume in the Restructure
Security, without reliance on the original security, has been at least
2.4 million shares during a period of 12 months or less ending on the
date the Restructure Security is selected for options trading.\11\
---------------------------------------------------------------------------
\10\ In other words, if the Restructure Security does not meet
either of these alternatives, it cannot piggyback upon the public
ownership of shares and the number of shareholders of the original
security. In such instances, the SRO cannot select a Restructure
Security for options listing until there are 7 million shares of the
Restructure Security outstanding and 2,000 public holders of the
Restructure Security.
\11\ The Restructure Security cannot piggyback upon the trading
volume of the original security. Accordingly, the SROs cannot select
a Restructure Security for options listing until 2.4 million shares
of the Restructure Security actually have traded.
---------------------------------------------------------------------------
Initial reports indicate that the RTBs have been trading near the
current market price range for RCTB Certificates (approximately $50 to
$134). In addition, the SROs state that although the RTBs are a unique
product, it resembles shares issued during a restructuring transaction.
Therefore, the SROs believe that they should be allowed to rely on the
price history of the original security. Accordingly, the SROs represent
that the RTBs will comply with the requirement that its market price be
at least $7.50 for at least 5 trading days immediately prior to the
listing date in order to rely upon the market price history of the
original security to satisfy the three month Price Requirement. Thus,
the SROs assert that options should be permitted to be listed on the
RTBs following the five day Price Requirement Period, provided that all
other options listing criteria, including that there are 7 million RTB
shares owned by Public Owners, that there are 2,000 Public Holders of
RTB shares and that 2.4 million RTB shares have been traded, will be
met prior to the listing of RTB options.\12\ In addition, the SROs note
that, the Commission recognized a similar need for investors to have
the ability to employ adequate hedging strategies using options on
newly acquired securities issued in a restructuring transaction when it
approved the SROs' proposal to list and trade options on HOLDRs
following the five day Price Requirement period, provided that all
other options listing criteria were met.\13\
---------------------------------------------------------------------------
\12\ Phone call between Nandita Yagnick, Counsel, Phlx, Claire
McGrath, Vice President and Special Counsel, Amex, Timothy Thompson,
Director, Regulatory Affairs, Legal Department, CBOE, James Yong,
First Vice President, General Counsel and Secretary, The Options
Clearing Corporation and Marianne Duffy, Special Counsel, Division
of Market Regulation (``Division''), SEC and Sonia Patton, Attorney,
Division, SEC on October 21, 1998 (``October 21, 1998 Conference
Call'').
\13\ See supra note 6.
---------------------------------------------------------------------------
The CBOE and Phlx represent that they will establish position and
exercise limits for RTB options equal to 25,000 contracts on the same
side of the market. The Amex represents that it will establish position
and exercise limits for RTB options equal to 7,500 contracts on the
same side of the market.\14\ Prior to the commencement of trading, the
SROs will issue an Information Circular advising their members
concerning the proposed options on the RTBs.
---------------------------------------------------------------------------
\14\ The Commission has informed the SROs that they should
establish position limits for RTB options under their respective
rules based upon the trading volume of RTB only and not the trading
volume of RCTB Certificates.
---------------------------------------------------------------------------
2. Statutory Basis
The basis under the Act for the proposed rule changes is the
requirement under Section 6(b) of the Act, and Section 6(b)(5) in
particularly \15\ that an exchange have rules that are designed to
promote just and equitable principals of trade, to remove impediments
to, and perfect the mechanism of, a free and open market and a national
market system, and, in general, to protect investors and the public
interest. The SROs believe that the proposed rule changes satisfy the
requirements of Section 6(b) in general, and Section 6(b)(5) in
particular, because the expedited trading of options on the RTBs will
allow investors currently holding RTBs, to continue to hedge their
positions by opening offsetting positions in options on RTBs.
---------------------------------------------------------------------------
\15\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
[[Page 59347]]
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Changes 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 Changes
For the reasons discussed below, the Commission finds that the
SRO's proposals are consistent with the requirements of the Act and the
rules and regulations thereunder applicable to a national securities
exchange. Specifically, the Commission finds that the proposed rule
changes is consistent with Section 6(b)(5) of the Act, which requires
an exchange to have rules designed to promote just and equitable
principals of trade, to remove impediments to, and perfect the
mechanism of, a free and open market and national market system, and in
general, to protect investors and the public interest.\16\
---------------------------------------------------------------------------
\16\ Pursuant to Section 6(b)(5) of the Act, the Commission must
predict approval of any new securities product upon a finding that
the introduction of such product is in the public interest. Such a
finding would be difficult with respect to a warrant that served no
hedging or other economic function, because any benefits that might
be derived by market participants likely would be outweighed by the
potential for manipulation, diminished public confidence in the
integrity of the markets, and other valid regulatory concerns.
---------------------------------------------------------------------------
As the Commission has previously stated,\17\ it is necessary for
securities to meet certain minimum standards regarding both the quality
of the issuer and the quality of the market for a particular security
to become options eligible. The Commission believes that these
standards are imposed to ensure that those issuers upon whose
securities options are to be traded are financially sound companies
whose trading volume, market price, number of holders and public
ownership of shares are substantial enough to ensure adequate depth and
liquidity to sustain options trading that is not readily susceptible to
manipulation. The Commission also recognizes that under Commentary .01
of the SRO Rules, investors may be precluded for a significant period
(generally, the three calendar month period required to meet the Price
Requirement) from employing an adequate hedging strategy involving
options on newly issued securities such as those issued during an
initial public offering or rights distribution.
---------------------------------------------------------------------------
\17\ See Securities Exchange Act Release No. 37011 (March 22,
1996) 61 FR 14177 (March 29, 1996) (order approving proposed rule
relating to listing standards for options on securities issued in a
reorganization transaction pursuant to a public offering or a rights
distribution).
---------------------------------------------------------------------------
As the SROs observe in their filings, and alternate method of
meeting equity option listing standards has been established for
securities issued in connection with a spin-off, reorganization,
restructuring or similar corporate transaction.\18\ These alternate
standards facilitate the earlier listing of options on Restructure
Securities by permitting an SRP to determine whether the Restructure
Security satisfies the Public Ownership Requirement, Public Holder
Requirement, Volume Requirement and Price Requirement by reference to
the outstanding equity security previously issued by the issuer of the
Restructure Security. While such criteria are not directly applicable
to the listing of options on RTBs, the CBOE notes that RTBs are being
issued as a result of a corporate restructuring. The SROs believe that
the price history of the RCTB Certificate should be allowed to be used
to determine compliance with the Price Requirement since RTBs are
designed to replicate RCTB Certificates.
---------------------------------------------------------------------------
\18\ The Commission notes that there is a distinction in
treatment of options overlying securities issued to existing
shareholders in spin-off, reorganization or restructuring and
options overlying securities issued through a public offering or
rights distribution. Specifically, options overlying securities
issued pursuant to a public offering or rights distribution cannot
be listed until the market price of Restructure Security has been at
least $7.50 for a least five trading days immediately preceding the
selection date, while options overlying securities issued to
existing shareholders in a spin-off, reorganization or restructuring
can ``look back'' to the ``original'' security to meet the Price
Requirement without waiting five trading days.
---------------------------------------------------------------------------
The Commission believes that it is appropriate for the SROs to deem
the Price Requirement satisfied for the listing of options of RTBs if
the RTBs have a closing price of a least $7.50 for at least five
trading days since its issuance.\19\ This conclusion is based on the
Commission's determination that RTBs are designed to track the price of
RTCB Certificates. It is extremely likely that RTBs would independently
meet the Price Requirement over the next three months.\20\
Nevertheless, permitting the use of RCTB Certificates price history to
meet the Price Requirement will allow the desirable result of
permitting owners of RTBs to be able to hedge their exposure sooner
through a single overlying options product. Finally, the Commission
notes that requiring actual five day price history of RTBs, prior to
listing options thereon, further ensures that the market is sufficient
to support options trading and is not subject to manipulation.
---------------------------------------------------------------------------
\19\ This approach incorporates the price history of RCTB
Certificates for the prior measured period converted to U.S.
dollars. RCTB Certificates have traded well in excess of $7.50 per
share for the prior three months.
\20\ RTBs have traded from approximately $70 to $77 per share
since October 13, 1998. Thus, the RTBs have been trading well within
the previously discussed $50 to $134 trading range of the RCTB
certificates.
---------------------------------------------------------------------------
The Commission's approval of these proposals is also based on the
fact that, apart from the Price Requirement period, all other options
listing criteria, including that there are 7 million RTB shares owned
by Public Owners, that there are 2,000 Public Holders of RTB shares and
that 2.4 million RTB shares have been traded, will be met prior to the
listing of RTB options.\21\
---------------------------------------------------------------------------
\21\ The Commission notes that the SROs may use various sources
for collecting data on Public Owners of RTB shares, Public Holders
of RTB shares and trading volume of RTB shares. As a result of the
unique circumstances surrounding the Reorganization, the SROs have
agreed to notify the Commission, prior to listing RTB options, when
there are 7 million RTB shares owned by Public Owners, 2,000 Public
Holders of RTB shares and 2.4 million RTB shares have been traded so
that the Commission can ensure that the SROs list RTB options
consistently pursuant to this order. See October 21, 1998 Conference
Call, supra note 12.
---------------------------------------------------------------------------
In addition, as previously stated, Commentary, .03 of the SRO Rules
requires that with respect to an ADR, an effective surveillance sharing
arrangement be in place with the proper regulatory authority in the
country where the security underlying the ADR trades or, as one of
several alternatives, as the Commission otherwise authorizes the
listing. In evaluating new derivative instruments, the Commission,
consistent with the protection of investors, considers the degree to
which the derivative instrument is susceptible to manipulation. The
ability to obtain information necessary to detect and deter market
manipulation and other trading abuses is a critical factor in the
Commission's evaluation. It is for this reason that the Commission
requires that there be an SSA is place between an exchange listing or
trading a derivative product and the exchanges trading the stocks
underlying the derivative contract that specifically enables officials
to survey trading in the derivate product and its underlying
stocks.\22\ Such agreements provide a
[[Page 59348]]
necessary deterrent to manipulation because they facilitate the
availability of information needed to fully investigate a potential
manipulation if it were to occur. With regards to RTBs, these
agreements are especially important to facilitate the collection of
necessary regulatory, surveillance and other information from foreign
jurisdictions.\23\
---------------------------------------------------------------------------
\22\ The Commission believes that the ability to obtain relevant
surveillance information, including, among other things, the
identity of the ultimate purchasers and sellers of securities, is an
essential and necessary component of an SSA. An SSA should provide
the parties thereto with the ability to obtain information necessary
to detect and deter market manipulation and other trading abuses.
Consequently, the Commission generally requires that an SSA require
that the parties to the agreement provide each other, upon request,
information about market trading activity, clearing activity and
customer identify. See Securities Exchange Act Release No. 31529
(November 27, 1992).
\23\ An MOU provides a framework for mutual assistance in
investigatory and regulatory matters. Generally, the Commission has
permitted an SRO to rely on an MOU in the absence of an SSA only if
the SRO receives an assurance from the Commission that such an MOU
can be relied on for surveillance purposes and includes, at a
minimum, the transaction, clearing and customer information
necessary to conduct an investigation. See Securities Exchange Act
Release No. 35184 (December 30, 1994) 60 FR 2616 (January 10, 1995).
In addition, an SRO should nonetheless endeavor to develop SSAs with
the foreign exchange that trades the underlying securities even if
the SRO receives prior Commission approval to rely on an MOU in
place of an SSA.
---------------------------------------------------------------------------
In order to address the above noted concerns and to comply with
Commentary .03 of the SRO Rules, the SROs note that the Commission has
entered into an MOU and the CVM. The Amex represents that it has as SSA
with the BOVESPA. The CBOE also represents that it has an SSA with the
BOVESPA. If the MOU ceases to exist, each SRO represents that it will
contact the Commission immediately in order to enable the Commission to
determine what measures should be taken with regards to the listing and
trading of options on RTBs.\24\ The Commission believes that the
combination of the SSAs and the MOU satisfy the requirement of
Commentary .03 of the SRO Rules. The Commission also notes that the
SROs have relied on the SSAs and the MOU to trade option overlying
Telebras ADSs.
---------------------------------------------------------------------------
\24\ The Commission notes that although the Phlx does not have
an SSA with the BOVESPA, the MOU alone satisfies the requirement of
Commentary .03 of the SRO Rules. Furthermore, the Commission
believes that in the case of the Amex and the CBOE, if the SAAs
cease to exist but the MOU is still effective, the Amex and the CBOE
are not required to notify the Commission.
---------------------------------------------------------------------------
For the reasons described above, the Commission finds good cause to
approve the proposed rule changes prior to the thirtieth day after
publication of notice of filing thereof in the Federal Register. The
Commission believes that the proposals will benefit investors that have
invested in TRBs and who seek to hedge their exposure to the Brazilian
telecommunications market through a single overlying options product.
In addition, the Commission believes that any regulatory issues that
are posed by options on RTBs have been addressed adequately by the SROs
in a manner consistent with past Commission action.\25\
---------------------------------------------------------------------------
\25\ Supra note 6.
---------------------------------------------------------------------------
Accordingly, the Commission believes that it is consistent with
Sections 6(b)(5) and 19(b)(2) \26\ of the Act, to find that good cause
exists to approve the proposed rule changes on an accelerated basis.
---------------------------------------------------------------------------
\26\ 15 U.S.C. 78s(b)(2).
---------------------------------------------------------------------------
IV. Solicitation of Comments
Interested person are invited to submit written data, views and
arguments concerning the foregoing, including whether the proposed rule
changes are consistent with the Act. Persons making written submissions
should file six copies thereof with the Secretary, Securities and
Exchange Commission, 450 Fifth Street, NW., Washington, DC 20549.
Copies of the submission, all subsequent amendments, all written
statements with respect to the proposed rule changes that are filed
with the Commission, and all written communications relating to the
proposed rule changes 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,
NW., Washington, DC 20549. Copies of such filing will be available for
inspection and copying at the principal office of the SROs. All
submission should refer to File Nos. SR-Amex-98-41, SR-CBOE-98-45 and
SR-Phlx-98-49 and should be submitted by November 24, 1998.
It is therefore ordered, pursuant to Section 19(b)(2) of the Act,
that the proposed rule changes (SR-Amex-98-41, SR-CBOE-98-45 and SR-
Phlx-98-49) are approved.
For the Commission by the Division of Market Regulation,
pursuant to delegated authority.\27\
---------------------------------------------------------------------------
\27\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 98-29340 Filed 11-2-98; 8:45 am]
BILLING CODE 8010-01-M
