[Federal Register Volume 63, Number 118 (Friday, June 19, 1998)]
[Notices]
[Pages 33742-33746]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 98-16349]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-40085; International Series Release No. 1140; file No.
SR-CBOE-98-17]
Self-Regulatory Organizations; Order Granting Approval of
Proposed Rule Change and Amendment No. 1 Thereto, and Notice of Filing
and Order Granting Accelerated Approval of Amendment No. 2 Thereto, by
the Chicago Board Options Exchange, Incorporated Relating to Listing
and Trading Warrants on a Narrow-Based Index
June 12, 1998.
I. Introduction
On April 23, 1998, the Chicago Board Options Exchange, Incorporated
(``CBOE'' or ``Exchange'') filed with the Securities and Exchange
Commission (``Commission'' or ``SEC''), pursuant to Section 19(b)(1) of
the Securities Exchange Act of 1934 (``Act''),\1\ and Rule 19b-4
thereunder,\2\ the proposed rule change to list and trade warrants on
an equal dollar-weighted, narrow-based index (``Index''), comprised of
15 to 20 actively traded common stocks. The Exchange submitted
Amendment No. 1 to the filing on April 30, 1998.\3\ Notice
[[Page 33743]]
of the filing and Amendment No. 1 appeared in the Federal Register on
May 13, 1998.\4\ No comments were received concerning the proposed rule
change. On June 11, 1998, the Exchange submitted Amendment No. 2.\5\
This order approves the CBOE's proposal, as amended.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ See Letter from Stephanie C. Mullins, Attorney, CBOE to
Martianne H. Duffy, Special Counsel, Division of Market Regulation
(``Division''), SEC, dated April 30, 1998. Amendment No. 1
clarifies, among other things, that the Index, as defined above, is
narrow-based and will comply with the generic narrow-based margin
requirements (CBOE Rule 30.53) and position limit requirements (CBOE
Rule 30.35) of the Exchange.
\4\ Securities Exchange Act Release No. 39965 (May 6, 1998) 63
FR 26658.
\5\ See Letter from Staphanie C. Mullins, Attorney, CBOE to
Marianne H. Duffy, Special Counsel, Division, SEC, dated June 11,
1998. Amendment No. 2 clarifies that the Index value will be
disseminated every 15 seconds and will be calculated based on real-
time prices, for all of the component stocks, including those
foreign stocks that are traded during CBOE trading hours. With
respect to foreign stock components that trade during CBOE trading
hours, each Index calculation will use the most recent last sale
price from the appropriate home market. For foreign stocks that do
not trade during CBOE trading hours, the closing price will be used
to calculate the Index value. In addition, Amendment No. 2 clarifies
that component securities will be replaced or supplemented only
under the events discussed below. Absent unusual circumstances
involving a merger or consolidation, conversion into another class
of securities, a spin-off, or the termination of a depository
receipt program, the Exchange will adhere to the following
procedures; (1) in the event of a merger or consolidation (whether
between component stocks or between one component stock and one non-
component stock), the original component stock will be replaced by
the new security; (2) in the event of a conversion into another
class of security, the original component stock will be replaced by
the new security; (3) in the event of a spin-off of a subsidiary,
both the subsidiary issue and the original parent security will be
included in the Index, unless the subsidiary is an insignificant
percentage of the original security, in which case the CBOE will
consult with the SEC prior to omitting the subsidiary issuer from
the Index; and (4) should a depositary receipt program be
terminated, for any reason, after an American Depositary Receipt
(``ADR'') has already been included in the Index, the CBOE in
consultation with the SEC staff will evaluate the appropriate
procedure to be employed to ensure continuity of the Index.
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II. Description of the Proposal
The purpose of the proposed rule change is to permit the Exchange
to list and trade warrants based on the Index, comprised of 15 to 20
actively traded common stocks, no more than four of which will be
foreign issued and traded. The remaining stocks will be listed on the
American Stock Exchange, Incorporated (``Amex''), New York Stock
Exchange, Incorporated (``NYSE'') or through the facilities of the
National Association of Securities Dealers Automated Quotation
(``Nasdaq'') system and are reported national market system securities
(``Nasdaq/NMS'').
The Exchange is permitted to list and trade stock index warrants
under CBOE Rule 31.5E. The Exchange now is proposing to list and trade
cash-settled, stock index warrants linked to the Index. At the time of
listing and trading, the warrants will meet all of the generic criteria
for stock index warrants as set forth in CBOE Rule 31.5E as well as the
specific generic criteria for narrow-based index warrants discussed
below.
Rule 31.5E requires, among other things, that: (1) the issuer has a
tangible net worth in excess of $150,000,000 and otherwise
substantially exceeds earnings requirements in Rule 31.5(A) \6\ or meet
the alternate guideline in paragraph (4) of Rule 31.5E; \7\ (2) the
minimum public distribution of such issues shall be 1,000,000 warrants,
together with a minimum of 400 public holders, and have an aggregate
market value of $4,000,000; (3) the term of the warrants shall be for a
period ranging from one to five years from date of issuance; (4) if 25%
or more of the value of the underlying index is represented by
securities that are traded primarily in the United States, the terms of
the warrants provide that the opening prices of the stocks comprising
the index will be used to determine (i) the final settlement value
(i.e. the settlement value at expiration); and (ii) the settlement
value for the warrants as valued on either of the two business days
preceding the day on which the final settlement value is to be
determined; (5) all stock index warrants must include in their terms
provisions specifying the time by which all exercise notices must be
submitted and that all unexercised warrants that are in the money (or
in the money by a stated amount) will be automatically exercised on
their expiration date or on or promptly following the date on which
such warrants are delisted by the Exchange; (6) foreign country
securities or ADRs that are not subject to a comprehensive surveillance
agreement and have less than 50% of their global trading volume in
dollar value in the United States, shall not, in the aggregate,
represent more than 20% of the weight of an index, unless such index is
otherwise approved for warrant or option trading; and (7) the issuer of
the warrants will make arrangements to advise the Exchange immediately
of any change in the number of warrants outstanding due to the early
exercise of such warrants or will provide this information itself. If
any change in the number of warrants occurs, notice will be filed with
the Exchange by 3:30 p.m. Chicago time, on the date when the settlement
value for the Warrants is determined.
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\6\ Rule 31.5A requires that an issuer's total assets less total
liabilities are at least $4,000,000, that pre-tax income earnings of
at least than $750,000 in the issuer's last fiscal year or in two of
the last three fiscal years and net income of at least $400,000.
\7\ Paragraph (4) of CBOE Rule 31.5E states that where an issuer
has a minimum tangible net worth in excess of $150,000,000, but less
than $250,000,000, the Exchange shall not list stock index warrants
of the issuer if the value of such warrants plus the aggregate
value, based upon the original issue price, of all outstanding stock
index, currency index and currency warrants of the issuer and its
affiliates combined that are listed for trading on a national
securities exchange or traded through the facilities of Nasdaq
exceeds 25% of the issuer's net worth.
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The generic criteria for narrow-based index warrants include, among
other things, initial listing standards which state that: (1) each
component security have a market capitalization of at least $75
million, except that for each of the lowest weighted securities in the
index that in the aggregate account for no more than 10% of the weight
of the index, the market capitalization is at least $50 million; (2)
the trading volume of each component security has been at least one
million shares for each of the last six months, except that for each of
the lowest weighted securities in the index that in the aggregate
account for no more than 10% of the weight of the index, trading volume
has been at least 500,000 shares for each of the last six months; (3)
no single component security represents more than 25% of the weight of
the Index, and the five highest weighted component securities in the
Index do not in the aggregate account for more than 60%, for an index
consisting of fewer than 25 component securities, of the weight of the
Index; (4) at least 80% of the total number of component securities in
an index satisfy the requirements of CBOE Rule 5.3 \8\ applicable to
individual underlying securities; (5) U.S. component securities are
``reported securities'' as defined in Rule 11Aa3-1 under the Act; (6)
the current underlying Index value will be reported at least once every
fifteen seconds during the time the Index warrants are traded on the
exchange; and (7) for maintenance purposes, the total number of
component securities in the Index may not increase or decrease by more
than 33\1/3\% from the number of component securities in the Index at
the time of its initial listing, and in no event may be less than nine
component securities.\9\
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\8\ CBOE Rule 5.3 describes, among other things, the options
eligibility requirements for individual equity securities.
\9\ The Commission notes that the requirement of paragraph (7)
may not be maintained in the following limited circumstances. The
CBOE has represented that no attempt will be made to find a
replacement stock or to otherwise compensate for a stock which is
extinguished due to bankruptcy or similar circumstances.
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[[Page 33744]]
A. Index Design and Stock Selection Criteria
The Exchange represents that the Index will be categorized as
narrow-based. The stocks to be included in the Index will be selected
by a member firm of the Exchange and will be announced at or as close
as possible to the time of the offering, and included in the issuer's
offering materials. The Exchange represents that the Index and its
component stocks will meet all the criteria of CBOE Rule 31.5E and the
generic criteria for narrow-based index warrants, discussed above,
prior to trading of the warrants. Particularly, the CBOE notes that
with regard to paragraph (1) of CBOE Rule 31.5E, the net worth and
earnings of the issuer substantially exceeds the criteria for equity
issues of CBOE Rule 31.5A (i.e., total assets less total liabilities
are greater than $4,000,000; pre-tax income earnings were greater than
$750,000 in its last fiscal year; and the issuer's net income was
greater than $400,000), and the issuer has a minimum tangible net worth
in excess of $250,000,000. As a result, the CBOE notes that paragraph
(4) of CBOE Rule 31.5E regarding limitations on issuance is not
applicable. In addition, the CBOE represents that with regard to
paragraph (3) of CBOE Rule 31.5E, the warrants will mature between two
to three years from the date of issuance. With regard to the generic
criteria for narrow-based index warrants discussed above, the Exchange
represents that each component security of the Index will have a
minimum market capitalization of $150 million except that two component
stocks that do not in the aggregate account for more than 10% of the
Index weight, may have a market capitalization of not less than $50
million.
B. Calculation and Dissemination of the Index Value
The Index will be calculated using an equal dollar-weighting
methodology designed to ensure that each of the component securities is
represented in an approximately equal dollar amount in the Index. To
create the Index, a portfolio of equity securities will be established
by a member firm of the Exchange representing an investment of $10,000
in each component security (rounded to the nearest whole share). The
value of the Index will equal the market value of the sum of the
assigned number of shares of each of the component securities divided
by an Index divisor. The Index divisor initially will be set to provide
a benchmark value of 100 at the time that the warrants are priced for
sale to the investing public.
The number of shares of each component stock in the Index will
remain fixed except in the event of certain types of corporate actions
such as the payment of a dividend (other than an ordinary cash
dividend), a stock distribution, stock split, reverse stock split,
rights offering, distribution, reorganization, recapitalization, or
similar event with respect to the component securities. The number of
shares of each component security also may be adjusted, if necessary,
in the event of a merger, consolidation, dissolution, or liquidation of
an issuer or in certain other events such as the distribution of
property by an issuer to shareholders, the expropriation or
nationalization of a foreign issuer, or the imposition of certain
foreign taxes on shareholders of a foreign issuer.
The Exchange represents, that component securities will be replaced
or supplemented only under the events discussed below. Absent unusual
circumstances involving a merger or consolidation, conversion into
another class of securities, a spin-off, or the termination of a
depositary receipt program, the Exchange will adhere to the following
procedures: (1) in the event of a merger or consolidation (whether
between component stocks or between one component stock and one non-
component stock), the original component stock will be replaced by the
new security; (2) in the event of a conversion into another class of
security, the original component stock will be replaced by the new
security; (3) in the event of a spin-off of a subsidiary, both the
subsidiary issue and the original parent security will be included in
the Index, unless the subsidiary is an insignificant percentage of the
original security, in which case the CBOE will consult with the SEC
prior to omitting the subsidiary issuer from the Index; and (4) should
a depositary receipt program be terminated, for any reason, after an
ADR had already been included in the Index, the CBOE in consultation
with the SEC staff will evaluate the appropriate procedure to be
employed to ensure continuity of the Index.\10\ If the security remains
in the Index, the number of shares of the security may be adjusted to
the nearest whole share to maintain the component's relative weight in
the Index at the level immediately prior to the corporate action. In
all cases, the divisor will be adjusted, if necessary, to ensure
continuity of the value of the Index.
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\10\ No attempt will be made to find a replacement stock or to
otherwise compensate for a stock which is extinguished due to a
bankruptcy or similar circumstances, supra note 9.
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The CBOE also represents that after the selection of the initial
securities has been made, the CBOE, not the broker-dealer that
initially will select the stocks, will decide all subsequent issues
relating to the composition of the Index and/or the component
securities.
Primary and backup pricing sources will be used to obtain prices
for foreign stocks. All non-U.S. traded stocks will be valued in U.S.
dollars using each country's cross-rate to the U.S. dollar. Bloomberg's
composite New York rates, or comparable rates, quoted at 2:00 p.m.
Chicago time the previous day, will be used to convert any non-U.S.
traded stock price from the respective countries to U.S. dollars. If
there are several quotes, the first quoted rate in that minute will be
used to calculate the Index. In the event that there is no Bloomberg
exchange rate for a country's currency at 2:00 p.m. the previous day,
stocks will be valued at the first U.S. dollar cross-rate quoted before
2:00 p.m. Chicago time the previous day.
As previously stated, the Index value will be calculated and
disseminated every 15 seconds and will be calculated based on real-time
prices, for all of the component stocks, including those foreign stocks
that are traded during CBOE trading hours. With respect to foreign
stock components that trade during CBOE trading hours, each Index
calculation will use the most recent last sale price from the
appropriate home market. For foreign stocks that do not trade during
CBOE trading hours, the closing price will be used to calculate the
Index value.\11\
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\11\ See Amendment No. 2, supra footnote 5.
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C. Index Warrant Trading (Exercise and Settlement)
The warrants will be direct obligations of their issuer, subject to
cash-settlement in U.S. dollars and will be exercisable throughout
their life (i.e., American-Style).\12\ Upon exercise, the holder of a
Warrant structured as a ``put'' will receive payment in U.S. dollars to
the extent that the value of the Index has declined below a pre-stated
cash settlement value. Conversely, upon exercise (or at the warrant
expiration date in the case of warrants with European-style exercise),
the holder of a Warrant structured as a ``call'' will receive payment
in U.S. dollars to the extent that the value of the Index has increased
above the pre-stated cash settlement value. Warrants that are ``out-
[[Page 33745]]
of-the-money'' at the time of expiration will expire worthless.
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\12\ Telephone conversation between Stephanie C. Mullins,
Attorney, CBOE and Marianne H. Duffy, Special Counsel, June 12,
1998.
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D. Warrant Listing Standards and Customer Safeguards
Sales practice rules applicable to the trading of index warrants
are provided for in Exchange Rule 30.50 and to the extent provided by
Rule 30.52 they are also contained in Chapter IX of the Exchange's
Rules. Rule 30.50 governs, among other things, communications with the
public. Rule 30.52 subjects the transaction of customer business in
stock index warrants to many of the requirements of Chapter IX of the
Exchange's rules dealing with public customer business, including
suitability. For example, no member organization may accept an order
from a customer to purchase a stock index warrant unless that
customer's account has been approved for options transactions. The same
suitability and use of discretion provisions that are applicable to
transactions in options will be equally applicable to the warrants
pursuant to CBOE rules. The listing and trading of index warrants on
the Index will be subject to these guidelines and rules.
E. Other Applicable Exchange Rules
As previously stated, the CBOE represents that the Index will be
categorized as narrow-based. As such, the generic narrow-based warrant
standards regarding margin requirements provided for under Exchange
rule 30.53 will apply. The applicable generic narrow-based position and
exercise limits will be determined pursuant to Exchange rule 30.35.\13\
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\13\ See Amendment No. 1, supra note 3.
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III. Commission Findings and Conclusions
The Commission finds that the proposed rule change by the Exchange
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 Section 6(b)(5) of the Act.\14\
Specifically, the Commission finds that the listing and trading of
warrants based on the Index will serve to promote the public interest
and help to remove impediments to a free and open securities market by
providing investors with a means to hedge exposure to market risk
associated with a portion of the equity markets \15\ and promote
efficiency, competition and capital formation.\16\
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\14\ 15 U.S.C. 78f(b)(5).
\15\ Pursuant to Section 6(b)(5) of the Act, the Commission must
predicate 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.
\16\ 15 U.S.C. 78c(f).
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Nevertheless, the trading of warrants on the Index raises several
concerns related to the design and maintenance of the Index, customer
protection, surveillance and market impact. The Commission believes,
however, for the reasons discussed below, that the CBOE has adequately
addressed these concerns.
A. Design and Maintenance of the Index
The Commission finds that it is appropriate and consistent with the
Act for the CBOE to apply its narrow-based index warrant listing
standards and trading rules to the Index. First, the Index will be
composed of 15 to 20 actively traded common stocks, no more than four
of which will be foreign issued and traded. The remaining stocks will
be listed on the Amex, NYSE or through the facilities of Nasdaq and are
reported Nasdaq/NMS securities.
The Commission notes that with respect to the maintenance of the
Index, the CBOE has implemented several safeguards in connection with
the listing and trading of Index warrants that will serve to ensure
that the Index component securities are relatively highly capitalized
and actively traded. In this regard, the CBOE represents that the Index
and its component stocks will meet all the criteria of CBOE Rule 31.5E
and the generic criteria for narrow-based index warrants, discussed
above, prior to trading of the warrants. Particularly, the CBOE notes
that with regard to paragraph (1) of CBOE Rule 31.5E, the net worth and
earnings of the issuer substantially exceeds the criteria for equity
issues of CBOE Rule 31.5A (i.e., total assets less total liabilities
are greater than $4,000,000; pre-tax income earnings were greater than
$750,000 in its last fiscal year; and the issuer's net income was
greater than $400,000), and the issuer has a minimum tangible net worth
in excess of $250,000,000. As a result, the CBOE notes that paragraph
(4) of CBOE Rule 31.5E regarding limitations on issuance is not
applicable. In addition, the CBOE represents that with regard to
paragraph (3) of CBOE Rule 31.5E, the warrants will mature between two
to three years from the date of issuance. With regard to the generic
criteria for narrow-based index warrants discussed above, the Exchange
represents that each component security of the Index will have a
minimum market capitalization of $150 million except that two component
stocks that do not in the aggregate account for more than 10% of the
Index weight, may have a market capitalization of not less than $50
million.\17\
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\17\ The Commission notes that the proposal does not contain a
list of the actual components of the Index. The CBOE has committed
to provide the list to the Commission, when it becomes publicly
available, prior to the trading of the Index warrants. See Amendment
No. 2, supra note 5.
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B. Customer Protection
The Commission notes that the rules and procedures of the Exchange
adequately address the special concerns attendant to the trading of
Index warrants. Specifically, the applicable suitability, account
approval, disclosure and compliance requirements of the CBOE warrant
listing standards satisfactorily address potential concerns. Moreover,
the CBOE plans to distribute a circular to its membership calling
attention to specific risks associated with warrants on the Index.
Further, pursuant to the Exchange's listing guidelines, only companies
capable of meeting the CBOE's index warrant issuer standards will be
eligible to issue Index warrants. These standards, among other things,
help to ensure that the issuer is sufficiently creditworthy to be able
to meet its obligations at the expiration of the Index warrants.
C. Surveillance
In evaluating new derivative instruments, the Commission consistent
with the protection of investors, considers the degree to which the
derivative exchange has the ability to obtain information necessary to
detect and deter market manipulation and other trading abuses. It is
for this reason that the Commission requires that there be a
comprehensive surveillance agreement in 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 derivative product and its
underlying stocks.\18\ Such agreements facilitate the
[[Page 33746]]
availability of information needed to fully investigate a potential
manipulation if it were to occur. For foreign stock index derivative
products, these agreements are especially important to facilitate the
collection of necessary regulatory, surveillance and other information
from foreign jurisdictions. In order to address the above concerns, the
Commission notes that the Index will be maintained in accordance with
CBOE Rule 31.5(E)(7), which states that foreign country securities or
ADRs that are not subject to a comprehensive surveillance agreement and
have less than 50% of their global trading volume in dollar value in
the United States, cannot, in the aggregate, represent more than 20% of
the weight of an index.
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\18\ 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 a comprehensive surveillance
agreement. A comprehensive surveillance agreement 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 a comprehensive
surveillance agreement require that the parties to the agreement
provide each other, upon request, information about market trading
activity, clearing activity and customer identity. See Securities
Exchange Act Release No. 31529 (November 27, 1992).
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For the reasons discussed above, the Commission finds good cause to
approve Amendment No. 2 prior to the thirtieth day after the date of
publication of notice of filing thereof in the Federal Register.
Specifically, Amendment No. 2 provides that the Index value will be
disseminated every 15 seconds and will be calculated based on real-time
prices, for all of the component stocks, including those foreign stocks
that are traded during CBOE trading hours. With respect to foreign
stock components that trade during CBOE trading hours, each Index
calculation will use the most recent last sale price from the
appropriate home market. For foreign stocks that do not trade during
CBOE trading hours, the closing price will be used to calculate the
Index value. In addition, Amendment No. 2 clarifies that component
securities will be replaced or supplemented only under the events
discussed below. Absent unusual circumstances involving a merger or
consolidation, conversion into another class of securities, a spin-off,
or the termination of a depositary receipt program, the Exchange will
adhere to the following procedures: (1) in the event of a merger or
consolidation (whether between component stocks or between one
component stock and one non-component stock), the original component
stock will be replaced by the new security; (2) in the event of a
conversion into another class of security, the original component stock
will be replaced by the new security; (3) in the event of a spin-off of
a subsidiary, both the subsidiary issue and the original parent
security will be included in the Index, unless the subsidiary is an
insignificant percentage of the original security, in which case the
CBOE will consult with the SEC prior to omitting the subsidiary issuer
from the Index; and (4) should a depositary receipt program be
terminated, for any reason, after an ADR had already been included in
the Index, the CBOE in consultation with the SEC staff will evaluate
the appropriate procedure to be employed to ensure continuity of the
Index. The Commission notes that no comments were received when the
original notice of the proposed rule change was published and that no
new regulatory issues are presented in Amendment No. 2.
Accordingly, the Commission believes that it is consistent with
Sections 6(b)(5) and 19(b)(2)\19\ of the Act, to find good cause exists
to approve Amendment No. 2 on an accelerated basis.
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\19\ 15 U.S.C. 78s(b)(2).
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IV. Solicitation of Comments
Interested persons are invited to submit written data, views and
arguments concerning Amendment No. 2, including whether the proposed
rule change is consistent with the Act. 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 Room, 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 CBOE.
All submissions should refer to File No. SR-CBOE-98-17 and should be
submitted by July 10, 1998.
For the foregoing reasons, the Commission finds that the CBOE's
proposal to list and trade warrants based on the Index is consistent
with the requirements 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 change (SR-CBOE-98-17), as amended, is approved.
For the Commission, by the Division of Market Regulation,
pursuant to delegated authority.\20\
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\20\ 17 CFR 200.30-3(a)(12) (1994).
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Jonathan G. Katz,
Secretary.
[FR Doc. 98-16349 Filed 6-18-98; 8:45 am]
BILLING CODE 8010-01-M