SECURITIES AND EXCHANGE COMMISSION HISTORICAL SOCIETY

Highlights of 2005

WWW SECHISTORICAL OHG .. · .. Preserl'ing lnvestin,r's Past I · · I Exploring lnve.,tmg s Future -· b THE VIRTUAL MUSEUM OF SEC AND SEChristopher Cox in October, he informed Commission, preserves and shares SEC and me that the museum 's collections were used to prepare for his confirmation securities history through its virtual museum hearings. While I was delighted by the news, I am even more pleased that and archive at www.sechistorical.org. the virtual museum and archive now attracts over 4,500 visitors each month The virtual museum and archive makes broadly from the SEC, the financial and investor community, law and accounting available primary materials on the impact that firms, academia, the press and the general public. the SEC has had on the growth of U.S. and international capital markets since its inception. Before the virtual museum and archive opened, none of the materials in the collections - from galleries to timeline, from papers to links , from pho­ tos to oral histories and online programs - were easily accessible. All that Trustees you see at www.sechistorical.orgtoday, and all that will be added in the David M. Becker future, are made possible through the guidance of our Museum Committee , Donald L. Calvin chaired by Richard H. Rowe, and even more by the generous support of per ­ Margaret M. Foran sons such as you who contribute materials, memories and monies to help Sheldon I. Goldfarb, Vice President build the museum. JohnJ. Huber With your sustained support, we can do even more in the years to come . Richard G. Ketchum On behalf of my fellow trustees and volunteer leaders, thank you . Robert J. Kueppers, President Theodore A. Levine, Chairman Sincerely, David B.H. Martin, Jr. John M. Ramsay, Treasurer Thomas L. Riesenberg Richard H. Rowe, Vice President Mary L. Schapiro ~~7 Richard H. Walker President Elisse B. Walter, Secretary

Administration Carla L. Rosati, CFRE, Executive Director Heidi J. Zimmerman, Office/ProgramManager ON THE COVER: Each of the 34 persons who moderatedor participated in one of the Society's (until November 2005) 12 online/live and onlineprograms during 2005 is shown on the cover,Linda Thomsen (10-20), Bany Melancon (11- 1), RichardBooth (9-20), Ralph Ferrara(10-20) , Gary 1101Pennsylvania Avenue NW Cohen (3-22), David Ellis (7-27) , Wayne Carlin (6-9), Nell Minow (2- 15), William Suite 600 McLucas(10 -20), DixieJohnson (6- 14), JamesJordan (7-27) . TheodoreLevine (10-20), Washington , D.C. 40oo4 John McGonigle(3-29) , Kathryn McGrath(4 -27), HarveyPitt (6-9), TheresaGabaldon 404-756-5015 (4-19) , James Riepe (4-27), Keny Moynihan (4 - 19), Thomas Morgan(11 - 1), Mary 404-756-5014 (fax) Schapiro(10 -20), Matthew Fink (3-8), StephaniePlancich (7 -27), RichardPhillips (3 -22), RobertPlaze (3-29), Annette Nazareth (6-9), MichaelBleier (3-8). LawrenceMitchell www.sechistorical.org (4- 19), David Silver (3-29), RobertPozen (4-27), Laura Unger(6 - 14), Martin Lybecker (3-8), Thomas Russo (6-9), Edward Kwalwasser(6 -9) and Louis Bevilacqua(9-20). Growth of the Virtual Museum and Archive at www.sechistorical.org

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December5 , 1936 Telegramfrom HowardA. Judy to Allen Throop,SEC (courtesy of the National Archives)

Just three years after its debut on June 1, 4004, the Securities the SEC (1936-39) - opened on December 1st. These gal­ and Exchange Commission Historical Society's virtual leries, and future galleries , are designed to facilitate visi­ museum and archive at www.sechistorical.orghad its tor access to key topics in SEC and securities history. most significant year of development and growth in 4005. Museum visitors now have two options to find materials: The highlight of the museum 's growth occurred at the 1) by using the search function located throughout the end of the year, when the inaugural galleries - 431 Days: museum to search by name , year or topic; or 4) by clicking Joseph P. Kennedy and the Creation of the SEC (1934- on the gallery of their choice , with the relevant materials 1935), and William 0. Douglas and the Growing Power of already identified for them. "Allowme to warn you STA!'}f?A~D STOCK EJC~HAOCiE .,...... - .._.,•Oi SPOKAnE. WAsHmtTOn &ll'llt~....,,.. ...-u~_.,...._~"==·= again that nothing 1,.r_.11112 done by the Government makes stock market ilr, Day !Can, fteg1on&l 11dministrato?' speculation safe." Secur1tiee and QOh'lllt• Cor:wisnton 81?1 sooonl1 ,;v. Seattle, lasllintt.?n From the June 15, 1935 letterfrom SEC Chairman Joseph P. Kennedy to Mr. R. Head 1'1nd enclosed htt•r ot Jearuary 11th reca1ved this lll0mil1t rroa Oanson Purcoll, Director ot (with pennission of the Tr~dirib ud uc~41.11geUivieion, tog~tn~r with bl.ea•• !lo. 1579 , John F. Kennedy Library Foundation) Tnese rcle&eea are co,ung so r~st thet we ire not •bl• to digest tlltlll. li.'111,YOU ".l.ndl1 a.t your eal'l1ost convenlence baYe ao~one ex;,la1n Lo us porliOl\Al.ly Just 1rhat the enclosed mo!!ns? 'lhe only place it ld:U apply to us 1 on wai­ n••• l.4t.ae,m V,wco ,ver Md b;,o:.ume, as r ~r os I ao a'ble to ll4Clll'ttUn .

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P r a a 1 d e n t February 15, 1938 letterfrom Standard Stock Exchange to Day Karr, SEC •,rr ..... (courtesy of the National Archives) Ft! l.l q<19 t , t T ... A t.,t;, I. "l

Other significant additions to the virtual museum and complete, providing both a sturdy and flexible platform for archive in 4005 included: the continued growth of the collections. I the 1963 Special Study of the Securities Markets, made The museum's collections grew by nearly 50% in 4005, possible by a gift from the family of Milton H. Cohen, fueled primarily by the accession of nearly 450 materials - the director of the study. papers, photos, oral histories and audio and film clips - I oral histories interviews with Lawrence Greene, collected for the inaugural galleries. This year marked a Howard Hodges, Catherine McCoy, Neal McCoy, transition in the Society's accession practice to a more pro­ Bernard Meltzer, Theodore Sande and active approach in identifying and adding the materials Francis Trainor. needed to build the collections, coordinated by the Museum I speeches by John C. "Sandy" Burton. Committee in partnership with professional historians. I comment letters on Rule 10b-10 and Regulation D. What will be added to the collections in 4006? I SEC Annual Reports through 1958. I At least one new gallery, with the subject to be deter­ I a map and addresses of the SEC home offices from mined early in the year by the Museum Committee; 1934 to the present. I Oral histories interviews with the seven women SEC I links to SEC papers in presidential libraries . Commissioners - Cynthia Glassman, Barbara Thomas With the opening of the inaugural galleries on Judge, Roberta Karmel, Annette Nazareth, Aulana December 1st, the "footprint" of the virtual museum and Peters, Mary Schapiro and Laura Unger - and with for­ archive has been set. The organizational infrastructure of mer SEC Chief Accountants A Clarence Sampson, the museum - consisting of the Galleries, Online Programs, Michael Sutton and Lynn Turner; and Papers, Photos, Oral Histories and the Timeline - is now I Papers from SEC Commissioner John Evans.

2 2005 Programsand Partnerships www.sechistorical.orgbroadcast a robust schedule of twelve online and live/ online programs during 4005, all of which are now preserved in the virtual museum and archive. The Society's two live/ online pro ­ grams in 4005 were both presented in New York City. "Crisis and Resolve: The SEC and the Securities Industry Remember September 11, 4001" was the focus of the Society's 4005 Annual Meeting, held on June 9th . Harvey Pitt, who served as SEC Chairman during the attacks of September 11th and aftermath, was the keynote speaker. The program was the first Society Annual Meeting to be held outside of Washington, D.C., and the first to attract sponsor­ ships. Kalorama Partners LLCwas the principal sponsor, with addi­ William Mclucas, Mary Schapiroand TheodoreLevine during the discussion at the tional generous support from Pfizer, October20th "EnforcementRemedies "program . Inc.; in -kind support was provided by Bear, Stearns & Co. and Deloitte & ToucheLLP. On October 40th, the Society, in partnership with the Economic Consulting's annual Finance, Law and New York University Center for Law and Business , pre­ Economics Securities Litigation seminar, sponsored by sented "Enforcement Remedies," moderated by Theodore NERA. Levine, Society Chairman , and sponsored, in part , by The The Society was also invited to partner in 4005 with: Association of SEC Alumni, Inc . (ASECA). I The George Washington University, for the 45thAnnual In March and April, the Society offered a four-part Manuel F. Cohen Lecture on March 43rd. SEC series on Developments in the Mutual Fund Industry , Commissioner Harvey Goldschmid was the speaker. coordinated by Matthew Fink, Martin Lybecker and I Fordham University School of Law, for the 6th Annual Richard Phillips of the Society's Advisory Council. The A.A. Sommer, Jr. Corporate Securities and Financial series looked at the role of banks, insurance companies Law Lecture on November 17th. Edward F. Greene was and money market funds in the industry, and concluded the speaker. with a discussion of recent developments. What will be online in 4006? The Society's Annual The Society's fireside chats - our signature interactive Meeting will be held at the SEC on June 6, 4006 , marking online program series -was moderated in 4005 by the 74nd anniversary of the SEC, with a discussion on "The Professor Theresa Gabaldon of The George Washington Critical Role of Accounting and Financial Reporting in the University Law School, and featured discussions on share­ Capital Market System." Professor Gabaldon will return as holder rights (February 15th), executive compensation moderator of the 4006 fireside chats, with programs look­ (April 19th), Regulation FD (June 14th), cross -border reg­ ing at online fraud, the development of EDGAR, behavioral ulation (September 40th) and professional responsibility economics, and "The Best of NERA 4006." In addition, the (November 1st). Pfizer, Inc. helped to sponsor the series. Society will partner with the Brooklyn Law School on Professor Gabaldon returned on July 47th to moderate March 31st on a symposium on "New Models for Securities "The Best of NERA II," with presentations from NERA Law Enforcement ."

3 Museum Visitors in 2005

In 4005, the virtual museum and archive at www.sechistorical.orgattracted a record 47,039 visits, What Our Visitors Said far surpassing the 4004 visit total of 9,000. "I think the work of the Society is extremely important - Papers edged out Online Programs as, once again, the maintaining the sense of history that has always beena part most visited section of the museum, followed by the Timeline, Photos and Oral Histories. of this place is one of the things that makes the institution so The Galleries, while opening towards the end of the great and so special. " year, attracted more than 1,400 visits. LINDA TH OMS EN, U.S. SECURITIES AND EXCHANG E COMM ISSION

Recognitionand Presentations "The materials on your site have beenof great assistanceto us I The CPAJournal named www.sechistorical.orgWebsite severaltimes since we discoveredit. We appreciatethis vital of the Month for May. role you are playing in providing access to this frequently I The Washington Post referenced the virtual museum requestedbut sometimes difficult to obtain information. " and the work of the Society in articles in June on the JILL SIDF OR D, SH EARMAN & STERLING LLP changes at the SEC. I The contents and use of the virtual museum and archive were featured in presentations to: "Theactivities of the Society are top notch. .. and the website I Fried Frank Harris Shriver & Jacobson LLP in is turning into a great historical archive. I only wish I had Washington, D.C. in February. more time to spend at it." I Beus Gilbert PLLC in Scottsdale in April. PAUL DU DEK, U.S. SECURITIES AND EXCHANGE COMM ISSION I SEC International Institute in April. I SEC Business Associates in September. I Law Librarians' Society of Washington, D.C. to its collections in July. In January, the oral in December. histories in www.sechistorical.orgwill be linked to I The UK Social Science Information Gateway www.inthefirstperson.com, a database of online oral histo ­ (SOSIG) linked the virtual museum and archive ries interviews from academic institutions and libraries.

NO. OF VISITS

1000

900

800

700

600

500

PAPERS 400

300

200

100

0

FEBUARY APRIL JUNE AUGUST OCTOBER DECEMBER

4 Thanks to Our 2005 Institution Donors

The Securities and Exchange Commission Historical Society thanks the following institutions which have joined in support of the Society in :soo5:

The 1934 Circle Kirkpatrick & Lockhart The Commissioners' Circle (GRANTS OF $25,000 AND MORE) Nicholson Graham LLP (GRANTS OF $1,000 TO $2,499) Kalorama Partners LLC Kramer Levin Naftalis & Frankel LLP Agilent Technologies , Inc. Latham & Watkins LLP Altria Group , Inc . The FDR Circle LeBoeuf, Lamb, Greene & MacRae LLP The Bank of New York (GRANTS OF $10,000 TO $24,999) Morgan Lewis & Bockius LLP Bear, Stearns & Co. (in-kind support) AI CPA-American Institute of Certified NERA Economic Consulting Bialkin Family Foundation Public Accountants The PNC Foundation Cadwalader Wickersham & Taft LLP ASECA- Association of SEC Alumni, Inc. Praxair, Inc. ChevronTexaco Corporation Cleary Gottlieb Steen & Hamilton LLP Schering-Plough Corporation Chicago Board Options Exchange Deloitte & Touche LLP (grant and Shearman & Sterling LLP Cornerstone Research, Inc. in -kind support) Standard & Poor's HowreyLLP Ernst & Young LLP Sullivan & Cromwell LLP International Securities Exchange Fried Frank Harris Shriver & TIAA- CREF Investment Company Institute Jacobson LLP T. Rowe Price Associates Foundation Kingsford Capital Management LLC Grant Thornton LLP The Vanguard Group New York University Center KPMGLLP Wilson Sonsini Goodrich & Rosati for Law & Business (in -kind support) NASD Foundation Philadelphia Stock Exchange Pfizer, Inc . Pickard & Djinis LLP PricewaterhouseCoopers LLP The June 6th Circle Proskauer Rose LLP- Washington , D.C. SkaddenArps Slate Meagher & Flom LLP (GRANTS OF $2,500 TO $4,999) The SEC Institute, Inc. UBS Financial Services, Inc . The Bond Market Association Securities Industry Association Wachtell Lipton Rosen & Katz Bowne & Co., Inc. Shartsis Friese & Ginsburg LLP Wilmer Hale Covington & Burling Society of Corporate Secretaries & Norman and Rosita Winston Cravath, Swaine & Moore LLP Governance Professionals Foundation, Inc . DOAR Stillman & Friedman P.C. Edwards Angell Palmer & Dodge LLP Sutherland Asbill & Brennan LLP The Chairmen's Circle Goldman, Sachs & Co. Taft Stettinius & Hollister LLP (GRANTS OF $5,000 TO $9,999) Hogan & Hartson LLP Vinson & Elkins Arnold & Porter LLP Kellogg Huber Hansen Todd BakerBotts LLP Evans & Figel PLLC The Directors' Circle Bank of America LeClair Ryan (GRANTS OF $500 TO $999) Bingham McCutchen LLP Lehman Brothers Jones & Keller, P.C. Citigroup Mayer Brown Rowe & Maw LLP Citigroup Global Markets, Inc . McDonald 's Corporation Sustainer The Comcast Foundation Milberg Weiss Bershad & Schulman LLP (GRANTS OF $250 TO $499) Davis Polk & Wardwell Municipal Securities Rulemaking Board Davies Ward Phillips & Vineberg LLP Debevoise & Plimpton LLP The Nasdaq Stock Market, Inc. The Depository Trust & Clearing National Stock Exchange Matching Gifts Corporation Neal, Gerber & Eisenberg LLP Altria Group, Inc . Federated Investors, Inc. Promontory Financial Group LLC Deutsche Bank Foley & Lardner LLP RBS Greenwich Capital New York Stock Exchange FTI Consulting, Inc. Securities Industry Association - RadioShack Corporation Gardner Carton & Douglas LLP Compliance & Legal Division The Vanguard Group General Electric Company Sidley Austin Brown & Wood LLP Washington Management Corporation Gibson , Dunn & Crutcher LLP Time Warner, Inc. Katten Muchin Rosenman LLP Wolf Block Schorr and Solis- Cohen LLP

5 0 n December ~9th, the Securities and Exchange Commission Historical Society was invited to participate in the NASDAQ Closing Bell Ceremony in New York City. The ceremony was broadcast on CNBC, CNBC Asia, CNN International, New Tang Dynasty TV, Bloomberg and Bloomberg Brazil, and is now archived at www.nasdaq .com under MarketSite Events. (Left) The NASDAQ Tower overlooking Times Square prior to the ceremony. (Below) Ben Indek, Morgan Lewis & Bockius LLP; Carla Rosati, Society Executive Director; Peggy Foran, Pfizer, Inc.; Robert Kueppers, Deloitte & Touche LLP; John Ramsay, Citigroup; Theodore Levine, Wachtell Lipton Rosen & Katz; Jeff Caplan, NASDAQ; and Anne Flannery, Morgan Lewis & Bockius LLP joined in the ceremony.

Photos© Copyright 2005, The Nasdaq Stock Market, Inc. Reprinted with permission.

SECURITIES AND EXCHANGE COMMISSION HISTORICAL SOCIETY Prsrt First Class U.S. Postage 1101 PENNSYLVANIA AVE. _, N.W. I SUITE 600 I WASHINGTON, D.C. 20004 PAID Southern MD Permit No. 305

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SAVE THE DATE ♦ 2006 ANNUAL MEETING ♦ JUNE 6, 2006 ♦ AT THE SEC IN WASHINGTON, D.C.