sec news digest Issue 95-203 October 20, 1995 RULES AND RELATED HATTERS ORDER GRANTING APPLICATION OF PENNSYLVANIA GAS AND WATER COMPANY The Commission issued an order under section 304 (d) of the Trust Indenture Act of 1939 (Act) on an application filed by pennsylvania Gas and water Company (Company) with respect to an indenture between the Company and First Trust of New York, National Association, as trustee, conditionally exempting specified provisions of the Indenture from the requirements of section 314(d) of the Act. (Trust Indenture Act ReI. 2336; File No. 22-27012) INVESTMENT COMPANY ACT RELEASES SUN LIFE ASSURANCE COMPANY OF CANADA AND SUN CANADA FINANCIAL CO. A notice has been issued giving interested persons until November 7 to request a hearing on an application filed by Sun Life Assurance Company of Canada and Sun Canada Financial Co. for an order under section 6(C) of the Investment Company Act exempting finance subsidiaries of Sun Life Assurance Company of Canada from subparagraph (b) (3) (i) of Rule 3a-5 under the Act so as to permit such finance subsidiaries to rely on the exemptive provisions of Rule 3a-5 under the Act. The order would permit each finance subsidiary to sell preferred stock and debt instruments and use the proceeds to finance the business operations of its parent company and certain subsidiaries of its parent company. (ReI. IC-21423; International Series ReI. 871 - October 17) EQUITABLE CAPITAL PARTNERS, L.P., ET AL. A notice has been issued giving interested persons until November 8 to request a hearing on an application filed by Equitable Capital Partners, L.P., and Equitable Capital Partners (Retirement Fund), L.P. (Funds): and Donaldson, Lufkin & Jenrette securities Corporation (DLJ) for an order under section 57 (c) of the Investment Company Act exempting applicants from section 57(a) (2) of the Act to permit the Funds to sell shares of the common stock of Lexmark Holding, Inc. (to be renamed Lexmark International Group, Inc.) in an initial public offering in which DLJ is a member of the underwriting syndicate. (Rel. IC-21424 - october 17) T. ROWE PRICE SPECTRUM FUND, INC., ET AL. An order has been issued on an application filed by T. Rowe Price Spectrum Fund, Inc., et al. under Section 6 (c) of the Investment Company Act requesting relief from section 12(d) (1) (A) and (B) of the Act, and under sections 6(c) and 17(b) of the Act requesting relief from section 17(a) of the Act. The order further grants an exemption pursuant to Rule 17d-1 under the Act to permit certain joint transactions otherwise prohibited by section 17(d) of the Act and Rule 17d-1. The order, which supersedes two prior orders, permits the Spectrum Fund to continue operating as a "fund of funds" while eliminating many of the restrictions contained in the prior orders. (ReI. IC-21425 - October 18) VANGUARD STAR FUND, ET AL. An order has been issued on an application filed by Vanguard STAR Fund, et al. under section 6(c) of the Investment Company Act for an exemption from section 12(d) (1) of the Act, under sections 6(c) and 17(b) of the Act exempting applicants from section 17(a) of the Act, and pursuant to section 17(d) of the Act and Rule 17d-1 thereunder. The present order supersedes a prior order. The prior order permitted Vanguard STAR Fund to operate as a "fund of funds," subject to the limitation that Vanguard STAR Fund could not acquire more than 10% of the outstanding voting shares of any acquired fund. The present order permits Vanguard STAR Fund to acquire up to 100% of the voting shares of any acquired fund. The present order also permits the boards of trustees/directors of the funds constituting The Vanguard Group of Investment Companies to modify the funds' service agreement to provide that STAR Fund may become a member of The Vanguard Group of Investment Companies without bearing duplicative capital contribution or expense allocation costs. (ReI. IC-21426 - October 18) PORTFOLIOS FOR DIVERSIFIED INVESTMENT A notice has been issued giving interested persons until November 13 to request a hearing on an application filed by Portfolios for Diversified Investment for an order under Section S(f) of the Investment Company Act declaring that applicant has ceased to be an investment company. (ReI. IC-21427 - October 19) 2 NEWS DIGEST, October 20, 1995 ANNUITY INVESTORS LIFE INSURANCE COMPANY, ET AL. A notice has been issued giving interested persons until November 13 to request a hearing on an application filed by Annuity Investors Life Insurance Company (Company), Annuity Investors Variable Account A (Separate Account), and AAG Securities, Inc. for an order pursuant to section 6 (c) of the Investment Company Act exempting them from sections 22(d), 26(a) (2) (C) and 27(c) (2) thereof, to the extent necessary to permit the Company to deduct a mortality and expense risk charge under certain variable annuity contracts (Contracts), and other variable annuity contracts issued by the Company in the future that are materially similar to the Contracts (Future Contracts), from the assets of the Separate Account or any separate account established in the future by the Company to support Future Contracts; and to waive the contingent deferred sales charge when certain specified contingencies trigger the right to a complete or partial surrender. (ReI. IC-21428 - October 19) HOLDING COMPANY ACT RELEASES NATIONAL FUEL GAS COMPANY, ET AL. A supplemental order has been issued authorizing a proposal by National Fuel Gas Company (National), a registered holding company, and its subsidiaries National Fuel Gas Distribution Corporation, National Fuel Gas Supply Corporation, Seneca Resources Corporation, Highland Land & Minerals, Inc., Leidy Hub, Inc., Data-Track Account services, Inc., National Fuel Resources, Inc. and utility Constructors, Inc., whereby National will issue and sell notes and/or commercial paper in the aggregate principal amount of $5 million, through December 31, 1995. (ReI. 35-26392) SELF-REGULATORY ORGANIZATIONS WITHDRAWALS SOUGHT A notice has been issued g1v1ng interested persons until November 8 to comment on the application of ICO, Inc. to withdraw from listing and registration on the Boston Stock Exchange its Common Stock, No Par Value and Preferred Stock, No Par Value. (ReI. 34-36387) A notice has been issued giving interested persons until November 8 to comment on the application of Titan Corporation to withdraw from listing and registration on the Pacific Stock Exchange its Common Stock, $.01 Par Value and its $1.00 Cumulative Convertible Preferred Stock, $1 Par Value. (ReI. 34-36388) NEWS DIGEST, October 20, 1995 3 WITHDRAWAL GRANTED An order has been issued granting the application of Unapix Entertainment, Inc. to withdraw from listing and registration on its Common stock, $.01 Par Value; Class A Redeemable Common stock Purchase Warrants, entitling the holder to Purchase one share of Common stock, for $3.30 and expiring on June 22, 1998; Class B Redeemable Common stock Purchase Warrants, entitling the holder to purchase one share of Common stock for $4.50 and expiring on June 22, 1998; and Units, each consisting of one share of Common stock, one Class A Warrant, and one Class B Warrant on the Boston stock Exchange. (ReI. 34- 36389) PROPOSED RULE CHANGES The Participants Trust Company filed notice of a proposed rule change (SR-PTC-95-06) amending PTC's rules to reflect proposed changes to its processing system that will cause the deliver and receive sides in a securities transaction to simultaneously receive debits and credits to their respective securities and cash positions. Publication of the proposal is expected in the Federal Register during the week of October 23. (ReI. 34-36377 ) The Chicago Board options Exchange filed a proposed rule change (SR- CBOE-95-52) that would remove the pilot status of Rule 8.51; conform Rule 8.51 to the existing practice of permitting, but not requiring, Floor Officials to suspend the ten contract firm quote requirement of Rule 8.51(a) during a fast market; expand the group of persons with authority to grant suspensions, exemptions or exceptions to Rule 8.51 from Market Performance Committee members to any two Floor Officials; specify that when a fast market is declared any two Floor Officials have the power to suspend the firm quote requirement of Rule 8.51 and turn off the Retail Automatic Execution System; allow the senior person then in charge of the Exchange's Control Room to suspend the ten contract firm quote requirement under certain circumstances; and amend Rule 6.20 Interpretation .09 to clarify the instances where a member of the Market Performance Committee may perform the functions of a Floor Official. Publication of the notice is expected in the Federal Register during the week of October 23. (ReI. 34-36391) APPROVAL OF PROPOSED RULE CHANGE The Commission approved a proposed rule change filed by The Options Clearing Corporation (SR-OCC-95-10) that will enhance OCC's Saturday expiration processing cycles by in~tituting a single real-time procedure for the processing of its clearing members' expiring positions. (ReI. 34-36385) 4 NEWS DIGEST, October 20, 1995 The Commission approved a proposal (SR-Amex-95-36) by the American stock Exchange to amend Amex Rule 902C to include Interactive Enterprises L.L.C., publisher and owner of Interactive Week, a bi- weekly magazine in the disclaimer provisions of that Rule. Publication of the approval order is expected in the Federal Register during the week of October 23. (ReI. 34-36386) ACCELERATED APPROVAL OF PROPOSED RULE CHANGE The Commission approved on an accelerated basis a proposed rule change (SR-DTC-95-19) filed by The Depository Trust Company relating to the compliance with confirmation disclosure requirements through the Institutional Delivery system.