240.14d-11 Subsequent offering period. 240.14d-100 Schedule TO. Tender offer statement under section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934. 240.14d-101 Schedule 14D-9. 240.14d-102 Schedule 14D-1F. Tender offer statement pursuant to rule 14d-1(b) under the Securities Exchange Act of 1934. 240.14d-103 Schedule 14D-9F. Solicitation/ recommendation statement pursuant to section 14(d)(4) of the Securities Exchange Act of 1934 and rules 14d-1(b) and 14e-2(c) thereunder.

REGULATION 14E

240.14e-1 Unlawful tender offer practices. 240.14e-2 Position of subject company with respect to a tender offer.

240.14e-3 Transactions in securities on the basis of material, nonpublic information in the context of tender offers. 240.14e 4 Prohibited transactions in connection with partial tender offers. 240.14e-5 Prohibiting purchases outside of a tender offer.

240.14e-6 Repurchase offers by certain closed-end registered investment companies.

240.14e-7 Unlawful tender offer practices in connection with roll-ups.

240.14e-8 Prohibited conduct in connection with pre-commencement communications.

240.14f-1 Change in majority of directors.

EXEMPTION OF CERTAIN OTC DERIVATIVES DEALERS

240.15a-1 Securities activities of OTC derivatives dealers.

EXEMPTION OF CERTAIN SECURITIES FROM
SECTION 15(A)

240.15a-2 Exemption of certain securities of cooperative apartment houses from section 15(a).

240.15a-3 [Reserved]

240.15a-4 Forty-five day exemption from registration for certain members of national securities exchanges.

240.15a-5 Exemption of certain nonbank lenders.

REGISTRATION OF BROKERS AND DEALERS 240.15a-6 Exemption of certain foreign brokers or dealers.

240.15a-7 Exemption from the definitions of "broker" or "dealer" for banks for limited period of time.

240.15a-8 Exemption for banks from Section 29 liability.

240.15a-9 Exemption from the definitions of "broker" and "dealer" for savings associations and savings banks.

240.15a-10 Exemption of certain brokers or dealers with respect to security futures products.

240.15b1-1 Application for registration of brokers or dealers.

240.15b1-2 [Reserved]

240.15b1-3 Registration of successor to registered broker or dealer.

240.15b1-4 Registration of fiduciaries. 240.15b1-5 Consent to service of process to be furnished by nonresident brokers or dealers and by nonresident general partners or managing agents of brokers or dealers.

240.15b2-2 Inspection of newly registered brokers and dealers.

240.15b3-1 Amendments to application. 240.15b5-1 Extension of registration for pur

poses of the Securities Investor Protection Act of 1970 after cancellation or revocation.

240.15b6-1 Withdrawal from registration. 240.15b7-1 Compliance with qualification requirements of self-regulatory organizations.

240.15b7-3T Operational capability in a Year 2000 environment.

240.15b9-1 Exemption for certain exchange

members.

240.15b9-2 Exemption from SRO membership for OTC derivatives dealers.

Agreements (Appendix D to 17 CFR 240.15c3-1).

240.15c3-le Temporary Minimum Require

ments (Appendix E to 17 CFR 240.15c3-le). 240.15c3-1f Optional market and credit risk requirements for OTC derivatives dealers (Appendix F to 17 CFR 240.15c3-1) 240.15c3-2 Customers' free credit balances. 240.15c3-3 Customer protection-reserves and custody of securities. 240.15c3-3a Exhibit A-formula for determination reserve requirement of brokers and dealers under $240.15c3-3.

240.15c3-4 Internal risk management control systems for OTC derivatives dealers. 240.15c6-1 Settlement cycle.

REGULATION 15D: REPORTS OF REGISTRANTS UNDER THE SECURITIES ACT OF 1933

ANNUAL REPORTS

240.15d-1 Requirement of annual reports.

240.15g-2 Risk disclosure document relating to the penny stock market.

240.15g-3 Broker or dealer disclosure of quotations and other information relating to the penny stock market. 240.15g-4 Disclosure of compensation to brokers or dealers.

240.15g-5 Disclosure of compensation of associated persons in connection with penny stock transactions.

240.15g-6 Account statements for penny stock customers.

240.15g-8 Sales of escrowed securities of blank check companies.

240.15g-9 Sales practice requirements for certain low-priced securities.

240.15g-100 Schedule 15G-Information to be included in the document distributed pursuant to 17 CFR 240.15g-2.

NATIONAL AND AFFILIATED SECURITIES

ASSOCIATIONS

240.15Aa-1 Registration of a national or an affiliated securities association. 240.15Aj-1 Amendments and supplements to registration statements of securities associations.

240.15A/2-1 [Reserved]

240.15Ba2-1 Application for registration of municipal securities dealers which are banks or separately identifiable departments or divisions of banks. 240.15 Ba2-2 Application for registration of non-bank municipal securities dealers whose business is exclusively intrastate. 240.15 Ba2-4 Registration of successor to registered municipal securities dealer. 240.15 Ba2-5 Registration of fiduciaries. 240.15Ba2-6 [Reserved]

240.15Bc3-1 Withdrawal from registration of

municipal securities dealers.

240.15Cal-1 Notice of government securities

broker-dealer activities.

240.15Ca2-1 Application for registration as a government securities broker or government securities dealer.

240.15Ca2-2 [Reserved]

240.15Ca2-3 Registration of successor to registered government securities broker or government securities dealer. 240.15Ca2-4 Registration of fiduciaries. 240.15Ca2-5 Consent to service of process to be furnished by non-resident government securities brokers or government securities dealers and by non-resident general partners or managing agents of government securities brokers or government securities dealers.

240.15Cc1-1 Withdrawal from registration of government securities brokers or government securities dealers.

240.16c-2 Transactions effected in connection with a distribution.

240.16c-3 Exemption of sales of securities to be acquired.

240.16c-4 Derivative securities.

ARBITRAGE TRANSACTIONS

240.16e-1 Arbitrage transactions under section 16.

PRESERVATION OF RECORDS AND REPORTS OF CERTAIN STABILIZING ACTIVITIES

240.17a-1 Recordkeeping rule for national securities exchanges, national securities associations, registered clearing agencies and the Municipal Securities Rulemaking Board.

240.17a-2 Recordkeeping requirements relating to stabilizing activities.

240.17a-3 Records to be made by certain exchange members, brokers and dealers. 240.17a-4 Records to be preserved by certain exchange members, brokers and dealers. 240.17a-5 Reports to be made by certain brokers and dealers.

240.17a-6 Right of national securities exchange, national securities association, registered clearing agency or the Municipal Securities Rulemaking Board to destroy or dispose of documents.

240.17a-7 Records of non-resident brokers and dealers.

240.17a-8 Financial recordkeeping and reporting of currency and foreign transactions.

240.17a-9T Records to be made and retained by certain exchange members, brokers and dealers.

240.17a-10 Report of revenue and expenses. 240.17a-11 Notification provisions for brokers and dealers.

240.17a-12 Reports to be made by certain OTC derivatives dealers.

240.17a-13 Quarterly security counts to be made by certain exchange members, brokers, and dealers.

240.17a-18 [Reserved]

reg

240.17a-19 Form X-17A-19 Report by national securities exchanges and istered national securities associations of changes in the membership status of any of their members.

240.17a-21 Reports of the Municipal Securities Rulemaking Board.

240.17a-22 Supplemental material of registered clearing agencies.

240.17a-23 Recordkeeping and reporting requirements relating to broker-dealer trading systems.

240.17a-25 Electronic submission of securities transaction information by exchange members, brokers, and dealers.

240.17d-1 Examination for compliance with applicable financial responsibility rules. 240.17d-2 Program for allocation of regulatory responsibility.

240.17f-1 Requirements for reporting and in

quiry with respect to missing, lost, counterfeit or stolen securities. 240.17f-2 Fingerprinting of securities industry personnel.

240.17h-1T Risk assessment recordkeeping requirements for associated persons of brokers and dealers.

240.17h-2T Risk assessment reporting requirements for brokers and dealers. 240.17Ab2-1 Registration of clearing agencies.

240.17 Ac2-1 Application for registration of transfer agents.

240.17Ac2-2 Annual reporting requirement for registered transfer agents.

240.17 Ac3-1 Withdrawal from registration with the Commission.

240.17Ad-1 Definitions.

240.17Ad-2 Turnaround, processing, and forwarding of items.

240.17Ad-3 Limitations on expansion. 240.17Ad-4 Applicability of §§ 240.17Ad-2, 240.17Ad-3 and 240.17Ad-6(a) (1) through (7) and (11).

240.17 Ad-5 Written inquiries and requests. 240.17Ad-6 Recordkeeping.

240.17Ad-7 Record retention.

240.17 Ad-8 Securities position listings. 240.17 Ad-9 Definitions.

240.17Ad-10 Prompt posting of certificate detail to master securityholder files, maintenance of accurate securityholder files, communications between co-transfer agents and recordkeeping transfer agents, maintenance of current control book, retention of certificate detail and "buy-in" of physical over-issuance. 240.17 Ad-11 Reports regarding aged record differences, buy-ins and failure to post certificate detail master

to

240.19b-7 Filings with respect to proposed rule changes submitted pursuant to Section 19(b)(7) of the Act.

240.19c-1 Governing certain off-board agency transactions by members of national securities exchanges.

240.19c-3 Governing off-board trading by members of national securities exchanges.

240.19c-4 Governing certain listing or authorization determinations by national securities exchanges and associations. 240.19c-5 Governing the multiple listing of options on national securities exchanges. 240.19d-1 Notices by self-regulatory organizations of final disciplinary actions, denials, bars, or limitations respecting membership, association, participation, or access to services, and summary suspensions.

240.19d-2 Applications for stays of disciplinary sanctions or summary suspensions by a self-regulatory organization. 240.19d-3 Applications for review of final disciplinary sanctions, denials of membership, participation or association, or prohibitions or limitations of access to services imposed by self-regulatory organizations.

240.19g2-1 Enforcement of compliance by national securities exchanges and registered securities associations with the Act and rules and regulations thereunder.

240.19h-1 Notice by a self-regulatory organization of proposed admission to or continuance in membership or particiption or association with a member of any person subject to a statutory disqualification, and applications to the Commission for relief therefrom.

INSPECTION AND PUBLICATION OF INFORMATION FILED UNDER THE ACT

240.24b-1 Documents to be kept public by

exchanges.

240.24b-2 Nondisclosure of information filed with the Commission and with any exchange.

240.24b-3 Information filed by issuers and others under sections 12, 13, 14, and 16. 240.24c-1 Access to nonpublic information. 240.31-1 Securities transactions exempt

from transaction fees. 240.35-1 XXX

240.36a1-1 Exemption from Section 7 for OTC derivatives dealers.

240.36a1-2 Exemption from SIPA for OTC derivatives dealers.

Subpart B-Rules and Regulations Under the Securities Investor Protection Act of 1970 [Reserved]

AUTHORITY: 15 U.S.C. 77c, 77d, 77g, 77j, 77s. 77z-2, 77z-3, 77eee, 77ggg, 77nnn, 77sss, 77ttt.

78c, 78d, 78e, 78f, 78g, 781, 78j, 78j-1, 78k, 78k-
1, 781, 78m, 78n, 780, 78p, 78q, 78s, 78u-5, 78w,
78x, 7811, 78mm, 79q, 79t, 80a-20, 80a-23, 80a-29,
80a-37, 80b-3, 80b-4 and 80b-11, unless other-
wise noted.

Section 240.3a4-1 also issued under secs. 3
and 15, 89 Stat. 97, as amended, 89 Stat. 121 as
amended;

Section 240.3a12-8 also issued under 15
U.S.C. 78a et seq., particularly secs. 3(a)(12),
15 U.S.C. 78c(a)(12), and 23(a), 15 U.S.C.
78w(a);

Section 240.3a12-10 also issued under 15
U.S.C. 78b and c;

Section 240.3a12-9 also issued under secs.
3(a)(12), 7(c), 11(d)(1), 15 U.S.C. 78c(a)(12),
78g(c), 78k(d)(1));

Sections 240.3a43-1 and 240.3a44-1 also
issued under sec. 3; 15 U.S.C. 78c;

Section 240.3b-6 is also issued under 15
U.S.C. 77f, 77g, 77h, 77j, 77s(a).

Section 240.3b-9 also issued under secs. 2, 3
and 15, 89 Stat. 97, as amended, 89 Stat. 121,
as amended (15 U.S.C. 78b, 78c, 780);

Section 240.9b-1 is also issued under sec. 2,
7, 10, 19(a), 48 Stat. 74, 78, 81, 85; secs. 201, 205,
209, 120, 48 Stat. 905, 906, 908; secs. 1-4, 8, 68
Stat. 683, 685; sec. 12(a), 73 Stat. 143; sec. 7(a),
74 Stat. 412; sec. 27(a), 84 Stat. 1433; sec.
308(a)(2), 90 Stat. 57; sec. 505, 94 Stat. 2292;
secs. 9, 15, 23(a), 48 Stat. 889, 895, 901; sec.
230(a), 49 Stat. 704; secs. 3, 8, 49 Stat. 1377,
1379; sec. 2, 52 Stat. 1075; secs. 6, 10, 78 Stat.
570-574, 580; sec. 11(d), 84 Stat. 121; sec. 18, 89
Stat. 155; sec. 204, 91 Stat. 1500; 15 U.S.C. 77b,
77g, 77j, 77s(a), 781, 780, 78w(a);

Section 240.10b-10 is also issued under secs.
2, 3, 9, 10, 11, 11A, 15, 17, 23, 48 Stat. 891, 89
Stat. 97, 121, 137, 156. (15 U.S.C. 78b, 78c, 781,
78j, 78k, 78k-1, 780, 78q).

Section 240.12a-7 also issued under 15
U.S.C. 78a et seq., particularly secs. 3(a)(12),
15 U.S.C. 78c(a)(12), 6, 15 U.S.C. 78(f), 11A, 15
U.S.C. 78k, 12, 15 U.S.C. 78(1), and 23(a)(1), 15
U.S.C. 78(w)(a)(1).

Sections 240.12b-1 to 240.12b-36 also issued
under secs. 3, 12, 13, 15, 48 Stat. 892, as
amended, 894, 895, as amended; 15 U.S.C. 78c,
781, 78m, 780;

Section 240.12g-3 is also issued under 15
U.S.C. 771, 77g, 77h, 77j, 77s(a).

Section 240.12g3-2 is also issued under 15
U.S.C. 771, 77g, 77h, 77j, 77s(a).

Sections 240.13e-4, 240.14d-7, 240.14d-10 and
240.14e-1 also issued under secs. 3(b), 9(a)(6),
10(b), 13(e), 14(d) and 14(e), 15 U.S.C. 78c(b),
781(a)(6), 78j(b), 78m(e), 78n(d) and 78n(e) and
sec. 23(c) of the Investment Company Act of
1940, 15 U.S.C 80a-23(c);

Sections 240.13e-4 to 240.13e-101 also issued
under secs. 3(b), 9(a)(6), 10(b), 13(e), 14(e),
15(c)(1), 48 Stat. 882, 889, 891, 894, 895, 901, sec.
8, 49 Stat. 1379, sec. 5, 78 Stat. 569, 570, secs.
2. 3, 82 Stat. 454, 455, secs. 1, 2, 3-5, 84 Stat.
1497, secs. 3, 18, 89 Stat. 97, 155; 15 U.S.C.
78c(b), 781(a)(6), 78j(b), 78m(e), 78n(e), 780(c);

sec. 23(c) of the Investment Company Act of
1940: 54 Stat. 825; 15 U.S.C. 80a-23(c);

Section 240.13f-2(T) also issued under sec.
13(f)(1) (15 U.S.C. 78m(f)(1));

Sections 240.14a-1, 240.14a-3. 240.14a-13,
240.14b-1, 240.14b-2, 240.14c-1, and 240.14c-7
also issued under secs. 12, 15 U.S.C. 781, and
14, Pub. L. 99-222, 99 Stat. 1737, 15 U.S.C. 78n;
Sections 240.14a-3, 240.14a-13, 240.14b-1 and
240.14c-7 also issued under secs. 12, 14 and 17,
15 U.S.C. 781, 78n and 78g:

Sections 240.14c-1 to 240.14c-101 also issued
under sec. 14, 48 Stat. 895; 15 U.S.C. 78n;
Section 240.14d-1 is also issued under 15
U.S.C. 77g, 77j, 77s(a), 77ttt(a), 79t, 80a-37.
Section 240.14e-2 is also issued under 15
U.S.C. 77g, 77h, 77s(a), 77sss, 79t, 80a-37(a).

Section 240.14e-4 also issued under the Ex-
change Act, 15 U.S.C. 78a et seq., and particu-
larly sections 3(b), 10(a), 10(b), 14(e), 15(c),
and 23(a) of the Exchange Act (15 U.S.C.
78c(b), 78j(a), 78j(b), 78n(e), 780(c), and
78w(a)).

Section 240.15a-6, also issued under secs. 3,
10, 15, and 17, 15 U.S.C. 78c, 78j, 780, and 78q;
Section 240.15b1-3 also issued under sec. 15,
17; 15 U.S.C. 780 78q;

Sections 240.15b1-3 and 240.15b2-1
issued under 15 U.S.C. 780, 78q:

also

Section 240.15b2-2 also issued under secs. 3,
15; 15 U.S.C. 78c, 780;

Sections 240.15b10-1 to 240.15b10-9 also
issued under secs. 15, 17, 48 Stat. 895, 897, sec.
203, 49 Stat. 704, secs. 4, 8, 49 Stat. 1379, sec.
5, 52 Stat. 1076, sec. 6, 78 Stat. 570; 15 U.S.C.
780, 78q, 12 U.S.C. 241 nt.;

Section 240.15c2-6, also issued under secs. 3,
10, and 15, 15 U.S.C. 78c, 78j, and 780.
Section 240.15c2-11 also issued under 15
U.S.C. 78j(b), 780(c), 78q(a), and 78w(a).
Section 240.15c2-12 also issued under 15
U.S.C. 78b, 78c, 78j, 780, 780-4 and 78q.
Section 240.15c3-1 is also issued under secs.
15(c)(3), 15 U.S.C. 780(c)(3).

Section 240.15d-5 is also issued under 15
U.S.C. 77f, 77g, 77h, 77j, 77s(a).

Section 240.15d-10 is also issued under 15
U.S.C. 80a-20(a), 80a-37(a).

Sections 240.15Cal-1, 240.15Ca2-1, 240.15Ca2-
2, 240.15Ca2-3, 240.15Ca2-4, 240.15Ca2-5,
240.15Cc1-1 also issued under secs. 3, 15C; 15
U.S.C. 78c, 780-5;

Section 240.17a-3 also issued under secs. 2,
17, 23a, 48 Stat. 897, as amended; 15 U.S.C.
78d-1, 78d-2, 78q; secs. 12, 14, 17, 23(a), 48 Stat.
892, 895, 897, 901; secs. 1, 4, 8, 49 Stat. 1375,
1379; sec. 203(a), 49 Stat. 704; sec. 5, 52 Stat.
1076; sec. 202, 68 Stat. 686; secs. 3, 5, 10, 78
Stat. 565-568, 569, 570, 580; secs. 1, 3, 82 Stat.
454, 455; secs. 28(c), 3-5, 84 Stat. 1435, 1497; sec.
105(b), 88 Stat. 1503; secs. 8, 9, 14, 18, 89 Stat.
117, 118, 137, 155; 15 U.S.C. 781, 78n, 78q, 78w(a);
Section 240.17a-23 also issued under 15
U.S.C. 78b, 78c, 780, 78q, and 78w(a).

Section 240.17f-1 is also authorized under
sections 2, 17 and 17A, 48 Stat. 891, 89 Stat.
137, 141 (15 U.S.C. 78b, 78q, 78q-1);