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Federal Register / Vol. 62, No. 28 / Tuesday, February 11, 1997 / Notices6285which releases daily closing prices, or(ii) the Nasdaq-National Market System(‘‘Nasdaq-NMS’’); and (b) included in anIndex.2. The investment objective of eachRollover Trust is to seek a greater totalreturn than that achieved by the stockscomprising the entire Index over the lifeof the Rollover Trust. To achieve thisobjective, each Rollover Trust willconsist of a specified number of thehighest dividend yielding securities insuch Rollover Trust’s respective Index,or in a specified number of the lowestdollar price per share of the highestdividend yielding securities in suchRollover Trust’s respective Index. Forexample, certain Rollover Trusts (the‘‘Ten Series’’) will invest for a specifiedperiod in approximately equal values inthe ten common stocks contained in theDow Jones Industrial Average (the‘‘DJIA’’), the Financial Times IndustrialOrdinary Share Index (the ‘‘FT Index’’),or the Hang Seng Index, having thehighest yields as of no more than threebusiness days prior to the Ten Series’initial date of deposit. In addition, otherRollover Trusts (the ‘‘Five Series’’) willpursue their objective by investing for aspecified period in approximately equalvalues in the common stocks of the fivecompanies with the lowest dollar priceper share of the ten companies in theDJIA, the FT Index, or the Han SengIndex, having the highest dividendyields as of no more than three businessdays prior to the Five Series’ initial dateof deposit.3. The securities deposited in eachRollover Trust are chosen solelyaccording to the formulas describedabove and set forth in the prospectus forthe Rollover Trust. The Sponsor will nothave any discretion as to whichsecurities are purchased, becausesecurities are initially purchased inaccordance with the formulas describedabove. The Rollover Trust’s portfolioswill not be actively managed and willnot be altered to reflect changes to thosestocks comprising the top dividendyielding stocks (or lowest priced stocksof the top dividend yielding stocks) inan Index on a date after the RolloverTrust’s initial date of deposit. TheSponsor does not have discretion as towhen securities will be sold, except thatthe Sponsor is authorized to sellsecurities in extremely limitedcircumstances, such as a default by theissuer on the payment on any of itsoutstanding obligations, a decline in theprice of an Equity Security, or otherstock exchange meeting certain standards withrespect to trading volume and other matters. Assubsequently amended, however, the rule omittedthat proposed definition.credit factors that, in the opinion of theSponsor, would cause the retention ofthe securities to be detrimental to theRollover Trust.4. Each Rollover Trust will hold itssecurities for a specified period,generally one year. As the RolloverTrust terminates, the Sponsor intends tocreate a New Trust for the next period.With respect to the Rollover Trusts, theNew Trust will be based on the sameIndex, using the same number of currenttop dividend yielding securities (or ofthe lowest price per share securities ofthe highest dividend yielding securities,whichever is applicable) in the Index.5. There normally is some overlapfrom year to year of the highestdividend yielding securities (or thelowest dollar price per share stocks ofthe highest dividend yielding securities)in an Index and, therefore, between theportfolios of each terminating RolloverTrust and the related New Trust. Forexample, of the ten highest dividendyielding securities on the DJIA as ofMay 1995, eight were among the top tendividend yielding securities atapproximately the same time thefollowing year.6. In connection with its termination,each Rollover Trust will sell all of itsportfolio securities on an Exchange orNasdaq-NMS as quickly as practicable,but over a period of time so as tominimize any adverse impact on themarket price. Similarly, a New Trustwill acquire its portfolio securities inpurchase transactions on an exchange ornon Nasdaq-NMS. This procedure willresult in substantial brokeragecommissions on portfolio securities ofthe same issue that are borne by theUnitholders of both the Rollover Trustand the New Trust.7. In light of these costs, applicantsrequest exemptive relief to permit anyRollover Trust having the characteristicsdescribed above to sell Equity Securitiesto a New Trust, and to permit the NewTrust to purchase Equity Securities atthe closing sales price of such securitieson the applicable Exchange or onNasdaq-NMS on the sale date, providedthat applicants comply with rule 17a–7under the Act, except for paragraph (e)thereof, as discussed below.8. In order to minimize overreaching,the Sponsor will certify to the Trustee,within five days of each sale from aRollover Trust to a New Trust: (a) Thatthe transaction is consistent with thepolicy of both the Rollover Trust andthe New Trust, as recited in theirrespective registration statements andreports filed under the Act; (b) the dateof such transaction; and (c) the closingsales price on the Exchange or onNasdaq-NMS for the sale date of thesecurities subject to such sale. TheTrustee will then countersign thecertificate, unless the Trustee disagreeswith the price listed on the certificate,in which event the Trustee willimmediately inform the Sponsor orallyof any such disagreement and returnsthe certificate within five days to theSponsor with corrections duly noted.Upon the Sponsors receipt of acorrected certificate, if the Sponsor canverify the corrected price by reference toan independently published list ofclosing sales prices for the date of thetransactions, the Sponsor will ensurethat the price of Units of the New Trust,and distributions to Unitholders of theRollover Trust with regard toredemption of their Units or terminationof the Rollover Trust, accurately reflectthe corrected price. If the Sponsordisagrees with the Trustee’s correctedprice, the Sponsor and the Trustee willjointly determine the correct sales priceby reference to a mutually agreeable,independently published list of closingsales prices for the date of thetransaction.D. Investments in Securities RelatedIssuers on Certain Indexes1. Applicants also request anexemption to permit the Ten Series toacquire securities of an issuer thatderives more than 15% of its grossrevenues from ‘‘securities relatedactivities’’ (as defined in rule 12d3–1(d)(1)), provided that: (a) Thosesecurities are included in the DJIA, theFT Index, or the Hang Seng Index; (b)they have one of the ten highest yieldsof stocks comprising the DJIA, the FTIndex, or the Hang Seng Index no morethan three business days prior to theinitial date of deposit; and (c) the valueof the securities deposited of eachsecurities related issuer represents nomore than approximately 10%, but inno event more than 10.5%, of the valueof that Ten Series’ total assets as of itsinitial date of deposit. In addition,Applicants request an exemption topermit the Five Series to acquiresecurities of an issuer that derives morethan 15% of its gross revenues from‘‘securities related activities’’ (asdefined in rule 12d3–1(d)(1)), providedthat: (a) those securities are included inthe DJIA, the FT Index, or the HangSeng Index; (b) they are securities of oneof the five companies with the lowestdollar price per share of the ten stocksin the DJIA, the FT Index, or the HangSeng Index having the highest dividendyield as of no more than three businessdays prior to the initial date of deposit;and (c) the value of the securitiesdeposited of each securities relatedissuer represents no more than