Applicants: TIP Funds (``TIP Funds''), Turner Investment Partners, Inc. (``Turner''), Mercury Funds, Inc. (``Company''), Mercury Master Trust (``Trust''), and Fund Asset Management, L.P. (``FAM'').

Summary of Application: Applicants request an order that would permit the Company not to reconstitute its board of directors following an acquisition of substantially all of the assets of a series of TIP Funds in order to comply with the disinterested director requirement of section 15(f)(1)(A) of the Act.

Filing Dates: The application was filed on May 3, 2000, and amended on November 13, 2000.

Hearing or Notification of Hearing: An order granting the application will be issued unless the Commission orders a hearing. Interested persons may request a hearing by writing to the Commission's Secretary and serving applicants with a copy of the request, personally or by mail. Hearing requests should be received by the Commission by 5:30 p.m. on December 15, 2000, and should b ]]> http://thefederalregister.com/d.p/2000-11-29-00-30371 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30370 00 p.m. The meeting will be open to the public, and the public is invited to submit written comments to the Committee. ]]> http://thefederalregister.com/d.p/2000-11-29-00-30370 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30377

I. Introduction

On April 13, 2000, the American Stock Exchange LLC (``Amex'' or ``Exchange'') filed with the Securities and Exchange Commission (``Commission''), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act''),\1\ and Rule 19b4 thereunder,\2\ a proposed rule change to amend certain Amex rules relating to member firm transactions with Amex employees. On September 25, 2000, the Amex filed Amendment No. 1 to the proposal.\3\ The proposed rule change was published for comment in the Federal Register on October 31, 2000. \4\ No comments were received on the proposal. This order approves the proposal rule change, as amended, on an accelerated basis.
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b4.
\3\ Letter from Bruce Ferguson, Associate General Counsel, Legal & Regulatory Policy, Amex, to Jack Drogin, Assistant Director, Division of Market Regulation, Commission, September 25, 2000 (``Amendment No. 1''). A ]]> http://thefederalregister.com/d.p/2000-11-29-00-30377 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30378

I. Introduction

On July 23, 1999, the American Stock Exchange LLC (``Amex'' or ``Exchange'') submitted to the Securities and Exchange Commission (``SEC'' or ``Commission''), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act''),\1\ and Rule 19b4 thereunder,\2\ a proposed rule change to amend Amex Rule 462, ``Minimum Margins,'' to revise the margin requirements for stock options and stock index options. The proposed rule
[[Page 71152]]
change was published for comment in the Federal Register on September 8, 1999.\3\ No comments were received on the notice of the proposed rule change. The Exchange filed Amendment Nos. 1 \4\ and 2 \5\ to the proposal on June 1, 2000, and September 25, 2000, respectively. This order approves the proposed rule change and grants accelerated approval to Amendment Nos. 1 and 2.
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b4.
\3\ See Securities Exchange Act Release No. 41808 (August 30, 1999), 64 FR ]]> http://thefederalregister.com/d.p/2000-11-29-00-30378 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30381

On August 16, 2000, the American Stock Exchange LLC (``Amex'' or ``Exchange'') filed with the Securities and Exchange Commission (``SEC'' or ``Commission'') pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'') \1\ and Rule 19b4 thereunder \2\ a proposed rule change \3\ adopting commentary to Section 713 that defines ``Public Offering'' for purposes of shareholder approval rules.\4\ The proposed rule change was noticed in the Federal Register.\5\ On October 13, 2000, the Amex filed Amendment No. 2 to the proposed rule change.\6\ No comments were received on the proposed rule change. This order approves the proposed rule change, as amended. \1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b4.
\3\ The National Association of Securities Dealers, Inc., through its wholly owned subsidiary The Nasdaq Stock Market, Inc., filed a similar proposed rule change (SRNASD0050). See Securities ]]> http://thefederalregister.com/d.p/2000-11-29-00-30381 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30375

Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act''),\1\ and Rule 19b4 thereunder,\2\ notice is hereby given that on October 23, 2000, the Chicago Stock Exchange, Incorporated (``Exchange'' or ``CHX'') filed with the Securities and Exchange Commission (``SEC'' or ``Commission'') the proposed rule change as described in Items I, II, and III below, which Items have been prepared by the CHX. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. \1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b4.
I. SelfRegulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change

The CHX proposes to amend its rules relating to its market maker program and to its floor trading operations. Specifically, the Exchange proposes to amend the following: (i) CHX Rules 8, 9 and 10 under Article XXXIV; (ii) Interpretations and Policies of CHX Rule 7 under Article XX; (i ]]> http://thefederalregister.com/d.p/2000-11-29-00-30375 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30379

Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act''),\1\ and Rule 19b4 thereunder,\2\ notice is hereby given that on November
[[Page 71165]]
6, 2000, the Chicago Stock Exchange, Incorporated (``CHX'' or ``Exchange'') filed with the Securities and Exchange Commission (``Commission'' or ``SEC'') the proposed rule change as described in Items I, II and III below, which Items have been prepared by the Exchange. On November 16, 2000, the CHX amended the proposal.\3\ The Commission is publishing this notice to solicit comments on the proposed rule change, as amended, from interested persons.
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b4.
\3\ See November 15, 2000 letter from Kathleen M. Boege, Associate General Counsel, CHX, to Joseph Morra, Special Counsel, Division of Market Regulation, SEC (``Amendment No. 1''). In Amendment No. 1, the CHX made a minor, technical correction to the language of proposed Rule 37(h).
I. SelfRegu ]]> http://thefederalregister.com/d.p/2000-11-29-00-30379 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30384

Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'') \1\ and Rule 19b4 thereunder \2\
[[Page 71167]]
notice is hereby given that on November 1, 2000, the Chicago Stock Exchange, Incorporated (``CHX'' or ``Exchange'') filed with the Securities and Exchange Commission (``Commission'') the proposed rule change as described in Items I and II below, which Items have been prepared by the Exchange. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. \1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b4.
I. SelfRegulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change

The Exchange has requested a oneyear extension of the pilot program relating to the trading of Nasdaq/NM securities on the Exchange. Specifically, the pilot program amended Article XX, Rule 37 and Article XX, Rule 43 of the Exchange's rules. The last pilot expired on November 1, 200 ]]> http://thefederalregister.com/d.p/2000-11-29-00-30384 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30374

Introduction

On March 28, 2000, the National Association of Securities Dealers, Inc. (``NASD or Association''), through its whollyowned subsidiary, NASD Regulation, Inc. (``NASD Regulation''), submitted to 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 19b4 thereunder,\2\ a proposal to amend its rules to require general securities members to provide valuations and disclosures relating to direct participation program (``DPP'') and real estate investment trust (``REIT'') securities on customer account statements under certain circumstances. NASD Regulation amended its proposal on September 25, 2000,\3\ and on October 30, 2000.\4\ \1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b4.
\3\ See letter from Suzanne E. Rothwell, Chief Counsel, Corporate Financing, NASD Regulation, to Katherine A. England, Assistant Director, Division of Market Regulation (``Division'' ]]> http://thefederalregister.com/d.p/2000-11-29-00-30374 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30452

Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act''),\1\ and Rule 19b4 thereunder,\2\ notice is hereby given that on November 17, 2000 and November 22, 2000, the National Association of Securities Dealers, Inc. (``NASD'' or ``Association'') filed with the Securities and Exchange Commission (``SEC'' or ``Commission'') Amendment Nos. 2 and 3 to the proposed rule change as described in Items I, II, and III below, which Items have been prepared by the NASD. The proposed rule change was published for comment in the Federal Register on December 10, 1999.\3\ The Commission is publishing this notice to solicit comments on Amendment Nos. 2 and 3 to the proposed rule change from interested persons.\4\
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b4.
\3\ See Securities Exchange Act Release No. 42201 (Dec. 3, 1999), 64 FR 69305.
\4\ The NASD previously submitted Amendment No. 1 to reflect the Association's receipt of written commen ]]> http://thefederalregister.com/d.p/2000-11-29-00-30452 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30373

On April 7, 2000, the National Securities Clearing Corporation (``NSCC'') filed with the Securities and Exchange Commission (``Commission'') a proposed rule change (File No. SRNSCC0005) pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'') \1\ and on April 19, 2000, and May 8, 2000, amended the proposed rule change to modify its rules to allow additional types of investment products to be processed through NSCC's Mutual Fund Services. Notice of the proposal was published in the Federal Register on October 23, 2000. \2\ Two comment letters were received from one commenter. \3\ For the reasons discussed below, the Commission is granting accelerated approval of the proposed rule change.
\1\ 15 U.S.C. 78s(b)(1).
\2\ Securities Exchange Act Release No. 43447 (October 16, 2000), 65 FR 63278 (October 23, 2000).
\3\ Letters from Harold H. Morley, Chairman and Chief Executive Officer, Morley Financial Services, In ]]> http://thefederalregister.com/d.p/2000-11-29-00-30373 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30376

Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act''),\1\ and Rule 19b4 thereunder,\2\ notice is hereby given that on October 16, 2000, the New York Stock Exchange, Inc. (``Exchange'' or ``NYSE'') filed with the Securities and Exchange Commission (``SEC'' or ``Commission'') the proposed rule change as described in Items I, II, and III below, which Items have been prepared by the NYSE. On November 17, 2000, the NYSE filed Amendment No. 1 to the proposed rule change.\3\ The Commission is publishing this notice to solicit comments on the proposed rule change and Amendment No. 1 to the proposed rule change from interested persons.
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b4.
\3\ See Letter from James E. Buck, Senior Vice President and Secretary, NYSE, to Nancy J. Sanow, Assistant Director, Division of Market Regulation, Commission, dated November 16, 2000 (``Amendment No. 1''). In Amendment No. 1, the NYSE a ]]> http://thefederalregister.com/d.p/2000-11-29-00-30376 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30385

Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'') \1\ and Rule 19b4 thereunder,\2\ notice is hereby given that on March 20, 2000, the Pacific Exchange, Inc. (``PCX'' or ``Exchange'') filed with the Securities and Exchange Commission (``Commission'' or ``SEC'') the proposed rule change as described in Items I and II below, which Items have been prepared by the Exchange. On October 17, 2000, the Exchange filed Amendment No. 1 to the proposal.\3\ The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons, and to grant accelerated approval to the proposed rule change.
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b4.
\3\ See letter from Cindy L. Sink, Senior Attorney, PCX to Nancy J. Sanow, Division of Market Regulation, Commission, dated October 16, 2000 (``Amendment No. 1''). In Amendment No. 1, the Exchange confirmed that the proposed change to the Cons ]]> http://thefederalregister.com/d.p/2000-11-29-00-30385 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30380

Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act''),\1\ and Rule 19b4 thereunder, \2\ notice is hereby given that on November 8, 2000, the Philadelphia Stock Exchange, Inc. (``Phlx'' or ``Exchange'') filed with the Securities and Exchange Commission (``SEC'' or ``Commission'') the proposed rule change as described in Items I, II, and III, below, which Items have been prepared by the Exchange. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. \1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b4.
I. SelfRegulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change

The Phlx, pursuant to Rule 19b4 under the Act, proposes to extend its current pilot program that allows certain Exchange members to receive a monthly credit of up to $1,000.\3\ The credit will be applied against fees, dues, charges and other amounts as may from time to time be ow ]]> http://thefederalregister.com/d.p/2000-11-29-00-30380 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30382

On August 18, 2000, the Philadelphia Stock Exchange Inc. (``PHLX'' or ``Exchange'') filed with the Securities and Exchange Commission (``SEC'' or ``Commission''), a proposed rule change pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'') \1\ and Rule 19b4 thereunder.\2\ The Exchange proposed amendments to its rules concerning appeals from decisions in disciplinary proceedings. The proposed rule change was published for comment in the Federal Register on October 13, 2000.\3\ The Commission received no comments on the proposal. This order approves the proposed rule change.
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b4.
\3\ Securities Exchange Act Release No. 43415 (October 4, 2000), 65 FR 61014 (File No. SRPHLX0052).

I. Description of the Proposal

The Exchange proposes to amend the text of Phlx Rule 960.9 to incorporate specific procedures for appeals from decisions rendered in disciplinary
[[Page 71193 ]]> http://thefederalregister.com/d.p/2000-11-29-00-30382 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30383

Pursuant to Section 10(b)(1) of the Securities Exchange Act of 1934 (``Act'') \1\ and Rule 19b4 \2\ thereunder, notice is hereby given that on November 7, 2000, the Philadelphia Stock Exchange, Inc. (``Phlx'' or ``Exchange'') filed with the Securities and Exchange Commission (``Commission'') the proposed bylaw change as described in Items I, II, and III below, which Items have been prepared by the Exchange. The Commission is publishing this notice to solicit comments on the proposed bylaw change from interested persons.
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 U.S.C. 240.19b4.
[[Page 71194]]
I. SelfRegulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change

The Phlx proposes to amend its ByLaw, Article X, Section 107 Options Allocation, Evaluation and Securities Committee and Equity Allocation, Evaluation and Securities Committee. The proposed amendment would clarify that references to the ``Allocation, Evaluation and Securit ]]> http://thefederalregister.com/d.p/2000-11-29-00-30383 Wed, Nov 29 2000 11:00:00 GMT http://thefederalregister.com/d.p/2000-11-29-00-30372

Notice is hereby given that the following filing(s) has/have been made with the Commission pursuant to provisions of the Act and rules promulgated under the Act. All interested persons are referred to the application(s) and/or declaration(s) for complete statements of the proposed transaction(s) summarized below. The application(s) and/or declaration(s) and any amendment(s) is/are available for public inspection through the Commission's Branch of Public Reference.

Interested persons wishing to comment or request a hearing on the application(s) and/or declaration(s) should submit their views in writing by December 18, 2000, to the Secretary, Securities and Exchange Commission, Washington, DC 205490609, and serve a copy on the relevant applicant(s) and/or declarant(s) at the address(es) specified below. Proof of service (by affidavit or, in the case of an attorney at law, by certificate) should be filed with the request. Any request for hearing should id ]]> http://thefederalregister.com/d.p/2000-11-29-00-30372 Wed, Nov 29 2000 11:00:00 GMT