1935

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\ First Annual Report

of the
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Securities and Exchange

Commission
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Fiscal Year Ended June 30, 1935
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UNITED STATES
GOVERNMENT PRINTING OFFICE
WASHINGTON: 1935
For sale by the Superintendent or Documents, Washington, D. C. - • • • Price Paper CoYerlOe

SECURITIES AND EXCHANGE COMMISSION
Office: 1778 Pennsylvanta Avenue NW.
Washington, D. C. .
COMMISSIONERS
JAMES M. LANDIS, Ohairmen
GEORGE C. MATHEWS.
RoBERT E. HEALY.
J. D. Ross.
FRANCIS P. BRASSOR, Secretary, Ii
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Address All Communications \, !
SECURITIES AND EXCHANGE COMMISSION
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WASHINGTON, D. C.
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LETTER OF TRANSl\II'ITAL
SECURITIES AND EXCHANGE CollIMISSION,

Washington, January 3, 1936.
Sm: I have the honor to transmit to you the First Annual Report
of the Securities and Exchange Commission, in compliance with the
provisiQgS of section 23 JbJ_.Qf the Securities Exchange Act of 1934,
, approved June 6, 1934.
',1
Respectfully,
JAMES M. LANDIS,
Ohairman.
The PRESIDENT OF THE SENATE,
The SPEAKER OF THE HOUSE OF REPRESENTATIVES,
W lUlhington, D. O.
m
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CONTENTS
PART I
Page
Organization of the COmmission ..:_____________________________ 1
Functions of the divisions__________________________________________ 3
Establishment of zones and regional offices___________________________ 6
Transfer of administration of Securities Act__________________________ 8
Amendment of Securities Act of 1933, as amended____________________ 8
Acknowledgment__________________________________________________ 8
PART II
Advisory assistance______ __ _ __ 9
Registration of exchanges as national securities exchanges______________ 11
Exemption of exchanges from registration as national securities exchanges, 12
Formulation of rules for the regulation of trading on exchanges_________ 13
Detection of excessive trading and manipulative and deceptive practices
on exchanges___________________________________________________ 14-
Formulation of rules for the regulation of pegging, fixing, or stabilizing
operations, both on exchanges and in the over-the-counter marketa.c., , 15
Formulation of rules for the regulation of puts, calls, straddles, and other
options________________________________________________________ 16
Formulation of rules for the regulation of short selling and stop-loss orders; 16
Cooperation with the Federal Reserve Board in the supervision of its
margin regulationa, _ __ _ __ _ 16-
Formulation of rules relating to borrowings and solvency of, and hypoth-
ecation of customers' securities by, exchange members, brokers, and
dealers .. ___ 17
Supervision and study of matters relating to unlisted trading privileges in
securities on exchanges .____ __ 17
Formulation of rules relating to the registration of unissued warrants and
unissued securities for "when, as, and if issued" trading on exehanges., 18
Regulation of the over-the-counter markets___________________________ 18
Regulation of miscellaneous exchange and other practices_______________ 19-
Registration of securities on exchanges:
Temporary and provisional registration of securities on exchenges.., _ 20
Permanent registration of securities on exchanges_________________ 21
Statistics of securities registered or exempt from registration on
exchanges • 24
Reports of officers, directors, and principal stockholders_______________ 24
Withdrawal or striking from listing and registration of seeurlties on a
national securities exchange______________________________________ 25
Registration of securities under the Securities Act of 1933:
Securities Act fOrIDS____________________________ 25
Examination of Securities Act registration statements____________ __ 26
Typical disclosures made as a result of examinations of Securities
Actregistrations____________________________________________ 27
Exemptions from registration requirements, ______________________ 28
Statistics of securities registered under the Securities Act___________ 29
Registrationfees__________________________________________________ 3B
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CONTENTS
Page
Complaints, investigations, hearings, and litigation____________ 30
Formal opinions__________________________________________________ 34
Securities violation records; ______________________________________ __ 35
Protective committee study .___ _______ _ 35
Public reference room . .____ __ 36
Publications .___________________ 37
Report on the segregation of functions of dealers and brokers, __________ 37
Seal of the Commission_____________________________________________ 38
Personnel________________________________________________________ 38
Fiscal affairs:
Funds transferred and appropriated_____________________________ 38
Expenditures and obligations; ____________ _________ _ 38
Estimated and actual miscellaneous receipts______________________ 39
PART III. ApPENDICES
Appendix I. Rules for the regulation of trading on exchanges as recom-

mended by the Securities and Exchange Commission to national seeuri-
ties exchanges for adoption., , ______________________ _____ ____ 40
Appendix II. Rules of practice of the Securities and Exchange Commission,
effective September 13, 1935____ __________________ _____ 45
Appendix III. Guide to forms adopted by the Securities and Exchange
Commission under the Securities Act of 1933, as amended, and the
Sccurities Exchange Act of 1934, compiled to November 5, 1935______ 53
Appendix IV. Securities Act registration statements as to which stop
orders, consent refusal orders, and withdrawal orders were issued
September 1, 1934, to June 30, 1935_______________________________ 67
Appendix V. Statistical tables:
Table 1. Type classification, by months, of new securities included in
registration statements fully effective September 1, 1934, to June
30, 1935 - 71
Table 2. Group classification, by months, of issuers of new securities
fully effective September 1,1934, to June 30,1935 72,73
Table 3. Reduction of estimated gross proceeds to net proceeds, by
months, of fully effective new securities intended to be offered for
account of issuers September 1, 1934, to June 30, 1935___________ 74
Table 4. Proposed uses of net proceeds, by months, of new securities
registered for account of issuer and fully effective, September 1,
1934, to June 30, 1935_______________________________________ 75
Table 5. Statistics of new securities registered under Securities Act
of 1933 from October 1, 1934, to June 30, 1935 76-83
Table 6. Channels of distribution of new securities registered with the
Securities and Exchange Commission from October 1, 1934, to
June .30, 1935 84,85
Table 7. Type classification, by months, of securities included in
registration statements for reorganization and exchange issues,
fully effective September 1,1934, to June 30,1935______________ 86
Table 8. Value and volume of sales on registered exchanges, by
months, October 1, 1934, to June 30, 1935:
Part 1. Total market value of all sales_______________________ 87
Part 2. Market value of stock sales__________________________ 88
Part 3. Market value of bond sales .:_____ 89
Part 4. Volume-of stock sales . -- .---- ,90'
Part 5. Par value of bond sales _____________________________ 91
FffiST ANNUAL REPORT OF THE SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, D. C.
PART I
ORGANIZATION OF THE COMMISSION
The Securities and Exchange Commission was created pursuant

to section 4 of the Securities Exchange Act of 1934, approved by
the President on June 6, 1934.
The act provides that the Commission shall be composed of five
members, to be appointed by the President, by and with the advice
and consent of the Senate. The act further provides that not more
than three of such Commissioners shall be members of the same
political party.
On June 8~, 1934, the President appointed the following named
as Commissioners: Joseph P. Kennedy, of New York, for a term
of 5 years; George C. Mathews, of Wisconsin, for a term of 4 years;
James M. Landis, of Massachusetts, for a term of 3 years; Robert
E. Healy, of Vermont, for a term of 2 years; and Ferdinand Pecora,
of New York, for a term of 1 year.
The appointments of these five Commissioners were confirmed by
the United States Senate on January 16, 1935. Mr. Pecora resigned
from the Commission, effective January 21, 1935, and the appoint.
ment of a successor has not yet been announced.'
The Commissioners held their first meeting on July 2, 1934, all
Commissioners being present, and chose Commissioner Kennedy as
chairman."
The following named are in charge of their respective divisions:
J-9hn J. Burns, General Counsel; Baldwin B. Bane, Director of the
Registration Division; David Saperstein, Director of the Trading
and Exchange Division; Francis P. Brassor, Secretary of the Com-
mission and head of the Administrative Division; Joseph R. Shee-
han, Director of Employment Research; Paul P. Gourrich, Tech-
nical Adviser; Kemper Simpson, Economic Adviser; William O.
Douglas, Supervisor of Study on Protective and Reorganization
1Mr. J. D. ROlfS,of the State of Washington, was appointed Ccmmlsaloner on Oct. 5,
1985. for the term ending June 5, 1940. .
• Commissioner Kennedy was reelected chairman of tile Commission on July 2, 1935,
and resigned alf chairman and Commissioner, elfectlve Sept. 23, 1935. and Commis-
810ner JamelJ 11. Landis was elected chairman.
1.
2 ANNUAL REPORT OF THE SECURITIES AND EXCHANGE COMMISSION
Committees; H. Bartlett Benedict, Regional Supervisor; Edwin A.

Sheridan, Supervisor of Information Research.,
The Securities and Exchange Commission is charged with the
administration and enforcement of the Securities Exchange Act
of 1934 and the Securities Act of 1933, as amended."
Under the provisions of the Securities Act, of 1933, as amended,
the main objectives of the Commission's activities are to require a
fair and full disclosure of the material facts regarding securities
offered for sale or sold in interstate commerce or by the use of the
mails and to prevent frauds in the sale of securities. This is ac-
complished by means of registration statements required to be filed
,J with the Commission in respect to all but exempted securities. A
prospectus embodying the more important information contained in
such registration statements must be given to prospective purchasers
of a registered security. The Commission is not empowered to ex-
press approval of the merits or value of any security, but is limited
to requiring the disclosure of the material facts necessary for the
investor to exercise properly his own judgment. However, the act
specifically provides that it shall be unlawful for any person in the
sale of any securities by the use of any means or instruments of
transportation or communication in interstate commerce or by the
use of the mails, directly or indirectly-
(1) To employ any device, scheme, or artifice to defraud, or
(2) To obtain money or property by means of any untrue state-
ment of a material fact or any omission to state a material fact
necessary in order to make the statements made, in the light of the
circumstances under which they were made, not misleading, or
(3) To engage in any transaction, practice, or course of business
which operates or would operate as a fraud or deceit upon the
purchaser.
The act further provides that it shall be unlawful for any person,
by the use of any means or instruments of transportation or com-
munication in interstate commerce or by the use of the mails, to
publish, give publicity to, or circulate any notice, circular, adver-
tisement, newspaper, article, letter, investment service, or communi-
cation which, though not purporting to offer a security for sale,
describes such security for a consideration received or to be received,
directly or indirectly, from an issuer, underwriter, or dealer, without
fully disclosing the receipt, whether 'past or prospective, of such
consideration and the amount thereof. -
Under. the provisions of the Securities Exchange Act of 1934, the
primary functions of the Commission may be briefly classified as
• On Aug. 26, 1935, the Presidl'nt approved the Public Utmty Holding Company Act
of 1935 which is also administered and enforced by this Commission.
ANNUAL REPORT OF THE SECURITffiS AND EXCHANGE COMMISSION 3
follows: To register and regulate national securities exchanges; to
register securities traded in on such exchanges; regulate over-the-
counter markets and transactions in registered securities; to regulate
members of exchanges and other persons doing a business in securi-
ties through the medium of such exchanges; to secure monthly state-
ments of holdings of registered equity securities by directors, officers,
and principal stockholders; and to secure an adequate disclosure of
the material facts regarding corporations whose securities are reg-
istered on national securities exchanges through periodical reports
of information necessary to keep reasonably current the information
given at the time of first registration, and through rules governing
the solicitation of proxies. For the purpose of effectuating these
provisions, the Commission is vested with broad administrative
powers to promulgate rules and regulations and is empowered to
enforce these regulations.
FUNCTIONS OF mE DIVISIONS
For the sake of efficient administration, the Commission has estab-

lished several divisions and offices and distributed certain functions
and activities to each as follows:
The Legal Division, under the supervision of the General Counsel,
has charge of legal matters involved in the administration and
enforcement of the Securities Act of 1933, as amended, and the
Securities Exchange Act of 1934, which include (1) the rendering of
opinions and advice to the Commission on general questions of law
arising in connection with the administration and enforcement of the
acts; (2) the preparation for submission to the Commission of orders,
rules, regulations, and forms in collaboration, where appropriate,
with other divisions of the Commission; (3) the rendering of opinions
in response to inquiries submitted to the Commission involving prob-
lems of interpretation of the acts and of rules, regulations, or forms
promulgated by the Commission; (4) the conduct of hearings before
the Commission, or an officer of the Commission, other than refusal-
order or stop-order proceedings under section 8 (b) and (d) of the
Securities Act of 1933, which are conducted by the Registration Divi-
sion; (5) investigation of complaints and alleged violations of the
acts; (6) representation of the Commission in all judicial proceed-
ings, including proceedings to enjoin violations of law and proceed-
ings for the review of orders of the Commission; (7) research inci-
dent to the .formulation of legal opinions, and the representation of
the Commission in administrative or judicial proceedings; (8) the
preparation of cases for transmission to the Department of Justice
for eriminai prosecution; and (9) collaboration with other divisions
4 ANNUAL REPORT OF THE SECURITmS AND EXCHANGE COMMISSION
of the Commission in the preparation of reports to Congress under

sections 11, 12, 19, and 211 of the Securities Exchange Act.
The Registration Dioieion is responsible for the examination of
all registration statements filed pursuant to the Securities Act of
1933 and registration statements covering the listing of securities on
national securities exchanges pursuant to section 12 of the Securities
Exchange Act of 1931; applications for withdrawal or striking from
listing securities listed or registered on national securities exchanges;
reports of officers,directors, and owners of equity securities required
to be filed under the provisions of section 16 of the Securities Ex-
change Act of 1934. This includes not only the examination of ap-
plications, but also statements and accompanying reports, amend-
ments, documents, appraisals, financial statements, prospectuses, etc.;
the preparation of reports and letters of deficiency with respect
thereto; the conduct of investigations and hearings for the develop-
ment of facts and the verification of data submitted in such regis-
tration statements, applications, and reports, and hearings in refusal-
order and stop-order proceedings under section 8 (b) and (d) of the
Securities Act of 1933; the preparation of recommendations to the
Commission on the above matters and, after the Commission has
acted, the preparation of the Commission orders.
The Trading and Exchange Dioision has supervision over (1) reg-
istration of exchanges as national securities exchanges and exemption
of exchanges from registration; (2) the formulation of rules for the
regulation of floor trading and the prevention of excessive trading
by exchange members; (3) the' detection of unlawful practices on
exchanges, including wash sales, matched orders, pool operations,
and tipping of pool operations, the dissemination of false or mis-
leading information concerning securities and other manipulative
or deceptive devices; (4) the formulation of rules for the regulation
of pegging, fixing, and stabilizing operations; (5) the formulation
of rules for the regulation of puts, calls, straddles, and other op-
tions; (6) the formulation of rules for the regulation of short selling
and stop-loss orders; (7) the formulation of rules for the regula-
tion of borrowings and hypothecation of customers' securities by
exchange members; (8) the registration of securities admitted to
unlisted trading privileges; (9) the formulation of rules for the
regulation of over-the-counter markets; (10) the detection of fraudu-
lent or manipulative practices in the distribution of securities over
the counter; and (11) the registration of brokers and dealers in
over-the-counter markets.
The Secretary is the chief administrative officer of the Commis-
sion. His duties and responsibilities are threefold, viz, as Secre-
tary, as business manager, and as head of the Administrative Di-
ANNUAL "REPORT OF THE SECURITIES AND EXCHANGE COMl\lISSIOX 5
VISIon. As Secretary, he is responsible for the administrative,
clerical, and fiscal activities of the Commission. These include ac-
tions on all allotments and expenditures of appropriations; liaison
activities with other Government establishments; signing- of all
Commission orders, actions, certifications, etc.; and assisting in the
coordination of functional activities. The recording secretary,
whose duties involve the preparation, maintenance, and indexing of
Commission minutes, is responsible to the Secretary. As business
manager, the Secretary is responsible for the business-management
functions of the Commission and for the preparation of the budget
estimates and justifications in support thereof. As head of the
Administrative Division, he is responsible for the activities of that
division, which is composed of five sections, viz, Budget and Ac-
counting Section, Docket Mail and Files Section, Service Section,
Stenographic Section, and Library Section.
The Director of the Protective Oommittee Study is charged with
the responsibility of conducting investigations and hearings in order
La assemble data and facts for use in the preparation of the report
to Congress required under section 211 of the Securities Exchange
Act of 1934, which section provides that" The Commission is au-
thorized and directed to make a study and investigation of the
work, activities, personnel, and functions of protective and reor-
ganization committees in connection with the reorganization, read-
justment, rehabilitation, liquidation, or consolidation of persons
and properties, and to report the results of its studies and investi-
gations and its recommendations to the Congress on or before
January 3, 1936."
r The Technical Adciser to the Oommieeion. is responsible for the
assembly of industrial statistics, the conduct of studies of the mar-
kets for securities of different industries, the analysis of company
reports and company statistics, the statistical analysis of registrations
under the Securities Act of 1933, the assembly and maintenance of
economic, market, capital, and other-statistics, the study of technical
phases of marketing and underwriting of securities, the examination
and extraction of pertinent information from general and financial
publications, and the rendering of technical advice to the Com-
mission and its staff in connection with the above matters and in
connection with the conduct of special studies required under the
provisions of the Securities Exchange Act of 1934. .
The Economic Adviser to the Oommission is charged with the re-
sponsibility of conducting certain economic studies for use by the
Commission in the establishment of general policies and with the
rendering of advice regarding the economic aspects of the problems
involved in the administration of the Securities Act of 1933 and the
r
'6 AKNUAL REPORT OF THE SECURITIES AND EXCHANGE COMMISSION
Securities Exchange Act of 1934. The Section on Special Studies is

also a part of the office of the Economic Adviser. The functions of
this section involve the conduct of research and the drafting of
reports for certain studies which Congress has directed the Securities
and Exchange Commission to make, and others which the Commis-
sion will initiate from time to time in order to facilitate the admin-
istration of the Securities Act of 1933 and the Securities Exchange
Act of 1934. The conduct of the research and the drafting of the
reports will require cooperation with officials assigned to other divi-
sions and coordination of data assembled by the various divisions of
the Commission.
The Director of Employment Research is charged with the respon-
sibility of making the preliminary selection of personnel (experts
and civil service) and with the conduct of necessary investigations
regarding prospective appointees; also with the preparation of ap-
pointment notices, pay rolls, transfers, reinstatements, service rec-
ords, and the handling of promotion, demotion, separation, and
classification matters. All matters pertaining to personnel, employ-
ment, pay, and correspondence regarding same are handled in this
office.
The Regional Supervisor is charged with the administration or
the field activities of the Commission. The regional administrator
in charge of each regional office has supervision over all investiga-
tions and matters referred to his officefor action. However; the re-
ports of investigations, memoranda, and correspondence from and
to the regional offices are routed via the regional supervisor. This
is done for record purposes and in order to coordinate the work,
avoid duplication and maintain uniformity of action.
The Supervisor of Information Research is responsible for dis-
seminating public information regarding the activities of the Com-
mission by means of correspondence and releases. The legislation
under which the Commission operates' specifically directs that pub-
licity be given to its rulings, regulations, opinions, and findings, as
well as to the filing of registration statements, the effective registra-
tions, hearings held, and reports and statements filed with the Com-
mission by security issuers, officers, directors, and principal stock-
holders. This information is made available. to the public by the
supervisor of information research through releases issued to the
press and through mailing lists established for the convenience of
those who wish to receive releases currently.
ESTABLISHMENT OF ZONES AND REGIONAL OFFICES
In order to administer more effectively the .Securities Act of.J.933

and the Securities Exchange Act of 1934, regional officeswere estab-
.ANNUAL REPORT OF THE SECURITIES AND EXCHANGE COMMISSION 7
lished throughout the country. For this purpose the United States
has been divided into eight zones, exclusive of that area which falls
under the direct administration of the main office in Washington,
D.C.
The various zones are composed of the States, as follows:
ZONE 1 Michigan South Dakota
Iowa Utah
New York IIlinois
New Jersey Indiana ZOl'\E 7
Pennsylvania
Ohio
Missouri California
ZoNE 2
Kentucky Nevada
Massachusetts Kansas City, Kans. Arizona
Connecticut Philippine Islands
Rhode Island Hawaii
ZoNE 5
Vermont
New Hampshire ZONE 8
Maine Oklahoma
Arkansas Washington
ZoNE 3 Oregon
Texas
Tennessee' Louisiana Idaho
North Carolina Kansas (except Kansas Montana
South Carolina City) Alaska
Georgia
Alabama WASHINGTONFIELD
ZoNE 6 OFFICE
Mississippi
Florida
Wyoming Virginia
. ZoNE 4 Colorado West Virginia
New ME!xico Maryland
Minnesota Nebraska Delaware
.
Wisconsin North Dakota District of Columbia
A regional officehas been established in each of these zones. Each

regional office is supervised by a regional administrator, who is
responsible for all administration, investigation, and enforcement
activities of the Commission within his respective zone.
The names of the regional administrators and the addresses of
the regional officesare indicated below:
Zone I-Robert G. Page, 120 Broadway, New York City, N. Y.
Zone 2-Edmund J. Brandon, 82 Devonshire Street, Boston, Mass.
Zone 3--William Green, Palmer BUilding, Atlanta, Ga.
Zone 4--Thomas A. Reynolds, 231 South LaSalle Street, Chicago, Ill.
Zone 5-0ran H. Allred, New Federal Building, Fort Worth, Tex.
Zone 6-Foster Cline, Patterson Building, Denver, Colo.
Zone 7-Howard A. Judy, 625 Market Street, San Francisco, Calif.
Zone 8-Day Karr, Room 1407, Exchange Building, 821 Second Avenul:',
Seattle, Wash.
TRANSFER OF ADMINISTRATION OF SECURITIES ACT
The Securities Act of 1933 was administered by the Federal Trade

Commission from May 27, 1933, the date of enactment, until Sep-
tember 1, 1934. On this latter date, under the provisions of section
210 of the Securities Exchange Act of 1934, the administration and
enforcement of the Securities Act was transferred to the Securities
and Exchange Commission.
AMENDMENT OF SECURITIES ACT OF 1933, AS AMENDED
The Motor Carrier Act of 1935 (approved Aug. 9, 1935), section

214, amended section 3 (a) (6) of the Securities Act of 1933 to read
as follows:
(6) Any security issued by a common or contract carrier, the issuance of
which is subject to the provisions of section 20a of the Interstate Commerce
Act, as amended; [the new law added is in italics].
ACKNOWLEDGMENT
The Commission desires to express its appreciation to the Federal

Trade Commission for the cooperation and assistance rendered to-
:it during the first months of its existence.
PART II
ADVISORY ASSISTANCE
Legislation of the character of the Securities Act of 1933 and the

Securities Exchange Act of 1934 comprehends within its scope such
a variety of complex situations that innumerable questions neces-
sarily arise during the early period of its administration as to the
applicability of the text of the law to situations which are not the
subject of specific provision but to which it is clear its mandates
were intended to apply. The Commission found it necessary to
arrive at determinations as to the applicability of the legislation to
concrete problems presented and as to the manner of compliance
therewith. The many problems presented in connection with the
rendering of such assistance covered every aspect of the acts.
Since the scope of the Securities Act of 1933 extends to various
unique types of security interests, situations frequently arose, under
the act, where the nature of the interest which was offered for sale
was such as to make it difficult to determine whether a security was
involved within the meaning of the act and, if so, who, under the
act, was the issuer of such security. In this connection, problems
most frequently arose in the case of interests in oil, gas, and other
mineral rights, certificates issued under deposit or trust agreements,
and securities issued in reorganizations.
The Securities Act exempts from its registration requirements not
only various types of securities because of their generic character,
but also other securities which are issued in certain specific types of
transactions. The exemptive provisions of the latter type have pre-
sented questions of particular difficulty, the solutions of which have
required a thorough-going understanding of the history of the par-
ticular provisions in question, and of the practical results of the
application of such provisions. The act also exempts from registra-
tion, securities offered in limited amounts where such offerings meet
requirements to be imposed by the Commission. Pursuant to the
authority conferred by this provision of the act, various require-
ments were formulated to be satisfied as conditions to the availability
-of such exemption to-offerings of such securities.
Numerous problems also arose under those provisions of the act
exempting certain types of transactions, such as private offerings
and dealers' and brokers' transactions, from the requirement of prior
.registration. Other questions on which advice was frequently
9
sought related to the requirements of the act and of the Commis-

sion's regulations in regard to prospectuses and the filing and amend-
ment of registration statements.
The administration of the Securities Exchange Act also brought to
the Commission many questions of a novel and difficult character.
Advice was given to the public on the subjects of national securities
exchanges, temporary registration, and subsequent permanent regis-
tration of securities on national securities exchanges. The provisions
of section 16 of the Securities Exchange Act of 1934, relating to the
reporting of transactions by directors, officers, and principal stock-
holders of issuers of listed securities, were such as to give rise to
numerous inquiries relating to the nature of beneficial ownership
within the meaning of this section. After careful study of the prob-
lems involved in this question, opinions were published which, it is
believed, have been of substantial assistance to the public.
In view of the volume and diversity of inquiries received, it was
essential to provide for the coordination of this part of the work
so as to effect uniformity in the opinions which were rendered. The
letters and memoranda of conferences which contained opinions ren-
dered were classified and indexed. In addition, a summary of in-
terpretations of the Securities Act rendered by the Federal Trade
Commission and by the Securities and Exchange Commission was
prepared for the use of the Commission, in such form as to make
practicable its .periodic revision. The preparation of a similar sum-
mary was commenced of interpretations rendered of the Securities
Exchange Act of 1934 and regulations promulgated thereunder .
.As a result of the method described above, consistency was ob-
tained in the interpretation of the acts arid rules and regulations.
While for the most part advisory opinions rendered; in answer t-b
inquiries received, were not published, a number or' these opmiofts
were publicly released in cases where the questions involved had been
the subject of wide-spread- interest and numerous inquiries.
The advisory assistance rendered by the Commission was of mani-
fest importance to the public because of the newness of the acts and
regulations and the resulting lack of precedence by which persons
seeking to comply with the law in. particular situations might be
guided. Moreover, it is believed that the spirit of cooperation en-
gendered between the public and the Commission through this inter-
pretative service was of definite value. In addition, the: Oommis-
sion benefited greatly from the information obtained through the
correspondence and conferences incidental to the rendering of such
service. From these sources much valuable information: was 'obtained
on the basis of which existing regulations were improved and new
regulations promulgated.
ANNUAL REPORT OF THE-SECURITIES:AND EXCHANGE COMMISSION 11
, REGISTRATION OF EXCHANGES AS NATIONAL SECURITIES
EXCHANGES
Pursuant to section 6 of the Securities Exchange Act of 1934,

24 exchanges submitted applications for registration as national
securities exchanges.
In considering these applications, the constitution, bylaws, and
rules and regulations of each exchange were examined and analyzed.
Each exchange was required to execute an agreement to comply with
the provisions of the act and any rules and regulations thereunder.
and to enforce compliance with such provisions by its members, so
far as is within its power. Each exchange was also required to
include in its rules provision for the expulsion, suspension, or dis-
ciplining of members for conduct or, proceeding inconsistent with
just and equitable principles of trade, and to declare that willful
violation of any provision of such act or any rule or regulation
thereunder shall be considered conduct or proceeding inconsistent
with just and equitable principles of trade.
Upon investigation into the affairs of the New York Mining Ex-
change and the New York Produce Exchange, both of which applied
for registration, the New York Mining Exchange discontinued opera-
tions entirely, and the New York Produce Exchange ceased to
afford facilities for trading in securities.
. A merger of the Los Angeles Curb Exchange with the Los Angeles
Stock Exchange necessitated an examination into the terms and
conditions of such merger, and the determination whether the merged
exchange was so organized as to be able to comply with the act and
the rules and regulations thereunder, and whether its rules were just
and adequate to insure fair dealing, and to protect investors. Upon
the completion of this examination, such determination was made
and the merged exchange was permitted to continue in operation
as a national securities exchange;
The cessation of trading in securities by the 2 New York exchanges
above named and the merger of the Los Angeles exchanges, reduced
to. 21 the number of securities exchanges registered with' the
tJoinDiission.
From time to time during the year, such registered exchanges
filed amendments to their registration statements. These amend-
ments covered changes in membership, in exchange trading rules,
in securities admitted to listed or unlisted trading privileges, and
in the: rules for the government of exchanges.' Such amendments.
were subjected to thorough analysis to ascertain whether the ex-
changes were being maintained in compliance with the provisions.
of the Securities Exchange Act of 1934, and the rules and regulations
30662-35-2
12 A.NNUAL REPORT OF THE SECURITIES AND EXCHANGE COMMISSION
thereunder. The following named constitute the national securities

exchanges as of June 30, 1935:
Baltimore Stock Exchange New York Curb Exchange
Boston Stock Exchange New York Real Estate Securities
Buffalo Stock Exchange Exchange
Chicago Boartr of Trade New York Stock Exchange
Chicago Stock Exchange Philadelphia Stock Exchange
Cincinnati Stock Exchange Pittsburgh Stock Exchange
Cleveland Stock Exchange St. Louis Stock Exchange
Denver Stock Exchange Salt Lake Stock Exchange
Detroit Stock Exchange San Francisco Curb Exchange
Los Angeles Stock Exchange San Francisco Stock Excbange
New Orleans StOCk Exchange Wasliington Stock Exchange (D. C.)
EXEMPTION OF EXCHANGES FROM REGISTRATION AS NATIONAL

SECURITIES EXCHANGES
Pursuant to section 5 of the Securities Exchange Act of 1934, 19

exchanges filed applications for exemption from registration as na-
tional securities exchanges. The applicants were granted temporary
exemption from registration pending investigations with respect to
their constitution, bylaws, trading rules and practices, members,
volume of security transactions, and the financial standing of com-
panies having securities traded 'on these, exchanges. Investigators
were sent to the far West to examine 7 exchanges, to the ':Middle
West to examine 4 exchanges, to the South to examine 3 exchanges,
and to New England to examine 2 exchanges.
The reports filed by the trial examiners before whom hearings
were held on the applications for exemption, were analyzed pre-
liminary to determining which applications should, in the public
interest, be granted.
After investigation of the California Stock Exchange, the Boston
Curb Exchange, and the Hartford Stock Exchange, operations on
those exchanges were altogether discontinued.
The Philippine Stock Exchange ~f Manila discontinued Rpe~atiQns
as of March 1, 193'5,'and thereupon its temporary exempticn was
canceled by the Commission.
The cancelation of this application, together with the dissolution
of the three exchanges above mentioned, reduced the number of ex-
changes grunted temporary exemption as of June 30, 1935, to 15.
The Standard Stock Exchange of Spokane, which had previously
been granted temporary exemption from registration, submitted an
application for registration as a national securities exchange.
The Chicago Curb Exchange, which also had been granted tem-
porary exemption from registration, asked leave to withdraw ..i~
application for exemption and to substitute therefor an application
for registration as a national securities exchange.
ANNUAL REPORT OF THE SECURITIES AND EXCHANGE COMMISSION 13
After a thorough examination of these two exchanges, it was de-
termined that such exchanges were so organized as to be able to
.comply with the provisions of the Securities Exchange Act of 1934
.and the rules and regulations thereunder. Accordingly, "the Com-
mission granted the Standard Stock Exchange of Spokane registra-
tion as a national securities exchange, effective October 1, 1935, and
.extended its temporary exemption from registration to that date,
and granted the Chicago Curb Exchange registration, effective No-
vember 1, 1935, and extended its temporary exemption from regis-
tration to that date.
During the year a new exchange was organized in Manila under
fhe designation of Associated Stock Exchange (Manila, P. I.).
The Acting Governor General of the Philippine Islands was re-
quested to furnish information concerning such exchange, and on
May 16,1935, the exchange applied for exemption from registration.
Upon request, the Governor General authorized the insular auditor
in Manila to make an investigation of the exchange, in accordance
'with a questionnaire setting forth the scope of such investigation pre-
pared by the Commission. Subsequently, this exchange dissolved.
The following named constitute the exchanges granted temporary
-exemption from registration as national securities exc~.a~ge~as of
.June 30, 1935:
Associated Stock Exchange (Manila. Reno Stock Exchange
P. I.) Richmond Stock Exchange
.Ohleago Curb Exchange San Francisco Mining Exchange
Colorado Springs Stock Exchange Seattle Mining Exchange
Honolulu Stock Exchange Seattle Stock Exchange
Louisville Stock Exchange Standard Stock Exchange of Spokane,
Manila Stock Exchange Wash.
:Milwaukee Grain and Stock Exchange Wheeling Stock Exchange
,Minneapolis-St. Paul Stock Exchange
FORMULATION OF RULES FOR THE REGULATION OF TRADING

ON EXCHANGES
A comprehensive survey was made of the activities of specialists,

floor traders, and odd-lot dealers on the New York Stock Exchange
and on the New York Curb Exchange, as well as an analysis of
trading on other exchanges. On the basis of this study, suggested
rules for the regulation of trading on exchanges were formulated.
"These rules were sent to all national securities exchanges, with the
Commission's request or recommendation that they be adopted. As
.of the close of the year, 16 exchanges had adopted such rules, either
.as recommended or in modified form. It is not considered that these
.suggested rules shall represent the final regulations to be promul-
gated regarding this matter. They are experimental in character
.and may be changed if further study indicates a necessity therefor.
14 ANNUAL REPORT OF THE-8ECURITIES AND EXCHANGE COMMISSION
Various phases of trading. on exchanges were covered by these

rilles, including limitations on a member's trading while on or off
the floor of an exchange; participation by members in joint ac-
counts; reports of substantial joint accounts; handling of customers'
discretionary accounts and discretionary orders; the use of puts,
calls, and straddles by members; members acting in the dual ca-
pacity of brokers and dealers; the preservation of records or orders
by members; successive transactions by members; registration of spe-
cialists and odd-lot dealers; limitation upon the dealings of special-
ists and odd-lot dealers; and short selling.
To assist in the detection of violations of these trading rules, to
study the effect of such rules on market activities and operations, and
to assist the Commission in the formulation of further rules in con-
nection with these subjects and correlated matters, various detailed
report forms were devised to be filed by exchanges and members of
exchanges. These reports disclosed, among other things, the ex-
tent of trading by members and partners for their own account as
compared with the total volume of transactions on exchanges, and
the effect of trading by specialists on quotations and the market
action of the securities in which they specialize.
Approximately 380 such report-s are filed each week and a system
has been devised for the expeditious analysis in order to detect ma-
nipulative practices or trading by members and to determine whether
further rules are necessary to make exchanges free, open, and orderly
market places for securities.
These reports are also useful in accumulating material in connec-
tion with a study of the feasibility and advisability of the complete
segregation or limitation of the functions of the dealer and broker,
the results of which will be reported to the Congress pursuant to the
mandate of section 11 (e) of the Securities Exchange Act of 1934.
DETECTION OF EXCESSIVE TRADING AND MANIPULATIVE AND

DECEPTIVE PRACTICES ON EXCHANGES
Pursuant to sections 9 and 10 (b) of the Securities Exchange Act

of 1934, trading activities on the major exchanges were under sur-
veillance, and all transactions which appeared to be manipulative
in character were promptly referred to the regional offices for in-
vestigation. The tape quotations of the New York Stock Exchange
and the New York Curb Exchange were under continuous observa-
tion, and complete lists of daily transactions were required to be
furnished by all exchanges.
Transactions ~ the various exchanges were constantly scrutinized
to detect trading in securities by members, which trading might be
excessive in view of the financial resources of such members or in
view of the market for such securities. Trading activities were also
observed for the purpose of detecting trading by specialists in the
securities in which they specialize, which was not reasonably neces-
sary to permit such specialists to maintain a fair and orderly market
in their securities, and for the purpose of uncovering violations of
the other recommended rules for the trading on the exchanges above
mentioned. .
In connection with the detection of manipulative practices, such
as wash sales, matched orders, pool operations, the "tipping" of
pool operations, the dissemination of false or misleading informa-
tion concerning securities, and other manipulative and deceptive
devices, investigations into transactions in 67 securities were made
during the year. .
A system was devised for the accumulation of important informa-
tion published or circulated concerning securities and their price
movements. As it was important that such information be imme-
diately available to aid in investigations and for other purposes,
files were established on 838 individual companies, the securities of
which were listed on registered or exempted exchanges, or traded
in over-the-counter markets. There were also established 116 files on
various industries.
As an aid in uncovering manipulative operations by corporate
"insiders ", examinations were made of the reports of officers, di-
rectors, and beneficial owners of registered securities filed under
section 16 of the Securities Exchange Act of 1934. Up to the close
-of the year, analyses were made of transactions of such officers,
directors, and beneficial owners, in 61 securities. Ten field investi-
gations were made as a result of such analyses.
:FORMULATION OF RULES FOR THE REGULATION OF PEGGING, FIX-

ING, OR STABILIZING OPERATIONS BOTH ON EXCHANGES AND IN
THE OVER-THE-COUNTER MARKETS
Pursuant to sections 9 (a) (6)., 10 (b) and 15 of the Securities

Exchange Act of 1934, a careful survey was inaugurated by the
-Commission to determine the extent to which pegging, fixing, or
-stabilizing the prices of securities should, in the public interest, be
permitted. Data concerning various types of pegging, fixing, or
stabilizing operations employed in the past were compiled and ana-
lyzed as a preliminary to drafting rules and regulations on this
subject.
Statistics were assembled on the average price range of stabilizing
-operations and a comprehensive report was prepared describing the
.advantages and disadvantages and the uses and abuses of such
.operations. .
16 ANNU sr, REPORT OF THE SECURITIES AND EXCHANGE COMMISSION
During the last week of June invitations were sent to represent-

ative banks, investment bankers, underwriters, stock exchange mem-
bers and stock exchanges, as well as the Investment Bankers Asso-
ciation of America, Investment Bankers Code Committee, New York
Securities Dealers Association, and Associated Stock Exchanges,
informing them of conferences to be held with regard to pegging,
fixing, or stabilizing operations. As an aid in facilitating discus-
sions at these conferences, agenda of matters to be considered were
prepared.
FORMULATION OF RULES FOR THE REGULATION OF PUTS, CALLS,

STRADDLES, AND OTHER OPTIONS
Under authority of section 9 (b) and (c) of the Securities Ex-
change Act of 1934, a study was made of traqsactions involving
puts, calls, straddles, and other options. Conferences were held with
put and call brokers, commission houses, and others interested in such
options, to determine the extent to which such transactions should be
permitted. The proposed program encompasses trading practices in
connection with such options, the registration of put and call brokers
and dealers, reports in connection with the granting or acquiring of
options, the duration of options and the endorsement of options by
exchange members.
FORMULATION OF RULES FOR THE REGULATION OF SHORT

SELLING AND STOP-LOSS ORDERS
A detailed analysis of the subject of short selling was made for

the purpose of determining the extent to which such selling is
economically justified and the extent to which it should be curbed.
A rule was formulated which all exchanges were requested to adopt
and which, it is anticipated, will preserve those features of short
selling which are in the public- interest.
The subject of stop-loss orders was also studied with a view to-
determining the extent to which the preservation of such orders
is in the public interest. No rules have yet been formulated on this
subject.
COOPERATION WITH THE FEDERAL RESERVE BOARD IN THE

SUPERVISION OF ITS MARGIN REGULATIONS
The Commission cooperated closely with the Federal Reserve

Board in the formulation of ite:;rules under section 7 of theSecur-
ities Exchange Act of 1934 governing the extension and maintenance
of credit on registered securities. Many suggestions were made to
the Federal Reserve Board for its consideration in the drafting of
regulation T.
ANNUAL REPOHT OF THE SECURITIES AND EXCHANGE COb'IMISSION 17
For the purpose of supplementing the work of the Federal Reserve
Board, a unit was organized to check up on margin accounts to
ascertain whether they were being maintained in compliance with
regulation T, and also to study the effect of such regulation on the
extension of credits on registered securities. During the year since
the effective date of such regulation, 197 firms were examined. The
results of these examinations were made available to the Federal
Reserve Board for the purpose of indicating the practicability and
effectiveness of regulation T, as well as to reveal violations thereof.
FORMULATION OF RULES RELATING TO BORROWINGS AND SOL.

VENCY OF, AND HYPOTHECATION OF CUSTOMERS' SECURITIES BY,
EXCHANGE MEMBERS, BROKERS, AND DEALERS
Considerable research was done preparatory to the formulation of

rules under section 8 (b) of the Securities Exchange Act of 1934,
defining brokers' aggregate indebtedness and net capital, and deter-
mining the proper ratio between the two. This work entailed a study
of brokerage accounting, consideration of an appropriate form of
report of financial condition to be filed periodically by brokers, either
with the exchange or the Commission, and involved several confer-
ences with experts on accounting matters.
Study was also devoted to the matter of hypothecation of cus-
tomers' securities and safeguards to be erected in connection with
such hypothecation. The subject. included ~'earmarking" of cus-
tomers' securities, escrowing of customers' surplus funds, commin-
gling of customers' securities, and the extent to which customers'
securities may be hypothecated by brokers. No rules have yet been
promulgated on the subject.
SUPERVISION AND STUDY OF MA'ITERS RELATING TO UNLISTED'

TRADING PRIVILEGES IN SECURITIES ON EXCHANGES
During the year 2,808 applications for continuance or extension

of unlisted trading privileges in securities were submitted to the
Commission pursuant to section 12 (f) of the act. Each application
was examined for the purpose of determining whether the subject
security was eligible for unlisted trading privileges on the applicant
exchange. Before any application could be granted, it was necessary
to determine that the subject security either had been admitted to
unlisted trading privileges on the applicant exchange prior to March
1, 1934,or had been registered on another national securities exchange
and had been listed thereon on March 1, 1934. Of the applications.
filed with the Commission, 2,776 were granted and 32 were denied.
In the public interest, the Commission announced that it would
consider objecti?llS to unlisted trading privileges in securities on
18 ANNUAL REPORT OF THE SECUBITIES AND EXCHANGE COMMISSION
'registered exchanges. Corporations and others filed about 100 such

-objeetions, .
_Section 12. (f) of the Securities Exchange Act of 1934 requires
the Commission to make a study of trading in unlisted securities on
-exchanges, and to report the results of its study to Congress on or
before January 3, 1936. As a preliminary to the writing of such
report, statistics were assembled with respect to the number of securi-
ties admitted to unlisted trading privileges on-the-various-registered
and temporarily exempted exchanges, and the information published
by issuers of such securities. A thorough study was also made of
the listing requirements of the various exchanges for admission: of
securities to unlisted trading privileges with a view to determining
the recommendations which should be made with respect to the
listing requirements for admission of securities to such trading privi-
leges.
FORMULATION OF RULES RELATING TO THE REGISTRATION OF

UNlSSUED WARRANTS AND UNISSUED SECURITIES FOR "WHEN,
AS, AND IF ISSUED" TRADING ON EXCHANGES
A comprehensive study was inaugurated concerning the registra-

tion of unlisted warrants and securities for" when, as, and if issued"
trading, pursuant to section 12 (d) of the Securities Exchange Act
of 1934. This study embraced an analysis of the economic function
of, and the abuses formerly prevalent in, this type of trading, and
the scope of the regulations to be formulated.
The tentative plan outlined included, among other things, the
registration of unissued warrants or securities, restrictions on margin
trading therein, and the availability of information in respect of
such unissued securities.
In 'Order to expedite a continuous exchange market in such' war-
rants and securities, both on a "when, as, and if issued" and "is-
sued" basis, consideration was given to the formulation of rules
exempting from registration the class of issued warrants which
would be eligible for registration on a "when, as, and if issued "
basis,' .
REGULATION OF THE OVER-THE-COUNTER MARKETS.
Section 15 of the Securities Exchange Act of ,1934 authorizes the

Commission to take such steps as will insure to investors in the over-
the-counter markets, protection comparable to that afforded to, in-
vestors in securities traded on exchanges.
As a first step in affording such protection to investors-in the over-
~he7counter markets, ,the entire subject of. the registration of brokers
1 These rules were promulgated by the ComID1Bslonon Oct. 15, 1935.
and dealers received intensive study. A comprehensive survey was
made of the" blue sky laws" of the various States with special'.
reference to the provisions concerning the licensing or registration of
brokers and dealers. On the basis of the conclusions reached from
this study, and the experience with such" blue sky laws ", rules and
regulations for the registration of such brokers and dealers with the
Commission, were promulgated. Such rules prescribed in detail the
mechanics for registration, the effective date thereof, grounds for
denial or revocation of registration, cancelation of registration by
brokers or dealers, amendments to registration statements, a form
for registration and for amendments thereto, and included a pro-
hibition against misrepresentations by brokers and dealers with
respect to the registration of any broker or dealer and, where a broker
is acting as agent for both the buyer and the seller, a requirement
that such fact be disclosed.
Such registration will become effective on January 1, 1936.
During the time which elapsed between the promulgation of these
rules on May 6 and the end of the fiscal year, 3,488 applications for
registration had been filed with the Commission," These applications
were' examined for deficiencies and inaccuracies in the information
submitted. All available records of public and voluntary law en-
forcement agencies throughout the country were utilized for the
purpose of ascertaining whether partners, proprietors, directors, or
branch office managers of firms applying for registration had been
convicted of a crime or enjoined from any practice in connection with
the purchase or sale of securities or arising out of the conduct of the
business of brokers or dealers. As a result of the evidence furnished
by these examinations, many hearings .will be requited to determine
whether any applications for registration should be denied.
As a second step in complying with the mandate of the act to
afford protection to investors in the over-the-counter markets, a com-
prehensive study was initiated with a view to the eventual formula-
tion' of rules with respect to wash sales, fictitious quotations, matched
orders, misleading activities, false rumors, pegging, fixing, or sta-
bilizing the prices of securities, extension of credit on securities, and
other activities in such markets which affect the prices of securities
traded on exchanges,
REGULATION OF MISCELLANEOUS EXCHANGE AND OTHER

PRACTICES
The Commission has received many complaints with respect to'

exchange practices such as commissions charged by brokers, meth-
ods of settlement, interest charges, and other matters, These com-
• .As of Nov. 1. 1935. 5.080 applications had been filed with the Commission.
plaints have been analyzed for possible use in the formulation of

rules on these subjects.
Several complaints were received with regard to the reporting
of transactions in securities of issuers which were in receivership,
bankruptcy, or in the process of reorganization. A careful study
was made of this matter for the purpose of drafting a rule requir-
ing such transactions to be clearly designated so that investors will
be-informed. as to the financial status of issuers.
Section 19 (c) of the Securities Exchange Act of 1934 authorized
the Commission to make a study of the rules of national securities
exchanges with respect to the classification of members, the methods
of election of officers and committees to insure fair representation
of the membership, and the suspension, expulsion, and disciplining
of members of such exchanges. An exhaustive study of these mat-
ters was made and a report was prepared and submitted to the
Congress, together with 11 recommendations. The subject matter
of this report related to the classification of members of exchanges,
the methods of election of officers and committees, the machinery
of discipline, and a summary of recommendations. These recom,
mendations dealt with representation of commission brokers on the
governing committee, eligibility of office partners for membership
on the governing committee, nomination of the governing committee
by petition rather than by a nominating committee, election of one-
third of the governing committee annually, nomination of the
president by petition, eligibility of nonmembers for the office of
president and other executive offices, membership of standing com- ..
mittees, expenses of arbitration, composition of the arbitral tribunal
in cases in which a nonmember is a party, appeals from the business
conduct committee to the governing committee, and handling of
customers' complaints against members. .
The New York Stock Exchange and the 'New York Curb Ex-
-change, as well as some other exchanges throughout the country, in-
corporated these recommendations, in whole or in part, in their con-
stitutions and bylaws.
The report of the Commission to the Congress on the Government
of Securities Exchanges was transmitted on January 25, 1935, and
will be found in Document No. 85, Seventy-fourth Congress, First
session, House of Representatives.
REGISTRATION OF SECURITIES ON EXCHANGES
'TEMl'ORARY AND PROVISlQNAL REGISTRATION QF 8EC~}lUTIt:S ON ~XCHA-NOES
In August 1934, after holding a series of hearings at which repre-

sentatives of exchanges had an opportunity to make.s:"gge$i,9n~,-~h~"
-Oomrnission promulgated rules and forms providing' 'for" the:~~-'
ANNUAL REPORT OF THE SEClJIUTIES AND E~C:a:AN~ CO;MMI$SION 21
porary registration of securities on national securities exchanges
under section 1~ (e) of the Securities Exchange Act of 1934.
Applications for temporary registration were filed for 2,910 stock
issues, covering over 2,000,000,000shares of stock, and 1,968 bond is-
sues, involving nearly $29,000,000,000in face value. These temporary
registrations became effective on October 1, 1934.
Securities not temporarily registered on October 1, 1934, and
sought to be registered prior to the adoption of permanent registra-
tion forms of the Commission, were provisionally registered. These
provisional registrations expired 90 days after the promulgation of
the forms for permanent registration. Approximately 100 of such
provisional registration statements were filed and examined.
Temporary registration, under the terms of the act, expired on
June 30, 1935. A temporary exemption from permanent registra-
tion was granted all issuers until July 16, 1935, as of which date
all listed securities were required to be permanently registered, ex-
cept in cases of securities of certain types of issuers for which regis-
tration forms were-still to be promulgated or had been promulgated
so recently as to make further temporary exemption necessary to
allow time for filing.
l'ERl\lANENT REGISTR.\TION OF SECUlUTIES OK EXCHANGES
Having provided for temporary registration of listed securities,

the Commission was faced with the problem of promulgating forms
for the filing of applications for permanent registration.
The Securities Exchange Act of 1934 specifies broadly the nature
and scope of information to be furnished by an issuer in an applica-
tion for permanent registration. The problem, in general, was to
adapt these requirements to the circumstances of the various classes
of issuers through the adoption of a form of application for' each
class. Temporary registration was permitted to continue under the
act only until July 1, 1935. It was desirable to allow issuers ample
time before that date to prepare and file applications for permanent
registration. Consequently, the task of preparing these forms was
necessarily conducted under heavy pressure of time.
The Commission gave a great deal of time and thought to the re-
quirements of permanent registration. Numerous conferences were
held with representatives of exchanges, corporate officials, account-
ants, and others, in the course of which the Commission received
valuable assistance in its efforts to formulate requirements that
would afford protection to the investor through the dissemination of
adequate information, without unduly burdening private industry.
As the first product of these efforts, a form for permanent regis-
tratiorr: of securities issued by corporations was - approved by the
Commission on December 20, 1934. Revised rules governing perma-

nent registration were promulgated early in February 1935.
This general form for corporations, known as form 10, was appli-
cable to a large majority of securities listed on the various exchanges,
and formed the groundwork and model for other forms appropriate
to special types of issues. Prior to July 1, 1935, eight additional
forms were published, designed for use by (1) unincorporated is-
suers; (2) railroads, including those in receivership or bankruptcy;
(3) insurance companies; (4) protective committees; (5) voting
trustees; (6) investment trusts, incorporated; (7) investment trusts,
unincorporated; and (8) foreign governments.s
As stated above, temporary registration of securities on exchanges
expired by the terms of the act on July 1, 1935. - It then became un-
lawful to trade in nonexempt securities unless permanent registra-
tion had become effective. In order to avoid any confusion on the'
exchanges immediately after July 1, 1935, due to uncertainty as to-
the registered or exempt status of any security, it was deemed advis-
able to allow an interval for the compilation and publication of com-
plete lists of securities registered or exempt on that date. Accord-
ingly, shortly before July 1, under authority conferred by the act,
the Commission adopted a rule granting to all listed but unregistered
securities an exemption from registration requirements during the-
first 15 days of July 1935.
Furthermore, the Commission considered that all issuers should be
allowed at least 90 days in which to secure effective registration of
their securities after publication of the form appropriate for such
securities. To provide this time the Commission granted exemp-
tions for certain types of securities for various periods after July 1,
1935. The basic set of 12 forms was designed to meet the primary'
problem of securing original registration of the several thousand
issues of securities already listed on national securities exchanges
when the act became effective. These forms represented only the
beginning of the Commission's work in formulating the requirements
and methods of registration. On July 1, 1935, there remained the
problem of filling out this framework with additional forms to meet
certain complex and peculiar situations. To mention a few of these,.
it is contemplated that special forms will be prepared for corpora-
tions emerging from bankruptcy or receivership, corporations in--
volved in mergers and consolidations, corporations modifying their
existing securities or issuing, in a variety of transactions, additional
securities of a class already registered.
• Tbree additional forms were pUblished during the first part of the fiscal year 1936,
namely, form 19, for American certificates against foreign issues and for tbe underlying-
securities; form 20, for seeurttlea other tban bonds of foreign private issuers; and form'
21, for bonds of foreign private Issuers,
-ANNUAL REPORT OF THE SECURITIES AND EXCHANGE COMMISSION 23
Requirements must be formulated for annual and other periodic
reports from issuers, designed to keep reasonably current the infor-
mation already filed with the Commission.
A guide to forms adopted by the Commission will be found in the
appendix.
Having devised and promulgated forms for the registration of
securities on exchanges, the Commission was next faced with the
problem of examining the registration statements and compiling
the report of securities registered or exempt from registration on
exchanges. Due to the voluminous material filed with most of the
statements and the large number of statements filed, and the limited
time available for the examination prior to July 15, the Commission
was compelled in the first instance to confine this examination to a
cursory study of the statements for obvious errors and deficiencies.
A detailed examination and analysis of the statements and all ex-
hibits filed in connection therewith was subsequently undertaken.
Upon completion of the preliminary examination, a study and
compilation was made of the certifications by exchanges indicating
their approval of the registration, following which the lengthy report
of securities registered or exempt-from registration was prepared.
This report contains a list of all securities which have been perma-
nently registered for trading on national securities exchanges as of
July 16,1935, and those securities which are provisionally registered
or reported by the exchanges to be temporarily exempted from
registration pending the time when registration forms promulgated
by the Commission for such securities became applicable.
The Commission intends to publish, at frequent intervals, supple-
ments to keep this list up to date. Copies of the report of securities
registered or exempt from registration on exchanges and the supple-
ments thereto may be secured at the offices of the Commission in
Washington, D. C.
Under the provisions of a rule promulgated by the Commission
relating to objections to the public disclosure of material filed with
the Commission, several hundred requests for confidential treat-
ment of material in connection with applications for permanent
registration of securities on national securities exchanges were re-
ceived.' This rule provides that if any person filing an application,
report or document with the Commission under any provision of
the Securities Exchange Act of 1934 wishes to object to the public
disclosure of any such material, he shall file that portion of the
application, report, or document which contains such information
separately from the remainder and plainly mark it "confidential."
'As of Nov. I, 1935, 529 applications for confidential treatment had been received.
The rule further provides that there shall also be filed with such
information written objection to its public disclosure stating there-
in the reasons why public disclosure is not in the public interest
and also stating whether or not a hearing is desired. Until and
unless the Commission determines that the disclosure of such infor-
mation is in the public interest, it shall not be made available to the
public.
When requested by the applicants, hearings are scheduled and the
applicants afforded opportunity to appear in support of their ap-
plication." The Commission considers all the facts, including the
reasons stated in the written objections and the informatron aevel-
oped in the course of hearings, if any,6 and makes its determination
on the merits of each individual case. Orders of the Oomnnssion
are then issued indicating the action taken,"
STATISTICS OF SECURITIES REGISTF.RED OR EXEMPT FROM REGISTRATION

ON EXCHANGES
As.of the opening of trading on July 16, 1935, permanent regis-

trations were in effect covering 3,345 securities of 1,841 issuers.
These statements registered nearly 2,000,000,000 shares of .stock and
over $16,000,000,000 face amount in bonds. In addition there were
1,048 securities of 601 issuers, representing more than 400;000,000
shares of stock and over $10,000,000,000 face amount in bonds tem-
porarilyexempt (or, in a few cases, provisionally registered) pend-
ing filing on or promulgation of the required forms.
REPORTS OF OFFICERS, DIRECTORS, AND PRINCIPAL

STOCKHOLDERS
Section 16 (a) of the Securities Exchange Act provides in part that

every person who is directly or indirectly the beneficial owner of
more than 10 per 'centum: of any class of any equity security' (other
than an exempted security) which is registered on a national securi-
ties exchange or who is a director or an officer of the issuer of such
security, shall file a statement of the amount of all equity securities
of such issues of which he is the beneficial owner, and within 10 days
after the close of each calendar month thereafter, if there has been
any change in such ownership during such month, shall file a state-
ment indicating his ownership at the close of the month and such
changes in his ownership as have occurred during such calendar
month.
"As of Sept. 4, 1935, 266 requests for hearings were received.

GAsof Nov. 9, 1935, 124 such hearings have been held.
TAs of Nov. 9, 1935, 220 orders have been Issued.
•ANNUAL REPORT OF THE SECURITIES AND EXCHANGE COMMISSION 25
.-
The Commission has devised and promulgated three forms for
use in submitting these reports of ownership, viz, form 4, for report-
ing changes in ownership of equity secutities; form 5, for reporting
ownership of an equity security which was registered during the
last calendar month; and form 6, for reporting ownership by per-
sons who have just become officers, directors, or principal stock-
holders of a company having equity securities registered.
. During the period September 1, 1934, to June 30, 1935, inclusive,
'10,114 original and 2,524 amended reports were filed and examined.
The Commission compiles and publishes a monthly summary of
stock transactions and holdings of officers, directors, and principal
stockholders as reported on these forms 4, 5, and 6. Copies of these
summaries may be procured at the offices of the Commission in
Washington, D. C.
WITHDRAWAL OR STRIKING FROM LISTING AND REGISTRATION OF
SECURITIES ON A NATIONAL SECURITIES EXCHANGE
Section 12 (d) of the Securities Exchange Act of 1934 provides

tlL,at securities registered on national securities exchanges may be
withdrawn or stricken from listing and registration in' accordance
with the rules of the exchange and, upon such terms as the Commis-
sion may deem necessary to impose for the protection of investors,
upon application by the issuer or the exchange to the Commission.
Rules and regulations governing applications for the withdrawal
and striking from listing and registration of securities on national
securities exchanges have been promulgated. During the period
September 1, 1934, to June 30, 1935, 95 such applications were
received and acted upon by the Commission.
REGISTRATION OF SECURITIES UNDER THE SECURITIES ACT OF

1933
SECURITIES ACT FORMS
In order to encourage financing and remove the hesitancy on

the part of reputable companies to undertake new issues under the
Securities Act, immediately upon its creation, the Commission de-
voted intensive study to the classification and simplification of the
registration forms. Existing forms were revised and new forms
promulgated.
The outstanding accomplishment in this field was the promulga-
tion of form A':"2for the registration of new security issues of sea-
soned corporations. This form was designed to provide a more
suitable method of protecting the investor but at the same time cal-
culated to eliminate, as far as possible, needless burdens to new
capital financing. The burden to officers and directors of registered

.companies has been materially reduced and at the same time the
-value of the statement from the investor's viewpoint has been
increased. ,
This new form is used for the registration of security issues of
seasoned corporations with a record of operations. It cannot be
used for ventures of a promotional nature.
In addition, new forms have been promulgated for the registra-
tion of oil and gas securities, the form for the registration of securi-
ties sold or modified in the course of reorganization has been revised,
and a new form has been adopted for the registration of certificates
of deposit.
EXAMINATION OF SECURITIES ACT REGISTRATION STATEMENTS
The examination of registration statements filed pursuant to the

Securities Act of 1933, as amended, is one of the primary functions
of the Commission. These statements are filed by issuers who pro-
pose to publicly offer for sale or sell securities, except exempt securi-
ties in interstate commerce or through the mails.
, 'Registration statements are filed on: various forms promulgated
by' the Commission, each of which provides for the submission' of
data called for in the act and other information needed in deter-
mining whether the investing public is being apprized regarding
material facts relative to the issuer and the issue to be sold.
The examination of these registration statements requires the
services of expert financial examiners, attorneys, accountants, mining
engineers, petroleum engineers, and other persons expert in the fields
relating to the issuance of securities. When such examination dis-
closes deficiencies in registration statements, registrants are so ad-
'vised by correspondence and in conference, and amendments are
requested or proceedings instituted under section 8 of the act, de-
pending upon the circumstances of the .particular case. Amendments
filed pursuant to the suggestions contained in the deficiency letter,
or otherwise, are examined in a similar manner. Under the pro-
'visions of the act, a registration statement becomes effective 20 days
after filing, but the filing of an amendment before the effective date
starts a new 20-day period, unless such amendments are filed with
the consent of the Commission. An amendment filed after the
effective date of the registration statement, if such amendment, upon
its face, appears to the' Commission not to be incomplete or inaccu-
rate in any material respect, becomes effective on. such date, as the
Commission may determine, having due regard to the public interest
and the protection of investors.
.NJlIUMiREPQRT' OF. TRE-SEQl.lfBlTIES,AND'F4CHANGE, COMMISSION '2:l.
_The examination of ~tion statements does not involve au
appraisal of and Is.not eoneeened with the merits of the security as
an investment. The Commission does not pass judgment upon the
soundness of any -security. The basic policy is that of informing
the investor of the facte concerning securities to be offered for sale
in interstate and foreign commerce, and the aim is to place adequate
and true information "before the investor and to prevent the sale
of securities through misrepresentation-perhaps the only way in
which fraudulent secUritIes can be sold to the public. The Coin-
mission's further aim is to accomplish this with the least possible
interference to honest business.
"
TYPICAL DlSCLOSUBES MADE AS A RESULT OF EXAMINA'J.'IONS OF SECWU1'

TIES ACT REGISTRATIONS
For the purpose of giving some indication of the nature of dis-

closures made as a result of examinations, a few typical cases are
briefly summarized below.
A large public utilities system filed a registration statement con-
taining a balance sheet which showed that the company had a capital
surplus of approximately _$in,ooo,ooo and an earned surplus 9f
approximately $12,000,000. Appended to this balance sheet were 8:
great many pages of footnotes relating to the balance sheet, which
disclosed that many improper accounting and financial practices had
been followed. The footnotes were so long and complicated, how-'
ever, and contained so many technical terms, that it would be -vir;
tually impossible for an average investor to understand them. Fur-
thermore, even a, trained investment analyst would have great diffi-'
cul.ty in .adjusting the balance sheet in accordance with the footnotes
in order to obtain a true picture of the company's financial condition.
The.company was required to compute, the effect in dollars and cents,
as far as possible, of the improper accounting and financial practices
and to set up a balance sheet in a form permitting comparison with
the balance sheet as originally filed. The adjusted. balance sheet
indicated that if proper accounting and financial practices had been
followed; the' company's assets would have- been $153',000,000.'less
than those shown in the original balance sheet, and that in plaea
of the eapital surplus of $1-11,000,000 and the earned surplus '0£
$12,000,000, the company would have a eorporate deficit of $30,000,000"
" .A mining company 'seeking to register an' issue of- its. common
stock, .was required to amend its-prospectus to- disclose that it h,,,d
boon selling stock, to the public- for more than 20 years snd' that PIllF
a small percentag-e :(}f, receiW ~!OOl 'such .sales had been ~,-ill:
actual developrnent of rther-propeeties, the' balance having been lUJeQ
prineipally to 'pay- salesmen's-eommissions, office expenses; and isa,1'":
30062-35---3 '
aries.. : The company recently Nquested,p.rmission:to Withdraw!its
re~ation statement afteri"'a year~ unsuecessfulrattempt to sell its
seeurities by means of its amended prospeetus.> ~_." . -- .
:. :The sponsor, of- an investmeut.'truSt s~t to register $250,000
faee value of investment contractsJproviding'for. monthly payment
-6£ installments which were to be .invested.in securities:to be held in
tiust for .the benefit of .the investors.. -The fi1-at 20 payments, how"
e\Ter~were to accrue to the sponsor for its services and expenses. In-'
vestigation by the, Commission revealed that the registrant, before
tli6 .passage of the .Securities Act of 1933, had sponsored a similan
plan under which there had been received from the public $80,0001
of which only $2,400 had been invested in securities. The balance
Mid 'accrued to the sponsor because of -forfeitures for nonpayment of
installments. The ratio of; maintenance tcharges to income of the
trust had been over 2,300 percent. ..The registrant was required to
amend its prospectus to disclose the ~act that its previous experienoe
had been disastrous to investors. 'In the year that-has elapsed since
t~r; statement, thus amended; became e1fectf~e,.,~he registrant has sold
no contracts whatsoever to the public., .. '. _
~~lAJ1oth~r company filed a, re~qwQn statement covering an 'issue,
Qf, so-called "endowment bonds" having a maturity value of
~oOO;OOo., The issuer had been s~ling, these bonds for several years,
principally to school teachers resident in the State where it was in-
corporated, and wished to extend its selling campaign to other States,
Stop-order. proceedings were ~ituted by the Commission and it
W,lJ-S .discovered that the issuer was actually insolvent, that it had
created a reserve of only $5,000 to meet a liability of $53,000, to its
seeurityholders, and that there was every likelihood. that .persons who
li8.d '~lready invested in its bonds would 108.epractically their entire
lnv.estment. The entry of the stop order will prevent the further
Yietimizing of the public, at Ieast In States other than that where
t~e issuer is incorporated. .. ,
).
EXEMPTI~NS ~OM REGI8TBATIO~ R~QUIBEMENT8
•' I ~
: "The- Commission has promulgated rules, under section 3 (b) of the

Seeiftities Act of 1933, exempting: certain. issuee. not. exeeeding
$100,000 from the registration requirements of the act. In order to-
secure certain of these exemptions, it is necessary to file prospectuses,.
which. are examined for the purpose of.: determining whether the
fequirements of the rules have been met. From September 1, 1934,
through June 30, 1935, 193 -sueh prospectuses covering issues of
aeeunties amounting to $15,734,812 were filed and examined.
t -Spadal -regulations have also been -adopted, under section 3 (b)
of:.the -Securities Act -of 1933, pJ'O-viding .for the exemption of frac-
rmJar!U'AL~ORT,OF 1I.".HEiSECURlTIESAND:EXCHANGEiJOMMISSION 29
tional undivided interestS In' oil;-gas,- or other mineral rights, not
~~ding $1.00,000., In order to secure such exemptions, the regula-
tions require the filing of offering sheets. From September 1, 1934,
:to:Jfine '30, 1985, approximately 2,500 original and corrected offering
~g were filed and examined.
STATISTICS OF SECURITIES REGISTERED UNDER THE SECURITIES ACT
When the Securities and Exchange Commission took over the

administration of the Securities Act of 1933, there were 1,093 reg-
istration statements on file," Of these, 794 were effective," 49 were
under stop or refusal order, 153 had been withdrawn, and 97 were
under examination or pending the receipt of amendments.
During the period from September 1, 1934, to June 30, 1935, in-
clusive, 440 additional registration statements were filed. There
were 315 registration statements which became effective during the
period 10 and 1,094 were effective at the end of the period, 15 of
those effective at the beginning either having been withdrawn or
placed 'under stop order, r
The number of registrations withdrawn increased by 72 to 225

.011 June 30, 1935. Stop or refusal orders increased during the period
by'42, there being 91 of such orders in effect on June 30, 1935. As
of June 30,1935, there were 123 registration statements in the process
of examination or awaiting amendment .
. During the 10-month 'period ended on June 30, 1935, securities
with estimated gross proceeds of $909,387,000 have heeome effec-
:ti~y.;.registered. Of this amount, $805,698,000 represented new
._urities, while $103,689,000'were for securities in reorganization,
for voting trust certificates, for certificates of deposit, and for se-
curities to be exchanged for registrants' or predecessors' securities
or certificates of deposit.
. Detailed statistical tables, showing gross proceeds, net proceeds.
costs of distribution and selling, and proposed use of funds for these
Securities are contained in the appendix. In interpreting the tables,
it should be kept in mind that these statistics are based solely on the
registration statements as filed by the registrants with the Securities
and Exchange Commission. All data, therefore, refer to registrants"
iii~Iitions as of the date of fi~g or of later amendments. .They thm
represent; in reality, statistics of intentions to sell securities rather
than statistics of actual sales of securities.'
, -Although llgu~s for Sept. I, 1~34, were included in the Federal Trade CommfAlll_
report' for June 30, 1984, that day Is b'ere Included for completeness.
• Including registrations etlectlve under notice of deficiencies and etlectlve _4IeJr notrC'l!'
of .1Iearing. - ,
, 'Jd InCluding 32 statements etI'~tlve und~r notice of deficiencies or hearlpgL
, ,
REGISTRA'fION FEES
Section 31 of the Securities Exchange Act of 1934 provides tliat

every national securities exchange shall pay 'to the Commission 'on
or before March 15 of each calendar year a registration fee for the
privilege of doing business as a national securities exchange during
the preceding calendar year or any part thereof. Such fee shall be
ill an amount equal to one five-hundredths of 1 percentum of the 'ag-
gregate dollar amount of the sales of securities transacted on such na-
tional securities exchanges during the preceding calendar year and
subsequent to its registration as a. national securities exchange. .,
Pursuant to the provisions of this section, and as of June. 30,
1935, the Commission had collected $61,659.86 as fees from national
securities exchanges.
Each national securities exchange submits monthly reports to the
Commission indicating the volume and the dollar value of trading
in stocks and in bonds during the preceding month. In addition to
using these report-s as an aid in determining the accuracy of the
fees paid by the exchanges, the figures are compiled for distribution
to the general public in monthly releases and are reprinted in
detail in the appendix. It will be seen that from October 1, 1-934,
to June 30, 1935, the total volume of trading on national securities
exchanges (including some transactions which are not contained in
the usual reports of volume of trading, particularly odd-lot trans-
actions on the New York Stock Exchange) amounts to $10,076,637,-
186, of which $7,283.039,072represents the value of trading in stocks
and $2,793,343,008that of trading in bonds. The New York Stock
Exchange accounts for 83.7 percent of the value of trading on' all
registered exchanges and the New York Curb Exchange is respon-
sible for another 12.2,percent. '
Section 6 (b) of the Securities Act of 1933 provides that at,~
time of filing a registration statement the applicant shall pay' to
the Commission a fee of one one-hundredth of 1 percentum of the
maximum aggregate price at which such securities are proposed
'to be offered.ibut in no case shall .the fee be less than $25. ',\.
Pursuant to this section, during the fiscal year ended June 30,'193&.,
:$160,299.25were collected, '.
COMPLAINTS, INVESTIGATIONS, HEARINGS, AND LITIGATION
Under the Securities Act of 1933 and the Securities Exch:inge

Act of 1934 the Commission has broad p'o~ers to enforce the :Mts
'and the- rules and :regulations. thereunder through ihv.~tigati.Qns,
llearings, and injunctions. ' ' ... :
:'fue
During the y~r, fraudulent and, illegal activities v:i()~ati,llg
Securities Act 'orthe Securities Exchange Act came to the attention
of the Commission through complaints or inquiries received from
thtt public, State securities commissions, State- and Federal prosecut-
ing officials, and others, from the Commission's surveillance of
trading activities and examination of registration statements, and
.otherwise. Supposed. violations were investigated and during the
yeu approximately 2\300 cases were under investigation. Whenever
necessary, the investigative- powers of the Commission under sec-
tions 19 and 20 of the Securities Act and section 21 of the Securities
Exchange Act were involkd bY';1lCommission order for formal in-
> vestigation and hearing, -fIesignating an officer of the Commission
to conduct the hearings, .th power to take evidence, subpoena wit-
nesses, and compel the production of records. In these hearings.
the Commission was represented by' members of the General Coun-
sel's staff, who prepared the cases and presented the evidence.
If apparent violations of the acts were disclosed, suits for injunc-
tion were brought by the Commission in the Federal courts. During
th~ fiscal year the Commission brought 22 suits for injunction and
carried on 3 suits already brought by the Federal Trade Commis-
sion. As of June 30, 1935, permanent injunctions had been ob-
tained against 32 defendants, temporary injunctions against 28 de-
fendants, and temporary restraining orders against 19 defendants.
Suits involving 72 defendants were awaiting hearing.
Evidence of willful violations discovered in 30 of the cases inves-
tigated by the Commission was transmitted to the Attorney Gen-
eral for criminal prosecution. In certain cases, in the interest of
speedy justice, evidence of criminal violation was referred forth-
~ for prosecution without bringing suit for injunction.
Among the more important matters investigated or litigated by
the Commission were the following:
On September 24, 1934, the United States District Court for the
District of New Jersey granted a permanent injunction against
Thanscript, Inc., Clement H. Congdon, and Marshall 'V

fraudulent violations of the Securities Act by National Investment
ard, doing
business as Marshall Ward & Co. The Commission's bill charged a'
gigantic swindle in stock of Rayon Industries Corporation, effected
through a tipster sheet, a manipulated market, and fraudulent mis-
representations through wholesale long-distance telephone solicita-
tion. The evidence obtained in the Commission's investigation was
referred to the Attorney General for criminal prosecution.
On' January 7, 1935, a permanent injunction was obtained by the
Commission in the United -States District Court for the District of
LOuiSiana. against fraudulent 'Violations 'of the Securities A-ct by'
''1'ucivas &; Co.., and others. The evidence was referred to the Attorney
Gtlneral.
. On January 15, 1935, the Commission filed a suit for injunction'
against Robert Collier & Co. and others in the United -States:Distrlet
Court for the Southern District- of New York, alleging fraudulent'
activities in violation of the' Securities Act. The United. States:
district court dismissed the Commission's suit on the ground that the:
Commission was not entitled to appear except by the United States
attorney or the Attorney General. On appeal, the United Btates,
Circuit Court of Appeals for the Second Circuit held that in pre-
ceedings brought under section 20 (b) of the Securities Act the Cam-
mission was entitled to appear by-its own counsel. The case was
remanded to the district court and on June 30, 1935; had been sent
to a referee to take testimony."
_ On February 4, 1935, the Commission filed in the United States
District Court for the Southern District of New York a suit against.
J. Edward Jones and others to enjoin alleged fraudulent and illegal
activities in violation of the Securities Act. On 'February 8, 193'5,
the respondents consented to and the court 'granted a temporary iB,.'
junction. On May 4, 1935, Jones filed' a registration statement under.
the Securities Act relating to securities proposed to be issued bY'
Jones. Because of alleged material misstatements and- omissions'
in this registration statement, proceedings. under section 8 of thES
Securities Act were ordered by the Commission. A subpoena was'
issued for the appearance of Jones at a liearing on June 27, 1935.
Jones failed to appear at the hearing, and, through his' counsel'
appearing specially, refused to obey the subpoena. On June 28, 1935;'
Jones filed in the United States Circuit 'Court of Appeals for the
Second Circuit a petition purporting' to. be a petition under section
9 of the Securities Act for review of, the proceedings before' the
Commissicn.v ',
On February 28, 1935, the Commission obtained in the :U.nited.
States District Court for the Northern District of Illinois, with the
UAfter taking testimony before the master for approximately 8 weeks, during whICh'
time the Commission presented its case and the principal -wttness for the defendan~
were examined and cross-examined, the defendants consented to the entry of a perma-
nent injunction and an order requiring the return of $50,000 to subscribers. This order.
W811 signed by Federal Judge Murray Hulburt on Oct. 16, 1935. The amount return~.
to subscribers amounted to about 80 percent of the total subscriptions.
1ll On July 3, 1935. tbe Commission applied to the United States District Court for thel
Southern District of New York for an order. compelling the attendance of Jones lI.8 a
witneBS in the proceedings before the Commission. After' considering argument - 811d
extensive briefs, the district court granted the order on Aug. 13, 1935. Jones thereupon
appealed to the United States Circuit Conn of A.ppeals for the Second Circuit. -The
argument on this appeal was consolidated with the argument on the Commission's moti~n
to dismiBS the petition for review of the proceedings before the Commission, filed by
JoneR on June 28, 1935. Extensive briefs w~ again submitted, and on. Nov. ,5, 11l35,.thlf"
circuit court of appeals sustained the COmm1~sion,o~ al~ points, dismissi,n~ ,iTones': Pe~:,
don -for review and all1rm1ng the order- of the dl8trict court compelling' JODes te: apPlia~
and to testify before the Commission. The opinion by Clreult Judge Manton.I~~'"
upheld the constitutionality of the Securities Act.
/
~}rU~~B:J? nB.'fiBj1!lC~~_~J;IA~P-COM:MISSIO.N 13
defendants' consent;:~' ~Jhp{lr~t Jnjunetion' ltgainst violations, ef
the Securities A.ct by: :Waterman W. Porter, Wl1ij. Street Soo1,Jdty
~J.:Poration, and aftUiated companies, The evidence was referred.
to the Attor:qey General fo.!"criminal prosecution. . , ' .~
.Qn'May,17, 1935,'a permanent injunction' against fraudulent vi0-
lations of the Securities, A~t was obtained by the Commission in the
United States District Co.uft for tlie' District of Maryland against
Harrison Knight & Co., Inc." and 'othe11l. The defendants consented
to- this injunction. " .~ _, ; ~
_. In March ,1935, the Commission conducted an investigation: of
At;nerican. Bond .& Share Corporation and affiliated companies..iJl
Atlanta, Ga., Wilmington, Del.j. New York City, and Was~
D. C. The Commission met with refusal to answer subpoenas issued
by 01licersof the Commission and petitions to enforce these subpoenas
:were filed in the Federal. courts at Atlanta, Ga., and Wilmingtooi,
Del. The evidence obtained in the Commission's investigation: w~
immediately referred to the,Attorney General and indictments 'w~
returned by a Federal grand jury in Atlanta against B. R,~rad,.
ley, Robert E. Leer and J. C. Ingram, officials of the American.Bp.ntl
& Share Corporation" for violations of the Securities Act. . J : o s
.' On April 11" 19~5,Jihe Commission filed 'in ,tQ.~United Statea
District Court for the District of Nevada a suit against Colonial
Trading" Co., and .3~ affiliated persons alleging fraudulent activities
~ violation of the Securities~L -',Apreliminary-injunction ,w.8$
oktained on April 19, 193,g, against such defendanta-as had b~J).
served with process.-, The evidence was immediately referred,tO;:the
Attorney General and an indictment for violations of the Secw:it~
Act was returned on July 16, 1935, against 11 defendants.
On June 28, 1935, the Commission filed in the United States Dis-
trict Court for the ~ orthern District of Texas a suit for injuncsion
a:iIeg~g illegal, acti~.ti~ in 'violation of the, Securities Act of.t.~~
by El Presidio Hotel Gnaranteed Syndicate and others, and. obt8,iii~
from that court a temporary restraining order. _ _ ' ',',:'
Following an extensive 'investigation by the Commission in Boston:
Mass., and elsewhere, evidence of fraudulent activities in violation
of-the Securities Act by William L. Jarvis, Samuel L. Gaines, A. E.
Gibbs, Joseph V. Barger, and others in stock of Polymet Manu-
facturing Co. was, referred to the Attorney General for cririllrlal
prosecution. ':1
: The pzincipal defellaants-hr~ther suits for injunction, and',the

~icts in which suit. was brought, were as follows: Carleton S'a-im-
d~ ~ ,00.; district of- Ne:w ,J~rseYj Stock Market Finance, hc.,
'~uthern .district -of -New Yorl.t;: Popular F'inanee, Inc., d.iStrict~of
~uset~; .Ald~~~h"~la~e, - Inc .."D~st~~ _Qf P~lUt.nbia;,.\Ge()tge
Gallop, ,eastern -mstr,iot-Gf- Louisiana; Plymouth' Consolidated Gold
M ANNUAL hEron')? {)P 1'ilE tj~mlft.Eg 'A.}tl)-'gX()fM~G'EOOhll\ttsSIQN
Mines, Ltd., district of Delaware; M. E. Wilaox, Inc., northern-dis-

trict of Indiana; Dill & Co., district, of Massachusetts; J a.ck Zim-
merman, northern district of Georgia; Howard M. Roberts, Dis-
trict of Columbia; J. J. Donegan, District of Columbia; Frank J.
Hill, District of Columbia; K. W. Todd Co., Inc., western district
of 'Pennsylvania; Sterling Investment Corporation, western district
of Pennsylvania; Secord, Vanderpoel & Co., Inc., southern district
of New York; A. A. Durante & Oo., southern district of New York;
H. J. Kattleman & Co., eastern district of Missouri.
In addition, the Commission conducted hearings on applications
kr registration or exemption of exchanges.und applications to strike
securities from listing and registration. Among the more impor-
tant matters so heard were the following: Applications for regis-
tration of New York Mining Exchange and Pacific Stock Exchange;
investigation following application for exemption by Boston Curb
Exchange; applications for exemption by Chicago Curb Exchange,
California Stock Exchange, San Francisco Mining Exchange; appli-
cations for temporary registration under the Securities Exchange
Act of 1934 of bonds of Brooklyn-Manhattan Transit Corporation
and common. stock of Knabb Barrel Co., Inc.; application to strike
from listing and registration oommon stock of Hupp Motor Car
Corporation.
Hearings were also conducted in connection with registrations of
securities under the Securities Act of 1933, involving stop-order and
refusal-order proceedings. These are cases in which untrue state-
ments, misleading statements, Inaccurate statements, and omissions
of statements of material facts appear.
FORMAL OPINIONS
- During the period September 1, 1934, to June 30, 1935, the Com-
mission issued 12 formal opinions involving matters under the Se-
curities Act of 1933 and the Securities Exchange Act of 1934. These
opinions were issued in the following cases:
Docket Promtdgated
DO.
In the matter of-

Haddam DIStillers Oorporatlon •__._____________ 2-880 Oct. 24, 1ll3'l
2-993
Haddam Distillers Corporation • • .__________ 2-993 Dec. 19,1934
Continental Distillers -& Importers Oorporatlon • ._ .2-jj61 hn. 2II..llla5
, - American Gyro Co • • :~ 2-102' 'Mar: 26;11)36
;:~ t:: t~=

. ~:we<tt:oo~~ds~~~c~:=:========:::::::::::::::::::::::::::::::::::::
~~~~~ttgYng-Cjj::::::=:::=:=::::::::::::::::::::::::::::::::::
BraDdy-Wine Brewing 00 • ~g
._______ 2-11~ ,&.pr.~~t-~=
t~: lll3li
Plymouth Oousolidated Gold Mines, LtU___________________________________ t-llB'1 1lih1I 1,'1\l35
Brooklyn MQhattan Tranllit COrporatlon.. __• ~ ~ .~ .. • .Jane ~ IN!>
• HUPp Moter Car Corporatl6ll.______________________________________________ 1tu1tl'flI, mil
I. '4 '
:A.NlfUAL REPORT OF THE SEOURITJ$B :A:}iDDCHANGE COMMISSION 36
SECURITIES VIOLATION RECORDS
The Commission continued negotiations begun by the Federal

Trade Commission with the United States Post Office Department,
State securities commissions, State and Federal prosecuting officials,
and other official and voluntary agencies, with a view to cooperation
in the enforcement of State and Federal laws against the fraudulent
sale of securities. On May 1, 1935, the securities violation records
were established to provide a central index and clearing house for
information relating to securities frauds in the United States and
Canada, both past and current. As a result of data furnished by the
above-mentioned official and unofficial agencies, the records of 15,351
persons against whom State or Federal action had been taken during
the past 10 years in connection with the sale of securities were com-
piled and indexed. The files so established contain with respect to
each such person the source of the information, and a brief statement
of the violation. Current information is published in a monthly con-
fidential bulletin distributed to official and unofficial agencies engaged
in the prevention and punishment of security frauds.
PROTECTIVE COMMITTEE STUDY
Section 211 of the Securities Exchange Act of 1934 authorized and

directed the Commission to make. a study and investigation of the
work, activities, personnel, and functions of protective and reor-
ganization committees in connection with the reorganization, read-
justment, rehabilitation, liquidation, or consolidation of persons or
properties and to report the result of its studies and investigations
and its recommendations to the Congress on or before January 3,
1936.
A.t the close of the fiscal year, investigations had been completed
and public hearings held on the following organizations:
The Celotex Co.
R. Hoe & Co., Inc.
St. Louis-san FraneiSt'o Rallway Co.
Paramount-Publix Corporation.
The following reorganizations have been investigated and pre-
pared for public hearings;
Kreuger & Toll Co.
McLellan Stores Co.
Cuban Cane Products Co., Inc.
CUba Cane Sugar Corporation.
The following studies and investigations of reorganizations are
under way and nearing completion:
36 ANNUAL-REPORT OF THE SECURITIES AND EXCHANGE COMMISSION
1. Real estate issues, which include:'

(a) S. W. Straus & Co. issues in New York, illinois, and Cali-
fornia. '
(b) American Bond & Mortgage Co. issues.
(c) Issues with which the Chicago Title & Trust Co. was
associated.
These real-estate issues involve many protective committees and
have entailed examination of files of numerous committees in New
York, Detroit, Chicago, San Francisco, and Los Angeles.
2. Foreign bonds.
(a) Foreign bondholders protective counsel.
(71) American council of foreign bondholders.
(c) Latin-American Bondholders Association.
(d) Protective committee for Cuba public works bonds.
(e) EI Salvador protective committee.
(I) Brazilian debt readjustment.
(g) Peruvian protective committees.
(h) Chilean protective committees.
(i) Chase National Bank, re Cuban public works bonds.
The investigations of most of these foreign bonds have been
completed.
3. Municipal issues.
A study of municipal issues is in progress, with particular refer-
ence to Coral Gables, Fla., and Asbury Park, N. J. Additional as-
pects of municipal bond reorganization, will be completed in time
for inclusion in the report to the Congress.
A series of other studies and investigations have been started and
are in various stages of completion. The results of the foregoing
studies will be included, together with recommendations in the Com-
mission's report to Congress.
PUBLIC REFERENCE ROOM
A public reference room was established for the purpose of fur-

nishing registered public information to the general public who
visit the officesof the Commission seeking public information. For
those members of the public who desire copies of public information,
estimates of the cost of photostatic copies are given and orders
accepted.
During the year ended June 30, 1935, more than 2,000 members
of the public visited the public reference room and many hundreds
of letters and telephone calls relating to the furnishing of public
information were received.
- PUBLICATIONS
The Securities Act of 1933 and the Securities..Exchange Act of 1934

specifically direct the Commission to give publicity to its rules,
regulations, opinions, and findings, as well as to the filings of regis-
tration stlttements, to effective registrations, to public hearings, and to
rep"o~ and statements filed with the Commission by security issuers,
.offlcers, directors, and principal stockholders.
1 This information is made available to the public through releases
---issuedto the press and through the medium of a mailing list estab-
lished for the convenience of those who wish to receive releases cur-
rently. Releases of the Commission are divided into eight classifica-
tions according to .subjeet. Members of the public may have their
names placed upon the mailing list, without cost, to receive any or all-
classes of releases .. To aid the general public in following the legal
rulings of the Commission, there is published with each ruling an
announcement describing the ruling in nontechnical terms. These
descriptive releases may be obtained separately from the legal rulings.
\. ... During the year ending June 30, 1935, the Commission published
301 releases under the Securities Exchange Act of 1934 and 230
.releases under the Securities Act of 1933. There has also been pre-
pared for publication 5 issues of the Official Summary of Stock
Transactions and Holdings, as well as a compilation of securities
which, as of July 16, 1935, had been registered on national securities
exchanges under the Securities Exchange Act of 1934. Of the 531
releases- published under both acts, 278 dealt with the filing of
registration statements by security issuers, 97 were announcements
..f rules and regulations, and the balance was divided among stop
orders, public hearings, findings, legal opinions, effective registra-
tions, statistical analyses, and announcements on a few miscellaneous
subjeets,
REPORT ON THE SEGREGATION OF FUNCTIONS OF DEALERS

AND BROKERS
Section 11 (e) of the Securities Exchange Act directs the Commis-

sion to make a study of the feasibility and advisability of the com-
plete segregation of the funceions of dealer and broker and to report
-the results of its study and its recommendations to the Congress on
or before January 3; 1936.
Questionnaires were prepared and sent to representative firms
and individuals in the securities business. These questionnaires are
now being analyzed and tabulated.
38 ANNUAL REPqR.T OF THE, SECURITIES ..uw liJX(}JIANGE CQMMilSSmlf
SEAL OF THE COMMISSION
During the year, the Commission adopted a seal for its -<>fficial
use, a facsimile of which will be found on the COverpage.
PERSONNEL
The Commission and its staff, at the close of the fiscal year.icon-
sisted of 696 persons. This total comprised 4 Commissioners .end
692 employees, 450 of 'whom were men and 246 were women.
Statistics
COmmissionet's______________ _ 4
Departmental:
Permanent__________________________________________ 488
Temporar~' 85
Regional offices:
Perrnanent__________________________________________ 116
~emporary ~__________________ 3
Subject to retirement act., .:.___________________ 346
The Commission reports with appreciation the very effective

service of personnel of all ranks. More than 72,000 hours of over-
time were given by the personnel and the morale has been such that
the additional work was given freely by the employees in the inter.
of the work.
FISCAL AFFAIRS
FUNDS TRANSFERRED AND APPROPRIATED
There was available to the Commission, during the fiscal year 1936,
lj:1.545,337 for personal services and other obligations. This amoiit\'t
was derived from the following sources: .
<.1 <
Transferred from Federal fiade COmmission _ $264,337
Appropriations:
Deficiency Appropriation Act, fiscal year 1934 _ . 300.000
Defletency Act of 1935:
Salalies and expenses $900,000
Printing and binding____________________________ 21, 000
921,000
Sec. 21 (e), act of Mar. 28, 1004 (48 St1tt:522) and sec. 2 (d), act
of Feb. 13, 1935, to cover the cost of pay l'(lstoration__________
TotaL__
. ,60, ()lX)
1,'Ml);~337 ,..
, EXPENDITURES AND OBLIGATIONS
The expenditures and obligations for the fiscal year ended June
30, 1935, are as follows:
Salaries:
Departmental:
Pernuunent _
$955,068
~mporary _
?/l,520
~eld _
98,917
llileage and vritness fees _
4,713-
Supplies and materials ----------------------------- 92,445-
Communication service _ 21,611:
Travel expense _
51,970'
~sportation of things _ 1,566
Printing and binding (paid from regular appropriation) _ 12, 071
lteporting hearings _
6,706
Heat, light, and power _
540,
ltents _
86,178
Repairs and alterations --- _ 10,850
Special and tn~llaDeollS expenses _
232
~rchase of equipment _
145,060
Subtotal 1,515,447
Printing and blnding_____________________________________________ 20,496
(lrand total ob~tion~--------__- 1,535,943

Transferred to reserve for impounded balance under sec, 34,
'a~t of !dar. 28, 1934 $5,000
1'tansfel'red to Division of Disbursements, Treasury Depart •
. m~nt 2,200
7,2()()
~otal_--- ------- 1,043,143

trnobligated balance______________________________________________ 2,194
~able~funds- 1, 545,33T
ESTIMATED AND AC'l'UAL MISCELLANEOUS RECEIPTS
The receipts for the fiscal year ended June 30, 1935, are as follows =
Held in
Covered Into special de-
Treasury posit with
Treasury
Bevenue reeelpts:
Interest, exchange, llIld dividends: Gain by exchange ______• ___•• __••• __ $0.47 -- .. _-_ .. - .. - ..- ....
==:~~:
~~
~~~::::::::::::::
:::::::::::::
::::::::::::
::::
Pees:
89,032.87 $71,266.38-
61,659.86
-----4;ioi:i5-
gf~i~natjons::::::::::::::::::::::::::::::::::::::::::::::::: .48
1,037.00-
------------ ..-
Tota!. __________________
._. ____________________________
•________
._ 98,735,(11 133,963.74
Grand total of estimated and actual miscellaneous receipts,.

$227,698.81. .
" ~~>n~ of these receipts are available for expenditure by the Com-
mission. They are deposited in the Treasury as "Miscellaneous
receipts."
1)ART itl.-APPENDICES 1
APPENDIX I
RULES FOR THE REGULATION OF TRADING ON EXCHANGES AS

RECOMMl!1NDED BY-THE SECURITIES AND EXCHANGE CO.MJriI8iS);~
TO NATIONAL SECURITIES EXCHANGES FOR ADOPTION
Frssr RULE. Eeoeseioe tradz"ng by 11umwers.-No member, and po

firm of which he is a partner and no partner of such firm shall e1fect
on the exchange purchases or sales for any account in which such
member, firm, or partner is directly or indirectly interested, which
purchases or sales are excessive in view of the financial resources of
such member, firm, or partner, or in view of the market for such
security.
SECOND RULE. Trading for joint acoownt.-(a) No member, while
on the floor, shall, without the prior approval of the exchange, initiate
the purchase or sale on the exchange of any security classified for,
trading as a stock by the exchange for any account in which he, or
the firm of which he is a partner or any partner of such firm, 'is
directly or indirectly interested with any person other than such
firm or partner.
(b) The provisions of this rule shall not apply to any purchase or
sale (1) by any member for any joint account maintained solely fo~
effecting bona fide domestic or foreign arbitrage transactions, or (2)'
by an odd-lot dealer or a specialist for any joint account in which
he is expressly permitted to have an interest or participation by the
eleventh or fourteenth rules, respectively.
TmRD RULE. Report of joint accownt8.--(a) No member, and 'no
firm of which he is a partner and no partner of such firm, shall,
directly or indirectly, hold any interest or participation in any joint
account for buying or selling any security on the exchange, unless
such joint account is reported to and not disapproved by the exchange.
(b) Such report shall be filed with the exchange by any member,
firm, or partner participating in such joint account before any trans-
actions are effected on the' exchange for such joint account and shall
include in substance the following:
(1) Names of persons participating in such account and their
respective interests therein.
(2) Purpose of such account.
(3) Amount of commitments in such account. .
-, '
'
1Copies ~f the rules and regulations not included in these appendixes may be secured
!from 1:he OomullllBion's offices In Washington, D. C. '
40
, .: (4)" A copy of any written agreement or instrumentin writing
, relating to sueh aeeonnt, . '.
(c) Every member, the firm of which he is a. partner and every
partner of such firm, shall file with the exchange not later than
Saturday of each week with respect to every joint account existing
at the close of business on the-preceding Wednesday in which Such
member, firm, or partner is directly or indirectly interested, a report
containing in: substance the following information, unless 'SUchinfor-
mation is reported to the exchange by some other member, firm, 'or
partner.
(1) Name and amount 6£ each security purchased-or sold dur-
ing the week ending on such Wedilesday. . ,
(2) Amount of eonunitnrents in such account at the close' of'
business on 'such Wednesday. - .
(3) Any change which renders no longer accurate any portion
of the- original statement filed. ' ,,- .:
(d) Every member, the firm of which he is It partner and every:
partner of such firm, shall file with the exchange not later than
Saturday of each week with respect to every joint account existing'
at the close of business on the preceding Wednesday of which such
member, firm, or partner has kriowledge by reason of transactions
executed by or through such member, firm, or partner for such a-c-
count, a report containing in substance the following information,
unless such information has previously been reported to the
exchange: .
(1) Names of persons participating in such account and their-
respective interests therein.
(2) Purpose of such account.
(3) Name and amount of each security purchased 01" sold
during the week ending on such Wednesday.
(4) Amount of commitments in such account at the close of
business on such Wednesday.
FOURTH RULE. Diecretionaru tramuctions.-(a) No member,
while on the floor, shall execute or cause to be executed on' the ex."
change any transaction 'for the purchase or sale of any security-
classified for trading as a stock by the exchange with respect 00
which transaction such member is vested with discretion as to (1)
the choice of security to be bought or sold, (2) the total amount of
any security to be bought Or sold, or (3) whether any such transac-
tion shall be one of purchase or sale.
(b) The provisions of paragraph (a) of this rule shall not apply
(1) to any discretionary transaction-executed by such member for
any bona fide cash investment account or for the account of any
person, who, due to illness, absence, or similar circumstances, is ac'-
tually unable to effect transactions for his own account; provided
1~ ~NNVAL-~~T Q¥-XlQll {mQ~~-\~D.~QlJA~~Wl4~~ON
tMt ~llc4 member shall .keep, av~jlabl~ tor inspection a.. detailed rec-
ord of any such transaction and the gr,qpP,qs for. exercising such
~C.rftWn and shall file with, the ~<;ha:pge on.August 1, 1935, ~nd
ql,l~nter annually ther~fWJ:: a ;rop,6rt,'c~g,j,tlw, preceding, q\l~~
~y, period showing the n~qJ,e ~f each 'CCQ~t for which any such
trft.~~tie~ was exeeuted, 1Jw- Wl-QV.llt of such disoretionary pur~
~ or sales, and the grounds for exercising such discretion, with
!"~{>,ectt~ each account, or (2.) to AAY, transllC1iion permitted under
~p.esecond J'Ul~for any account in which t4e member executing $uch
transaction is directly or indirectly interested.
(e) :N9 memher, and IlQ .urm. of w.hich be is a partner and no
partner of such firm shall e~"~ qr cause W, be executed on the ex-
~4a);lg~purchases or sales of llny; ~.i.(;~ clas~fied fOll trading as
a stock by the exchange for any aoccuru, wi.(;h respect, to, which such
~W",. firm, or partner is vested with aDy.discretiollaJ;y power,
which purchases or sales are excessive in Si:G0 or b;eqwmcJf in view
p:( tile flnancial resoJJr6e~;~n_SU9.q,,~~t~
: Fr1,FrH RituJ. Z'radi,ng "by member wlJ,ile fl.IJ~ing a8 WQk.e7'.~(a) Nn
~b{}r shall (1) personally bu.y or iuitia..t(} the purchase ef any
s~uritx on, the exchange fro; his own account, w for 8J;l.yaccount in
which he, or the firm of which he is lJ, partner or any partner of
~1Wh firm, is directly or indirectly interested, while such member
personally holds or has knowledge, that his firm or any partner
~rep.f holds an, unexecuted market order to buy such security in
the unit of trading for a customer, or (2) personally sell or initiate
~,~le of any security on the ~~cha;nge for any such account, while
he personally holds or has knowledge, that. his, fum or any partner
thereof holds an unexecuted market order to sell such security in
~h~.unit o~ trading fw: ~ customer;
(b) No member shall (1), personally buy or initiate the purchase
Qf, aJ1Ysecurity on the exchange for any such account, at 0l below
the price at which he personally holds O,lt has-knowledge that his firm
01: ~y partner thereof holds an unexecuted, Iimited price ~J;der to
buy such security in the, unit of tradiI,Jg for a, customer, or (2). per-
so,I,l~lly sell or initiate the sale of any security on the ex.cllange fm p
~y such account at or above th,e.pri,oo.(!lt,w;hich~he,,~J)ally holds

Qr:' has knowledge that his. fir~ or any partner thereof holds an
unexecuted limited price order to sell such security in. the unit of
tI:a.ding for a customer.
(0) The provisions of this rule shall not ll;pply (1;), to any' pur-
c~ or sale of ~ny security ill an. a,moUJ;l.tof 1eB$than the unit of
twading made by an. odd-lot dealen. to offset odd-lot orders of' CW3"
tp~eI:s,. or (2) to any purchase or sale of.any securlty, delivery of
w,Qich is. to be upon a. day other than. .the. day' of delive.ry provided
~~ such unexecuted market or limited pniee order.
U~:"~'"Q.1' ~1!f¥ 4IJl0.~.rUl) EJ(ClU;NG~ COlW\tISSIQN 4~
. SInn )lm:"E. 81VJcesBifVftt:crmsactions by 'llUJIm1Jers.-No member,
aftd no firm of which he ia a. partner and no partner of such firm shall
e~ecute tU"- eanse to be executed on the exchange the purchase of any
security at successively higher prices or the sale of any security at
suceessively lower prices" for .th.e-.purpose of creating or inducing a.
f~I$6, nWileading or artificial appearance of activity in such security,
or fox the purpose of UllduJ.:yor improperly influencing the market
price o£ sueh security, 01' for the purpose of making a price which
does not reflect the true state of the market in sueh security.
SE~NT:a: RULE. Trodwg by nwm.hers holdilng opti(m,/J.- No mem-
ber, while on the floor, shall initiate the purchase or sale on the ex-
ehange fer his ewn account or for any account in which he, or the
firm of which he is a partner or any partner of such firm, is directly
61' indirectly interested, of any security classified for trading as a
stock by the exchange, in which he holds or has granted .any put,
call, straddle, O.l' option, or in which he has knowledge that the firm
of which he is a. partner or any partner of such firm holds or has
geanted any- put, call, straddle, or option .
. EIGH'l'H RVLE. Record of 01'ller8.-(a) Every member or the firm
Q1 which he is a partner or any partner of such firm shall preserve
fox' at least :m. months a. record of every order transmitted by such
member, firm, or partner to the floor of the exchange, which record'
shall include the name, amount, and price of the security and the
time when such order was. so. transmitted.
, (~) Every member shall preserve for at least 12 months a record
of ev~ry' order originating on the floor of the exchange given to such
Ul~er f()~.exec.u.tion,~and-of. every, order orig~a.ting. off. the-floe»,
iJransmitted by any person other than a member, firm, or partner,
to such member on the floor, which record shall include the name.
amount, and price. of the security, and the time when such order 'Was
sa given or transmitted, -;
NINTH RULE. ReflisM'ation 01 spf:ciolists.-No member shall act as'
a specialist in any security unless such member is registered as "a
specialist ill such security by the exchange.
T,E;N'm RDL:E. Traihng by specUilists.-No specialist shall effect 'on
the eschapge purchases or sales of any security in which such SJ?e-
eialist, is registeeed, for any account in which he, or the firm of which
he is a partner, 01' any partner of such firm, is directly Or indirectly
interested, unless- such dealings are reasonably necessary to permit
sqeh specialist to maintain a fair and orderly market, or to act as
an odd-lot dealer in such security. - .
E~ BULE. loint accounts of speciolists.-No specialist, and
no firm of which he is a partner, and no partner of such firm, shan,
directly or indirectly, acquire or hold any interest or participation
30662-35--4
in any joint account for buying or selling on the 'exchange any se-
curity classified for trading by the exchange as a stock in which sueh
specialist is registered, except a joint account with a partner of-such
specialist, a member of the exchange, or a firm of which .. member
is a partner.
1'w:ELFTH RULE.Records of specialist.-Every specialist shall-keep
a legible record of all orders placed 'with him in the securities in
which he is registered as a specialist and of all executions, modiflca-
tions and cancelations of such orders, and shall preserve such record
and all memoranda relating thereto for a period of at least 12
months.
T1nRTEENTH RULE. Regist'Mtion of odd-lot deak'1's.-No member
of the exchange shall act as an odd-lot dealer in a security unless
such member is registered as an odd-lot dealer in such security by the
exchange.
FOURTEENTH RULE. Joint accounts of odd-lot dealers ..,.....;Noodd-
lot dealer, and no firm of which he is a partner, and no partner of
such firm, shall, directly or indirectly, acquire or hold any:interest
or participation in any joint account for buying or selling on the
exchange any security in which such odd-lot dealer is registered,
except It joint account with a partner of such odd-lot dealer, .. Mem-
ber of the exchange, or a firm of which a member is a. partner .. - .:
FIFTEENTH RULE. Opti011.8of specialists and odd-lot deolers.-No
specialist or odd-lot dealer, and no firm of which such specialist or
odd-lot dealer is a partner and no partner of such firm, shall acquire,
hold, or grant, directly or indirectly, any interest in any put, call,
straddle, or option in any security classified for trading as a stock:
by the exchange in which such specialist or odd-lot d.ealer -is
registered.
SIXTEENTH RULE.'short selling.-(a) No member shall use any.
"facility of the exchange to effect on the' exchange a short sale of
any security in the unit of trading at a price below the last sale price
of such security on the exchange.
(b) The provisions of this rule. shall not apply to any short sale
(1) by an odd-lot dealer to offset odd-lot orders of customers, (2)
by an odd-lot dealer to liquidate a long position which is less than
the unit of trading, provided the net change in the position of such
odd-lot dealer after any such short sale is not more than the unit
of trading in such security, or (3) by any member, with the approval
of the exchange, for-the purpose of equalizing the price of a security
on the exchange with the price of the same security on another.
national securities.exchange which is the principal market lot' such
securi~. . .
APPENDIX II
:RULES OF PRACTICE, SECURITIES AND EXCHANGE COMMISSION,

EFFECTIVE SEPTEMBER 13, 1935
RULE I
BUSINESS HOUR~IONAL OFFICES
The principal office of the Commission at Washington, D. C., is

-open on each business day, excepting Saturdays, .from 9 a. m, to
4 :30 p. m., and on Saturdays from 9 a. ill. to 1 p. ill. Regional offices
are maintained at New York, Boston, Atlanta, Chicago, Fort Worth,
Denver, San Francisco, and Seattle.
RULE II
.APPEARANCE AND PRaCTICE BEFORE THE COMMISSION UNDER THE SECURI-

- TIES ACT OF 1933 AND THE SECURITIES EXCHANGE ACT OF 1934
(a) This rule does not relate to the statements required by section
12 (i) of the Public Utility Act of 1935.
-(1)) Any individual or member of a partnership which is a party
to any proceeding before the Commission may represent himself or
such partnership in such proceeding, and a corporation, trust, or as-
sociation may be represented by a bona fide officer thereof.
- (e) A party may be represented in any proceeding by an attorney
:at law duly admitted to practice before -the Commission.
(d) A party shall not be represented at any hearing before the.
Commission or a trial examiner except as stated in paragraphs (1))
and (e) of this rule.
.. ~e) In. all matters other than hearingS before the Commission or a-
trial examiner, a party may be represented by an agent who is duly
admitted to practice before the Commission.
(f) All persons appearing before or transacting business with the
OlmmiSsion in a representative eapacitymay be required to file
powers of attorney with the Commission showing their authority to
act in such capacity.
(g) Commencing November 1, 1935, a register will be maintained
by the Commission in which will be entered the names and addresses
of all persons admitted to practice before the Commission. Only
individual members of firms will be admitted,
(h) Subject to the provisions of paragraphs (d) and (e) of this
rule, the following classes 'of persons whom the Commission finds,
on consideration of their application, to be of good moral character
and to possess the requisite qulilification to represent others, may be
admitted to practice before the Commission:
. , (1)' Attorneys at Iaw who 'are admitted to practice before 'tHy
court of the United States, the District of Columbia, or the
highest court of any State .01' Territory.
(2) Any person, not an attorney, to be designated as, agent,
who shall be a citizen- ~f t~ United States and who shall, in
the opinion of the Commission, possess the necessary education,
training, experience, and teehnieal qualifications which would
enable him properly to represent others before the Commlssioa,
(i) An application for admission to practice shall be addressed
to the Commission, Wa~hington, D. C., stating under oath the name,
residence address, and business address of the applicant, In the
case of an attorney, the time and place of admission to the bar and
whether the applicant has ever been suspended or disbarred as an
attorney in any court or jurisdiction shall be stated. In the c!1S~of
an agent, the application shall state briefly his education, training,
experience, and other legal' or technical qualifications.
(j) In the discretion of the Commission or trial examiner J an
attorney at law may be permitted to appear for the purpose of all}'
proceeding, though not theretofore admitted to practice in the w'Ry
prescribed.
(k) All persons appearing in any proceeding shall conform to the
standards of conduct generally required. of practitioners at law.
(l) The Commission may, in its discretion, deny admission to,
suspend, or disbar, any person who does not possess the requisite
qUl~lificati0ns to repr~t"o~. or who is-laeking in character, in~
tegrity, or proper professional conduct. Except as provided iiJi
paragraph (m) of this rule, a person who has boon admitted to prao-
tice may be suspended or disbarred only after he has been afforded
an opportunity to be heard.
(m) Contemptuous conduct at any hearing before the Commission
or a trial examiner shall be ground for exclusion frem said hearing
and. for summary suspension without a. hearing for the duratioo of
the proceeding.
RULE III
XOTICE OF HE4R~GS IN CERT-AIN PROCEEDIKGS
(a) Whenever a hearing is ordered by the Commission ill ,anI.

proceeding under section 8 of the Securities Act of 1933, notice. of
such hearing shall be given by the secretary of the Commission to
the person designated in the registration statement as being authoi-'~
ized to receive service and notice of orders and notices issued 'by the'
Commission relating to such registration statement. Such notice
..&lNNlJAL:REP.l:i>RT OF IDHE.SECURITlES AND EKCHANGE COMMISSION 47
~ll: state the time and place of hearing and shall include a state-
ment of the items-in the registration.statement by number or name
which appear to be incomplete or inaccurate in any material respect
'Or ..to include any untrue statements of a material fact or to omit
to state any material fact required to be stated therein or necessary
to make the statements therein not misleading. Such notice shall be
given either by personal service ei- :by confirmed telegraphic notice
and shall be given a reasonable time before the hearing. The per-
sonal notice or the confirmation of the telegraphic notice shall be
accompanied by a short and simple statement of the matters to be
considered and determined at the hearing.
. (li) Whenever a hearing is ordered by the Commission in any
'proceeding under sections 6 (e), 11 (c), 12, 15, 19 (a) (1),19 (a) (3),
~r 19 (b) of the Securities Exchange Act of 1934, notice of such
~ea!ing .shall be given to the registrant, applicant, or other person
pl'. persons entitled to receive such notice by the Secretary of the
Commission or any other duly designated officer. Such notice shall
st~te' the time and place of hearing and shall include a short and
simple statement of the matters to be considered and determined at
the hearing. Such notice shall be given by personal service, regis-
tered mail, or confirmed telegraphic notice, and shall be given a
reasonable time before the hearing.
RULE IV
HEARINGS; EVIDEN"CE
.(-lIt) Hearings shall be held as ordered by the Commission .

.(b) All hearings, except .heaeings, if ordered, on objections to
public disclosure of information pursuant to the provisions of clause
"30 of. schedule A of the Secllrities,Act -of 1933 or section 24 (b) of
the Securities Exchange Act of 1934, shall be public, unless other-
wise ordered by the Commission, and shall be held before the Com-
mission, one or more of its members, or a duly designated officer
herein referred to as the trial examiner. References herein to hear-
Ings before the Commission shall include hearings before one or
more members of the Commission .
. (c) Hearings shall be stenographically r-eported and a transcript
!,~~~oof shall be made which shall be a part of the record of the
I?:l'~.eding. Transcripts will be supplied to the parties by the official
reporter at such rates as may be fixed by contract between the Com-
mission and the reporter.
'~l~ (~): phjections to evidence before !J1e Commission or triitl exam-
~p.eF.shallbe in.short form, stating' ~~ ~~Jl~ds of objections relied
upon and the transcript shall not include argument or debate thereon
48 ANNUAL REPORT Olr THE BEOURITIES AND-EXORANGE' OOMM:I88ION:
except as ordered by the Commission or the trial examiner. .Bulinga.

by the Commission or trial examiner on such objections shall be '3.
part of the transcript.
(e) In any proceeding the Commission or the trial examiner may
call for the production of further evidence upon any issue.
RULE V
MOTIONS
(a) Motions 'before 1 the Commission or the trial examiner shall

state briefly the purpose thereof and all supporting affidavits, rec-
ords, and other papers, except such as have been previously filed,
shall be filed with such motions and clearly referred to therein.
(b) Motions in any proceeding before a trial examiner which
relate to the introduction or striking of evidence may be ruled on
by the trial examiner. Exception to any such ruling must be noted
before the trial examiner, in order to be urged before the Commis-
sion. All other motions, including motions to dismiss, in any pro-
ceeding before a trial examiner shall be reserved and shall be ruled
upon by the Commission.
RULE VI
EXTENSIONS OF TIME; OONTINUANCES AND ADJOURNMENTS
Except as otherwise expressly provided .by law, the Commission

for cause shown may extend any time limits prescribed by these-
rules for filing any papers, and may continue or adjourn any hear-
ing. A hearing before a trial examiner shall begin' at the time' and
place ordered by the Commission, but thereafter may be adjourned
from time to time by the Commission or trial examiner.
RULE VII
DEPOSITIONS
(a) The Commission may, for cause shown, order testimony to be

taken by deposition.
(b) Any party desiring to take a deposition shall make applica-
tion in writing, setting forth the reasons why such .deposition should
be taken, the' name and residence of the witness, and the matters con-
cerning which it is expected the witness will testify. Thereupon
the Commission may, in its discretion, issue an order which will
name the witness whose deposition is to be taken and specify the-
time when, the place where, and the designated officer before whom.
:ANNUAL REPORT Oll' THE BEOURITmS AND EXOHANGE COMMISSION 49
the Witness is to testify. Such order shall be served by the Secre-
tary of the Commission upon all parties a reasonable time before
the time fixed for taking testimony.
(c Witnesses whose testimony is taken by deposition shall be
sworn or shall affirm before any questions are put to such witnesses.
Each question propounded shall be recorded and the answers shall
be taken down in the words of the witness.
(d) Objections to the form' of questions or answers must be made
before the officer taking the deposition and if not so made, shall be
deemed waived.
(e) The testimony shall be reduced to writing by the officer, or
under his direction, after which the deposition shall be subscribed
by the witness and certified in usual form by the officer. The original
deposition and exhibits shall be forwarded under seal to the Secre-
tary of the Commission with such number of copies as may be re-
quested by the Secretary of the Commission. Upon receipt thereof
the Secretary shall file the original in the proceedings and shall
forward a copy to each party or his attorney of record.
(f) Such depositions shall conform to the specifications of rule
XIV.
(g) No deposition shall constitute a part of the record in any
proceeding until received in evidence at a hearing before the Com-
mission or the trial examiner unless otherwise ordered or agreed
upon by the parties.
(h) Depositions may also be taken and submitted on written
interrogatories in substantially the same manner as depositions taken
by oral examination. The interrogatories shall be filed with the
application in triplicate, and copies thereof shall be served on all
other parties by the Secretary. Within 5 days any other party may
file with the Secretary his objections, if any, to such interrogatories,
and may file such cross-interrogatories as he desires to submit.
Cross-interrogatories shall be filed in triplicate, and copies shall be
served on all other parties, who shall have 3 days thereafter to file
their objections, if any, to such cross-interrogatories. Objections
to interrogatories or cross-interrogatories shall be settled by the
Commission or trial examiner. Objections to interrogatories shall
be made before the order for taking the deposition issues and if not
so made, shall be deemed waived. When a deposition is taken upon
written interrogatories and cross-interrogatories, neither party shall
be present or represented, and no person other than the witness, a
stenographic reporter, and the officer, shall be present at the exami-
nation of the witness, which fact shall be certified by the officer,
who shall propound the interrogatories and cross-interrogatories to
the witness in their order and reduce the testimony to writing in the
witness' own words.
RULE VIII
TRIAL EXAMINER'S REPORT
(a) Following any hearing before a trial examiner, the latter

shall, within 10 days after receipt of the transcript of the testimony,
file with the Secretary of the Commission his report containing his
findings of fact.
(b) Such report shall be advisory only, and the findings of fact
therein contained shall not be binding upon the Commission.
(a) A copy of such report shall be forthwith served by the Sec-
retary of the Commission on each party.
(d) The trial examiner in his discretion may request from each
party or his attorney a statement in writing in terse outline setting
forth proposed findings of fact. Such statements shall not be ex-
changed between counsel and shall not be argued before, the trial
examiner. Any such statement shall be submitted within 5 days
after the transcript has been filed with the Secretary of the Com-
mission,
• • >
(e) The provisions of this rule and of rules IX, X, and XI shall
not be applicable to investigations pursuant to section 19 (b) of the
Securities Act of 1933, or section 21 (a) of the Securities Exchange
Act of 1934, or hearings pursuant to clause 30 of schedule A of the
Securities Act of 1933, or hearings pursuant to section 24 (b) of the
Securities Exchange Act of 1934.
RULE IX
EXCEPTIONS
Any party may, within 5 days after receipt of a copy of the trial
examiner's report, file exceptions to the findings of the trial exam-
iner or his failure to make findings, or to the admission or exclusion
of evidence. A copy of such exceptions shall be forthwith served
by the Secretary of the Commission on each party. Exceptions shall
be argued only at the final hearing on the merits.
RULE X
BRIEFS
(a) Any party to a proceeding may file a brief in support of his

contentions within 15 day:s from the date of service on such party
jlNwU.A1fR~POBT OF THE'SEOUltiTIES AND EXC:B:~NaEOOMMle&ION 51
of a copy of the trial examiner's report, or in the case of hearings
before the Commission within 15 days from the time the transcript
is filed with the Secretary of the Commission.
(b) All briefs shall be confined to the particular matters in issue.
Reply briefs shall be confined to matters in original briefs of opp~-
ing parties. Any scandalous or impertinent matter contained in any
brief may be stricken on order of the Commission.
(0) All briefs containing more than 10 pages shall include an
index and table of cases. The date of each brief must appear 011
its front cover or title page. If briefs are typewritten or mimeo-
graphed, 10 copies shall be filed; if printed, 20 copies. No briefs
shall exceed 60 pages in length, except with the permission of the
Commission.
(d) Copies of briefs shall be served by the Secretary of the Com-
mission on the opposing party or parties and reply briefs may be
filed within 5 days thereafter. Briefs not filed on or before the time
fixed in these rules will be received only by special permission of the
Commission.
RULE XI
H.E.A:lUNGS ON REVIEW BEFORE THE COMl\USSION
(a) Upon written request of any party, which must be made within
the time provided for filing the original briefs, the matter will be
set down for oral argument before the Commission.
(b) If 01!'&1 argument before the Commission is not requested, the
matter will be considered without argument by the Commission on
the record of the hearing before the Commission or trial examiner,
the trial examiner's repor~' exceptions thereto, and the respective
briefs submitted.
(0) No exception to a trial examiner's report need be considered
by the Commission, unless such exception shall have been filed with
the Commission within the time prescribed in these rules. Excep-
MOOS not briefed may be treated as waived. In the absence of ex-
ceptions that are sustained or of ascertained error, the findings of
fact in the report of the trial examiner, if supported by the evidence,
may be taken by the Commission as the basis of the findings of the
Commission.
(d) If any party shall apply to the Commission for leave to adduce
~di,tion~l ey,idenee,.and: shall.show oto the .satisfaction of the. Com-
Jh'issioIl'that such additional evidence is material aD:dthat there were
reR89fiable grounds for failure to adduce such evidence at the hear-
ing before the Commission or the trial examiner, the Commission
may hear such additional evidence or may refer the proceeding to
the trial examiner for the taking of such additional evidence.
RULE XII ..
•
~
4-'
I'
_ .....
FILING PAPERS; DOOKET; OOMP~ATION o~ TIKE "',

e-
, I I.
" (a) All reports, exceptions, briefs, and other papers required to
be filed with the Commission in any proceeding shall be filed with
the Secretary, except papers filed in connection with a hearing-under
section 24 (b) of the Securities Exchange Act of 193~, 'ex,c~pt"pltp,Bts
filed in connection with a hearing under section 24 (b) of the
Securities Exchange Act of 1934. Any such papers may be sent
by mail or express to the Secretary, put must be received by the
Secretary at the office of the Commission in Washington, D. C.;
within the time limit, if any, for such filing, except that in ani
-ease when the hearing has been held in a district within which a
regional office has been established, papers filed under rules
VIII (d), IX, X, and XI (a) may be filed with the regional admin-
fstrator for the District, within the times prescribed. The regional
administrator shall immediately transmit such papers to the Secre-
tary of the Commission. --
(b) The Secretary shall maintain a docket of all proceedings and
each proceeding shall be assigned a number.
(a) When the time prescribed by these rules or by the Commission
{-or doing any act expires on a Sunday or legal holiday, such. time
shall be, extended to include the next succeeding .day that is, not -a
Sunday or a legal holiday, but Sundays and legal holidays shall be
included in computing the time allowed for doing any act.
., (d) Unless otherwise specifically provided in these rules, an origi-
nal and 5 copies of all papers shall be filed, unless the same be
,printed, in which case 20 copies shall be filed.
RULE XIII
SERVICE OF REPORTS, EXCEPTIONS, BRIEFS, AND OTHER PAPERS
Except as otherwise specifically provided by law or by these

.rules, all reports, exceptions, briefs, or other documents or papers
required by these rules to be served on any party to a proceeding,
shall be served by the Secretary of the Commission as follows:
(1) Service, except on counsel for the Commission, shall be made
by personal service on the party or his attorney of reeerd or by
registered mail addressed to the party or his attorney of record.
" (2) Service on counsel for the Commission shall be made by deliv-
-ery to the head of the division to which such counsel is assigned,'
' .....
.'j
, .
RULEXIY
, ,
.' ":FoRMAL REQUIREMENTS AS TO PAP'ER8 FILED IN PROCEEDINGS
'i.(a.):'All'papel'S filed under these rules shall be typewritten, mime-

-ographed, or printed, shall be plainly legible, shall be on one grade
,oi good unglazed white.ipaper approximately 8 inches wide and
'. ~~ .inches long, with left-hand margin l:1h inches wide, and shall
be..bound at the upper left-hand corner. They shall be double
spaced, except that quotations shall be single spaced and indented.
If printed, they shall be in either 10- or 12-point type with double-
.leaded text and single-leaded quotations.
, ('b) All papers must be signed by the party filing the same, or
'his duly authorized attorney or agent, and must show the address
.of the signer.
(0) All papers filed must include at the head thereof, or on a title
page, the name of the Commission, the names of the parties, and
the subject of the particular paper or pleading, and the docket
number assigned to the proceeding.
APPENDIX III
..(JtJIt)E' -TO .FORMS: ADOPTED' BY. THE SEOURITIES AND EXOHANGE-
;'()()MMISSION UNDER THE SEOURITIES ACT OF 1933, AS AMENDED,
AND THE SECURITIES EXCHANGE ACT OF 1934 COMPILED TO
.NOVEMBER 5, '1935
GUIDE TO FORMS ADOPTED UNDER THE SECURITIES ACT OF 19331
Form A-i. General form.-To be used in all cases for which no

--ootil@-form is specifically provided.
sPECIAL RULE AS TO THE USE OF FORM A-l
. 'Notwithstanding the rules for the use of form A-2 for corpora-
.tions, form A-I may be used by any incorporated investment trust
'for registration under the Securities Act of 1933, as amended, of
-securities comprising an additional block of securities of a class part
'of which has previously been registered Oil form A-l.
. FONnA-~. For corporations.-This form is to be used for registra-
ti~n statements, except such statements as to which a special form
is specifically prescribed, under the Securities Act of 1933, as
1 This guide Is deslgued to aid In the Be1ect1onsof appropriate forms and Is revised from
:1:ime to time as circumstances require. Copies of the forms herein referred to will be
tamished- ~1thout charge opon request. .
amended, by any corporation which files profit and loss statements
for 3 years and which meets' either- one of the following conditions.
(a) Such corporation has made annually available to its security-
holders, for at least 10 years, financial reports (which may be reports
consolidating the reports of the. corporation and its subsidiaries} in-
cluding at least a balance sheet and a profit and loss or income
statement, or (b) such corperation had 8. net income Tor llny 2 fiscal,
years of the 5 fiscal years preceding the date of the latest balance'
sheet filed with the registration statement. If such corporation has
subsidiaries, such income shall be determined on the basis of con-
solidated reports for such. corporation and its subsidiaries. Not-
withstanding what is hereinabove prescribed in this paragraph, how-
ever, this form shall not be used by any corporation organized within
10 years, if the majority of the capital stock thereof was issued to
promoters of the corporation in consideration of property or services,
or if more than one-half of the proceeds of the sale of securities of
such corporation has been used to purchase property acquired by the
corporation from the promoters of the corporation.
This form may also be used for registration statements (except
such statements as to which a special form is specifically prescribed)
by a corporation organized' for the purpose of distributing to its
stockholders only, water, electl"ieity, or gas, and prohibited from
pa.ying any dividends to its stockholders except upon its dissolatien
or liquidation, provided that-
1. The corporation has been in existence at least 15 years prior
to the date of the filing of the registration statement;
2. There has been no default by the corporation upon any of
its funded indebtedness within the period of 15 years prior to
the date of the filing of the registration statement; .
3. The registrant will have a total indebtedness, upon the
issuance of the seourities registered, not exceeding 50 percent of
the amount, less valuation reserves, at which the total assets- of
the registrant are carried on the latest balance sheet of the regis-
trant filed with the registration statement, giving effect to tQ,e
proceeds of the securities registered; and
4. Within the period of 10 years preceding the date of, th.~
filing of the registration. statement, the corporation shall not
have failed to levy and collect assessments in amounts sufficient
to meet all current c~~rges. '
SPECIAL Rl'LES _\S TO THE USE OF FOR~I A-2 FOR CORPORATIONS

" '. ' ' .~
i .,.. ,j • 'Co",' "I. ,
1. Notwithstanding that form E-1 is speeiflcally prescribed .fOl"
Use in cases involving an exchange of securities by the issurer thereof"
for others of its securities or a modification of the terms of securities.
~N1iI~AL REPORT OF THE SECURITIES A,NJ),EiK:CHANGE {'.()MMISSION 55
by agreement between the issuer a.nd its security holders, a registrant
otherwise entitled to use form A-2 may, at its option, use form A-2
in any such case if the registrant is not in. reorganization pursuant
to section 7'7B of the Bankruptcy Act.or in bankruptcy or receiver-
ship and if no default exists on any outstanding funded debt (other
than a default in sinking fund payments which has been waived by
the holders of at least 80 percent in principal amount of the issue
outstanding). If form A-2 is used pursuant to.this rule the fee pay-
able for registration shall be .calculated .in. accordance with instruc-
tion 7 in form E-1, and the table setting forth the calculation shall
be prepared as prescribed in such form. The following requirements
shall also be complied with:
. (a) There shall be furnished in answer to item 24 information
'as to the basis upon which the outstanding securities of the
registrant are to be modified or exchanged .
. (b). A copy of the plan or agreement, if any, pursuant to
which the outstanding securities are to be modified or exchanged
, . shall be filed as an exhibit to the registration statement.
" 2. In case all the following conditions exist:
(a) Within the past 10 years the registrant was organized as
the successor to a single predecessor, all of the assets of which
were transferred by such predecessor to the registrant and all
of the liabilities of such predecessor were assumed by the regis-
,tr8J!t; and
',' '. (b) The capital structure of the registrant, at the time of
such succession, was substantially the same as that of the prede-
cessor, other than for such change as may have resulted from
, changing the capital stock liability per share;
the {registrant and such a predecessor shall be deemed one person
~~ the purpose of determining whether.the-conditions of the general
rule as to the use of form A-2 for corporations, as set forth under
the first paragraph of the" rule as to the use of form A-2 for cor-
porations "exist. In such case, however, wherever the word " regis-
4:aJ,lt" occurs in the registration statement, it shall be deemed to
include such predecessor unless the context clearly shows otherwise.
_ .3. ,N-otwithstanding the provisions of the' last sentence of the rule
for the use of form A-2 for.corporations, that form may be used
by: a corporation otherwise entitled to use the form, if the property
.aeqQir:ed from .promoters under the circumstances stated in such last
sentence consisted principally of one or more going businesses, or of
~ties'representing directly' or.indirectlg more than 50 percent of
,the .voting po-wer-controlling such .busiaesses,
Any corporation filing on form A-2 by virtue of this special rule
.3 shall set forth in its registration statement the following addi-
56 'ANNUAL REPORTO'FTrm'sBdjRiTiEsAN'rjExcHANfm COMMIssItnr
tional item; designated as item' 45:8.,' arid 'shall, furnish 'the ,info1rin8,i,
tion required thereby: ;,. ' , ,,
Item 45a: .A2, to each business acquired by the registrant; di~
rectly or through the acquisition "Of securities in eire~ s ;
which would have -prevented. the' use' -of farm' A-2 e~pt;.for ,.
the operation 0:11 special -rule 3 as to the use of form A-2: ' ,
(a) Describe briefly the transaction by which such busi-
ness or such securities were acquired, including a statement
as to any write-up or write-down in investments, in' prOI>~
erty, plant, and equipment, or in intangible assets, effected
in connection with or in the course of the transaction. ,1
(b) If the business or the securities representative 'thereof
were acquired by tlie promoter looking to their transfer to.
the registrant, or within 6 months prior to their transfer to-
the registrant, state the cost of such business or securities.
to the promoter and the total amount of securities and
other consideration given to the promoter therefor. ''-
Notwithstanding the 'rules 'as to the use of form E-1, or the rule
as to the use of form A-2 for corporations, form A-2 may be used.'in
the situation described below for registration statements, except those-
for which a special form' (other than form E-1) is specifically pre-
scribed, by corporations which file profit and loss statements of their
own or of their predecessors for 3 years and which, or the predeces-
sors of which, have in the past 1~ years paid dividends upon any class
of common stock for at least "2 consecutive years. The situation in
which form A-2 may thus be used is that of registration of securities!
issued or sold in the course of a ":r~organization ", as defined iD.:rti:l:e1>-
(1) as to the use of form E-l, 'where the only operation which brings
the transaction within the definition is the acquisition of assets of
a subsidiary by the registrant in consideration of securities of the-
registrant, or the exchange of securities of the registrant for out-
standing securities of a subsidiary; .
Where form A-2 for corporations is used in accordance with the
above rule, certain additional information is required. This is speci-
fied in Release 309 (Class C), dated March 7,1935. '
, Form 0-1. For securities of ''Unincf?1'P.orated investment trusts.-
This form is to be used for -the' registration of securities of un-
incorporated investment trusts not having a board of directors': (ur-
persons performing similar functions) of the fixed or restricted man:"
agement type having a depositor or sponsor. ,
Form O.:-~.For certain t'!lP~ of certificates of interest in 1J6()'UN-
ties.-This form is to be used :f?r:registration under the Seeurities
, , I Flo
, .~ . ,",
:ANlif.tJ.ADREPORT OF'THB'SECURlTIES AND,EXCHANGE :COMMISSION 51
Act of 1933 of certificates.of interest in securities of a single class
of a-single issuer, if the following conditionsexist: .
(1) The major part of the certificates are to be sold to the
"publiC:for cash;
'(2). 'Under the terms .of the depositragwamtWt.the'Jdeposioor,
(as defined below) has no rights or duties as depositor, subse-
quent to the deposit of the securities with the depositary;
(3) Under the terms of the deposit agreement the power to-
vote' or give a consent with respect to the deposited securities
.: may he exercised only by, or pursuant to the instructions' of,
:the holders of the certificates of interest, except a power, if
any, to vote to effect a split-up of deposited stock in such man..
ner as to cause no change in the aggregate capital stock lia-
bility'()f the issuer of the deposited securities;
(4) The securities deposited by the depositor are registered
under the SecueitiesAct of 1933in connection with the sale of
. 'the certificates of interest.
Form D-1. For certificates of deposit (er.cceptthose for which
101'1fI, D-1A: is speCified).-In registering certificatesof deposit issued
in anticipation of or in connectionwith a plan of reorganization or-
readjustment, form D-1 shall be used. If a plan of reorganization
or readjustment is proposed at the time the call for deposits is to be
made, parts I and II of form D-l should be filed at the same time.
If no such plan is proposed at the time the call for deposits is to be
made, 'part 1 may be filed alone, and part II must then be filed
before the-plan is submitted to the security holders or deposits are
solicited under the plan. Part II is an amendment,of part I, -and
as such shall becomeeffective on such date as the Commissionmay
determine, having due regard to the public interest, and the protec-
tion of investors.
- In the event that a registrant is exempted from the necessity for
filing part I, he may neverthelessfile part II.
Before the issuanceof the securities provided in the plan of read-
justment or reorganization, form E-1 is to be filed hy the issuer of
such securities, unless exempted from the necessity of sueh filing ,by
the act.
;Form D-1X For certificates of deposit.-This form is to be used '
only where the issuer of the certificates of deposit is the original
issuer of the securities called for deposit, and only if the certificates
of deposit are issued in connection with a plan of reorganization or
readjustment which involvesthe issueof new securitieSto- the holders
of certificates of deposit.
Form E-1. F01' 8etlUritie8 in re01'ganizatitm..-This form is to be
used to register securities (including contracts of guaranty but ex-
58 :ANNUAL REPORT OF THE SECURITIES AND EXCHANGE COMMISSION
cepting voting trust certificates, certificates of deposit, and oertifi",

cates of interest or shares in unincorporated investment trusts. of
the fixed or restricted management type, not having a board of direc-
tors or a board of persons performing similar functions, but having
1L depositor or sponsor) sold or modified in the course of reorganiza-
tion.
Reference should be had to form E-l itself for a full statement
of the rules governing its use.
In the, case of any guaranty of, or assumption of li3bility on,
securities heretofore registered on form D-2, registration of-.such
guaranty or assumption of liability may, at the option of the issuer,
be effected on form D-2 or form E-l.
. NOTE.-Attention is called to the rules as to the use of form' A-2
which permit the use of that form in certain instances for securities
in reorganization .
. Form F-1. For uotinq trust certificates.-This form is to be used
to register voting trust certificates issued in the course of reorganiza-
tion or otherwise.
Form- G-1. For fractional. undivided' gas ond. oil 1'Oyaity in-
terests.-Form G-l is to be used to register fractional undivided pro-
ducing oil arid gas royalty interests.' "
The term " producing royalty interest" means any royalty interest
in a tract of land from which oil and gas was being produced in
commercial quantities within 7 days prior to the filing of the regis-
tration statement and from which the production of oil or gas had
not permanently ceased.ito the knowledge of the issuer, on the date
on which the statement became effective.
" Form G-$. For fraotional wrulivided 1wnproducing gas and oil
royalty interests.-Form G-2 is to be used to register fractional
undivided nonproducing oil and gas royalty interests.
The term "nonproducing royalty interest" means any royalty
interest not included in the definition of " producing royalty inter-
est" above.'
-.'.NOTE.-Forin A-l should be used for overriding royalties and
working interests, .as distinct from landowners' royalties for which
forms ~-l and G-2 ~re appropriate. In the care of overriding roy-
alties or' ,,;orking interests, however, the information specified by
form G-l or ,G-2 should be added to the statement on form A-t by
way of Supplemen~l material.
. F07'1'I!'l-Q!,For-confld,entrialstate,11wnt.of ~qle oroiJ OP,'f/(l;fJ i"!lt.er..
e8t.-T~is form is to be used for confidential: statements of sales, of
qil Qr gas mterests, .. . ' '.' .. : .~....
. \ : 1 . . .'1
INFORMATION AND DOCUMENTS REQUIRED IN THE CASE OF CERTAIN
SECURITIES EXEMPTED UNDER SECTION 3 (B) OF THE SECURITIES ACT
Certain issues of securities having an aggregate offering price to

the public not exceeding $100,000 are exempted from the registra-
tion provisions of the act by regulations of the Commission pursuant
to section 3 (b) of the act upon compliance with certain conditions
provided in the regulations. The pertinent regulations are as
follows:
Release No. 182.-Exemption of certain types of issues other than
those specified below.
Release No. 218.-Exemption of issues of securities issued to de-
positors, creditors, or stockholders pursuant to a plan of reorgani-
zation under the Bank Conservation Act of 1933.
N OTE.- The particular conditions to be complied with for exemp-
tion under Releases Nos. 182 and 218 are set out in Compilation of
Regulations, under the Securities Act of 1933, as amended, available
on request without charge.
Release No. 355 (Olass 0), as amended by Release No. 373 (Olass
O).-Exemption of issues of fractional undivided oil and gas in-
terests.
Release No. 390 (Olass 0) .-Exemption of fractional undivided
mineral rights other than oil or gas interests.
GUIDE TO FORMS ADOPTED UNDER THE SEOURITIES EXCHANGE

ACT O}j~1934'
A. FOR REGISTRATION OF SECURITIES
Form 2. For temporary registration of eecuritie« by the issuer.-

This form is to be used by the issuer to apply for temporary registra-
tion of securities which were listed on an exchange at the time the
registration of the exchange as a national securities exchange became
('ffective.
Form. 7.-Where the form for permanent registration of any other
particular class of security has not yet been authorized, and for a
period of 90 days after the filing of applications on such form is
authorized, a provisional application for registration of a security
of such class may be filed on form "{pursuant to rule JB2. (Rule
JB2 sets forth the requirements of an application filed on form 7.)
• This' guide Is designed to aid in the selections of appropriate forms and is revised
from time to time as circumstances require. Copies of the forms herein referred to will
be furnished without charge upon request.
30662-35-5
Form 8. For amendment» to applications for registration.-This

form shall be used for amendments to applications for registration of
securities pursuant to section 12 (b) or (c) of the Securities Exchange
Act of 1934.
Form 8.A. For seeuritiee is81.JJeilin ewchange for registered securi-
ties.-This form may be used for applications filed on and after
October 24, 1935, for the registration of securities, for which the
filing of applications for registration of forms 10, 11, 13, 15, or 17
is authorized, issued exclusively in exchange for securities of the
registrant registered, pursuant to an application on one of said forms,
on the exchange on which registration is applied for on this form.
Securities resulting from a modification of other securities shall be
deemed to have been issued in exchange for such other securities.
Form 10. For cOl'porations.-This form shall be used for applica-
tions for the permanent registration of securities of corporations,
filed on and after February 13, 1935, except the following: Securities
of companies making annual reports under section 20 of the Inter-
state Commerce Act, as amended, or under section 219 of the Com-
munications Act of 1934; certificates of deposit; American certificates
against foreign issues, either government or corporate; securities
of insurance companies, other than companies engaged primarily
in the title insurance business; securities of banks and bank holding
companies; securities of investment trusts; securities issued by any
corporation organized under the laws of any foreign country other
than. a North American country or Cuba; bonds issued by any cor-
poration organized under the laws of a North American country
or Cuba, which are guaranteed by any foreign government; securities
issued by any corporation, foreign or domestic, which is directly or
indirectly owned or controlled by any foreign government; securities
of corporations in process of reorganization pursuant to section 77
or 77B of the Bankruptcy Act; securities of corporations in bank-
ruptcy or receivership; securities of a corporation which, at or imme-
diately prior to the revesting of title hereinafter mentioned, shall
have been in bankruptcy or in the process of reorganization pursuant
to section 77 or 77B of the Bankruptcy Act, if a trustee or trustees
shall have been appointed in such proceedings, and if, within 6
months prior to the filing of the application, title to an or substan-
tially all of the assets of such corporation shall have been revested
in such corporation; securities of a corporation which, at the date of
entry of the order hereinafter mentioned, shall have been in the
process of reorganization pursuant to said section 77 or 77B, if no
trustee shall have been appointed in such proceedings, and if, within
6 months prior to the filing of the application, a plan pursuant to
which such corporation is to retain all or substantially all of its
assets has been confirmed by order pursuant to said section 77 or
finally confirmed by order pursuant to said section 77B; securities
of a corporation which, at or immediately prior to revesting of pos-
session hereinafter mentioned, shall have been in receivership, if,
within 6 months prior to the filing of the application, possession of
all or substantially all of the assets of such corporation shall have
been revested in such corporation; and securities of a corporation
organized for the purpose of acquiring all or substantially all of the
assets of another issuer, and which, within 6 months prior to the
filing of the application, acquired such assets. Any foreign issuer
which by this paragraph is to file on form 10 as to any class of
securities other than bonds may also file on such form for such bonds;
and any issuer of bonds which is organized under the laws of any
foreign country may at its option file on form 10 until 90 days after
the proper form applicable to such foreign issuer shall have been
published.
Form 11. For unincorporated issuers.-This form shall be used for
applications filed on or after March 30, 1934, for the 'permanent
registration of securities of unincorporated issuers, except the fol-
lowing: Securities of companies making annual reports under section
20 of the Interstate Commerce Act, as amended, or under section
219 of the Communications Act of 1934; certificates of deposit, vot-
ing trusts certificates; American certificates against foreign issues,
either government or private; securities of insurance companies;
securities of banks and bank holding companies; securities of invest-
ment trusts; securities issued by a national of a foreign country
other than a North American country or Cuba; bonds issued by a
national of a North American country or Cuba, which are guaran-
teed by any foreign government; securities of any issuer, foreign or
domestic, which is directly or indirectly owned or controlled by any
foreign government; securities of an issuer in process of reorganiza-
tion pursuant to section 77 or 77B of the Bankruptcy Act; securities
of an issuer in bankruptcy or receivership; securities of an issuer
which, at or immediately prior to the revesting of title hereinafter
mentioned, shall have been in bankruptcy or in the process of reor-
ganization pursuant to section 77 or 77B of the Bankruptcy Act,
if a trustee or trustees shall have been appointed in such proceedings,
and if, within 6 months prior to the filing of the application, title
to all or substantially all of the assets of such issuer shall have been
revested in such issuer; securities of an issuer which, at the date of
entry of the order hereinafter mentioned, shall have been in the
process of reorganization pursuant to said section 77 or 77B, if no
trustee shall have been appointed in' such proceedings, and if, within
6 months prior to the filing of the application, a plan pursuant to
which such issuer is to retain all or substantially all of its assets has
been confirmed by order pursuant to said section 77 or finally con-
firmed by order pursuant to said section 77B; securities of an is-
suer which, at or immediately prior to the revesting of possession
hereinafter mentioned, shall have been in receivership, if, within 6
months prior to the filing of the application, possession of all or
substantially all of the assets of such issuer shall have been revested
in such issuer; and securities of an issuer organized for the purpose
of acquiring all or substantially all of the assets of another issuer,
and which, within 6 months prior to the filing of the application,
acquired such assets. .
FO'J'111l12.For compomies making annual reports under section: ~
of the Interstate Oommeroe Act, as amende&, or tIllUkr section 219
of the 001n7nwnicati0'n8 Act of 193.4, except 8'WChoompaniee in receiv-
ership or in process of reorganization pur8UU1Tllt to section 17 of the
B a~pt<J!f Act.- This form shall be used for applications filed on
or after April 10, 1935, for the permanent registration of securities
. of companies making annual reports under section 20 of the Inter-
state Commerce Act, as amended, or under section 219 of the Com-
munications Act of 1934, except such companies in receivership or
in process of reorganization pursuant to section 77 of the Bank-
ruptcy Act.
Fo7Wb113-A. For companies in receioerehip or bankruptcy and male-
ing an'llflUilreports under section: ~ of the Interstate Oommerce Act,
as amended, or under section. 219 of the OomtrrlJl1l11i,cations Act 01
193.4.- This form shall be used for applications filed on or after
June 17, 1935, for the permanent registration of securities of com-
panies making annual reports under section 20 of the Interstate
Commerce Act, as amended, or under section 219 of the Communica-
tions Act of 1934, and in receivership or in bankruptcy (including
proceedings under sec. 77 or 77B of the Bankruptcy Act).
Fo-'I'111I13.
For ineueanoe companies other than life- and title-insur-
ance oonuponies>« This form shall be used for applications filed on
or after May 7, 1935, for permanet registration of securities of cor-
porations engaged, directly or through subsidiaries, primarily in the
insurance business, except corporations engaged primarily in the life-
or title-insurance business. This form shall not be used by corpora-
tions engaged primarily in the business of guaranteeing mortgages
or mortgage participation certificates.
Pending the authorization of a form for registration of securities
of corporations engaged primarily in the life-insurance business, and
for a period of 30 days after the filing of applications on such form
is authorized, such corporations may file application on form 13 for
insurance companies other than life- and title-insurance companies.
Insofar as form 13 may be inappropriate to the life-insurance busi-
ness, a corporation engaged in the life-insurance business filing on
form 13, pursuant to this rule, shall furnish information comparable
to that required by form 13; and, in lieu of financial statements
required under the instructions as to financial statements in the
instruction book for form 13, such corporation may file a copy of its
last annual statement filed with its State regulatory authority.
Form 14. For certificates of deposit issued by a committe e.-This
form shall be used for applications on or after May 10, 1935, for
the permanent registration of certificates of deposit issued by a
committee.
Form 15. For incorporated investment c01npanies.-This form
shall be used for applications filed on or after May 15, 1935, for the
permanent registration of securities of any corporation which is en-
gaged, either directly or through subsidiaries, primarily in the busi-
ness of investing and reinvesting, or trading, in securities, for the
purpose of revenue and for profit, and not in general for the purpose,
or with the effect, of exercising control; except securities of such
corporations in process of reorganization pursuant to section 77B
of the Bankruptcy Act or securities of such corporations in bank-
ruptcy or receivership.
Form 16. For votin!! t1'U8tcertificates 0JJU1 underlying seawrities.-
This form shall be used for applications filed on or after May 18,
1935, for the permanent registration of voting trust certificates and
underlying securities.
Form 17. For unincorporated issuers engaged pri7TU1ll'ily in the
business of investing 01' trading in seaurities.-This form shall be
used for applications filed on or after May 31, 1935, for the perma-
nent registration of securities of any unincorporated issuer which is
engaged, either directly or through subsidiaries, primarily in the
business of investing and reinvesting, or trading, in securities, for
the purpose of revenue and for profit, and not in general for the
purpose, or with the effect, of exercising control; except securities
of such issuers in process of reorganization pursuant to section 77B
of the Bankruptcy Act or securities of such issuers in bankruptcy
or receivership.
Form 18. F071 foreign governments and political subdivisions
thereof.-This form shall be used for applications for the permanent
registration of securities of foreign governments and political subdi-
visions thereof, filed on or after July 1, 1935; provided, however, that
any public corporation or other autonomous entity in the nature of
a political subdivision, except a State, province, county, or munici-
pality or similar body politic, may, at its option, use form 21 in lieu
of this form.
64 _\NNUAL REPORT OF THE SECURITIES AND EXCHANGE COMMISSION
Form 19. For Amerioam. certificates against foreign issue'S and for
the underlying securities.-This form shall be used for applications
filed on or after July 15, 1935, for the permanent registration of
American certificates (for example, so-called American depositary
receipts for foreign shares or American participation certificates in
foreign bonds or notes) issued against securities of foreign issuers
deposited with an American depositary (whether physically held by
such depositary in America or abroad) and of the foreign securities
so deposited.
Form fZO.For securities other than bonds of foreign private is-
8uel's.-This form shall be used for applications filed on or after
July 15, 1935, for the permanent registration of securities other than
bonds or other evidences of indebtedness (1) issued by a national
of a foreign country other than a North American country or Cuba,
or (2) issued by any corporation or unincorporated association, for-
eign or domestic, which is directly or indirectly owned or controlled
by any foreign government.
Form fZ1.For bonds of foreign private issuers.-This form shall
be used for applications filed on or after July 15, 1935, for the per-
manent registration of bonds or other evidences of indebtedness (1)
issued by a national of a foreign country other than a North Ameri-
can country or Cuba, (2) issued by a national of a North American
country or Cuba which are guaranteed by any foreign government,
(3) issued by any corporation or unincorporated association, foreign
or domestic, which is directly or indirectly owned or controlled by
any foreign government, or (4) issued by any public corporation or
other autonomous entity in the nature of a political subdivision
which shall at its option elect to use this form in lieu of form 18,
except that this form is not to be used by a State, Province, county,
or municipality or similar body politic.
Form I-J.-This form is to be used for applications for registra-
tion of unissued warrants or certificates pursuant to section 12 (d)
of the Securities Exchange Act of 1934 for" when issued" on a na-
tional securities exchange.
Form fZ-J.-This form is to be used for applications for registra-
tion of unissued securities, other than unissued warrants or certifi-
cates, pursuant to section 12 (d) of the Securities Exchange Act
of 1934 for" when issued" dealing on a national securities exchange.
Form 3-J.-Form 3-J must be used to report any inaccuracy, omis-
sion, or other deficiency in the information contained in the applica-
tion for registration on form 1-J or form 2-J, or in any supplemental
statement filed by an issuer or an exchange, and to report changes
which have occurred since the filing of the application for registra-
tion or the last supplemental statement, and which render no longer
accurate the information contained therein.
Form 4--J.- This form is to be used for statements in respect of
exemption of issued warrants or certificates pursuant to section.
3 (a) (12) of the Securities Exchange Act of 1934.
Form 5-J.-Form 5-J must be used to report any inaccuracy,
omission, or other deficiency in the information contained in the
statement filed on form 4-J or in any supplemental statement filed
by an issuer or an exchange and to report changes which have oc-
curred since the filing of form 4-J or the last supplemental state-
ment and which render no longer accurate the information contained
therein.
B. FOR REPORTS TO BE FILED BY OFFICERS, DIRECTORS, AND SECURITY

HOLDERS
Form 4-. For reporting changes in ownership of equity securi-

ties.-Every person who at any time during any month has been di-
rectly or indirectly the beneficial owner of more than 10 percent of
any class of any equity security (other than an exempted security)
which is listed on a national securities exchange, or a director or an
officer of the issuer of such security, shall, if there has been any
change during such month in his ownership of any equity security
of such issuer, whether registered or not, file with each exchange on
which any equity security of the issuer is Iisted and registered a
statement on form 4 (and a single duplicate original thereof with
the Commission) indicating his ownership at the close of the calen-
dar month and such changes in his ownership as have occurred dur-
ing such calendar month. Such statements must be received by the
Commission and the exchange on or before the 10th day of the
month following that which they cover.
Form 5. For reporting oumership of equity seeurities.-In the case
of an equity security (other than an exempted security) which is listed
subsequent to February 15, on a national securities exchange, every
person who at the time such registration becomes effective is directly
or indirectly the beneficial owner of more than 10 percent of any class
of such security or a director or an officer of the issuer of such se-
curity, shall file with each exchange on which any equity security
of the issuer is listed and registered a statement on form 5 (and a
single duplicate original thereof with the Commission) of the amount
of all equity securities of such issuer, whether registered or not, so
beneficially owned by him at the time such registration became effec-
tive. Such statement must be received by the Commission and the
exchange on or before the tenth day of the following calendar month.
If such person files a statement pursuant to paragraph (b) of this
rule for the same calendar month in respect of the same securities,
he need not file an additional statement pursuant to this paragraph.
Form 6. For reports by persons who ha'IJe ju8t become offieers or

directors or security holders of more than 10 percent of any class of
equity security.-Every person who becomes directly or indirectly the
beneficial owner of more than 10 percent of any class of any equity
security (other than an exempted security), which is listed on a
national securities exchange, or becomes a director or an officer of
the issuer of such security, shall file with each exchange on which
any equity security of the issuer is listed and registered a statement
on form 6 (and a single duplicate original thereof with the Com-
mission) of the amount of all equity securities of such issuer, whether
registered or not, so beneficially owned by him immediately after
becoming such beneficial owner, director, or officer. Such statement
must be received by the Commission and the exchange on or before
the tenth day following the day on which such person became such
beneficial owner, director, or officer. Such person need not file the
statement required by this paragraph, if prior to such tenth day and
during the calendar month in which he has become such beneficial
owner, director, or officer, there has been a change in his beneficial
ownership which will require him to file a statement. pursuant to
paragraph (b) of this rule with respect to the same securities.
C. FOR REGISTRATION OF BROKERS AND DEALERS
Form i-N. For brokers fIfJU1 dealers t'l'ansacting business on over-

the-coumier markets.- This form is to be used for the registration
statements of brokers and dealers transacting business on over-the-
counter markets.
Form ~N. For supplementary statements of brokers ana deal-
en-Form 2-M must be used to report inaccuracies in the informa-
tion contained in the registration statement filed on form 1-M or
in any supplemental statement filed by a broker or dealer and to
report changes which have occurred since the filing of the registra-
tion statement or the last supplemental statement and which render
no longer accurate the information contained therein.
ANNUAL REPORT OF THE SECURITI1iJSAND EXCHANGE COMMISSION 67
APPENDIX IV
SECURITIES ACT REGISTRATION STATEMENTS AS TO WHICH
STOP ORDERSt.,CONSENT REFUSAL ORDERS, AND WITHDRAWAL
ORDERS WER~ ISSUED SEPT. 1, 1934 TO JUNE 30, 1935 1
Docket Type of
Date
no. Form Amount order'
2-1101 Alliance Brick Oo., AllIance, Ohio______ A-I $320,000 _ W Oct. 17,1934
2-1176 American Credit Corporation, San A-I $625,50(1.. _ W Nov. 19,1934
Francisco. Cabf.
2-102 American Gyro Oo., Denver, Colo______ A-I $18,839.53. _ SO Mar. 26, 1935
2-1095 Amer1can Irrigation Oo., Wilmington, A-I $415,000 _ CRO May 17,1935
Del.
2-876 American Participations. Inc., of Dela- A-I $5,000,000._____________ SO lune 7,1935
ware, WilImngton, Del.
2-1205 Arroyo Seco Gold Dredging Oo., San A-I $450,000 • _ W May 7,1935
FranCISCO,Calif.
2-1151 Atwood Multiple Writer, Detroit, Mieh, A-I $432,500 _ W Apr. 24, 1935
2-1382 Automatic Signal Acceptance Corpora- A-I $900,000 _ W June 3, 1935
tion, Dover, Del.
2-1192 Basin Gold & Silver Mining Corpora- A-I $270,000 CRO' Dee. 12, 1934
tion, Ine., Basin, Mont.
2-1103 Big Wedge Gold Mining oe., Los A-I $800,000_______________ SO Apr. 4, 1935
Angeles, Oahf,
2-892 Bill-O-Type Corporation, St. Louis, Mo_ A-I $350,000_______________ W Dec. 21,1934
2-1815 Boulder Gold Mines, Ine., Oakland, A-I $296,562.50.____________CRO lune 14,1935
Calif.
2-1148 Brandy-Wme Brewmg Co., Brandy- A-I $1,295,000 _ SO Apr. 22, 1935
wme,Md.
2-763 California-New York Mining Oo., Inc., A-I $375,000 _ 80 Feb. 1, 1935
Yreka, Calif.
2-1371 Canadian American Mining Co., Love- A-I $400,000__- - -- -- SO June 21,1935
lock, Nev. $250,000 _
2-1224 Caribbean Fisheries, Ine., New York A-I CRO Ian. 12,1935
CitY,N. Y.
2-976 Edwin Carson and Clara Carson, B. P. D-1 $43,666.67(~face) _ W Oct. 25,1934
Comm., 6429-6437 Stewart Avenue, rr.m
Chicago, Dl.
2-232 Chattanooga Brewing Co. ,Chattanooga, A-I $331,250 ._ _ W Mar. 14,1935
Tenn.
2-1139 Ohristman Brewing Oo., New Lisbon, A-I $175,000_______________ W Ian. 15,1935
Wis.
2-1353 L. E. Cooper, Tulsa, Okla______________ A-I $100,000_______________ W May 10,1935
2-ll54 Co-operative Investing Group, Fort A-I $500,000_______________ W Sept. 17,1934
Worth, Tex.
2-561 Continental Distillers & Importers Cor- A-I $3,307,500__. • _ SO Jan. 26, 1935
poration, New York City, N. Y. $500,000__• _
2-1393 Corporate Leaders Reserve Fund, Ine., A-I W June 10,1935
New York, N. Y.
2-1373 W. T. Culver Oo., North Bend, Oreg _ E-1 ~~face, $164,566.67 _
W. R. $12,500 ._ CRO June 15,1935
2-1152 _____ do Curry, Oklahoma City, Okla __ G-1 $31,250 • _ W Dec. 5,1934
2-1155 G-l $275,000 _ W Nov. 5,1934
2-1335 Darwin Gold Mmes, Ltd., Toronto, A-I SO Aug. 26,1935
Ontario, Canada.
2-1168 The Delte Oil oo., Ine., Cooper, Tex___ A-I $27,000 _ CRO Nov. 17,1934
2-519 Divide Gold Mining Corporation, Lar- A-I $200,000__• • _ W June 17,1935
amie, Wyo.
2-1093 vr.s. Dobbs, Dallas, Tex { <t~ }$6,300 .___ W
Sept. 13,1934
Apr. 3,1935
2-1349 Woris Ruby Mining oe., Buena Vista, } A-I $123,998__• •__ { ~ Apr. 20,1935
l Colo. June 30,1935
Bondholders' protective committee for } D-1
2-1446 { first-mortgage sinking-fund gold bonds I and }~ $110,000.
face ($830,000), or } CRO lune 15,1935
of John E. DuBois, Chicago, Dl. II.
2-913 Elizabeth Brewing Corporatlon_________ A-I $281,250_______________ W Sept. 26, 1934
2-908 Empire State Refining Corporation, A-I $141,780_______________ W Jan. 30,1935
Iric, Bolivar, N. Y.
2--941 Fada Radio & Electric Corporation, A-I $408,571_______________ W Oct. 10,1934
Long Island City, N. Y.
2-1278 Federal Wood Products Corporation, A-I $200,000_______________CRO Feb. 18,1935
Pikeville, Tenn.
2-1425' Federated Mining Corporation, Ltd., A-I $240,000_______________ W June 13,1935
Toronto, Ontario, Canada.
Bondholders protective committee of } D-1 } {CRO N 27 1934
2-1183 { ~~~bee Bros. Co., Philadelphia, (I) $770,000_______________ (.) Ja~~' ~ 1935
I List includes 22 stop orders, 25 consent refusal orders, and 83 withdrawal orders. 2 stop orders and 3
refusal orders were lifted during the period making a net increase of 42. 11 withdrawn statements were
re1lled making 72 net increase in number of statements withdrawn.
J W-Wlthdrawn. CRO-Donsent refusal order. So-Btop order •
• Effective as amended, Mar. 26, 1935. 4 Reftled. I Pending amendment.
68 ANNUAL REPORT OF THE SEOURITIES AND EXCHANGE COMMISSION

STOP ORDERS, CONSENT REFUSAL ORDERS, AND WITHDRAWAL
ORDERS WERE ISSUED SEPT. 1, 1934 TO JUNE 30, 1935-Continued
I
Docket Issuer Form Amount Type of
Date
no. order
2-1348 Fremont Gold Mines, Inc., New York, A-I $200,000_______________ W May 15,1935
N.Y.
2-1201 Foundation Petroleum Corporation, A-I $1,100,000______________
CRO Dec. 12, 1934
San Diego, Calif.
Bondholders' committee for Gatzert Co.
2-1022 mumcipal securities trust certificates. {~ $74,166.67.
face ($222,500), or } SO June 14,1935
{ series CC, K, KK, M06, and T, } D-l
Ohicago, TIl.
Assessment Bond serviee, Ine., calling ~ face ($316,700), or } SO
2-1023 { Gatzert Co. municipal securities trust } D-l
(I) } $105,566.67. Do.
certlflcates, Chicago, ill.
General Banknote Corporation, New } A-I $1,000,000__. { ~.~ Feb. 20,1935
2-985 {
Rochelle, N. Y. }Mar. 1,1935
2-1l13 General Industries Corporation, Ltd., 0-1 $125,000_______________ W Nov. 3,1934
Los Angeles, Calll. $600,000 _
2-1112 General Potash Oo., Denver, Colo______ A-I $118,800 • _ W Jan. 4,1935
2-1060 Gilcrease Oil oe., Tulse, Okla__________ A-I $1,275,000 W
_ CRO Oct. 6,1934
2-1437 Goldfield Deep Mines Co. of Nevada, A-I June 8,1935
Goldfield, Nev.
Sept. 25,1934
2-1099 }Great Dike Gold Mines, Ino., San } A 1
Francisco, Calif. -
$162,500 { 610 Oct. 6,1934
Jan. 28. 1935
2-1279 Gyro A1r Lines, Ine., Denver, Colo_____ A-I $1,000,000 ._________ SO Apr. 24,1935
2-880 Haddam Distillers Oorporatron, A-I $274,750_______________ SO Oct. 24, 1934
Moodus, Conn.
_____do _ __________ __ ________ A-I $288,750 { ~~ Do.
2-993 Dee. 26, 1934
2-987 Hiawatha Brewing Co., Minneapolis, A-I $200,000.. W Dec. 24, 1934
Minn. $337,500 _
2-1109 Idaho Gold Corporation, Boise, Idaho.; A-I $400,000 _ W June 11,1935
2-1133 illinois Malleable Iron, Chicago, ill_____ A-I $45,000._• _ W Apr. 26,1935
2-1189 Chester Imes, Oklahoma City, Okla____ G-l $1,000,000 _ W Dec. 1,1934
2-1388 Insured Investors, Inc., Kausas City, 0-1 W May 15,1935
Mo.
2-1191 Interstate Mining Corporation, Twin A-I $500,000_______________ W Mar. 14,1935
Falls, Idaho.
2-969 K~~,C¥ly.Rock Asphalt Co., Louis- {(I~ii) }$204,333.33_____________W Apr. 15,1935
2-971 _____do,
n
D-2 $394,587.17_____________W Do
oct. I, 1934
2-1063 L~=~~p~.eer & Ale Corporation, } A-I }$150,000 {
(.) }Nov. 16,1934
Oct.
10,1934
Lafayette Apartments, first mortgage } D 1 }
bondholders' committee, Los Angeles, (I II) $19,800________________ W Mar. 25,1935
Calll. '
2-1160 L!nprint, Inc, C!llumbus, Ohio :____ A-I $25.000:_______________ W Nov. 8, 1934
2-345 Little Pepper Distillery, Ine., Lexing- A-I $382,000_______________ W Jan. 4,1935
ton, Ky. $175,000 ._________ SO
2-1389 Macjoe Sturgeon Gold Mines Ltd., A-I June 27,1935
2-1334 Mancos Canyon Gold, Inc., Denver, A-I $23,301.25______________SO May 21,1935
Colo. $175,000_ SO
2-1374 Manley Quebec Gold Mines, Ltd., A-I J nne 26,1935
2-1087 Medico-Deutal
DIegO, CalIf.
Building, Ine., San } E-l
Metropolltan District New Homes Cor- A-I
{~~sJ~~~~~~!-~~~:::} W
$500,000_______________ W
Oct.
Apr.
8, 1934
15,1935
2-1340
poration, New York, N. Y.
2-1370 Midcontment Carey Trust, Tnlsa, A-I $450,000_______________ W May 25,1935
Okla.
2-1020 Mineral Machines, Ine., Boulder, Oolo., A-I $439,000.50_____________W Sept. 10,1934
2-710 Mitten Bank Securities Corporation, A-I $3,051,000______________W Dec. 18,1934
Philadelphia, Pa.
2-984 Montgomery Industrial Mills, Ine., A-I $75,000________________ W May 9,1935
Perktomenville, Pa.
2-1193 Morning Star Gold Mines, Ine., Sacra- A-I $195,000_______________ W Jan. 26,1935
mento, Calif.
2-978 Mortgage Bond Co. of Maryland, Inc., D-2 55 precent of par ($4,- W Nov. 24,1934
Baltimore, Md. 000,000)or $2,200,000.
2-812 Monlded Pnlp Corporation, New York, A-I $300,000_______________ W Oct. 1,1934
N.Y.
2-122 Mount Kelso Consolidated Mlnlng Oo., A-I $900,000_______________ W Apr. 1,1935
Georgetown, Colo.
2-1083 The R. G. Mueller, et al., as Mary~d } n-i }~ face ($128,000)} W
Court Apartlnents protective C01DIlllt- (I
tee, Chicago, TIL '
m
$42,666, Oct. 4,1934
I ElIectlve as amended, Mar. 26, 1935. • Refiled.

STOP ORDERS, CONSENT REFUSAL ORDERS, AND WITHDRAWAL
Docket Type of
no. Issuer Form Amount Date
order
2-1203 Protective
Bond
committee
oo.,
for Municipal
Los An!(eles, Calif.
{D-l
rr.rn
}J.3$179,833.33.
face ($539,500) 1\ W
:.r Jan. 10,1935
2-1207 Protective
Bond Co.
COIDIDlttee for Municipal {D-l
rr, II)
}J.3$179,500.
face ($538,500)} W Do.
2-1433 Bondholders' protective committee for } {J.3 f ($900 (00) }
~~t}~nalB8DkOfPanama,NewYork, n-i $300~. ' CRO June 20.1935
2-M3 Neustandtl Brewing Corporation, New A-I $359,325_______________ SO June 13. 1935
York,N. Y.
2-1062 North American Bond & Share Corpora. C-l $1,349,760 _ W Aug. 5,1934
tion, Joplin Mo.
2-107 Paradise Gold Mines Co________________ A-I $50,000 _ W Oct. 5.1934
2-1164 Pathfinders Gold Producers, Ine., Min. A-I $49.500 _ W June 10.1935
neapolis, Minn.
2-1080 Pavore Gold M:nes Limited, Toronto, A-I $35,000 _ W June 20,1935
Ontario, Canada.
2-1247 _____ do., A-I $190,000 ._________ W
June 19, 1935
2-1266 Peacock Speeial, MRchme &- Drilling A-I $500,000_______________ W Feb. 8,1935
Co., Paola, Kana.
Dec. 28, 1934
2-1218 Pennsylvania Engineermg Oorporation, 11 A 1 $487,500 { ~
Pittsburgh, Pa, J - Mar.
May
14, 1935
15.1935
2-1217 Pennsylvania
Castle, Pa,
Engineering Works, New
} A-I $475,000 { ~:l Dec.
Mar.
May
28, 1934
14, 1935
15,1935
z..950 Perry Oil & Gas Corporation, Saxon. A-I $249,000_______________ W Jan. 4, 1935
burg, Pa,
Plymouth Consolidated Gold Mines, A-I $2,000,000 .__________ SO June 1,1935
2-1187
Ltd., Wilmmgton, Del. '''4
2-804 Potomac Maryland Debenture Corpor- D-2 $336,000_______________ W May 2, 1935
ation, Baltimore, Md.
2-1202 Progress Baking Equipment Oo., Inc., A-I $150,000 .___________ CRO Apr. 17,1935
Saginaw, MIch.
2-1343 Providence Consolidated Gold Mines A-I $187.500_______________ eRO Apr. ~,1935
Co., Reno, Nev.
2-571 Queen City Textile Corporation, Allen- A-I $500,000_______________ W Sept 18, 1934
town, Pa.
2-1179 The Real Del Monte Metals Co, Car- A-I $455,000_______________ CRO Dec. 6,1934
rizozo, N. Mex,
2-1316 Refiners Petroleum Corporation, De. E-l $345,560_ W June 27,1935
troit, Micb.
2-1301 Renotex, Ine., New York, N. Y A-I $200,000_ _ CRO Apr. 18,1935
2-883 Republic DIStillers, Ine., Wilmington, A-I $2,828,002.50___________ SO June 14, 1935
Del.
2-1377 Riverview-Cumberland Mining Cor- A-I $300,000_______________ CRO Apr. 24,1935
poration, Searchlight, Nev.
Sabine Royalty Corporation, Tyler, Tex_ A-I $653,628_ _ W May 21,1935
2-1097
D-I }$775,OOO_______________ W
i
2-929 Saenger Theatres, Inc., New Orleans, L8- (1, II) Sept. 26, 1934
2-930 Saenger Realty Corporation, Inc._______ (Pib }$505,000_______________ W Do.
2-931 - .-- .do • - -. - - ----- - -- ---- --- - -- --- - {crib }$156,000_______________

$250,000_______________
W
CRO
Do.
2-1238 San Francisco (Oaxaca) Mining Cor- A-I Jan. 8, 1935
poranon, Inc., Mexico City, Mexico.
2-1232 Schotz Safety Razor Corporation, De- A-I $225,000_______________ CRO Mar. 29,1935
ri10
troit, Mich.
Oct. 8,19M
2-1117 Signa Manganese Corporation, NeW} A-I $250,000 { Oct. 25, 19M
{ York City, N. Y.
Nov. 19,1934
2-1094 Southland
{ La.
Investment Co., Shreveport.} A-I $250,000 { m Sept.
Oct.
21, 19M
20, 1934
Apr. 20, 1935
2-1208 Standard Depositors Corporation, Den- C-l $500,000_______________ CRO Dec. 22, 1934
ver, Colo.
z..935 Strong Leasing & Mining Co., Denver, A-I $648.705.50____________ SO Apr. 15,1935
Colo.
2-1017 Stephen A. Ingersoll, John W. Stipes, D-l $629,586_______________ W Sept. 28, 19M
and James W. Parker, trustees (Tax
Security Corporation), Chicago, Ill.
2-1375 Texas Centeunial Central Exposition, A-I $2,000,000______________ W Apr. 19.1935
Dallas, Tex.
2-1347 'I'ravis Holding Corporation, Travis, A-I $512,175_______________ CRO Apr. 9,1935
N.Y.
2-1357 Treasure Hill Extension MIDes Oo., A-I $750,000_______________ CRO Apr. 15,1935
Ely, Nev.
2-1159 United States Banking Corporation, A-I $425,000_______________ W Nov. 16,1934
NewYorkCitY,N. Y.
, Effective as amended, March 26, 1935. 4 Rellied.

STOP ORDERS, CONSENT REFUSAL ORDERS AND WITHDRAWAL
Docket Issuer Form Amount Typeo! Date

no. order
2-1200 fhevania,
United Telephone Co. of Pennsyl-} A-I $256,592.50_____________
{CRO Dec. 17,1934
Harrisburg, Pa. (3) May 24, 1935
2-1273 Valora Gold Exploration Co., Ltd., A-I $75,00(1-_______________ SO June 14,1935
Toronto, Ontario, Canada. $217,400_______________ W
2-104 F. G. Vogt & SODS,Ine., Philadelphia, A-I June 5,1935
Pa. $115,000_______________ W
2-1376 W=eld Mining ce., Ine., Nogales, A-I June 7,1935
2-1331 Westarn Auto Supply Co., Kansas City, A-2 $3,440,000______________ May 15,1935
W
Mo, $100,000_______________
Wbealton
2-1157 _____do Co., Inc., Philadelphia, Pa ____ o-r
_________________________________ $100,000_______________ W Mar. 25,1935
2-1169 _____do __________________________________ o-i $100,000_______________ W Mar. 22,1935
2-1170 _____do __________________________________ C-l $100,000_______________ W Do.
2-1171 _____do__________________________________ 0-1 $100,000_______________ W Do.
2-1172 o-r $100,000_______________
W Do.
2-1356 H. F. Wilcox, Tulsa, Okla. ______________ A-I W May 25, 1931i
2-1009 Winand- Pikesville Distillery oe., Bal- A-I $788,996 _______________ W Jan. 30,1935
tImore, Md. $355,250 _______________
2-1107 Young's Chemical Laboratories, Inc., A-I W May 25,1935
Baltimore, Md.
I Effective as amended, March 26, 1935.

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\

\ First Annual Report

Securities and Exchange

Fiscal Year Ended June 30, 1935

For sale by the Superintendent or Documents, Washington, D. C. - • • • Price Paper CoYerlOe

SECURITIES AND EXCHANGE CollIMISSION,

PART III. ApPENDICES

Appendix I. Rules for the regulation of trading on exchanges as recom-

The Securities and Exchange Commission was created pursuant

Committees; H. Bartlett Benedict, Regional Supervisor; Edwin A.

For the sake of efficient administration, the Commission has estab-

of the Commission in the preparation of reports to Congress under

Securities Exchange Act of 1934. The Section on Special Studies is

ESTABLISHMENT OF ZONES AND REGIONAL OFFICES

In order to administer more effectively the .Securities Act of.J.933

A regional officehas been established in each of these zones. Each

TRANSFER OF ADMINISTRATION OF SECURITIES ACT

The Securities Act of 1933 was administered by the Federal Trade

AMENDMENT OF SECURITIES ACT OF 1933, AS AMENDED

The Motor Carrier Act of 1935 (approved Aug. 9, 1935), section

The Commission desires to express its appreciation to the Federal

Legislation of the character of the Securities Act of 1933 and the

sought related to the requirements of the act and of the Commis-

Pursuant to section 6 of the Securities Exchange Act of 1934,

thereunder. The following named constitute the national securities

EXEMPTION OF EXCHANGES FROM REGISTRATION AS NATIONAL

Pursuant to section 5 of the Securities Exchange Act of 1934, 19

FORMULATION OF RULES FOR THE REGULATION OF TRADING

A comprehensive survey was made of the activities of specialists,

Various phases of trading. on exchanges were covered by these

DETECTION OF EXCESSIVE TRADING AND MANIPULATIVE AND

Pursuant to sections 9 and 10 (b) of the Securities Exchange Act

:FORMULATION OF RULES FOR THE REGULATION OF PEGGING, FIX-

Pursuant to sections 9 (a) (6)., 10 (b) and 15 of the Securities

During the last week of June invitations were sent to represent-

FORMULATION OF RULES FOR THE REGULATION OF PUTS, CALLS,

FORMULATION OF RULES FOR THE REGULATION OF SHORT

A detailed analysis of the subject of short selling was made for

COOPERATION WITH THE FEDERAL RESERVE BOARD IN THE

The Commission cooperated closely with the Federal Reserve

FORMULATION OF RULES RELATING TO BORROWINGS AND SOL.

Considerable research was done preparatory to the formulation of

SUPERVISION AND STUDY OF MA'ITERS RELATING TO UNLISTED'

During the year 2,808 applications for continuance or extension

'registered exchanges. Corporations and others filed about 100 such

FORMULATION OF RULES RELATING TO THE REGISTRATION OF

A comprehensive study was inaugurated concerning the registra-

REGULATION OF THE OVER-THE-COUNTER MARKETS.

Section 15 of the Securities Exchange Act of ,1934 authorizes the

REGULATION OF MISCELLANEOUS EXCHANGE AND OTHER

The Commission has received many complaints with respect to'

plaints have been analyzed for possible use in the formulation of

REGISTRATION OF SECURITIES ON EXCHANGES

'TEMl'ORARY AND PROVISlQNAL REGISTRATION QF 8EC~}lUTIt:S ON ~XCHA-NOES

In August 1934, after holding a series of hearings at which repre-

l'ERl\lANENT REGISTR.\TION OF SECUlUTIES OK EXCHANGES

Having provided for temporary registration of listed securities,

Commission on December 20, 1934. Revised rules governing perma-