|February 20, 1996|
Bruce Czachor, Esq.
Dear Mr. Czachor:
This responds to your letter of February 16th regarding the applicability of the Board's margin rules to a proposed offering, on an installment basis, of common shares of [word(s) deleted] . The proposed offering is part of an ongoing privatization of [word deleted] which was initially owned by the Province of Saskatchewan and the federal government of Canada. As of December 31, 1995, the Canadian government had sold all of its shares and Saskatchewan had reduced its ownership interest to approximately 30 percent.
Saskatchewan proposes to offer approximately two-thirds of its holdings through Crown Investment Company of Saskatchewan, a wholly-owned crown corporation. Additional shares may be offered to satisfy an over-allotment option that may be granted to the Underwriters.
The participation by United States investors in United Kingdom privatizations involving installment sales has been accommodated in the past by letters written by Board staff (see: Staff Opinion of October 24, 1984, FRRS 5-615.92). The position expressed in the October 24, 1934 letter may be relied upon to cover the proposed offering by the Province of Saskatchewan of common shares of [word(s) deleted] .
This opinion is that of the staff only as the issue has not been presented to the Board for its consideration. It is based upon the facts presented to us and has no applicability to any other offering of securities in the United States or abroad.
(signed) Laura Homer
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