SEC Open Meeting Agenda
Wedesday, June 12, 2002

Item 1:	E.ON AG Office:  Division of Investment Management Staff:  David B. Smith, Catherine A. Fisher, Ron Alper, Robert P. Wason, Victoria J. Adraktas, Lewis Reich
Item 2:	Applicability of the Commodity Futures Trading Commission and Securities and Exchange Commission Customer Protection, Recordkeeping, Reporting, and Bankruptcy Rules and the Securities Investor Protection Act of 1970 to Accounts Holding Security Futures Products Office:  Division of Market Regulation Staff:  Robert L.D. Colby, Michael A. Macchiaroli, Thomas K. McGowan, Bonnie L. Gauch
Item 3:	Joint Order with the Commodity Futures Trading Commission Regarding Modification of Listing Standards Requirements Office:  Division of Market Regulation Staff:  Robert L.D. Colby, Elizabeth K. King, Nancy Sanow, Yvonne Fraticelli
Item 4:	Exemption for Federally Insured Credit Unions to Implement Sweep Accounts without Broker-Dealer Registration Office:  Division of Market Regulation Staff:  Robert L.D. Colby, Catherine McGuire, Lourdes Gonzalez, Brice Prince
Item 5:	Additional Form 8-K Disclosure Requirements and Acceleration of Filing Date Office:  Division of Corporation Finance Staff:  Elizabeth M. Murphy, Ray Be, Sean Harrison
Item 6:	Certification of Disclosure in Companies' Quarterly and Annual Reports Office:  Division of Corporation Finance Staff:  Elizabeth M. Murphy, Mark A. Borges

Item 1: E.ON AG

The Commission will consider whether to issue an order approving the application by E.ON AG ("E.ON"), a German corporation that is a utility holding company exempt by rule 5 under the Public Utility Holding Company Act of 1935 ("Act"), to acquire Powergen plc, a British corporation that is a registered holding company. Powergen is subject to the Act because of its ownership of Louisville Gas & Electric and Kentucky Utilities, two utility subsidiaries that operate primarily in Kentucky. The acquisition involves novel issues under the Act, including permitting a registered holding company with foreign utility operations to retain ownership of a foreign water utility, permitting E.ON to invest additional money in businesses that the Act requires them to divest in order to increase the price at which those businesses will likely be sold, requiring a registered holding company to divest nonconforming companies within five years rather than the typical two or three years, and permitting E.ON to invest in equity securities of third parties in an amount designed to allow it to meet future pension liabilities and nuclear decommissioning costs without making those investments through a separate entity.

The Commission will also consider whether to issue an order approving a related application by E.ON to engage in financing transactions to be entered into subsequent to the acquisition of Powergen. E.ON and its subsidiaries, upon approval of the acquisition of Powergen, propose to issue equity and debt securities in an aggregate amount of up to $75 billion. E.ON and its subsidiaries also propose to engage in financing activities including interest rate and currency risk management devices, profit and loss transfer agreements, money pools, and various additional transactions. E.ON and its subsidiaries propose to use the proceeds of these financing transactions to support existing businesses, to make further acquisitions of Exempt Wholesale Generators, Foreign Utility Companies, and Energy Related Companies, as well as possible future acquisitions of public utility companies regulated under the Act.

For further information, please contact Lewis Reich at (202) 942-0531 or Victoria J. Adraktas at (202) 942-0565.

Item 2: Applicability of the Commodity Futures Trading Commission and Securities and Exchange Commission Customer Protection, Recordkeeping, Reporting, and Bankruptcy Rules and the Securities Investor Protection Act of 1970 to Accounts Holding Security Futures Products

The Commission will consider whether to adopt final amendments to Exchange Act Rules 15c3-3, 17a-3, 17a-4, 17a-5, 17a-7, 17a-11, and 17a-13. These amendments are designed to avoid duplicative or conflicting regulations applicable to firms that are fully-registered with the Commodity Futures Trading Commission ("CFTC") as a futures commission merchant and fully-registered with the SEC as a broker-dealer relating to the treatment of customer funds, securities or property, maintenance of books and records, financial reporting or other financial responsibility rules involving security futures products ("SFPs"), as directed by the Commodity Futures Modernization Act of 2000. The amendments are also designed to avoid certain conflicting or duplicative recordkeeping, reporting, telegraphic notice, and quarterly count requirements involving SFPs for firms that are "notice" registered with the Commission under Exchange Act Section 15(b)(11)(A). These amendments were developed in consultation with the CFTC.

For further information, please contact Michael Macchiaroli at (202) 942-0132, Thomas K. McGowan at (202) 942-4886, Bonnie L. Gauch at (202) 942-0765 or Matt Comstock at (202) 942-0156.

Item 3: Joint Order with the Commodity Futures Trading Commission Regarding Modification of Listing Standards Requirements

The Commission will consider whether to issue, jointly with the CFTC, an order to permit the listing of security futures based on shares of exchange-traded funds, trust issued receipts, or shares of a closed-end management investment company.

For further information, please contact Yvonne Fraticelli at (202) 942-0197.

Item 4: Exemption for Federally Insured Credit Unions to Implement Sweep Accounts without Broker-Dealer Registration

The Commission will consider whether to publish in the Federal Register a notice that the Evangelical Christian Credit Union has submitted an application for an exemption to permit it to offer to sweep account balances into no-load money market funds without being registered as a broker-dealer. The notice would request public comment on whether the relief requested should be granted pursuant to Sections 15(a)(2) and 36(a)(1) of the Securities Exchange Act of 1934, whether such relief should be extended to all credit unions with deposits insured by the National Credit Union Share Insurance Fund, and whether such an exemption would raise issues that should be considered in connection with amendments to the May 11, 2001 interim final rules implementing the functional regulation exceptions from broker-dealer registration of the Gramm-Leach-Bliley Act.

For further information, please contact Catherine McGuire or Brice Prince at (202) 942-0073.

Item 5: Additional Form 8-K Disclosure Requirements and Acceleration of Filing Date

The Commission will consider whether to propose amendments to Form 8-K under the Securities Exchange Act of 1934 to add several new disclosure items to Form 8-K, amend many of the existing Form 8-K disclosure items, shorten the Form 8-K filing deadline to two business days, and reorganize the disclosure items into logical categories. These proposed amendments are part of the series of initiatives to change the corporate disclosure rules that the Commission announced its intention to consider in Press Release 2002-22 on February 13, 2002.

For further information, please contact Ray Be or Sean Harrison at (202) 942-2910.

Item 6: Certification of Disclosure in Companies' Quarterly and Annual Reports

The Commission will consider whether to issue proposed rules that would require a company's principal executive officer and principal financial officer to certify the company's quarterly and annual reports. In addition, the proposed rules would require companies to regularly review and evaluate their procedures that enable them to fulfill their periodic reporting obligations.

For further information, please contact Mark A. Borges at (202) 942-2910.