

[Federal Register: November 29, 2005 (Volume 70, Number 228)]
[Notices]               
[Page 71564-71565]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr29no05-105]                         

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SECURITIES AND EXCHANGE COMMISSION

[File No. 1-31816]

 
Issuer Delisting; Notice of Application of Centennial Specialty 
Foods Corporation To Withdraw Its Common Stock, $.0001 Par Value, From 
Listing and Registration on the Boston Stock Exchange, Inc.

November 22, 2005.
    On November 4, 2005, Centennial Specialty Foods Corporation, a 
Delaware corporation (``Issuer''), filed an application with the 
Securities and Exchange Commission (``Commission''), pursuant to 
Section 12(d) of the Securities Exchange Act of 1934 (``Act'') \1\ and 
Rule 12d2-2(d) thereunder,\2\ to withdraw its common stock, $.0001 par 
value (``Security''), from listing and registration on the Boston Stock 
Exchange, Inc. (``BSE'').
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    \1\ 15 U.S.C. 78l(d).
    \2\ 17 CFR 240.12d2-2(d).
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    On November 1, 2004, the Board of Directors (``Board'') of the 
Issuer approved resolutions on November 1, 2005 to withdraw the 
Security from listing on BSE. The Issuer stated that the following 
reason factored into the Board's decision to withdraw the Security from 
BSE: (1) The Issuer was recently delisted from the Nasdaq Stock Market, 
and as a result, BSE suspended trading in the Security on October 26, 
2005; (2) the Issuer does not believe it will be able to comply with 
BSE's requirement to have an audit committee composed of at least three 
independent board members; and (3) in order to reduce costs, the Issuer 
expects to terminate its obligations to file reports with the 
Commission or otherwise be subjected to the Act through filing of Form 
15 with the Commission.
    The Issuer stated in its application that it has complied with Rule 
12d-2-2(d) under the Act \3\ by complying with all applicable laws in 
the State of Delaware, the state in which the Issuer is incorporated, 
and by providing BSE with the required documents governing the 
withdrawal of securities from listing and registration on BSE. The 
Issuer's

[[Page 71565]]

application relates solely to the withdrawal of the Security from 
listing on BSE and shall not affect its obligation to be registered 
under Section 12(b) of the Act.\4\
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    \3\ See id.
    \4\ 15 U.S.C. 78l(b).
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    Any interested person may, on or before December 15, 2005 comment 
on the facts bearing upon whether the application has been made in 
accordance with the rules of BSE, and what terms, if any, should be 
imposed by the Commission for the protection of investors. All comment 
letters may be submitted by either of the following methods:

Electronic Comments

     Send an e-mail to rule-comments@sec.gov. Please include 
the File Number 1-31816 or;

Paper Comments

     Send paper comments in triplicate to Jonathan G. Katz, 
Secretary, Securities and Exchange Commission, 100 F Street, NE., 
Washington, DC 20549-9303.
    All submissions should refer to File Number 1-31816. This file 
number should be included on the subject line if e-mail is used. To 
help us process and review your comments more efficiently, please use 
only one method. The Commission will post all comments on the 
Commission's Internet Web site (http://www.sec.gov/rules/delist.shtml). 

Comments are also available for public inspection and copying in the 
Commission's Public Reference Room. All comments received will be 
posted without change; we do not edit personal identifying information 
from submissions. You should submit only information that you wish to 
make available publicly.
    The Commission, based on the information submitted to it, will 
issue an order granting the application after the date mentioned above, 
unless the Commission determines to order a hearing on the matter.
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    \5\ 17 CFR 200.30-3(a)(1).

    For the Commission, by the Division of Market Regulation, 
pursuant to delegated authority.\5\
Jonathan G. Katz,
Secretary.
[FR Doc. E5-6662 Filed 11-28-05; 8:45 am]

BILLING CODE 8010-01-P
