

[Federal Register: December 1, 2005 (Volume 70, Number 230)]
[Notices]               
[Page 72134-72135]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr01de05-58]                         

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SECURITIES AND EXCHANGE COMMISSION

[File No. 1-07708]

 
Issuer Delisting; Notice of Application of Marlton Technologies, 
Inc. To Withdraw Its Common Stock, No Par Value, From Listing and 
Registration on the American Stock Exchange LLC

November 25, 2005.
    On November 9, 2005, Marlton Technologies, Inc., a Pennsylvania 
company (``Issuer''), filed an application with the Securities and 
Exchange Commission (``Commission''), pursuant to section 12(d) of the 
Securities

[[Page 72135]]

Exchange Act of 1934 (``Act'') \1\ and Rule 12d2-2(d) thereunder,\2\ to 
withdraw its common stock, no par value (``Security''), from listing 
and registration on the American Stock Exchange LLC (``Amex'').
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    \1\ 15 U.S.C. 78l(d).
    \2\ 17 CFR 240.12d2-2(d).
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    On November 4, 2005, the Board of Directors (``Board'') of the 
Issuer unanimously approved resolutions to withdraw the Security from 
listing and registration on Amex. The Issuer stated that the Board is 
taking such action for the following reasons: (i) The Board has 
conducted a thorough review of the Issuer's current standing internally 
and in the market and has determined that the costs to the Issuer of 
public reporting company status outweigh the corresponding benefits; 
(ii) the Board had voted to approve a plan to effect a 1 for 5,000 
reverse stock split of the Security with the purpose of bringing the 
number of record holders below 300 to allow the Issuer to deregister 
the Security as a class under the Act; (iii) on September 28, 2005, the 
Issuer filed a preliminary proxy statement with the Commission to 
announce a special meeting of shareholders of the Issuer scheduled for 
December 19, 2005 to seek shareholder approval of the proposed reverse 
stock split; and (iv) provided that the reverse stock split is effected 
and the number of holders of record of the Security falls below 300, 
the Board has determined it to be in the Issuer's best interest to 
deregister the Security from the Act. The Issuer stated that it expects 
the Security to trade in the over-the-counter market and quote on the 
Pink Sheets following the withdrawal of the Security from Amex.
    The Issuer stated in its application that it has met the 
requirements of Amex Rule 18 by complying with all applicable laws in 
effect in the Commonwealth of Pennsylvania, in which it is 
incorporated, and providing written notice of withdrawal to Amex.
    The Issuer's application relates solely to withdrawal of the 
Security from listing on the Amex and from registration under section 
12(b) of the Act,\3\ and shall not affect its obligation to be 
registered under section 12(g) of the Act.\4\
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    \3\ 15 U.S.C. 78l(b).
    \4\ 15 U.S.C. 78l(g).
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    Any interested person may, on or before December 20, 2005, comment 
on the facts bearing upon whether the application has been made in 
accordance with the rules of Amex, 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

     Use the Commission's Internet comment form (http://www.sec.gov/rules/delist.shtml.
); or     Send an e-mail to rule-comments@sec.gov. Please include 

the File Number 1-07708 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 1-07708. 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.

    For the Commission, by the Division of Market Regulation, 
pursuant to delegated authority.\5\
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    \5\ 17 CFR 200.30-3(a)(1).
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Jonathan G. Katz,
Secretary.
 [FR Doc. E5-6733 Filed 11-30-05; 8:45 am]

BILLING CODE 8010-01-P
