

[Federal Register: March 15, 2006 (Volume 71, Number 50)]
[Notices]               
[Page 13437-13438]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr15mr06-178]                         

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SECURITIES AND EXCHANGE COMMISSION

[File No. 1-31227]

 
Issuer Delisting; Notice of Application of Cogent Communications 
Group, Inc. To Withdraw Its Common Stock, $.001 Par Value, From Listing 
and Registration on the American Stock Exchange LLC

March 9, 2006.
    On March 3, 2006, Cogent Communications Group, Inc., 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, $.001 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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    The Board of Directors (``Board'') of the Issuer approved 
resolutions on July 11, 2005, and confirmed such authorization on 
February 7, 2006 to withdraw the Security from listing on Amex and 
register and list the Security on the Nasdaq National Market 
(``Nasdaq''). The Board believes that Nasdaq will provide greater 
exposure of the Security to investors, especially as more members of 
the Issuer's peer group of communications companies have a Nasdaq 
listing rather than an exchange listing. The Issuer stated that on 
February 28, 2006, Nasdaq approved the Issuer's application to list the 
Security on Nasdaq. The Issuer expects the Security to trade on Nasdaq 
on or about March 6, 2006.

[[Page 13438]]

    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 State of Delaware, in which it is incorporated, and 
provided written notice of withdrawal to Amex.
    The Issuer's application relates solely to withdrawal of the 
Security from listing on 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 April 3, 2006, 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 1-31227 or;

Paper Comments

     Send paper comments in triplicate to Nancy M. Morris, 
Secretary, Securities and Exchange Commission, 100 F Street, NE., 
Washington, DC 20549-1090.

All submissions should refer to File Number 1-31227. 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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Nancy M. Morris,
Secretary.
[FR Doc. E6-3690 Filed 3-14-06; 8:45 am]

BILLING CODE 8010-01-P
