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the information filed, such as increases in the

amount of securities held or changes in a purchaser's

intentions, must be disclosed in amendments to the

Schedule.

Section 14 of the Act requires that similar information be filed with the Commission, also on our Schedule 13D form, by any person, or group of persons, intending to make a tender offer for any class of equity securities if, after consummation of the tender offer,

that person or group of persons would, directly or indirectly, beneficially own more than five percent of those securities.

The Schedule is required to be

filed prior to the commencement of the tender offer. Section 16 of the Act requires a beneficial owner

of more than ten percent of any class of equity

securities, and officers or directors of the issuer of such securities, to file with the Commission a statement of the amount of all equity securities of the issuer which he beneficially owns, and further to report to the

Commission, on a monthly basis, all changes in his ownership of such securities.

This information is filed initially

on our Form 3, and subsequent changes are filed on our

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Form 4. Reports on Forms 3 and 4 also are required to

be filed by beneficial owners of ten percent or more of any class of outstanding securities of closed-end

investment companies pursuant to Section 30 (f) of the Investment Company Act of 1940.

I have attached a copy of our Schedule 13D form as Exhibit 1 to my testimony, and copies of our Forms 3 and 4 as Exhibits 2 and 3. All information filed with the Commission on Schedule 13D and Forms 3 and 4 is available to the public.

The Commission also receives certain other

information with respect to investors, including foreign investors, in United States securities from the issuers of such securities.

Corporations which are required to

register their securities under Section 12 of the

Securities Exchange Act are required by the Commission, annual reports

in registration statements on Form 10,

on Form 10K, and proxy statements, filed under that

Act, to identify those record and beneficial shareholders, known to the issuer, who own more than ten percent of any class

of voting securities of the issuer. Similar identifying

information with respect to large shareholders is provided

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by registered investment companies in annual reports required to be filed with the Commission pursuant to the Investment Company Act of 1940.

The Securities Act of 1933 requires registration of a public offering of securities, including an offer to exchange securities for those of a publicly-held company. Most forms for registration under that Act call for information similar to that required in Securities Exchange Act registration statements and reports with respect to the identity of large shareholders and the amounts of the issuer's securities owned by them..

Broker-dealers and investment. advisers required to ̈register with the Commission, pursuant to the provisions of the Securities Exchange Act and the Investment Advisers Act of 1940, are required to file with the Commission the names of all beneficial owners of their equity securities, and the approate proportion of the total outstanding equity securities owned. The information filed must be updated whenever changes occur.

In summary, substantial investors, both domestic and foreign, in publicly-held companies are generally required to report their holdings of securities of

such companies to the Commission. In addition, once an

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investor has acquired ten percent or more of a class

of equity or voting securities of an issuer, both the investor and the issuer may be required to report this information. Acquisitions of securities must be

reported after they have been made, except, of course, in the case of cash tender offers or exchange offers for securities of publicly-held corporations, where information must be filed before offers are made. Nevertheless, from the point of view of someone seeking to study the influence of foreign investors on American markets, the nature of our reporting and registration requirements may result in the information provided to us being somewhat incomplete, and possibly inadequate.

The securities laws only require information to

be filed relating to investments in certain publicly-held corporations, broker-dealers, investment companies,

and investment advisers. The Commission would be unlikely

to have any information relating to private investment

or direct investment in plants and equipment in this

country. In addition, the statutes we administer

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generally do not require any report to be filed

until investors acquire or intend to acquire more than

1

five percent of the equity shares of publicly-held

companies.

Smaller shareholders are not required to

file reports with us, and neither are purchasers of

debt securities.

There has been little reason for the Commission,

in administering the federal securities laws, to segregate the data in reports filed with us according to` the nationality or citizenship of investors. Recently, as I indicated earlier, the Commission's staff informally has been monitoring the Schedule 13D reports filed pursuant to Section 14 of the Securities Exchange Act, in connection with cash tender offers. But, we do not process reports of securities ownership, filed pursuant

to Sections 13 and 16 of the Securities Exchange Act, in a manner designed to separate data relating to foreign investors from that relating to American investors..

Ownership reports filed with us in the past could

be searched in order to segregate data on foreign investors, but the task would have to be performed manually, and

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