MSRB’s Disclosure Forum II


The Westin Grand Hotel

2350 M Street, N.W.

Washington, D.C.


January 11-12, 2001


Thursday, January 11, 2001


10:00 a.m. – 10:30 a.m.          Introduction and Overview

          Daniel L. Keating, MSRB Chairman and Senior Managing Director,

          Bear, Stearns & Co. and Christopher A. Taylor, MSRB

Executive Director


10:30 a.m. – 11:45 a.m.          Disclosure in the Primary Market: What to say and when to say it


Market participants will explore key issues regarding the timing and substance of disclosure in the primary market.  The panel will look at the functions of the preliminary official statement and the final official statement from the differing perspectives of investors, issuers and dealers, as well as from the perspective of the attorneys that coordinate the financing.  How can the parties ensure that the disclosure documents perform these functions in a full and timely manner?  To what extent do market forces affect the timeliness and quality of primary market disclosure?  Does existing regulation promote full and timely disclosure, or does it miss the mark?  Is there a price to be paid for providing less than ideal disclosure, and, if so, who pays it?


·        Alan L. Anders, Director of Financing Policy and Coordination for the New York City Office of Management and Budget; Chair, GFOA Governmental Debt and Fiscal Policy Committee

·        Edward C. Malmstrom, Managing Director, Merrill Lynch & Co.

·        Marlin Mosby, Managing Director, Public Financial Management

·        Leslie Richards–Yellen, Principal and Associate Counsel, The Vanguard Group

·        Walter J. St. Onge, III, Palmer & Dodge L.L. P.

Moderator:  Ernesto A. Lanza, Associate General Counsel, MSRB


Noon                    Lunch



1:15 p.m. – 2:30 p.m.          Providing Information to the Secondary Market: What is enough information and how should it be delivered?


Market participants will explore the importance of timely and thorough disclosure in the secondary market.  What are the information needs of market participants, e.g., investors, dealers, pricing services, bond insurance companies and others?  How are issuers providing secondary market information?  Are SEC Rule 15c2-12 required disclosures, along with voluntary disclosure initiatives, sufficient? What are the benefits to issuers of providing better secondary market disclosure?


·        Drew Hoffman, Director, Public Finance Insured Portfolio Management, MBIA

·        Brian Hudson, Deputy Executive Director, Pennsylvania Housing Finance Agency

·        Donald R. Lipkin, Managing Director, Bear, Stearns & Co.

·        Alan Polsky, First Vice President, Dougherty & Co.; 2001 Chair, National Federation of Municipal Analysts

·        James Rieger, Vice President, Standard & Poors

Moderator:  Carolyn Walsh, Assistant General Counsel, MSRB


2:30 p.m. - 2:45 p.m.              Break


2:45 p.m. - 4:00 p.m.              Legal Issues


Market participants will explore legal issues arising in connection with disclosure, including recent SEC enforcement actions and statements regarding electronic communication, NABL report on secondary market disclosure, and use of issuer web sites for disclosure.  Are the legal issues driving what disclosures are being made?  Is there a need for additional legal clarity in certain areas to improve disclosure practices?


·        William R. Baker, III, Associate Director, Division of Enforcement, Securities and Exchange Commission

·        Robert A. Fippinger, Orrick, Herrington & Sutcliffe

·        Monty G. Humble, Vinson & Elkins, L.L.P

Moderator:  Diane G. Klinke, General Counsel, MSRB



Friday, January 12, 2001


10:00 a.m. – 10:15 a.m.   Introduction of today’s panel

          Christopher A. Taylor, MSRB Executive Director


10:15 a.m.- Noon          Dissemination of Disclosure Information: The Roles of NRMSIRs and Dealers


Dealers and NRMSIRs will discuss dissemination of disclosure information and possible areas for improvement.  Are today’s dissemination methods working?  How can they be improved?  What are the different disclosure products available that help dealers meet their regulation obligations?  What kinds of problems do NRMSIRs and information vendors have in obtaining disclosure documents from issuers?  Could a central index of Rule 15c2-12 required disclosure documents help promote better use of NRMSIRs?  How important to dealers is formatted descriptive or evaluative information about municipal securities?  Does the expected increase in on-line trading create new or different requirements for accessing and delivery of disclosure information or different needs for formatted descriptive/evaluative information?


·         Art Brasch, Director, Municipal Services, Interactive Data Corp.

·         Frank A. Ciccotto, Senior Vice President and General Manager, Standard & Poor’s/J.J. Kenny

·         Clayton B. Erickson, Vice President and Manager, A.G. Edwards & Sons, Inc.

·         Lynette K. Hotchkiss, Vice President and Associate General Counsel, The Bond Market Association

·         Howard D. Marsh, Managing Director, Manager, Municipal Securities Division, Salomon Smith Barney

·         Lena Panich, Data Analyst, Bloomberg, L.P.

·         Peter Schmitt, President, DPC DATA, Inc.

Moderator:  Harold L. Johnson, Deputy General Counsel, MSRB


Noon                    Conclusion


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