Interpretive Letter to Name Not Public

November 27, 1995

We are in receipt of your letter, with attachments, to [NASDR Employee], the Dallas District Office of the NASD which was referred to our office for a response. We have also been provided a proposed leasing contract by [Leasing Company], the employee leasing company.

Based on our review of the materials, it is clear that, pursuant to Schedule C, Part II of the NASD's By-laws, all persons responsible for actively supervising the employees of a registered broker-dealer are required to be registered as principals with the NASD.

Accordingly, all [Leasing Company] employees who actively engage in supervising the employees of the registered broker-dealer under the proposed leasing arrangement would be required to be registered and licensed as principals with the NASD.

If you should have any questions, please call the undersigned at (202) 728-8014.

Sincerely,

David A. Spotts