Notice to Members 96-35

Mail Vote--NASD Solicits Member Vote on Amendments to the NASD By-Laws to Make By-Laws Consistent with the "Plan of Allocation and Delegation of Functions by NASD to Subsidiaries"; Last Voting Date: June 22, 1996

The National Association of Securities Dealers, Inc. (NASD) invites members to vote to approve amendments to the NASD By-Laws that continue the restructuring necessary to implement the principles articulated in the September 1995 Report of the Select Committee on Structure and Governance (Select Committee) and make the By-Laws consistent with the "Plan of Allocation and Delegation of Functions by NASD to Subsidiaries" (Delegation Plan). The last voting date is June 22, 1996. The text of the proposed amendments follows this Notice.

Questions about this Notice may be directed to Phillip A. Rosen, Associate General Counsel, NASD, at (202) 728-8446.