Notice to Members 98-64

Mail Vote --- NASD Solicits Member Vote on Amendments to NASD By-Laws to Reconfigure NASD Board

Revised Last Voting Date: September 14, 1998(Note: voting by NASD member Executive Representatives only through mail ballots distributed with print version of this Notice.)

The National Association of Securities Dealers, Inc. (NASD or Association) invites members to vote to approve the following amendments to the FINRABy-Laws: reserve one NASD Board of Governors (Board) position for a person representing an NASD member firm having not more than 150 registered persons; reserve two Board positions for the Chief Executive Officer and one Floor Governor of New Amex LLC (the operating successor organization to the American Stock Exchange [Amex]); and other clarifying amendments. The last voting date is September 14, 1998. The text of the proposed amendments follows this Notice.

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