SECURITIES AND EXCHANGE COMMISSION
Issuer Delisting; Order Granting Application of Hythiam, Inc. to Withdraw its Common Stock, $.0001 par value, from Listing and Registration on the American Stock Exchange LLC
File No. 1-31932
April 19, 2005
On March 7, 2005, Hythiam, Inc., a Delaware corporation ("Issuer"), filed an application with the Securities and Exchange Commission ("Commission"), pursuant to Section 12(d) of the Securities Exchange Act of 1934 ("Act")1 and Rule 12d2-2(d) thereunder,2 to withdraw its common stock, $.0001 par value ("Security"), from listing and registration on the American Stock Exchange LLC ("Amex"). Notice of such application requesting comments was published in the Federal Register on March 29, 2005.3 No comments were received. As discussed below, the Commission is granting the application.
On March 4, 2005, the Board of Directors ("Board") of the Issuer unanimously approved resolutions to withdraw the Security from listing and registration on Amex and to list the Security on the Nasdaq National Market ("Nasdaq"). The Board determined that it is in the best interest of the Issuer and its stockholders to withdraw the Security from listing on the Amex and to list the Security on Nasdaq. The Board believed that listing the Security on Nasdaq would enable the Issuer and its stockholders to benefit from increased visibility to investors, an open market structure, and an efficient electronic trading platform. In addition, the Board stated that the Issuer has met the initial listing requirements of Nasdaq, and the application for listing the Security on Nasdaq has been approved.
The Issuer stated that it has met the requirements of Amex's rules governing an issuer's voluntary withdrawal of a security from listing and registration by complying with all the applicable laws in effect in Delaware, in which it is incorporated. The Issuer's application relates solely to the withdrawal of the Security from listing on Amex and from registration under Section 12(b) of the Act,4 and shall not affect its obligation to be registered under Section 12(g) of the Act.5
The Commission, having considered the facts stated in the application and having due regard for the public interest and protection of investors, orders that the application be, and it hereby is, granted, effective at the opening of business on April 20, 2005.
For the Commission, by the Division of Market Regulation, pursuant to delegated authority.6
Jonathan G. Katz