TO: File
FROM: Matthew B. Comstock
RE: Meeting with Personnel from The Options Clearing Corporation
DATE: January 15, 2003

Today, January 15, 2003, Michael Macchiaroli, Thomas McGowan and I met with William Navin and Andy Naughton of The Options Clearing Corporation ("OCC"), together with their outside counsel, Jim McDaniel. During the meeting, the representatives clarified certain comments that they submitted in a letter to the Commission about proposing release 34-46492 (September 12, 2002), Rule 15c3-3 Reserve Requirements for Margin Related to Security Futures Products.