[Federal Register Volume 88, Number 131 (Tuesday, July 11, 2023)]
[Notices]
[Pages 44129-44130]
[FR Doc No: 2023-14593]

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ENVIRONMENTAL PROTECTION AGENCY

[EPA-HQ-OW-2040-0299; FRL-11055-01-OW]

Proposed Information Collection Request; Comment Request; Use of
Lead Free Pipes, Fittings, Fixtures, Solder and Flux for Drinking Water
(Renewal)

AGENCY: Environmental Protection Agency (EPA).

ACTION: Notice.

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SUMMARY: The Environmental Protection Agency (EPA) is planning to
submit an information collection request (ICR), ``Use of Lead Free
Pipes, Fittings, Fixtures, Solder and Flux for Drinking Water
(Renewal)'' (EPA ICR No. 2563.02, OMB Control No. 2040-0299) to the
Office of Management and Budget (OMB) for review and approval in
accordance with the Paperwork Reduction Act. Before doing so, EPA is
soliciting public comments on specific aspects of the proposed
information collection as described below. This is a proposed extension
of the ICR, which is currently approved through December 31, 2023. An
Agency may not conduct or sponsor and a person is not required to
respond to a collection of information unless it displays a currently
valid OMB control number.

DATES: Comments must be submitted on or before September 11, 2023.

ADDRESSES: Submit your comments, referencing Docket ID No. EPA-HQ-OW-
2040-0299, online using www.regulations.gov (our preferred method), by
email to [email protected], or by mail to: EPA Docket Center,
Environmental Protection Agency, Mail Code 28221T, 1200 Pennsylvania
Ave. NW, Washington, DC 20460.
    EPA's policy is that all comments received will be included in the
public docket without change including any personal information
provided, unless the comment includes profanity, threats, information
claimed to be Confidential Business Information (CBI) or other
information whose disclosure is restricted by statute.

FOR FURTHER INFORMATION CONTACT: Kevin Roland, Drinking Water
Infrastructure Development Division, Office of Ground Water and
Drinking Water, (4606M), Environmental Protection Agency, 1200
Pennsylvania Ave. NW, Washington, DC 20460; telephone number: 202-564-
4588: fax number:<PHONE_NUMBER>; email address: [email protected].

SUPPLEMENTARY INFORMATION: Supporting documents which explain in detail
the information that the EPA will be collecting are available in the
public docket for this ICR. The docket can be viewed online at
www.regulations.gov or in person at the EPA Docket Center, WJC West,
Room 3334, 1301 Constitution Ave. NW, Washington, DC. The telephone
number for the Docket Center is<PHONE_NUMBER>. For additional
information about EPA's public docket, visit http://www.epa.gov/dockets.
    Pursuant to section 3506(c)(2)(A) of the PRA, EPA is soliciting
comments and information to enable it to: (i) evaluate whether the
proposed collection of information is necessary for the proper
performance of the functions of the Agency, including whether the
information will have practical utility; (ii) evaluate the accuracy of
the Agency's estimate of the burden of the proposed collection of
information, including the validity of the methodology and assumptions
used; (iii) enhance the quality, utility, and clarity of the
information to be collected; and (iv) minimize the burden of the
collection of information on those who are to respond, including
through the use of appropriate automated electronic, mechanical, or
other technological collection techniques or other forms of information
technology, e.g., permitting electronic submission of responses. EPA
will consider the comments received and amend the ICR as appropriate.
The final ICR package will then be submitted to OMB for review and
approval. At that time, EPA will issue another Federal Register notice
to announce the submission of the ICR to OMB and the opportunity to
submit additional comments to OMB.
    Abstract: The Reduction of Lead in Drinking Water Act of 2011
(RLDWA, the Act) modified the technical definition of ``lead free'' by
lowering the maximum lead content of pipes, fittings, and fixtures from
8% to 0.25% and introduced greater complexity to calculating lead free
by requiring that level be met based on a weighted average of wetted
surfaces. The Act also created exemptions for certain plumbing products
from pre-existing lead free requirements. The Lead Free Rule was
promulgated on September 1, 2000 and made conforming changes to
existing regulations based on the RLDWA and the Community Fire Safety
Act enacted by Congress. The final rule established product
certification requirements for products intended for potable use
applications in public water systems and residential or non-residential
facilities to demonstrate compliance with the lead free requirements.

Manufacturers with 10 or more employees or importers entering products
purchased from or manufactured by manufacturers with 10 or more
employees must demonstrate compliance with the lead free definition by
obtaining third party certification by an American National Standards
Institute (ANSI) accredited, third party certification body. Firms with
fewer than 10 employees can use a third party certification body or
self-certify that their products conform to the Safe Drinking Water
Act's (SDWA) lead free requirements. This self-certification option
also extends to custom fabricated products regardless of a
manufacturer's number of employees. The final rule required that
manufacturers or importers certify that their products meet the
requirements using a consistent verification process before September
2023.
    Form Numbers: None.
    Respondents/affected entities: manufacturers of lead-free pipes,
fixtures and fittings.
    Respondent's obligation to respond: mandatory for compliance with
Reduction of Lead in Drinking Water Act of 2011.
    Estimated number of respondents: 2,193 (total).
    Frequency of response: annual.
    Total estimated burden: 77,838 hours (per year). Burden is defined
at 5 CFR 1320.03(b).
    Total estimated cost: $9.14 million (per year), includes $2.5
million annualized capital or operation & maintenance costs.
    Changes in Estimates: There is an expected decrease of hours in the
total estimated respondent burden compared with the ICR currently
approved by OMB due to removing the burden for initial rule
implementation, which is complete.

Jennifer McLain,
Director, Office of Ground Water and Drinking Water.
[FR Doc. 2023-14593 Filed 7-10-23; 8:45 am]
BILLING CODE 6560-50-P


[Federal Register Volume 78, Number 170 (Tuesday, September 3, 2013)]
[Notices]
[Page 54247]
[FR Doc No: 2013-21349]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

Combined Notice of Filings

    Take notice that the Commission has received the following Natural
Gas Pipeline Rate and Refund Report filings:

Filings Instituting Proceedings

    Docket Numbers: RP13-1267-000.
    Applicants: Texas Eastern Transmission, LP.
    Description: Range 8929601 8-27-2013 Negotiated Rate to be
effective 8/27/2013.
    Filed Date: 8/27/13.
    Accession Number: 20130827-5027.
    Comments Due: 5 p.m. ET 9/9/13.

    Docket Numbers: RP13-1268-000.
    Applicants: Texas Eastern Transmission, LP.
    Description: Texas Eastern Transmission, LP submits tariff filing
per 154.204: Range 8929599 8-28-2013 Negotiated Rate to be effective 8/
28/2013.
    Filed Date: 8/27/13.
    Accession Number: 20130827-5029.
    Comments Due: 5 p.m. ET 9/9/13.

    Any person desiring to intervene or protest in any of the above
proceedings must file in accordance with Rules 211 and 214 of the
Commission's Regulations (18 CFR Sec.  385.211 and Sec.  385.214) on or
before 5:00 p.m. Eastern time on the specified comment date. Protests
may be considered, but intervention is necessary to become a party to
the proceeding.

Filings in Existing Proceedings

    Docket Numbers: RP13-1000-001.
    Applicants: Natural Gas Pipeline Company of America.
    Description: Green Valley Compliance Filing to be effective 7/1/
2013.
    Filed Date: 8/26/13.
    Accession Number: 20130826-5213.
    Comments Due: 5 p.m. ET 9/9/13.
    Any person desiring to protest in any of the above proceedings must
file in accordance with Rule 211 of the Commission's Regulations (18
CFR 385.211) on or before 5:00 p.m. Eastern time on the specified
comment date.
    The filings are accessible in the Commission's eLibrary system by
clicking on the links or querying the docket number.
    eFiling is encouraged. More detailed information relating to filing
requirements, interventions, protests, service, and qualifying
facilities filings can be found at: http://www.ferc.gov/docs-filing/efiling/filing-req.pdf. For other information, call<PHONE_NUMBER>
(toll free). For TTY, call<PHONE_NUMBER>.

    Dated: August 27, 2013.
Nathaniel J. Davis, Sr.,
Deputy Secretary.
[FR Doc. 2013-21349 Filed 8-30-13; 8:45 am]
BILLING CODE 6717-01-P


[Federal Register: March 17, 2009 (Volume 74, Number 50)]
[Notices]
[Page 11391-11392]
[DOCID:fr17mr09-71]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-59559; File No. SR-NYSE-2009-03]

Self-Regulatory Organizations; New York Stock Exchange LLC; Order
Approving Proposed Rule Change To Adopt Listing Fees for Securities
Listed Under Section 703.21 and 703.22 and Traded on NYSE Bonds

March 11, 2009.

I. Introduction

    On January 9, 2009, the New York Stock Exchange LLC (``NYSE'' or
``Exchange'') filed with the Securities and Exchange Commission
(``Commission''), pursuant to Section 19(b)(1) of the Securities
Exchange Act of 1934 (``Act'') \1\ and Rule 19b-4 thereunder,\2\ a
proposed rule change to modify the listing fees for securities that are
listed under the Exchange's Listed Company Manual (``Manual'') Sections
703.21 and 703.22 and are traded on NYSE Bonds. The proposed rule
change was published for comment in the Federal Register on February 4,
2009.\3\ The Commission received no comments on the proposal. This
order approves the proposed rule change.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 59313 (January 28,
2009), 74 FR 6067.
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II. Description of the Proposal

    Currently, securities listed on the NYSE pursuant to Sections
703.21 (Equity-Linked Debt Securities) and 703.22 of the Manual (Equity
Index-Linked Securities, Commodity-Linked Securities and Currency-
Linked Securities) and traded on NYSE Bonds are subject to the fees set
forth in Section 902.09 of the Manual.\4\ Section 902.09 establishes
various levels of fees based on the number of shares outstanding, with
a minimum initial listing fee of $5,000 (for one million securities or
fewer) and a maximum initial listing fee of $45,000 (for over 15
million securities). The minimum annual listing fee under Section
902.09 is $10,000 (for 6 million securities or fewer), and the maximum
annual listing fee is $55,000 (for more than 50 million securities).
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    \4\ The Exchange recently added securities listed under Sections
703.21 and 703.22 and traded on NYSE Bonds to those securities
subject to the fees set forth in Section 902.09. See Securities
Exchange Act Release No. 58599 (September 19, 2008), 73 FR 55883
(September 26, 2008) (SR-NYSE-2008-56).
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    The Exchange proposes to establish a new section, proposed Section
902.10, in the Manual establishing fees payable in connection with the
listing of securities that are listed under Section 703.21 and Section
703.22 and are traded on NYSE Bonds.\5\ Under proposed Section 902.10,
the initial listing fee for securities listed under Sections 703.21 and
703.22 and traded on NYSE Bonds will be a flat fee of $5,000 and the
annual fee will be a flat fee of $5,000, regardless of the number of
securities outstanding.
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    \5\ The proposed rule change also amends Section 902.09 to
remove references to the securities that will be subject to the fees
under proposed Section 902.10.
---------------------------------------------------------------------------

    The Exchange stated that it is adopting a low level of listing fees
for these securities because it believes doing so will make an exchange
listing attractive in connection with offerings where listing is not
crucial to a successful marketing of the securities. The Exchange notes
that, in order to be listed on NYSE Bonds, a security must have a
$1,000 denomination, and typically, index-linked securities and equity-
linked securities with $1,000 denominations are marketed to
institutional investors rather than retail investors. Because these
purchasers are less concerned that securities they invest in should
have an exchange listing, the Exchange notes that these securities are
generally not listed on a national securities exchange. In addition,
the Exchange notes that securities listed on NYSE Bonds do not have the
benefit of a Designated Market Maker and, as such, the Exchange incurs
lower regulatory and administrative costs in connection with such
securities than would be the case with floor-traded securities. For the
reasons noted above, the Exchange asserts that the proposed fees are
set at a level that reflects the lower costs incurred by the Exchange
in connection with the trading of securities on NYSE Bonds than on the
equities trading floor, while remaining attractive to issuers for whom
an exchange listing is not crucial.

III. Discussion

    After careful review, the Commission finds that the proposed rule
change is consistent with the requirements of the Act and the rules and
regulations thereunder applicable to a national securities exchange
and, in particular, the requirements of Section 6(b) of the Act \6\ and
the rules and regulations thereunder. Specifically, the Commission
finds that the proposal is consistent with Sections 6(b)(4) \7\ and
6(b)(5) \8\ of the Act, which require that an exchange have rules that
provide for the equitable allocation of reasonable dues, fees, and
other charges among its members and other persons using its facilities,
and are designed, among other things, to promote just and equitable
just and equitable principles of trade, to remove impediments to, and
perfect the mechanism of, a free and open market and a national market
system, to protect investors and the public interest, and are not
designed to permit unfair discrimination between customers, issuers,
brokers or dealers.\9\
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    \6\ 15 U.S.C. 78f(b).
    \7\ 15 U.S.C. 78f(b)(4).
    \8\ 15 U.S.C. 78f(b)(5).
    \9\ In approving this proposed rule change, the Commission has
considered the proposed rule's impact on efficiency, competition,
and capital formation. See 15 U.S.C. 78c(f).
---------------------------------------------------------------------------

    The Commission believes that the new fees set forth for securities
listed under Sections 703.21 and 703.22 of the Manual and traded on
NYSE Bonds are consistent with the Act. The Commission notes that the
adoption of new Section 902.10 will not result in any issuer paying
higher initial listing fees, as the proposed flat initial listing fee
of $5,000 is the same as the current minimum charged under Section
902.09. Accordingly, most issuers will

pay less than would currently be the case under Section 902.09.
Similarly, all issuers will be subject to lower annual fees, as the
proposed flat rate of $5,000 is less than the current minimum of
$10,000 charged under Section 902.09. The Commission notes that the
Exchange represents that, since it added securities listed under
Sections 703.21 and 703.22 and traded on NYSE Bonds to Section 902.09
of the Manual,\10\ the Exchange has not listed any such securities, and
therefore no issuers have been charged those higher fees.\11\ The
Commission also notes that the Exchange has stated that it incurs lower
regulatory and administrative costs in connection with such securities
and that the proposed fees are set at a level that reflects these lower
costs. Therefore, the Commission expects that the reduced fees should
not affect the Exchange's ability to finance its regulatory activities.
Based on the above, the Commission believes the proposed fee changes
meet the statutory standards \12\ that exchange rules provide for an
equitable allocation of reasonable dues, fees and other charges among
issuers, and do not unfairly discriminate between issuers.
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    \10\ See supra note 4.
    \11\ See e-mail from John Carey, Chief Counsel--U.S. Equities,
NYSE, to Sara Hawkins, Special Counsel, Division of Trading and
Markets, Commission, dated March 9, 2009.
    \12\ See Sections 6(b)(4) and 6(b)(5) of the Act, 15 U.S.C.
78f(b)(4) and 78f(b)(5).
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    For the reasons set forth above, the Commission finds that the
proposed rule change is consistent with the Act.

IV. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\13\ that the proposed rule change (SR-NYSE-2009-03) be, and hereby
is, approved.
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    \13\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\14\
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    \14\ 17 CFR 200.30-3(a)(12).
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Florence E. Harmon,
Deputy Secretary.
[FR Doc. E9-5717 Filed 3-16-09; 8:45 am]

BILLING CODE 8011-01-P


[Federal Register Volume 78, Number 115 (Friday, June 14, 2013)]
[Notices]
[Pages 36016-36017]
[FR Doc No: 2013-14155]

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DEPARTMENT OF TRANSPORTATION

Pipeline and Hazardous Materials Safety Administration

[Docket No. PHMSA-2013-0137]

Pipeline Safety: Information Collection Activities

AGENCY: Pipeline and Hazardous Materials Safety Administration (PHMSA),
DOT.

ACTION: Notice and request for comments.

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SUMMARY: In accordance with the Paperwork Reduction Act of 1995, PHMSA
invites comments on an information collection under Office of
Management and Budget (OMB) Control No. 2137-0596, titled: National
Pipeline Mapping Program. PHMSA will request approval from OMB for a
renewal of the current information collection with no revisions.

DATES: Interested persons are invited to submit comments on or before
August 13, 2013.

ADDRESSES: Comments may be submitted in the following ways:
    E-Gov Web site: http://www.regulations.gov. This site allows the
public to enter comments on any Federal Register notice issued by any
agency.
    Fax: 1-202-493-2251.
    Mail: Docket Management Facility; U.S. Department of
Transportation, 1200 New Jersey Avenue SE., West Building, Room W12-
140, Washington, DC 20590-001.
    Hand Delivery: Room W12-140 on the ground level of the West
Building, 1200 New Jersey Avenue SE., Washington, DC, between 9:00 a.m.
and 5:00 p.m., Monday through Friday, except Federal Holidays.
    Instructions: Identify the docket number PHMSA-2010-0088 at the
beginning of your comments. Note that all comments received will be
posted without change to http://www.regulations.gov, including any
personal information provided. You should know that anyone is able to
search the electronic form of all comments received into any of our
dockets by the name of the individual

submitting the comment (or signing the comment, if submitted on behalf
of an association, business, labor union, etc.). Therefore, you may
want to review DOT's complete Privacy Act Statement in the Federal
Register published on April 11, 2000 (65 FR 19477) or visit http://www.regulations.gov before submitting any such comments.
    Docket: For access to the docket or to read background documents or
comments, go to http://www.regulations.gov at any time or to Room W12-
140 on the ground level of the West Building, 1200 New Jersey Avenue
SE., Washington, DC, between 9:00 a.m. and 5:00 p.m., Monday through
Friday, except Federal holidays. If you wish to receive confirmation of
receipt of your written comments, please include a self-addressed,
stamped postcard with the following statement: ``Comments on PHMSA-
2010-0088.'' The Docket Clerk will date stamp the postcard prior to
returning it to you via the U.S. mail. Please note that due to delays
in the delivery of U.S. mail to Federal offices in Washington, DC, we
recommend that persons consider an alternative method (internet, fax,
or professional delivery service) of submitting comments to the docket
and ensuring their timely receipt at DOT.

FOR FURTHER INFORMATION CONTACT: Angela Dow by telephone at 202-366-
1246, by fax at<PHONE_NUMBER>, or by mail at U.S. Department of
Transportation, Pipeline and Hazardous Materials Safety Administration,
1200 New Jersey Avenue SE., PHP-30, Washington, DC 20590-0001.

SUPPLEMENTARY INFORMATION: Section 1320.8(d), Title 5, Code of Federal
Regulations requires PHMSA to provide interested members of the public
and affected agencies an opportunity to comment on information
collection and recordkeeping requests. This notice identifies an
information collection request that PHMSA will be submitting to OMB for
renewal and extension. This information collection is contained in the
pipeline safety regulations at 49 CFR Parts 190-199. The following
information is provided for each information collection: (1) Title of
the information collection; (2) OMB control number; (3) type of
request; (4) abstract of the information collection activity; (5)
description of affected public; (6) estimate of total annual reporting
and recordkeeping burden; and (7) frequency of collection. PHMSA will
request a three year term of approval for each information collection
activity.
    PHMSA requests comments on the following information collection:
SUPPLEMENTARY INFORMATION:
    Title: National Pipeline Mapping Program.
    OMB Control Number: 2137-0596.
    Type of Request: Renewal of a Previously Approved Information
Collection.
    Abstract: Each operator of a pipeline facility (except distribution
lines and gathering lines) must provide PHMSA contact information and
geospatial data on their pipeline system. This information should be
updated on an annual basis. The provided information is incorporated
into the National Pipeline Mapping System (NPMS) to support various
regulatory programs, pipeline inspections, and authorized external
customers. The updates of operator pipeline data inform the NPMS of any
changes to the data over the previous year and allow PHMSA to maintain
and improve the accuracy of the information.
    Affected Public: Operators of pipeline facilities (except
distribution lines and gathering lines).
    Estimated Number of Responses: 894.
    Annual Estimated Total Annual Burden Hours: 16,312 hours.
    Frequency of Collection: Annual.
    Comments are invited on: Whether the proposed collection of
information is necessary for the proper performance of the functions of
the Department, including whether the information will have practical
utility, the accuracy of the Department's estimate of the burden of the
proposed information collection, ways to enhance the quality, utility
and clarity of the information to be collected, and ways to minimize
the burden of the collection of information on respondents, including
the use of automated collection techniques or other forms of
information technology. A comment to OMB is most effective if OMB
receives it within 30 days of the date of publication in the Federal
Register.

    Authority: The Paperwork Reduction Act of 1995; 44 U.S.C.
Chapter 35, as amended; and 49 CFR 1:48.

    Issued in Washington, DC, on June 11, 2013.
John A. Gale,
Director, Office of Standards and Rulemaking.
[FR Doc. 2013-14155 Filed 6-13-13; 8:45 am]
BILLING CODE 4910-60-P


[Federal Register Volume 88, Number 116 (Friday, June 16, 2023)]
[Rules and Regulations]
[Pages 39352-39353]
[FR Doc No: 2023-12845]

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DEPARTMENT OF TRANSPORTATION

Office of the Secretary

14 CFR Part 399

[Docket No. DOT-OST-2021-0142]
RIN 2105-AF18

Clarification of Formal Enforcement Procedures for Unfair and
Deceptive Practices

AGENCY: Office of the Secretary (OST), U.S. Department of
Transportation (DOT).

ACTION: Final rule.

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SUMMARY: The U.S. Department of Transportation (Department or DOT) is
amending its regulations regarding the formal enforcement procedures
that are available if the DOT's Office of Aviation Consumer Protection
(OACP) takes enforcement action against an airline or ticket agent, and
efforts to settle the matter through a consent order are unsuccessful.
Consistent with existing law, this final rule clarifies that DOT may
bring a civil action in a United States District Court.

DATES: Effective July 17, 2023.

FOR FURTHER INFORMATION CONTACT: Robert Gorman, Kimberly Graber, or
Blane Workie, Office of Aviation Consumer Protection, U.S. Department
of Transportation, 1200 New Jersey Ave. SE, Washington, DC 20590, 202-
366-9342,<PHONE_NUMBER> (fax); [email protected];
[email protected]; [email protected] (email).

SUPPLEMENTARY INFORMATION:

I. Background

A. The Unfair and Deceptive Practices Statute and the Department's
Related Rulemakings

    The Department's authority to regulate unfair and deceptive
practices in air transportation or the sale of air transportation is
found at 49 U.S.C. 41712 (section 41712) in conjunction with its
rulemaking authority under 49 U.S.C. 40113, which states that the
Department may take action that it considers necessary to carry out
this part, including prescribing regulations. Section 41712 gives the
Department the authority to investigate and decide whether an air
carrier, foreign air carrier, or ticket agent is engaged in an unfair
or deceptive practice in air transportation or the sale of air
transportation. Under section 41712, after notice and an opportunity
for a hearing, the Department has the authority to issue orders to stop
an unfair or deceptive practice.
    On December 20, 2020, the Department published in the Federal
Register a final rule titled ``Defining Unfair or Deceptive Practices''
(UDP Final Rule).\1\ The UDP Final Rule was intended to provide
regulated entities and other stakeholders with greater clarity about
the Department's enforcement and regulatory processes with respect to
aviation consumer protection actions under section 41712.\2\ It sets
forth procedures that the Department uses when conducting enforcement
actions and rulemakings under the authority of section 41712.\3\
---------------------------------------------------------------------------

    \1\ 85 FR 78707 (December 7, 2020); RIN 2105-AE72; Docket DOT-
OST-2019-0182.
    \2\ 85 FR 78707.
    \3\ 14 CFR 399.79.
---------------------------------------------------------------------------

    On February 2, 2022, the Department amended its regulations
regarding the hearing procedures that are available when DOT proposes a
discretionary aviation consumer protection rulemaking declaring a
practice to be unfair or deceptive.\4\ On August 29, 2022, the
Department issued an interpretive rulemaking (guidance) to inform the
public and regulated entities about DOT's interpretation of the terms
unfair, deceptive, and practices as it relates to its statutory
authority to prohibit unfair or deceptive practices.\5\
---------------------------------------------------------------------------

    \4\ 87 FR 5655 (February 2, 2022); RIN 2105-AF03; Docket DOT-
OST-2021-0142.
    \5\ 87 FR 52677 (August 29, 2022); RIN 2105-ZA18; Docket DOT-
OST-2019-0182.
---------------------------------------------------------------------------

II. Need for Clarification of Formal Enforcement Procedures

    In the UDP Final Rule, the Department stated that when there are
reasonable grounds to believe that an airline or ticket agent has
violated Section 41712, and efforts to settle the matter have failed,
then OACP may issue a notice instituting an enforcement proceeding
before a DOT administrative law judge (ALJ).\6\ However, the ALJ
complaint process is not the only avenue available for taking formal
enforcement action. Pursuant to existing law, DOT also has the option
of filing a complaint in a United States District Court to enforce
Section 41712, or any regulation, requirement, or order issued under
the authority of Section 41712.\7\ In the UDP Final Rule codifying the
Department's formal enforcement procedures, the option to file a
complaint in United States District Court was not listed. This final
rule is intended to clarify and provide a more complete statement of
formal enforcement procedures available under existing DOT authority.
---------------------------------------------------------------------------

    \6\ 14 CFR 399.79(f).
    \7\ 49 U.S.C. 46106; 49 U.S.C. 46107.
---------------------------------------------------------------------------

III. Administrative Procedure Act

    Section 553 of the Administrative Procedure Act (5 U.S.C. 553)
provides that when an agency, for good cause, finds that notice and
public comment are impractical, unnecessary, or contrary to the public
interest, the agency may issue a final rule without providing notice
and an opportunity for public comment (5 U.S.C. 553(b)(B)). The
Department has determined that there is good cause to issue this final
rule without notice and an opportunity for public comment because such
notice and comment would be unnecessary. Since this final rule only
restates and clarifies existing legal authorities without imposing any
new requirements, public comment is unnecessary.

Rulemaking Analyses and Notices

A. E.O. 12866 and DOT Regulatory Policies and Procedures

    The Office of Management and Budget (OMB) has not designated this
rule a significant regulatory action under section 3(f) of Executive
Order 12866 (``Regulatory Planning and Review''). Accordingly, OMB has
not reviewed it. The Department does not anticipate that this
rulemaking, which amends the Department's internal procedures, will
have an economic impact on regulated entities. E.O. 12866, as amended
by E.O. 14094 (``Modernizing Regulatory Review''), requires that
agencies ``should assess all costs and benefits of available regulatory
alternatives, including the alternative of not regulating.'' The
Department does not anticipate that this action will result in any
costs because it is simply a clarification of existing legal
authorities and, therefore, is not expected to change the behavior of
regulated parties or how they interact with the Department. The primary
benefit of this rulemaking is providing clarification regarding the
legal authorities applicable to the Department's enforcement practices.

B. Regulatory Flexibility Act

    Since notice and comment rulemaking is not necessary for this rule,
the analytical provisions of the Regulatory Flexibility Act (Pub. L.
96-354, 5 U.S.C. 601-612) do not apply.

C. Executive Order 13132 (Federalism)

    Executive Order 13132 requires agencies to ensure meaningful and
timely input by State and local officials in the development of
regulatory policies that may have a substantial, direct effect on the
States, on the relationship between the National Government and the
States, or on the distribution of power and responsibilities among the
various levels of government. This action has been analyzed in
accordance with the principles and criteria contained in Executive
Order 13132 (August 4, 1999), and DOT has determined that this action
will not have a substantial direct effect or federalism implications on
the States and would not preempt any State law or regulation or affect
the States' ability to discharge traditional State governmental
functions. Therefore, consultation with the States is not necessary.

D. Executive Order 13175 (Tribal Consultation)

    This final rule has been analyzed in accordance with the principles
and criteria contained in Executive Order 13175, ``Consultation and
Coordination with Indian Tribal Governments.'' Because this rulemaking
does not significantly or uniquely affect the communities of the Indian
tribal governments or impose substantial direct compliance costs on
them, the funding and consultation requirements of Executive Order
13175 do not apply.

E. Paperwork Reduction Act

    The Paperwork Reduction Act of 1995 (PRA) (44 U.S.C. 3501 et seq.)
requires that DOT consider the impact of paperwork and other
information collection burdens imposed on the public and, under the
provisions of PRA section 3507(d), obtain approval from the Office of
Management and Budget (OMB) for each collection of information it
conducts, sponsors, or requires through regulations. The DOT has
determined there are no new information collection requirements
associated with this final rule.

F. National Environmental Policy Act

    The agency has analyzed the environmental impacts of this action
pursuant to the National Environmental Policy Act of 1969 (NEPA) (42
U.S.C. 4321 et seq.) and has determined that it is categorically
excluded pursuant to DOT Order 5610.1C, ``Procedures for Considering
Environmental Impacts'' (44 FR 56420, October 1, 1979). Categorical
exclusions are actions identified in an agency's NEPA implementing
procedures that do not normally have a significant impact on the
environment and therefore do not require either an environmental
assessment (EA) or environmental impact statement (EIS). Paragraph
4.c.6.i of DOT Order 5610.1C categorically excludes ``[a]ctions
relating to consumer protection, including regulations.'' This
rulemaking relates to the Department's authority to pursue a complaint
in United States District Court on consumer protection matters. The
agency does not anticipate any environmental impacts, and there are no
extraordinary circumstances present in connection with this rulemaking.

List of Subjects in 14 CFR Part 399

    Consumer Protection, Policies, Rulemaking proceedings, Enforcement,
Unfair or deceptive practices.

    For the reasons set forth in the preamble, the Department of
Transportation amends 14 CFR part 399 as follows:

PART 399--STATEMENTS OF GENERAL POLICY

0
1. The authority citation for part 399 is revised to read as follows:

    Authority: 49 U.S.C. 40113(a), 41712, 46106, and 46107.

0
2. Amend Sec.  399.79 by revising the paragraph (f) heading and by
adding paragraph (g) to read as follows:

Sec.  399.79  Policies relating to unfair and deceptive practices.

* * * * *
    (f) Formal enforcement proceedings before an administrative law
judge. * * *
    (g) Formal enforcement proceedings in U.S. District Court.
Alternatively, when there are reasonable grounds to believe that an
airline or ticket agent has violated 49 U.S.C. 41712 and efforts to
settle the matter have failed, the Department of Transportation may
bring a civil action in a district court of the United States pursuant
to 49 U.S.C. 46106 or 46107.

    Issued this 12th day of June, 2023, in Washington, DC, under
authority delegated in 49 CFR 1.27(n).
John E. Putnam,
General Counsel.
[FR Doc. 2023-12845 Filed 6-15-23; 8:45 am]
BILLING CODE 4910-9X-P


[Federal Register Volume 83, Number 214 (Monday, November 5, 2018)]
[Notices]
[Page 55451]
[FR Doc No: 2018-24123]

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DEPARTMENT OF TRANSPORTATION

Federal Railroad Administration

[Docket Number FRA-2018-0084]

Petition for Waiver of Compliance

    Under part 211 of Title 49 of the Code of Federal Regulations
(CFR), this provides the public notice that on October 5, 2018, the
Texas State Railroad (TSR), petitioned the Federal Railroad
Administration (FRA) for a waiver of compliance from certain provisions
of the Federal railroad safety regulations contained at 49 CFR
240.201(d). FRA assigned the petition Docket Number FRA-2018-0084.
    TSR seeks a waiver of compliance from 49 CFR 240.201(d) which
states, ``After December 31, 1991, no railroad shall permit or require
any person to operate a locomotive in any class of locomotive or train
service unless that person has been certified as a qualified locomotive
engineer and issued a certificate that complies with Sec.  240.223.''
TSR desires to conduct a ``Hands on the Throttle Program,'' which would
allow ``non-certified'' individuals to operate a locomotive as a
``Student Locomotive Engineer.''
    TSR owns and operates a fleet of steam and historic diesel
locomotives and desires to provide non-certified persons the
opportunity to operate these locomotives. As proposed, TSR will verify
that each participant will be at least 18 years old and possesses a
valid state-issued motor vehicle license, and will have a certified
locomotive engineer in the cab of the locomotive at all times. The
operations will occur at two locations on TSR trackage between milepost
(MP) 0.0l and MP 2.16 in Rusk, Texas, and between MP 23.30 and MP 26.12
in Palestine, Texas, during daylight hours, at restricted speed, with
no opposing train movements, without passengers, involving no public
highway grade crossings, and derail protection will be placed at the
end of each movement at both locations. Each participant will receive a
job briefing prior to operating a locomotive. TSR believes that this
program will generate needed revenue and interest in historic
locomotives. TSR also believes these operations will not pose any
safety concerns to the public at large.
    A copy of the petition, as well as any written communications
concerning the petition, is available for review online at
www.regulations.gov and in person at the U.S. Department of
Transportation's (DOT) Docket Operations Facility, 1200 New Jersey Ave.
SE, W12-140, Washington, DC 20590. The Docket Operations Facility is
open from 9 a.m. to 5 p.m., Monday through Friday, except Federal
Holidays.
    Interested parties are invited to participate in these proceedings
by submitting written views, data, or comments. FRA does not anticipate
scheduling a public hearing in connection with these proceedings since
the facts do not appear to warrant a hearing. If any interested parties
desire an opportunity for oral comment and a public hearing, they
should notify FRA, in writing, before the end of the comment period and
specify the basis for their request.
    All communications concerning these proceedings should identify the
appropriate docket number and may be submitted by any of the following
methods:
     Website: http://www.regulations.gov. Follow the online
instructions for submitting comments.
     Fax:<PHONE_NUMBER>.
     Mail: Docket Operations Facility, U.S. Department of
Transportation, 1200 New Jersey Avenue SE, W12-140, Washington, DC
20590.
     Hand Delivery: 1200 New Jersey Avenue SE, Room W12-140,
Washington, DC 20590, between 9 a.m. and 5 p.m., Monday through Friday,
except Federal Holidays.
    Communications received by December 20, 2018 will be considered by
FRA before final action is taken. Comments received after that date
will be considered if practicable.
    Anyone can search the electronic form of any written communications
and comments received into any of our dockets by the name of the
individual submitting the comment (or signing the document, if
submitted on behalf of an association, business, labor union, etc.).
Under 5 U.S.C. 553(c), DOT solicits comments from the public to better
inform its processes. DOT posts these comments, without edit, including
any personal information the commenter provides, to
www.regulations.gov, as described in the system of records notice (DOT/
ALL-14 FDMS), which can be reviewed at https://www.transportation.gov/privacy. See also https://www.regulations.gov/privacyNotice for the
privacy notice of regulations.gov.

Robert C. Lauby,
Associate Administrator for Railroad Safety, Chief Safety Officer.
[FR Doc. 2018-24123 Filed 11-2-18; 8:45 am]
 BILLING CODE 4910-06-P


[Federal Register Volume 77, Number 208 (Friday, October 26, 2012)]
[Notices]
[Pages 65425-65431]
[FR Doc No: 2012-26344]

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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 30237; 812-13757]

Legg Mason ETF Trust, et al.; Notice of Application

October 22, 2012.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: Notice of an application for an order under section 6(c) of the
Investment Company Act of 1940 (``Act'') for an exemption from sections
2(a)(32), 5(a)(1), 22(d) and 22(e) of the Act and rule 22c-1 under the
Act, under sections 6(c) and 17(b) of the Act for an exemption from
sections 17(a)(1) and (a)(2) of the Act, and under section 12(d)(1)(J)
for an exemption from sections 12(d)(1)(A) and (B) of the Act.

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Applicants:  Legg Mason ETF Trust (the ``Trust''), Legg Mason Partners
Fund Advisor, LLC (the ``Adviser''), and Legg Mason Investor Services,
LLC (``LMIS'').

Summary of Application:  Applicants request an order that permits: (a)
Actively-managed series of certain open-end management investment
companies to issue shares (``Shares'') redeemable in large aggregations
only (``Creation Units''); (b) secondary market transactions in Shares
to occur at negotiated market prices; (c) certain series to pay
redemption proceeds, under certain circumstances, more than seven days
from the tender of Shares for redemption; (d) certain affiliated
persons of the series to deposit securities into, and receive
securities from, the series in connection with the purchase and
redemption of Creation Units; and (e) certain registered management
investment companies and unit investment trusts outside of the same
group of investment companies as the series to acquire Shares.

Filing Dates:  The application was filed on February 22, 2010, and
amended on July 7, 2010, April 15, 2011, May 3, 2012, August 22, 2012,
and October 17, 2012.

Hearing or Notification of Hearing:  An order granting the requested
relief will be issued unless the Commission orders a hearing.
Interested persons may request a hearing by writing to the Commission's
Secretary and serving applicants with a copy of the request, personally
or by mail. Hearing requests should be received by the Commission by
5:30 p.m. on November 15, 2012, and should be accompanied by proof of
service on applicants, in the form of an affidavit or, for lawyers, a
certificate of service. Hearing requests should state the nature of the
writer's interest, the reason for the request, and the issues
contested. Persons who wish to be notified of a hearing may request
notification by writing to the Commission's Secretary.

ADDRESSES: Elizabeth M. Murphy, Secretary, U.S. Securities and Exchange
Commission, 100 F Street NE., Washington, DC 20549-1090. Applicants,
620 Eighth Avenue, New York, NY 10018.

FOR FURTHER INFORMATION CONTACT: Bruce R. MacNeil, Senior Counsel, at
(202) 551-6817 or Janet M. Grossnickle, Assistant Director, at (202)
551-6821 (Division of Investment Management, Office of Investment
Company Regulation).

SUPPLEMENTARY INFORMATION: The following is a summary of the
application. The complete application may be obtained via the
Commission's Web site by searching for the file number, or an applicant
using the Company name box, at http://www.sec.gov/search/search.htm or
by calling<PHONE_NUMBER>.

Applicants' Representations

    1. The Trust is organized as a Maryland statutory trust and is
registered as an open-end management investment company under the Act.
The Trust will initially offer three actively-managed investment
series: Legg Mason Western Asset Ultra-Short Duration ETF, Legg Mason
Capital Management Systematic Equity Fund and Legg Mason Equal-Weighted
Equity Sector Fund (the ``Initial Funds''). The investment objective of
Legg Mason Western Asset Ultra-Short Duration Fund will be to seek
current income. The investment objective of the Legg Mason Capital
Management Systematic Equity Fund and Legg Mason Equal Weighted Equity
Sector Fund will be to seek long term growth of capital.

    2. Applicants request that the order apply to the Initial Funds and
any future series of the Trust or of any other open-end management
companies that may use active management investment strategies
(``Future Funds''). Any Future Fund will (a) be advised by the Adviser
or an entity controlling, controlled by, or under common control with
the Adviser, and (b) comply with the terms and conditions of the
application.\1\ The Initial Funds and Future Funds together are the
``Funds.'' Each Fund will consist of a portfolio of securities,
including fixed income securities and/or equity securities.
(``Portfolio Securities'').\2\ Funds may invest in ``Depositary
Receipts.'' A Fund will not invest in any Depositary Receipts that the
Adviser deems to be illiquid or for which pricing information is not
readily available.\3\ Each Fund will operate as an actively managed
exchange-traded fund (``ETF''). The Future Funds may invest in other
open-end and/or closed end investment companies and/or ETFs.
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    \1\ All entities that currently intend to rely on the order are
named as applicants. Any other entity that relies on the order in
the future will comply with the terms and conditions of the
application. A Fund of Funds (as defined below) may rely on the
order only to invest in a Fund that is not a ``Fund of Funds ETF''
and not in any other registered investment company or Fund of Funds
ETF. A ``Fund of Funds ETF'' is a Fund which invests in other open-
end and/or closed-end investment companies and/or exchange-traded
funds.
    \2\ Neither the Initial Funds nor any Future Fund will invest in
options contracts, futures contracts or swap agreements.
    \3\ Depositary Receipts are typically issued by a financial
institution, a ``depositary'', and evidence ownership in a security
or pool of securities that have been deposited with the depositary.
No affiliated persons of applicants, the Advisers, or any Sub-
Adviser will serve as the depositary bank for any Depositary
Receipts held by a Fund.
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    3. The Adviser, a Delaware limited liability company, will be the
investment adviser to each Fund. The Adviser is registered as an
investment adviser under the Investment Advisers Act of 1940 (the
``Advisers Act''). The Adviser may enter sub-advisory agreements with
one or more investment advisers, each of which will serve as sub-
advisers to a Fund (each, a ``Sub-Adviser''). Each Sub-Adviser will be
registered under the Advisers Act or exempt from registration. The
Trust will enter into a distribution agreement with one or more
distributors, including LMIS, a Delaware limited liability company.
LMIS will be the distributor for the Initial Funds. Each distributor
will be a broker or dealer registered under the Securities Exchange Act
of 1934 (``Exchange Act'' and such persons registered under the
Exchange Act, a ``Broker'') and will serve as principal underwriter and
distributor (``Distributor'') of one or more Funds. Applicants request
that the order also apply to any other Distributor to the Funds that
complies with the terms and conditions of the application.
    4. Applicants also request that any exemption under section
12(d)(1)(J) of the Act from sections 12(d)(1)(A) and (B) apply to: (i)
Any Fund that is currently or subsequently part of the same ``group of
investment companies'' as a Fund within the meaning of section
12(d)(1)(G)(ii) of the Act; (ii) any principal underwriter for the
Fund; (iii) any Brokers selling Shares of a Fund to a Fund of Funds (as
defined below); and (iv) each management investment company or unit
investment trust registered under the Act that is not part of the same
``group of investment companies'' as the Funds within the meaning of
section 12(d)(1)(G)(ii) of the Act and that enters into a FOF
Participation Agreement (as defined below) with a Fund (such management
investment companies, ``Investing Management Companies,'' such unit
investment trusts, ``Investing Trusts,'' and Investing Management
Companies and Investing Trusts together, ``Fund of Funds''). Fund of
Funds do not include the Funds.
    5. Applicants anticipate that a Creation Unit will consist of at
least 25,000 Shares and that the price of a Share will range from $20
to $100. All orders to purchase Creation Units must be placed with the
Distributor by or through a party that has entered into a participant
agreement with the Distributor and the Trust (``Authorized
Participant'') with respect to the creation and redemption of Creation
Units. An Authorized Participant is either: (a) A Broker or other
participant in the Continuous Net Settlement System of the National
Securities Clearing Corporation, a clearing agency registered with the
Commission and affiliated with the Depository Trust Company (``DTC''),
or (b) a participant in the DTC (such participant, ``DTC
Participant'').
    6. The Shares will be purchased and redeemed in Creation Units and
generally on an in-kind basis. Except where the purchase or redemption
will include cash under the limited circumstances specified below,
purchasers will be required to purchase Creation Units by making an in-
kind deposit of specified instruments (``Deposit Instruments''), and
shareholders redeeming their Shares will receive an in-kind transfer of
specified instruments (``Redemption Instruments'').\4\ On any given
Business Day \5\ the names and quantities of the instruments that
constitute the Deposit Instruments and the names and quantities of the
instruments that constitute the Redemption Instruments will be
identical, and these instruments may be referred to, in the case of
either a purchase or redemption, as the ``Creation Basket.'' In
addition, the Creation Basket will correspond pro rata to the positions
in a Fund's portfolio (including cash positions),\6\ except: (a) In the
case of bonds, for minor differences when it is impossible to break up
bonds beyond certain minimum sizes needed for transfer and settlement;
(b) for minor differences when rounding is necessary to eliminate
fractional shares or lots that are not tradeable round lots; \7\ or (c)
TBA Transactions,\8\ short positions and other positions that cannot be
transferred in kind \9\ will be excluded from the Creation Basket.\10\
If there is a difference between the net asset value (``NAV'')
attributable to a Creation Unit and the aggregate market value of the
Creation Basket exchanged for the Creation Unit, the party conveying
instruments with the lower value will also pay to the other an amount
in cash equal to that difference (the ``Cash Amount'').
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    \4\ The Funds must comply with the federal securities laws in
accepting Deposit Instruments and satisfying redemptions with
Redemption Instruments, including that the Deposit Instruments and
Redemption Instruments are sold in transactions that would be exempt
from registration under the Securities Act of 1933 (``Securities
Act''). In accepting Deposit Instruments and satisfying redemptions
with Redemption Instruments that are restricted securities eligible
for resale pursuant to Rule 144A under the Securities Act, the Funds
will comply with the conditions of Rule 144A.
    \5\ Each Fund will sell and redeem Creation Units on any day the
Fund is open, including as required by section 22(e) of the Act
(each a ``Business Day'').
    \6\ The portfolio used for this purpose will be the same
portfolio used to calculate the Fund's NAV for that Business Day.
    \7\ A tradeable round lot for a security will be the standard
unit of trading in that particular type of security in its primary
market.
    \8\ A TBA Transaction is a method of trading mortgage-backed
securities. In a TBA Transaction, the buyer and seller agree on
general trade parameters such as agency, settlement date, par amount
and price.
    \9\ This includes instruments that can be transferred in kind
only with the consent of the original counterparty to the extent the
Fund does not intend to seek such consents.
    \10\ Because these instruments will be excluded from the
Creation Basket, their value will be reflected in the determination
of the Cash Amount (as defined below).
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    7. Purchases and redemptions of Creation Units may be made in whole
or in part on a cash basis, rather than in kind, solely under the
following circumstances: (a) To the extent there is a Cash Amount, as
described above; (b) if, on a given Business Day, a Fund announces
before the open of trading that all purchases, all redemptions or all

purchases and redemptions on that day will be made entirely in cash;
(c) if, upon receiving a purchase or redemption order from an
Authorized Participant, a Fund determines to require the purchase or
redemption, as applicable, to be made entirely in cash; (d) if, on a
given Business Day, a Fund requires all Authorized Participants
purchasing or redeeming Shares on that day to deposit or receive (as
applicable) cash in lieu of some or all of the Deposit Instruments or
Redemption Instruments, respectively, solely because: (i) Such
instruments are not eligible for transfer through either the NSCC or
DTC; or (ii) in the case of Funds holding securities traded on global
markets (``Foreign Funds''), such instruments are not eligible for
trading due to local trading restrictions, local restrictions on
securities transfers or other similar circumstances; or (e) if a Fund
permits an Authorized Participant to deposit or receive (as applicable)
cash in lieu of some or all of the Deposit Instruments or Redemption
Instruments, respectively, solely because: (i) Such instruments are, in
the case of the purchase of a Creation Unit, not available in
sufficient quantity; (ii) such instruments are not eligible for trading
by an Authorized Participant or the investor on whose behalf the
Authorized Participant is acting; or (iii) a holder of Shares of a
Foreign Fund would be subject to unfavorable income tax treatment if
the holder receives redemption proceeds in kind.\11\
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    \11\ A ``custom order'' is any purchase or redemption of Shares
made in whole or in part on a cash basis in reliance on clause
(e)(i) or (e)(ii).
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    8. Each Business Day, before the open of trading on a national
securities exchange as defined in section 2(a)(26) of the Act
(``Exchange'') on which Shares are listed, each Fund will cause to be
published through the NSCC the names and quantities of the instruments
comprising the Creation Basket, as well as the estimated Cash Amount
(if any), for that day. The published Creation Basket will apply until
a new Creation Basket is announced on the following Business Day, and
there will be no intra-day changes to the Creation Basket except to
correct errors in the published Creation Basket. An Exchange will
disseminate every 15 seconds throughout the trading day an amount
representing, on a per Share basis, the sum of the current value of the
Deposit Instruments and the estimated Cash Amount.
    9. An investor purchasing or redeeming a Creation Unit from a Fund
may be charged a fee (``Transaction Fee'') to protect existing
shareholders of the Funds from the dilutive costs associated with the
purchase and redemption of Creation Units.\12\ All orders to purchase
Creation Units will be placed with the Distributor by or through an
Authorized Participant and the Distributor will transmit all purchase
orders to the relevant Fund. The Distributor will be responsible for
delivering a prospectus (``Prospectus'') to those persons purchasing
Creation Units and for maintaining records of both the orders placed
with it and the confirmations of acceptance furnished by it.
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    \12\ Where a Fund permits an in-kind purchaser to substitute
cash in lieu of depositing one or more Deposit Instruments, the
purchaser may be assessed a higher Transaction Fee to offset the
cost to the Fund of buying those particular Deposit Instruments.
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    10. Shares will be listed and traded at negotiated prices on an
Exchange and traded in the secondary market. Applicants expect that
exchange specialists and market makers (collectively, ``Market
Makers'') will be assigned to Shares. The price of Shares trading on
the Exchange will be based on a current bid/offer in the secondary
market. Transactions involving the purchases and sales of Shares on an
Exchange will be subject to customary brokerage commissions and
charges.
    11. Applicants expect that purchasers of Creation Units will
include institutional investors and arbitrageurs. Market Makers, acting
in their role to provide a fair and orderly secondary market for
Shares, also may purchase Creation Units for use in their own market
making activities.\13\ Applicants expect that secondary market
purchasers of Shares will include both institutional and retail
investors.\14\ Applicants expect that arbitrage opportunities created
by the ability to continually purchase or redeem Creation Units at
their NAV per Share should ensure that the Shares will not trade at a
material discount or premium in relation to their NAV.
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    \13\ If Shares are listed on NYSE Arca, Nasdaq or a similar
electronic Exchange, one or more member firms of that Exchange will
act as Market Maker and maintain a market for Shares trading on the
Exchange. On Nasdaq, no particular Market Maker would be
contractually obligated to make a market in Shares. However, the
listing requirements on Nasdaq, for example, stipulate that at least
two Market Makers must be registered in Shares to maintain a
listing. In addition, on Nasdaq and NYSE Arca, registered Market
Makers are required to make a continuous two-sided market or subject
themselves to regulatory sanctions. No Market Maker will be an
affiliated person, or an affiliated person of an affiliated person,
of the Funds, except within section 2(a)(3)(A) or (C) of the Act due
to ownership of Shares, as described below.
    \14\ Shares will be registered in book-entry form only. DTC or
its nominee will be the record or registered owner of all
outstanding Shares. Beneficial ownership of Shares will be shown on
the records of DTC or DTC Participants.
---------------------------------------------------------------------------

    12. Shares will not be individually redeemable and owners of Shares
may acquire Shares from a Fund or tender shares for redemption to the
Fund in Creation Units only. To redeem, an investor must accumulate
enough Shares to constitute a Creation Unit. Redemption requests must
be placed by or through an Authorized Participant. As discussed above,
redemptions of Creation Units will generally be made on an in-kind
basis, subject to certain specified exceptions under which redemptions
may be made in whole or in part on a cash basis, and will be subject to
a Transaction Fee.
    13. Neither the Trust nor any Fund will be marketed or otherwise
held out as a ``mutual fund.'' Instead, each Fund will be marketed as
an ``actively-managed exchange-traded fund.'' All marketing materials
that describe the features of obtaining, buying or selling Creation
Units, or Shares traded on the Exchange, or refer to redeemability,
will prominently disclose that Shares are not individually redeemable
and that owners of Shares may acquire Shares from a Fund and tender
those Shares for redemption to a Fund in Creation Units only.
    14. The Funds' Web site, which will be publicly available prior to
the public offering of Shares, will include the Prospectus and
additional quantitative information updated on a daily basis, including
on a per Share basis for each Fund, the prior Business Day's NAV and
the market closing price or mid-point of the bid/ask spread at the time
of the calculation of such NAV (``Bid/Ask Price''), and a calculation
of the premium or discount of the market closing price or Bid/Ask Price
against such NAV. On each Business Day, before commencement of trading
in Shares on the Exchange, the Fund will disclose on its Web site the
identities and quantities of the Portfolio Securities and other assets
held by the Fund that will form the basis for the Fund's calculation of
NAV at the end of the Business Day.\15\
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    \15\ Applicants note that under accounting procedures followed
by the Funds, trades made on the prior Business Day will be booked
and reflected in NAV on the current Business Day. Accordingly, the
Funds will be able to disclose at the beginning of the Business Day
the portfolio that will form the basis for the NAV calculation at
the end of the Business Day.
---------------------------------------------------------------------------

Applicants' Legal Analysis

    1. Applicants request an order under section 6(c) of the Act for an
exemption from sections 2(a)(32), 5(a)(1), 22(d) and 22(e) of the Act
and rule 22c-1 under

the Act, under sections 6(c) and 17(b) of the Act for an exemption from
sections 17(a)(1) and 17(a)(2) of the Act, and under section
12(d)(1)(J) of the Act for an exemption from sections 12(d)(1)(A) and
(B) of the Act.
    2. Section 6(c) of the Act provides that the Commission may exempt
any person, security or transaction, or any class of persons,
securities or transactions, from any provisions of the Act, if and to
the extent that such exemption is necessary or appropriate in the
public interest and consistent with the protection of investors and the
purposes fairly intended by the policy and provisions of the Act.
Section 17(b) of the Act authorizes the Commission to exempt a proposed
transaction from section 17(a) of the Act if evidence establishes that
the terms of the transaction, including the consideration to be paid or
received, are reasonable and fair and do not involve overreaching on
the part of any person concerned, and the proposed transaction is
consistent with the policies of the registered investment company and
the general provisions of the Act. Section 12(d)(1)(J) of the Act
provides that the Commission may exempt any person, security, or
transaction, or any class or classes of persons, securities or
transactions, from any provision of section 12(d)(1) if the exemption
is consistent with the public interest and the protection of investors.

Sections 5(a)(1) and 2(a)(32) of the Act

    3. Section 5(a)(1) of the Act defines an ``open-end company'' as a
management investment company that is offering for sale or has
outstanding any redeemable security of which it is the issuer. Section
2(a)(32) of the Act defines a redeemable security as any security,
other than short-term paper, under the terms of which the holder, upon
its presentation to the issuer, is entitled to receive approximately a
proportionate share of the issuer's current net assets, or the cash
equivalent. Because Shares will not be individually redeemable,
applicants request an order that would permit the Trust to register as
an open-end management investment company and redeem Shares in Creation
Units only. Applicants state that investors may purchase Shares in
Creation Units from each Fund and redeem Creation Units from each Fund.
Applicants further state that because the market price of Creation
Units will be disciplined by arbitrage opportunities, investors should
be able to sell Shares in the secondary market at prices that do not
vary materially from their NAV.

Section 22(d) of the Act and Rule 22c-1 Under the Act

    4. Section 22(d) of the Act, among other things, prohibits a dealer
from selling a redeemable security that is currently being offered to
the public by or through a principal underwriter, except at a current
public offering price described in the prospectus. Rule 22c-1 under the
Act generally requires that a dealer selling, redeeming, or
repurchasing a redeemable security do so only at a price based on its
NAV. Applicants state that secondary market trading in Shares will take
place at negotiated prices, not at a current offering price described
in the Prospectus, and not at a price based on NAV. Thus, purchases and
sales of Shares in the secondary market will not comply with section
22(d) of the Act and rule 22c-1 under the Act. Applicants request an
exemption under section 6(c) from these provisions.
    5. Applicants assert that the concerns sought to be addressed by
section 22(d) of the Act and rule 22c-1 under the Act with respect to
pricing are equally satisfied by the proposed method of pricing Shares.
Applicants maintain that while there is little legislative history
regarding section 22(d), its provisions, as well as those of rule 22c-
1, appear to have been designed to (a) Prevent dilution caused by
certain riskless-trading schemes by principal underwriters and contract
dealers, (b) prevent unjust discrimination or preferential treatment
among buyers resulting from sales at different prices, and (c) assure
an orderly distribution system of investment company shares by
eliminating price competition from Brokers offering shares at less than
the published sales price and repurchasing shares at more than the
published redemption price.
    6. Applicants believe that none of these purposes will be thwarted
by permitting Shares to trade in the secondary market at negotiated
prices. Applicants state that (a) secondary market trading in Shares
does not involve the Funds as parties and cannot result in dilution of
an investment in Shares, and (b) to the extent different prices exist
during a given trading day, or from day to day, such variances occur as
a result of third-party market forces, such as supply and demand.
Therefore, applicants assert that secondary market transactions in
Shares will not lead to discrimination or preferential treatment among
purchasers. Finally, applicants contend that the proposed distribution
system will be orderly because arbitrage activity should ensure that
the difference between the market price of Shares and their NAV remains
immaterial.

Section 22(e) of the Act

    7. Section 22(e) of the Act generally prohibits a registered
investment company from suspending the right of redemption or
postponing the date of payment of redemption proceeds for more than
seven days after the tender of a security for redemption. Applicants
observe that settlement of redemptions of Creation Units of Foreign
Funds is contingent not only on the settlement cycle of the U.S.
securities markets but also on the delivery cycles present in foreign
markets in which those Funds invest. Applicants have been advised that,
under certain circumstances, the delivery cycles for transferring
Redemption Instruments to redeeming investors, coupled with local
market holiday schedules, will require a delivery process of up to 15
calendar days.\16\ Applicants therefore request relief from section
22(e) in order to provide payment or satisfaction of redemptions within
the maximum number of calendar days required for such payment or
satisfaction, up to a maximum of 15 calendar days, in the principal
local markets where transactions in the Portfolio Securities of each
Foreign Fund customarily clear and settle but in all cases no later
than 15 calendar days following the tender of a Creation Unit.
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    \16\ In the past, settlement in certain countries, including
Russia, has extended to 15 calendar days.
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    8. Applicants state that section 22(e) was designed to prevent
unreasonable, undisclosed and unforeseen delays in the actual payment
of redemption proceeds. Applicants assert that the requested relief
will not lead to the problems that section 22(e) was designed to
prevent. Applicants state that allowing redemption payments for
Creation Units of a Fund to be made within a maximum of 15 calendar
days would not be inconsistent with the spirit and intent of section
22(e). Applicants state the SAI will disclose those local holidays
(over the period of at least one year following the date of the SAI),
if any, that are expected to prevent the delivery of redemption
proceeds in seven calendar days and the maximum number of days needed
to deliver the proceeds for each affected Foreign Fund. Applicants are
not seeking relief from section 22(e) with respect to Foreign Funds
that do not effect creations or redemptions in-kind.

Section 12(d)(1) of the Act

    9. Section 12(d)(1)(A) of the Act prohibits a registered investment

company from acquiring shares of an investment company if the
securities represent more than 3% of the total outstanding voting stock
of the acquired company, more than 5% of the total assets of the
acquiring company, or, together with the securities of any other
investment companies, more than 10% of the total assets of the
acquiring company. Section 12(d)(1)(B) of the Act prohibits a
registered open-end investment company, its principal underwriter, or
any other broker or dealer from selling its shares to another
investment company if the sale will cause the acquiring company to own
more than 3% of the acquired company's voting stock, or if the sale
will cause more than 10% of the acquired company's voting stock to be
owned by investment companies generally.
    10. Applicants request relief to permit Fund of Funds to acquire
Shares in excess of the limits in section 12(d)(l)(A) of the Act and to
permit the Funds, their principal underwriters and any Broker to sell
Shares to a Fund of Funds in excess of the limits in section
12(d)(l)(B) of the Act. Applicants submit that the proposed conditions
to the requested relief address the concerns underlying the limits in
section 12(d)(1) which include concerns about undue influence,
excessive layering of fees and overly complex structures.
    11. Applicants submit that their proposed conditions address any
concerns regarding the potential for undue influence. To limit the
control that a Fund of Funds may have over a Fund, applicants propose a
condition prohibiting the adviser of an Investing Management Company
(``Fund of Funds Adviser''), sponsor of an Investing Trust
(``Sponsor''), any person controlling, controlled by, or under common
control with the Fund of Funds Adviser or Sponsor, and any investment
company or issuer that would be an investment company but for sections
3(c)(l) or 3(c)(7) of the Act that is advised or sponsored by the Fund
of Funds Adviser, the Sponsor, or any person controlling, controlled
by, or under common control with the Fund of Funds Adviser or Sponsor
(``Fund of Fund's Advisory Group'') from controlling (individually or
in the aggregate) a Fund within the meaning of section 2(a)(9) of the
Act. The same prohibition would apply to any sub-adviser to an
Investing Management Company (``Fund of Funds Sub-Adviser''), any
person controlling, controlled by, or under common control with the
Fund of Funds Sub-Adviser, and any investment company or issuer that
would be an investment company but for sections 3(c)(l) or 3(c)(7) of
the Act (or portion of such investment company or issuer) advised or
sponsored by the Fund of Funds Sub-Adviser or any person controlling,
controlled by or under common control with the Fund of Funds Sub-
Adviser (``Fund of Funds' Sub-Advisory Group'').
    12. Applicants propose a condition to ensure that no Fund of Funds
or Fund of Funds Affiliate \17\ (except to the extent it is acting in
its capacity as an investment adviser to a Fund) will cause a Fund to
purchase a security in an offering of securities during the existence
of an underwriting or selling syndicate of which a principal
underwriter is an Underwriting Affiliate (``Affiliated Underwriting'').
An ``Underwriting Affiliate'' is a principal underwriter in any
underwriting or selling syndicate that is an officer, director, member
of an advisory board, Fund of Funds Adviser, Fund of Funds Sub-Adviser,
employee or Sponsor of the Fund of Funds, or a person of which any such
officer, director, member of an advisory board, Fund of Funds Adviser,
Fund of Funds Sub-Adviser, employee or Sponsor is an affiliated person
(except any person whose relationship to the Fund is covered by section
10(f) of the Act is not an Underwriting Affiliate).
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    \17\ A ``Fund of Funds Affiliate'' is any Fund of Funds Adviser,
Fund of Funds Sub-Adviser, Sponsor, promoter and principal
underwriter of a Fund of Funds, and any person controlling,
controlled by or under common control with any of these entities.
``Fund Affiliate'' is an investment adviser, promoter or principal
underwriter of a Fund or any person controlling, controlled by or
under common control with any of these entities.
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    13. Applicants propose several conditions to address the potential
for layering of fees. Applicants note that the board of directors or
trustees (``Board'') of any Investing Management Company, including a
majority of the directors or trustees who are not ``interested
persons'' within the meaning of section 2(a)(19) of the Act
(``disinterested directors or trustees''), will be required to find
that the advisory fees charged under the contract are based on services
provided that will be in addition to, rather than duplicative of,
services provided under the advisory contract of any Fund in which the
Investing Management Company may invest. Applicants also state that any
sales charges and/or service fees charged with respect to shares of a
Fund of Funds will not exceed the limits applicable to a fund of funds
as set forth in NASD Conduct Rule 2830.\18\
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    \18\ Any references to NASD Conduct Rule 2830 include any
successor or replacement rule to NASD Conduct Rule 2830 that may be
adopted by the Financial Industry Regulatory Authority.
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    14. Applicants submit that the proposed arrangement will not create
an overly complex fund structure. Applicants note that a Fund will be
prohibited from acquiring securities of any investment company or
company relying on section 3(c)(1) or 3(c)(7) of the Act in excess of
the limits contained in section 12(d)(1)(A) of the Act, except to the
extent permitted by exemptive relief from the Commission permitting the
Fund to purchase shares of other investment companies for short-term
cash management purposes.
    15. To ensure that a Fund of Funds is aware of the terms and
conditions of the requested order, the Fund of Funds must enter into an
agreement with the respective Funds (``FOF Participation Agreement'').
The FOF Participation Agreement will include an acknowledgment from the
Fund of Funds that it may rely on the order only to invest in a Fund
that is not a Fund of Funds ETF and not in any other investment company
or Fund of Funds ETF.

Sections 17(a)(1) and (2) of the Act

    16. Section 17(a) of the Act generally prohibits an affiliated
person of a registered investment company, or an affiliated person of
such a person (``second tier affiliate''), from selling any security to
or purchasing any security from the company. Section 2(a)(3) of the Act
defines ``affiliated person'' to include any person directly or
indirectly owning, controlling, or holding with power to vote, 5% or
more of the outstanding voting securities of the other person and any
person directly or indirectly controlling, controlled by, or under
common control with, the other person. Section 2(a)(9) of the Act
defines ``control'' as the power to exercise a controlling influence
over the management or policies of a company and provides that a
control relationship will be presumed where one person owns more than
25% of another person's voting securities. Each Fund may be deemed to
be controlled by an Adviser and hence affiliated persons of each other.
In addition, the Funds may be deemed to be under common control with
any other registered investment company (or series thereof) advised by
an Adviser (an ``Affiliated Fund'').
    17. Applicants request an exemption under sections 6(c) and 17(b)
of the Act from sections 17(a)(1) and 17(a)(2) of the Act to permit in-
kind purchases and redemptions of Creation Units by persons that are
affiliated persons or second tier affiliates of the Funds solely

by virtue of: (a) Holding 5% or more, or in excess of 25% of the
outstanding Shares of one or more Funds; (b) having an affiliation with
a person with an ownership interest described in (a); or (c) holding 5%
or more, or more than 25% of the Shares of one or more Affiliated
Funds.\19\ Applicants also request an exemption in order to permit a
Fund to sell its Shares to and redeem its Shares from, and engage in
the in-kind transactions that would accompany such sales and
redemptions with, certain Fund of Funds of which the Funds are an
affiliated person or a second-tier affiliate.\20\
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    \19\ Applicants are not seeking relief from section 17(a) for,
and the requested relief will not apply to, transactions where a
Fund could be deemed an affiliated person, or an affiliated person
of an affiliated person, of a Fund of Funds because an investment
adviser to the Funds is also an investment adviser to a Fund of
Funds.
    \20\ Although applicants believe that most Fund of Funds will
purchase and sell Shares in the secondary market, a Fund of Funds
might seek to transact in Shares directly with a Fund.
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    18. Applicants assert that no useful purpose would be served by
prohibiting such affiliated persons from making in-kind purchases or
in-kind redemptions of Shares of a Fund in Creation Units. Absent the
unusual circumstances discussed in the application, the Deposit
Instruments and Redemption Instruments available for a Fund will be the
same for all purchasers and redeemers, respectively, and will
correspond pro rata to the Fund's Portfolio Securities. The deposit
procedures for in-kind purchases of Creation Units and the redemption
procedures for in-kind redemptions will be the same for all purchases
and redemptions. Deposit Instruments and Redemption Instruments will be
valued in the same manner as those Portfolio Securities currently held
by the relevant Funds. Applicants do not believe that in-kind purchases
and redemptions will result in abusive self-dealing or overreaching of
the Fund.
    19. Applicants also submit that the sale of Shares to and
redemption of Shares from a Fund of Funds meets the standards for
relief under sections 17(b) and 6(c) of the Act. Applicants note that
any consideration paid for the purchase or redemption of Shares
directly from a Fund will be based on the NAV of the Fund.\21\
Applicants also state that the proposed transactions are consistent
with the general purposes of the Act and appropriate in the public
interest.
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    \21\ Applicants acknowledge that the receipt of compensation by
(a) an affiliated person of a Fund of Funds, or an affiliated person
of such person, for the purchase by the Fund of Funds of Shares or
(b) an affiliated person of a Fund, or an affiliated person of such
person, for the sale by the Fund of its Shares to a Fund of Funds
may be prohibited by section 17(e)(1) of the Act. The FOF
Participation Agreement also will include this acknowledgment.
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Applicants' Conditions

    Applicants agree that any order of the Commission granting the
requested relief will be subject to the following conditions:

A. Actively-Managed Exchange-Traded Fund Relief

    1. The requested order, other than the section 12(d)(1) relief,
will expire on the effective date of any Commission rule under the Act
that provides relief permitting the operation of actively-managed ETFs.
    2. As long as a Fund operates in reliance on the requested order,
the Shares of such Fund will be listed on an Exchange.
    3. Neither the Trust nor any Fund will be advertised or marketed as
an open-end investment company or a mutual fund. Any advertising
material that describes the purchase or sale of the Creation Units or
refers to redeemability will prominently disclose that the Shares are
not individually redeemable and that owners of Shares may acquire those
Shares from the Fund and tender those Shares for redemption to a Fund
in Creation Units only.
    4. The Web site for the Funds, which is and will be publicly
accessible at no charge, will contain, on a per Share basis for each
Fund, the prior Business Day's NAV and the market closing price or Bid/
Ask Price of the Shares, and a calculation of the premium or discount
of the market closing price or Bid/Ask Price against such NAV.
    5. No Adviser or Sub-Adviser, directly or indirectly, will cause
any Authorized Participant (or any investor on whose behalf an
Authorized Participant may transact with the Fund) to acquire any
Deposit Instrument for the Fund through a transaction in which the Fund
could not engage directly.
    6. On each Business Day, before the commencement of trading in
Shares on the Fund's listing Exchange, the Fund will disclose on its
Web site the identities and quantities of the Portfolio Securities and
other assets held by the Fund that will form the basis of the Fund's
calculation of NAV at the end of the Business Day.

B. Section 12(d)(1) Relief

    1. The members of the Fund of Funds' Advisory Group will not
control (individually or in the aggregate) a Fund within the meaning of
section 2(a)(9) of the Act. The members of the Fund of Funds' Sub-
Advisory Group will not control (individually or in the aggregate) a
Fund within the meaning of section 2(a)(9) of the Act. If, as a result
of a decrease in the outstanding voting securities of a Fund, the Fund
of Funds' Advisory Group or the Fund of Funds' Sub-Advisory Group, each
in the aggregate, becomes a holder of more than 25 percent of the
outstanding voting securities of a Fund, it will vote its Shares of the
Fund in the same proportion as the vote of all other holders of the
Fund's Shares. This condition does not apply to the Fund of Funds' Sub-
Advisory Group with respect to a Fund for which the Fund of Funds Sub-
Adviser or a person controlling, controlled by or under common control
with the Fund of Funds Sub-Adviser acts as the investment adviser
within the meaning of section 2(a)(20)(A) of the Act.
    2. No Fund of Funds or Fund of Funds Affiliate will cause any
existing or potential investment by the Fund of Funds in a Fund to
influence the terms of any services or transactions between the Fund of
Funds or a Fund of Funds Affiliate and the Fund or a Fund Affiliate.
    3. The board of directors or trustees of an Investing Management
Company, including a majority of the non-interested directors or
trustees, will adopt procedures reasonably designed to ensure that the
Fund of Funds Adviser and any Fund of Funds Sub-Adviser are conducting
the investment program of the Investing Management Company without
taking into account any consideration received by the Investing
Management Company or a Fund of Funds Affiliate from a Fund or a Fund
Affiliate in connection with any services or transactions.
    4. Once an investment by a Fund of Funds in the securities of a
Fund exceeds the limit in section 12(d)(1)(A)(i) of the Act, the Board
of a Fund, including a majority of the non-interested Board members,
will determine that any consideration paid by the Fund to the Fund of
Funds or a Fund of Funds Affiliate in connection with any services or
transactions: (i) Is fair and reasonable in relation to the nature and
quality of the services and benefits received by the Fund; (ii) is
within the range of consideration that the Fund would be required to
pay to another unaffiliated entity in connection with the same services
or transactions; and (iii) does not involve overreaching on the part of
any person concerned. This condition does not apply with respect to any
services or transactions between a Fund and its investment adviser(s),
or any person controlling, controlled by or under common control with
such investment adviser(s).

    5. The Fund of Funds Adviser, or trustee or Sponsor of an Investing
Trust, as applicable, will waive fees otherwise payable to it by the
Fund of Funds in an amount at least equal to any compensation
(including fees received pursuant to any plan adopted by a Fund under
rule 12b-1 under the Act) received from a Fund by the Fund of Funds
Adviser, or trustee or Sponsor of the Investing Trust, or an affiliated
person of the Fund of Funds Adviser, or trustee or Sponsor of the
Investing Trust, other than any advisory fees paid to the Fund of Funds
Adviser, or trustee or Sponsor of an Investing Trust, or its affiliated
person by the Fund, in connection with the investment by the Fund of
Funds in the Fund. Any Fund of Funds Sub-Adviser will waive fees
otherwise payable to the Fund of Funds Sub-Adviser, directly or
indirectly, by the Investing Management Company in an amount at least
equal to any compensation received from a Fund by the Fund of Funds
Sub-Adviser, or an affiliated person of the Fund of Funds Sub-Adviser,
other than any advisory fees paid to the Fund of Funds Sub-Adviser or
its affiliated person by the Fund, in connection with the investment by
the Investing Management Company in the Fund made at the direction of
the Fund of Funds Sub-Adviser. In the event that the Fund of Funds Sub-
Adviser waives fees, the benefit of the waiver will be passed through
to the Investing Management Company.
    6. No Fund of Funds or Fund of Funds Affiliate (except to the
extent it is acting in its capacity as an investment adviser to a Fund)
will cause a Fund to purchase a security in an Affiliated Underwriting.
    7. The Board of each Fund, including a majority of the non-
interested Board members, will adopt procedures reasonably designed to
monitor any purchases of securities by the Fund in an Affiliated
Underwriting, once an investment by a Fund of Funds in the securities
of the Fund exceeds the limit of section 12(d)(1)(A)(i) of the Act,
including any purchases made directly from an Underwriting Affiliate.
The Board will review these purchases periodically, but no less
frequently than annually, to determine whether the purchases were
influenced by the investment by the Fund of Funds in the Fund. The
Board will consider, among other things: (a) Whether the purchases were
consistent with the investment objectives and policies of the Fund; (b)
how the performance of securities purchased in an Affiliated
Underwriting compares to the performance of comparable securities
purchased during a comparable period of time in underwritings other
than Affiliated Underwritings or to a benchmark such as a comparable
market index; and (c) whether the amount of securities purchased by the
Fund in Affiliated Underwritings and the amount purchased directly from
an Underwriting Affiliate have changed significantly from prior years.
The Board will take any appropriate actions based on its review,
including, if appropriate, the institution of procedures designed to
ensure that purchases of securities in Affiliated Underwritings are in
the best interest of shareholders.
    8. Each Fund will maintain and preserve permanently in an easily
accessible place a written copy of the procedures described in the
preceding condition, and any modifications to such procedures, and will
maintain and preserve for a period of not less than six years from the
end of the fiscal year in which any purchase in an Affiliated
Underwriting occurred, the first two years in an easily accessible
place, a written record of each purchase of securities in Affiliated
Underwritings once an investment by a Fund of Funds in the securities
of the Fund exceeds the limit of section 12(d)(1)(A)(i) of the Act,
setting forth from whom the securities were acquired, the identity of
the underwriting syndicate's members, the terms of the purchase, and
the information or materials upon which the Board's determinations were
made.
    9. Before investing in a Fund in excess of the limits in section
12(d)(1)(A), a Fund of Funds will execute a FOF Participation Agreement
with the Fund stating that their respective boards of directors or
trustees and their investment advisers, or trustee and Sponsor, as
applicable, understand the terms and conditions of the order, and agree
to fulfill their responsibilities under the order. At the time of its
investment in Shares of a Fund in excess of the limit in section
12(d)(1)(A)(i), a Fund of Funds will notify the Fund of the investment.
At such time, the Fund of Funds will also transmit to the Fund a list
of the names of each Fund of Funds Affiliate and Underwriting
Affiliate. The Fund of Funds will notify the Fund of any changes to the
list of the names as soon as reasonably practicable after a change
occurs. The Fund and the Fund of Funds will maintain and preserve a
copy of the order, the agreement, and the list with any updated
information for the duration of the investment and for a period of not
less than six years thereafter, the first two years in an accessible
place.
    10. Before approving any advisory contract under section 15 of the
Act, the board of directors or trustees of each Investing Management
Company, including a majority of the non-interested directors or
trustees, will find that the advisory fees charged under such contract
are based on services provided that will be in addition to, rather than
duplicative of, the services provided under the advisory contract(s) of
any Fund in which the Investing Management Company may invest. These
findings and their basis will be recorded in the minute books of the
appropriate Investing Management Company.
    11. Any sales charges and/or service fees with respect to shares of
a Fund of Funds will not exceed the limits applicable to a fund of
funds as set forth in NASD Conduct Rule 2830.
    12. No Fund will acquire securities of an investment company or
company relying on section 3(c)(1) or 3(c)(7) of the Act in excess of
the limits contained in section 12(d)(1)(A) of the Act, except to the
extent that the Fund acquires securities of another investment company
pursuant to exemptive relief from the Commission permitting the Fund to
acquire securities of one or more investment companies for short-term
cash management purposes.

    For the Commission, by the Division of Investment Management,
under delegated authority.
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2012-26344 Filed 10-25-12; 8:45 am]
BILLING CODE 8011-01-P