[Federal Register: May 15, 2007 (Volume 72, Number 93)]
[Notices]
[Page 27340-27344]
[DOCID:fr15my07-86]

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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 27820; 812-13304]

Van Eck Worldwide Insurance Trust, et al.; Notice of Application

May 9, 2007.
AGENCY: Securities and Exchange Commission (``Commission'').

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

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    Summary of the Application: The order would permit certain
registered open-end management investment companies to acquire shares
of other registered open-end management investment companies and unit
investment trusts (``UITs'') that are within and outside the same group
of investment companies.
    Applicants: Van Eck Worldwide Insurance Trust (``WWIT''), Van Eck
Funds (``Van Eck Funds'') and Van Eck Funds, Inc. (``Van Eck Funds
II'') (together, the ``Investment Companies'') and Van Eck Associates
Corporation (``Adviser'').\1\
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    \1\ All entities that currently intend to rely on the requested
order are named as applicants and any other entity that relies on
the order in the future will comply with the terms and conditions of
the application. Applicants request that the relief also apply to
any other existing or future registered open-end management
investment company that is part of the same group of investment
companies, as defined in section 12(d)(1)(G) of the Act, as the
Investment Companies (included in the term ``Investment
Companies''). Each series of an Investment Company is referred to as
``Fund'' and collectively as ``Funds.''

DATES: Filing Dates: The application was filed on June 16, 2006, and
amended on May 3, 2007. Hearing or Notification of Hearing: An order
granting the application 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 May 31, 2007, 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
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request notification by writing to the Commission's Secretary.

ADDRESSES: Secretary, Commission, 100 F Street, NE., Washington, DC
20549-9303. Applicants: Joseph McBrien, Esq., Van Eck Associates
Corporation, 99 Park Avenue, New York, New York 10016.

FOR FURTHER INFORMATION CONTACT: Emerson S. Davis, Sr., Senior Counsel,
at<PHONE_NUMBER>, or Nadya B. Roytblat, Assistant Director, at (202)
551-6821 (Office of Investment Company Regulation, Division of
Investment Management).

SUPPLEMENTARY INFORMATION: The following is a summary of the
application. The complete application may be obtained for a fee at the
Commission's Public Reference Desk, 100 F Street, NE., Washington, DC
20549-0102 (telephone<PHONE_NUMBER>).

Applicants' Representations

    1. WWIT is a Massachusetts business trust and is registered under
the Act as an open-end management investment company. WWIT currently
consists of five Funds, each with its own investment objective and
policies. Shares of each WWIT Fund are currently offered and sold
through

registered separate accounts of insurance companies that are not
affiliates of the Adviser (``Registered Separate Accounts'') and
unregistered separate accounts that are not affiliates of the Adviser
(``Unregistered Separate Accounts,'' and together with the Registered
Separate Accounts, the ``Separate Accounts'').
    2. Van Eck Funds is a Massachusetts business trust and is
registered under the Act as an open-end management investment company.
Van Eck Funds currently consists of three Funds, each with its own
investment objective and policies. The shares of these Funds are
offered and sold to retail and institutional investors and are not
offered through Separate Accounts. Van Eck Funds II is a Maryland
corporation and is registered under the Act as an open-end management
investment company. It currently consists of one Fund, the shares of
which are offered and sold to retail and institutional investors and
are not offered through Separate Accounts. The Adviser is a Delaware
corporation and is registered as an investment adviser under the
Investment Advisers Act of 1940. Each investment adviser to a Fund of
Funds that meets the definition of section 2(a)(20)(A) of the Act is
referred to as a ``Fund of Funds Adviser.'' Any investment adviser to a
Fund of Funds that meets the definition of section 2(a)(20)(B) of the
Act is referred to as a ``Fund of Funds Sub-Adviser.''
    3. Applicants request relief to permit certain Funds (each such
Fund, a ``Fund of Funds'') to invest in: (a) other Funds (``Affiliated
Underlying Funds''), and (b) registered open-end management investment
companies and UITs that are not part of the same ``group of investment
companies'' (as defined in section 12(d)(1)(G)(ii) of the Act) as the
Investment Companies (``Unaffiliated Underlying Funds,'' and together
with the Affiliated Underlying Funds, the ``Underlying Funds''). The
Unaffiliated Underlying Funds may include UITs (``Unaffiliated
Trusts'') and open-end management investment companies registered under
the Act (``Unaffiliated Funds''). Certain of the Unaffiliated
Underlying Funds may have received exemptive relief to sell their
shares on a national securities exchange at negotiated prices
(``ETFs''). Each Fund of Funds may also make direct investments in
other securities. Applicants state that each Fund of Funds will enable
investors to create a comprehensive asset allocation program with just
one investment and provide a simple, convenient and cost-efficient
program for investors who are able to identify their investment goals
and risk tolerances but may not be comfortable deciding how to invest
their assets to achieve those goals.

Applicants' Legal Analysis

A. Section 12(d)(1)

    1. 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 and
any broker or dealer from selling the shares of the investment company
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.
    2. 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. Applicants seek an exemption under section
12(d)(1)(J) to permit the Funds of Funds to acquire shares of
Underlying Funds and to permit the Underlying Funds, their principal
underwriters and any broker or dealer to sell shares to the Funds of
Funds beyond the limits set forth in sections 12(d)(1)(A) and (B) of
the Act.
    3. Applicants state that the proposed arrangement will not give
rise to the policy concerns underlying sections 12(d)(1)(A) and (B),
which include concerns about undue influence by a fund of funds over
underlying funds, excessive layering of fees, and overly complex fund
structures. Accordingly, applicants believe that the requested
exemption is consistent with the public interest and the protection of
investors.
    4. Applicants state that the proposed arrangement will not result
in undue influence by a Fund of Funds or its affiliated persons over
the Underlying Funds. To limit the control that a Fund of Funds, and
its affiliates, may have over an Unaffiliated Underlying Fund,
applicants submit that: (a)(i) Each Fund of Funds Adviser, (ii) any
person controlling, controlled by or under common control with the Fund
of Funds Adviser, (iii) any investment company and any issuer that
would be an investment company but for section 3(c)(1) or section
3(c)(7) of the Act advised or sponsored by the Fund of Funds Adviser or
any person controlling, controlled by or under common control with the
Fund of Funds Adviser (collectively, the ``Group''), and (b)(i) any
Fund of Funds Subadviser, (ii) any person controlling, controlled by or
under common control with the Fund of Funds Sub-Adviser, and (iii) any
investment company or issuer that would be an investment company but
for section 3(c)(1) 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 (collectively, the ``Sub-
Adviser Group'') will not control (individually or in the aggregate) an
Unaffiliated Underlying Fund within the meaning of section 2(a)(9) of
the Act.
    5. Applicants also propose to prevent a Fund of Funds and its
affiliated entities from taking advantage of an Unaffiliated Underlying
Fund with respect to transactions between the entities by precluding a
Fund of Funds and its Fund of Fund Adviser, Fund of Funds Sub-Adviser,
promoter, principal underwriter and any person controlling, controlled
by or under common control with any of these entities (each, a ``Fund
of Funds Affiliate'') from causing any existing or potential investment
by the Fund of Funds in an Unaffiliated Underlying Fund to influence
the terms of any services or transactions between the Fund of Funds or
a Fund of Funds Affiliate and the Unaffiliated Underlying Fund or its
investment adviser(s), sponsor, promoter, principal underwriter and any
person controlling, controlled by or under common control with any of
these entities (each, an ``Unaffiliated Fund Affiliate''). Condition 5
precludes a Fund of Funds and Fund of Funds Affiliate (except to the
extent it is acting in its capacity as an investment adviser to an
Unaffiliated Fund or sponsor to an Unaffiliated Trust) from causing an
Unaffiliated Underlying Fund to purchase a security in an offering of
securities during the existence of any underwriting or selling
syndicate of which a principal underwriter is an officer, director,
member of an advisory board, Adviser, Sub-Adviser, or employee of the
Fund of Funds, or a person of which any such officer, director, member
of an advisory board, Adviser, Sub-Adviser, or

employee is an affiliated person (each, an ``Underwriting Affiliate,''
except any person whose relationship to the Unaffiliated Underlying
Fund is covered by section 10(f) of the Act is not an Underwriting
Affiliate). An offering of securities during the existence of any
underwriting or selling syndicate of which a principal underwriter is
an Underwriting Affiliate is an ``Affiliated Underwriting.''
    6. As an additional assurance that an Unaffiliated Fund understands
the implications of an investment by a Fund of Funds under the
requested order, prior to a Fund of Funds' investment in an
Unaffiliated Fund in excess of the limit in section 12(d)(1)(A)(i),
condition 8 requires that the Fund of Funds and the Unaffiliated Fund
execute an agreement stating, without limitation, that their boards of
directors or trustees and their investment advisers understand the
terms and conditions of the order and agree to fulfill their
responsibilities under the order (``Participation Agreement'').
Applicants note that an Unaffiliated Underlying Fund (other than an ETF
whose shares are purchased by a Fund of Funds in the secondary market)
will retain the right to reject an investment by a Fund of Funds.\2\
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    \2\ An Unaffiliated Fund, including an ETF, would retain its
right to reject any initial investment by a Fund of Funds in excess
of the limit in section 12(d)(1)(A)(i) of the Act by declining to
execute the Participation Agreement.
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    7. Applicants do not believe that the proposed arrangement will
involve excessive layering of fees. With respect to investment advisory
fees, applicants state that, prior to approval of any investment
advisory contract under section 15 of the Act, the board of directors
or trustees of each Fund of Funds (``Board''), including a majority of
the directors or trustees who are not ``interested persons,'' as
defined in section 2(a)(19) of the Act (``Disinterested Trustees''),
will find that the investment advisory fees charged under the contract
are based on services provided that are in addition to, rather than
duplicative of, services provided pursuant to any Affiliated Underlying
Fund's or
    Unaffiliated Fund's advisory contract(s). Applicants further state
that each Fund of Funds Adviser 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 an
Unaffiliated Fund under rule 12b-1 under the Act) received by the Fund
of Funds Adviser or an affiliated person of the Fund of Funds Adviser
from an Unaffiliated Underlying Fund, other than any advisory fees paid
to the Fund of Funds Adviser or its affiliated person by an
Unaffiliated Fund, in connection with the investment by the Fund of
Funds in the Unaffiliated Underlying Fund.
    8. Applicants state that the proposed arrangement will not create
an overly complex fund structure. Applicants note that an Underlying
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), except to the
extent that such Underlying Fund: (a) Receives securities of another
investment company as a dividend or as a result of a plan of
reorganization of a company (other than a plan devised for the purpose
of evading section 12(d)(1) of the Act); or (b) acquires (or is deemed
to have acquired) securities of another investment company pursuant to
exemptive relief from the Commission permitting such Underlying Fund
to: (i) Acquire securities of one or more affiliated investment
companies for short-term cash management purposes, or (ii) engage in
interfund borrowing and lending transactions. Applicants also represent
that a Fund of Funds' prospectus and sales literature will contain
concise, ``plain English'' disclosure designed to inform investors of
the unique characteristics of the proposed Fund of Funds structure,
including, but not limited to, its expense structure and the additional
expenses of investing in Underlying Funds. Each Fund of Fund will
comply with the disclosure requirements concerning the cost of
investing in Underlying Funds as set forth in Investment Company Act
Release No. 27399.

B. Section 17(a)

    1. Section 17(a) of the Act generally prohibits sales or purchases
of securities between a registered investment company and any
affiliated person of the company. Section 2(a)(3) of the Act defines an
``affiliated person'' of another person to include (a) 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; (b) any person 5% or more of whose outstanding voting
securities are directly or indirectly owned, controlled, or held with
power to vote by the other person; and (c) any person directly or
indirectly controlling, controlled by, or under common control with the
other person.
    2. Applicants state that the Funds of Funds and the Affiliated
Underlying Funds might be deemed to be under common control of the
Adviser and therefore affiliated persons of one another. Applicants
also state that the Funds of Funds and the Underlying Funds might be
deemed to be affiliated persons of one another if a Fund of Funds
acquires 5% or more of an Underlying Fund's outstanding voting
securities. In light of these possible affiliations, section 17(a)
could prevent an Underlying Fund from selling shares to and redeeming
shares from a Fund of Funds.
    3. Section 17(b) of the Act authorizes the Commission to grant an
order permitting a transaction otherwise prohibited by section 17(a) if
it finds that (a) the terms of the proposed transaction are fair and
reasonable and do not involve overreaching on the part of any person
concerned; (b) the proposed transaction is consistent with the policies
of each registered investment company involved; and (c) the proposed
transaction is consistent with the general purposes of the Act. Section
6(c) of the Act permits the Commission to exempt any person, security
or transactions or any class or classes of persons, securities or
transactions, from any provision of the Act if 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.
    4. Applicants submit that the proposed structure satisfies the
standards for relief under sections 17(b) and 6(c) of the Act.\3\
Applicants state that the terms upon which an Underlying Fund will sell
its shares to or purchase its shares from a Fund of Funds will be based
on the net asset value of each Underlying Fund.\4\ Applicants state
that the proposed investment will be consistent with the policies of
each Fund of Funds and

Underlying Fund, and with the general purposes of the Act.
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    \3\ Applicants acknowledge that receipt of any 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 of
an Underlying Fund or (b) an affiliated person of an Underlying
Fund, or an affiliated person of such person, for the sale by the
Underlying Fund of its shares to a Fund of Funds is subject to
section 17(e) of the Act. The Participation Agreement also will
include this acknowledgement.
    \4\ Applicants note that a Fund of Funds generally would
purchase and sell shares of an Underlying Fund that operates as an
ETF through secondary market transactions at market prices rather
than through principal transactions with the Underlying Fund at net
asset value. Applicants would not rely on the requested relief from
section 17(a) for such secondary market transactions. A Fund of
Funds that owns more than 5% of the outstanding voting securities of
an ETF could seek to transact in ``Creation Units'' directly with
the ETF pursuant to the requested Section 17(a) relief.
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Applicants' Conditions

    Applicants agree that any order granting the requested relief shall
be subject to the following conditions:
    1. The members of the Group will not control (individually or in
the aggregate) an Unaffiliated Underlying Fund within the meaning of
section 2(a)(9) of the Act. The members of the Sub-Adviser Group will
not control (individually or in the aggregate) an Unaffiliated
Underlying 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 an
Unaffiliated Underlying Fund, the Group or the Sub-Adviser Group, each
in the aggregate, becomes a holder of more than 25% of the outstanding
voting securities of the Unaffiliated Underlying Fund, then the Group
or the Sub-Advisor Group (except for any member of the Group or the
Sub-Adviser Group that is a Separate Account) will vote its shares of
the Unaffiliated Underlying Fund in the same proportion as the vote of
all other holders of the Unaffiliated Underlying Fund's shares. This
condition will not apply to the Sub-Adviser Group with respect to an
Unaffiliated Underlying Fund for which the Sub-Adviser or a person
controlling, controlled by, or under common control with the Sub-
Adviser acts as the investment adviser within the meaning section
2(a)(20)(A) of the Act (in the case of an Unaffiliated Fund) or as the
sponsor (in the case of an Unaffiliated Trust).
    A Registered Separate Account will seek voting instructions from
its contract holders and will vote its shares of an Unaffiliated
Underlying Fund in accordance with the instructions received and will
vote those shares for which no instructions were received in the same
proportion as the shares for which instructions were received. An
Unregistered Separate Account will either: (i) vote its shares of the
Unaffiliated Underlying Fund in the same proportion as the vote of all
other holders of the Unaffiliated Underlying Fund's shares; or (ii)
seek voting instructions from its contract holders and vote its shares
in accordance with the instructions received and vote those shares for
which no instructions were received in the same proportion as the
shares for which instructions were received.
    2. No Fund of Funds or Fund of Funds Affiliate will cause any
existing or potential investment by the Fund of Funds in shares of an
Unaffiliated Underlying Fund to influence the terms of any services or
transactions between the Fund of Funds or a Fund of Funds Affiliate and
the Unaffiliated Underlying Fund or an Unaffiliated Fund Affiliate.
    3. The Board of each Fund of Funds, including a majority of the
Disinterested Trustees, will adopt procedures reasonably designed to
assure that the Adviser and any Fund of Fund Sub-Adviser are conducting
the investment program of the Fund of Funds without taking into account
any consideration received by the Fund of Funds or a Fund of Funds
Affiliate from an Unaffiliated Underlying Fund or an Unaffiliated Fund
Affiliate in connection with any services or transactions.
    4. Once an investment by a Fund of Funds in the securities of an
Unaffiliated Fund exceeds the limit of section 12(d)(1)(A)(i) of the
Act, the Board of the Unaffiliated Fund, including a majority of the
Disinterested Trustees, will determine that any consideration paid by
the Unaffiliated Fund to a Fund of Funds or a Fund of Funds Affiliate
in connection with any services or transactions: (a) Is fair and
reasonable in relation to the nature and quality of the services and
benefits received by the Unaffiliated Fund; (b) is within the range of
consideration that the Unaffiliated Fund would be required to pay to
another unaffiliated entity in connection with the same services or
transactions; and (c) does not involve overreaching on the part of any
person concerned. This condition does not apply with respect to any
services or transactions between an Unaffiliated Fund and its
investment adviser(s), or any person controlling, controlled by, or
under common control with such investment adviser(s).
    5. No Fund of Funds or Fund of Funds Affiliate (except to the
extent it is acting in its capacity as an investment adviser to an
Unaffiliated Fund or sponsor to an Unaffiliated Trust) will cause an
Unaffiliated Underlying Fund to purchase a security in an Affiliated
Underwriting.
    6. The Board of an Unaffiliated Fund, including a majority of the
Disinterested Trustees, will adopt procedures reasonably designed to
monitor any purchases of securities by the Unaffiliated Fund in an
Affiliated Underwriting, once an investment by a Fund of Funds in the
securities of the Unaffiliated 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 of the Unaffiliated Fund 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 shares of the Unaffiliated Fund. The
Board of the Unaffiliated Fund will consider, among other things: (a)
Whether the purchases were consistent with the investment objectives
and policies of the Unaffiliated 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 Unaffiliated Fund in Affiliated
Underwritings and the amount purchased directly from an Underwriting
Affiliate have changed significantly from prior years. The Board of the
Unaffiliated Fund will take any appropriate actions based on its
review, including, if appropriate, the institution of procedures
designed to assure that purchases of securities in Affiliated
Underwritings are in the best interests of shareholders.
    7. Each Unaffiliated 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 from an
Affiliated Underwriting occurred, the first two years in an easily
accessible place, a written record of each purchase of securities in an
Affiliated Underwriting once an investment by a Fund of Funds in the
securities of an Unaffiliated 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
determinations of the Board of the Unaffiliated Fund were made.
    8. Prior to its investment in shares of an Unaffiliated Fund in
excess of the limit in section 12(d)(1)(A)(i) of the Act, the Fund of
Funds and the Unaffiliated Fund will execute a Participation Agreement
stating, without limitation, that their boards of directors or trustees
and their investment advisers 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 an Unaffiliated Fund in
excess of the limit in section 12(d)(1)(A)(i), a Fund of Funds will
notify the Unaffiliated Fund

of the investment. At such time, the Fund of Funds will also transmit
to the Unaffiliated Fund a list of the names of each Fund of Funds
Affiliate and Underwriting Affiliate. The Fund of Funds will notify the
Unaffiliated Fund of any changes to the list as soon as reasonably
practicable after a change occurs. The Unaffiliated Fund and the Fund
of Funds will maintain and preserve a copy of the order, the
Participation 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 easily accessible place.
    9. Prior to approving any advisory contract under section 15 of the
Act, the Board of each Fund of Funds, including a majority of the
Disinterested Trustees, will find that the advisory fees charged under
the advisory contract are based on services provided that are in
addition to, rather than duplicative of, the services provided under
the advisory contract(s) of any Affiliated Underlying Fund or
Unaffiliated Funds in which the Fund of Funds may invest. This finding,
and the basis upon which the finding was made, will be recorded fully
in the minute books of the appropriate Fund of Funds.
    10. The Fund of Funds Advisers will waive fees otherwise payable to
it by a Fund of Funds in an amount at least equal to any compensation
(including fees received pursuant to any plan adopted by an
Unaffiliated Fund under rule 12b-1 under the Act) received by the Fund
of Funds Adviser, or an affiliated person of the Fund of Funds Adviser,
other than any advisory fees paid to the Fund of Funds Adviser or its
affiliated person by the Unaffiliated Fund, in connection with the
investment by the Fund of Funds in the Unaffiliated Underlying Fund.
Any Fund of Funds Sub-Adviser will waive fees otherwise payable to the
Fund of Funds Sub-Adviser, directly or indirectly, by the Fund of Funds
in an amount at least equal to any compensation received from an
Unaffiliated Underlying 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 an Unaffiliated Fund, in connection with the investment by
the Fund of Funds in the Unaffiliated 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 Fund of Funds.
    11. With respect to Registered Separate Accounts that invest in a
Fund of Funds, no sales load will be charged at the Fund of Funds level
or at the Underlying Fund level. Other sales charges and service fees,
as defined in rule 2830 of the Conduct Rules of the National
Association of Securities Dealers (``NASD''), if any, will only be
charged at the Fund of Funds level or at the Underlying Fund level, not
both. With respect to other investments in a Fund of Funds, any sales
charges and/or service fees charged with respect to shares of a Fund of
Funds will not exceed the limits applicable to funds set forth in rule
2830 of the NASD Conduct Rules.
    12. No Underlying Fund will acquire securities of any other
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 such Underlying Fund: (a) Receives
securities of another investment company as a dividend or as a result
of a plan of reorganization of a company (other than a plan devised for
the purpose of evading section 12(d)(1) of the Act); or (b) acquires
(or is deemed to have acquired) securities of another investment
company pursuant to exemptive relief from the Commission permitting
such Underlying Fund to: (i) Acquire securities of one or more
affiliated investment companies for short-term cash management
purposes, or (ii) engage in interfund borrowing and lending
transactions.

    For the Commission, by the Division of Investment Management,
pursuant to delegated authority.
Florence E. Harmon,
 Deputy Secretary.
 [FR Doc. E7-9270 Filed 5-14-07; 8:45 am]

BILLING CODE 8010-01-P


[Federal Register Volume 78, Number 230 (Friday, November 29, 2013)]
[Notices]
[Pages 71599-71601]
[FR Doc No: 2013-28718]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket No. CP14-18-000]

Transcontinental Gas Pipe Line Company, LLC; Notice of Intent To
Prepare an Environmental Assessment for the Proposed Woodbridge
Delivery Lateral Project and Request for Comments on Environmental
Issues

    The staff of the Federal Energy Regulatory Commission (FERC or
Commission) will prepare an environmental assessment (EA) that will
discuss the environmental impacts of the Woodbridge Delivery Lateral
Project involving construction and operation of facilities by
Transcontinental Gas Pipe Line Company, LLC (Transco) in Middlesex
County, New Jersey. The Commission will use this EA in its decision-
making process to determine whether the project is in the public
convenience and necessity.
    This notice announces the opening of the scoping process the
Commission will use to gather input from the public and interested
agencies on the project. Your input will help the Commission staff
determine what issues they need to evaluate in the EA. Please note that
the scoping period will close on December 23, 2013.
    This notice is being sent to the Commission's current environmental
mailing list for this project. State and local government
representatives should notify their constituents of this proposed
project and encourage them to comment on their areas of concern.
    If you are a landowner receiving this notice, a pipeline company
representative may contact you about the acquisition of an easement to
construct, operate, and maintain the proposed facilities. The company
would seek to negotiate a mutually acceptable agreement. However, if
the Commission approves the project, that approval conveys with it the
right of eminent domain. Therefore, if easement negotiations fail to
produce an agreement, the pipeline company could initiate condemnation
proceedings where compensation would be determined in accordance with
state law.
    Transco provided landowners with a fact sheet prepared by the FERC
entitled ``An Interstate Natural Gas Facility On My Land? What Do I
Need To Know?'' This fact sheet addresses a number of typically-asked
questions, including the use of eminent domain and how to participate
in the Commission's proceedings. It is also available for viewing on
the FERC Web site (www.ferc.gov).

Summary of the Proposed Project

    Transco proposes to construct and operate approximately 2.4 miles
of 20-inch-diameter natural gas lateral pipeline in Middlesex County,
New Jersey. In addition, a new meter station and other appurtenant
facilities are proposed at the terminus of the project. The Woodbridge
Delivery Lateral Project would provide 264,000 dekatherms per day of
natural gas per day to the Woodbridge Energy Center, a new gas fired
electric generating station.
    The general location of the project facilities is shown in appendix
1.\1\
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    \1\ The appendices referenced in this notice will not appear in
the Federal Register. Copies of appendices were sent to all those
receiving this notice in the mail and are available at www.ferc.gov
using the link called ``eLibrary'' or from the Commission's Public
Reference Room, 888 First Street NE., Washington, DC 20426, or call
(202) 502-8371. For instructions on connecting to eLibrary, refer to
the last page of this notice.

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Land Requirements for Construction

    Construction of the proposed facilities would disturb about 40
acres of land for the aboveground facilities and the pipeline.
Following construction, Transco would maintain about 9.4 acres for
permanent operation of the project's facilities; the remaining acreage
would be restored and revert to former uses.

The EA Process

    The National Environmental Policy Act (NEPA) requires the
Commission to take into account the environmental impacts that could
result from an action whenever it considers the issuance of a
Certificate of Public Convenience and Necessity. NEPA also requires us
\2\ to discover and address concerns the public may have about
proposals. This process is referred to as ``scoping.'' The main goal of
the scoping process is to focus the analysis in the EA on the important
environmental issues. By this notice, the Commission requests public
comments on the scope of the issues to address in the EA. We will
consider all filed comments during the preparation of the EA.
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    \2\ ``We,'' ``us,'' and ``our'' refer to the environmental staff
of the Commission's Office of Energy Projects.
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    In the EA we will discuss impacts that could occur as a result of
the construction and operation of the proposed project under these
general headings:
     geology and soils;
     land use;
     water resources, fisheries, and wetlands;
     cultural resources;
     vegetation and wildlife;
     air quality and noise;
     endangered and threatened species; and
     public safety.
    We will also evaluate reasonable alternatives to the proposed
project or portions of the project, and make recommendations on how to
lessen or avoid impacts on the various resource areas.
    The EA will present our independent analysis of the issues. The EA
will be available in the public record through eLibrary. Depending on
the comments received during the scoping process, we may also publish
and distribute the EA to the public for an allotted comment period. We
will consider all comments on the EA before making our recommendations
to the Commission. To ensure we have the opportunity to consider and
address your comments, please carefully follow the instructions in the
Public Participation section beginning on page 4.
    With this notice, we are asking agencies with jurisdiction by law
and/or special expertise with respect to the environmental issues of
this project to formally cooperate with us in the preparation of the
EA.\3\ Agencies that would like to request cooperating agency status
should follow the instructions for filing comments provided under the
Public Participation section of this notice.
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    \3\ The Council on Environmental Quality regulations addressing
cooperating agency responsibilities are at Title 40, Code of Federal
Regulations, Part 1501.6.
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Consultations Under Section 106 of the National Historic Preservation
Act

    In accordance with the Advisory Council on Historic Preservation's
implementing regulations for section 106 of the National Historic
Preservation Act, we are using this notice to initiate consultation
with the applicable State Historic Preservation Office (SHPO), and to
solicit their views and those of other government agencies, interested
Indian tribes, and the public on the project's potential effects on
historic properties.\4\ We will define the project-specific Area of
Potential Effects (APE) in consultation with the SHPO as the project
develops. On natural gas facility projects, the APE at a minimum
encompasses all areas subject to ground disturbance (examples include
construction right-of-way, contractor/pipe storage yards, compressor
stations, and access roads). Our EA for this project will document our
findings on the impacts on historic properties and summarize the status
of consultations under section 106.
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    \4\ The Advisory Council on Historic Preservation's regulations
are at Title 36, Code of Federal Regulations, Part 800. Those
regulations define historic properties as any prehistoric or
historic district, site, building, structure, or object included in
or eligible for inclusion in the National Register of Historic
Places.
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Public Participation

    You can make a difference by providing us with your specific
comments or concerns about the project. Your comments should focus on
the potential environmental effects, reasonable alternatives, and
measures to avoid or lessen environmental impacts. The more specific
your comments, the more useful they will be. To ensure that your
comments are timely and properly recorded, please send your comments so
that the Commission receives them in Washington, DC on or before
December 23, 2013.
    For your convenience, there are three methods which you can use to
submit your comments to the Commission. In all instances please
reference the project docket number (CP14-18-000) with your submission.
The Commission encourages electronic filing of comments and has expert
staff available to assist you at<PHONE_NUMBER> or<EMAIL_ADDRESS>    (1) You can file your comments electronically using the eComment
feature on the Commission's Web site (www.ferc.gov) under the link to
Documents and Filings. This is an easy method for interested persons to
submit brief, text-only comments on a project;
    (2) You can file your comments electronically using the eFiling
feature on the Commission's Web site (www.ferc.gov) under the link to
Documents and Filings. With eFiling, you can provide comments in a
variety of formats by attaching them as a file with your submission.
New eFiling users must first create an account by clicking on
``eRegister.'' You must select the type of filing you are making. If
you are filing a comment on a particular project, please select
``Comment on a Filing''; or
    (3) You can file a paper copy of your comments by mailing them to
the following address: Kimberly D. Bose, Secretary, Federal Energy
Regulatory Commission, 888 First Street NE., Room 1A, Washington, DC
20426.

Environmental Mailing List

    The environmental mailing list includes federal, state, and local
government representatives and agencies; elected officials; Native
American Tribes; other interested parties; and local libraries and
newspapers. This list also includes all affected landowners (as defined
in the Commission's regulations) who are potential right-of-way
grantors, whose property may be used temporarily for project purposes,
or who own homes within certain distances of aboveground facilities,
and anyone who submits comments on the project. We will update the
environmental mailing list as the analysis proceeds to ensure that we
send the information related to this environmental review to all
individuals, organizations, and government entities interested in and/
or potentially affected by the proposed project.
    If we publish and distribute the EA, copies will be sent to the
environmental mailing list for public review and comment. If you would
prefer to receive a paper copy of the document instead of the CD
version or would like to remove

your name from the mailing list, please return the attached Information
Request (appendix 2).

Becoming an Intervenor

    In addition to involvement in the EA scoping process, you may want
to become an ``intervenor'' which is an official party to the
Commission's proceeding. Intervenors play a more formal role in the
process and are able to file briefs, appear at hearings, and be heard
by the courts if they choose to appeal the Commission's final ruling.
An intervenor formally participates in the proceeding by filing a
request to intervene. Instructions for becoming an intervenor are in
the User's Guide under the ``e-filing'' link on the Commission's Web
site.

Additional Information

    Additional information about the project is available from the
Commission's Office of External Affairs, at (866) 208-FERC, or on the
FERC Web site at www.ferc.gov using the ``eLibrary'' link. Click on the
eLibrary link, click on ``General Search'' and enter the docket number,
excluding the last three digits in the Docket Number field (i.e., CP14-
18-000). Be sure you have selected an appropriate date range. For
assistance, please contact FERC Online Support at
<EMAIL_ADDRESS>or toll free at<PHONE_NUMBER>, or for TTY,
contact<PHONE_NUMBER>. The eLibrary link also provides access to the
texts of formal documents issued by the Commission, such as orders,
notices, and rulemakings.
    In addition, the Commission now offers a free service called
eSubscription which allows you to keep track of all formal issuances
and submittals in specific dockets. This can reduce the amount of time
you spend researching proceedings by automatically providing you with
notification of these filings, document summaries, and direct links to
the documents. Go to www.ferc.gov/esubscribenow.htm.
    Finally, public meetings or site visits will be posted on the
Commission's calendar located at www.ferc.gov/EventCalendar/EventsList.aspx along with other related information.

    Dated: November 22, 2013.
Kimberly D. Bose,
Secretary.
[FR Doc. 2013-28718 Filed 11-27-13; 8:45 am]
BILLING CODE 6717-01-P