[Federal Register: August 7, 2007 (Volume 72, Number 151)]
[Notices]
[Page 44190-44194]
[DOCID:fr07au07-99]

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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 27920; 812-12973]

Lehman Brothers Asset Management, LLC., et al.; Notice of
Application

August 1, 2007.
AGENCY: Securities and Exchange Commission (``Commission'').

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

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APPLICANTS: Lehman Brothers Asset Management LLC (``LBAM''), Neuberger
Berman Management, Inc. (``NBMI''), any other existing or future
investment adviser registered under the Investment Advisers Act of 1940
(the ``Advisers Act'') which controls, is controlled by, or is under
common control (as defined in section 2(a)(9) of the Act) with, LBH (as
defined below) (individually, a ``Future Adviser'' and collectively,
the ``Future Advisers''),\1\ Merrimac Master Portfolio (``Merrimac''),
Institutional Liquidity Trust (the ``Master Trust''), Lehman Brothers
Institutional Liquidity Funds (``LB Institutional Liquidity Funds''),
Lehman Brothers Institutional Liquidity Cash Management Funds (``LB
Institutional Cash Management Funds''), Lehman Brothers Reserve
Liquidity Funds (``LB Reserve Funds''), Neuberger Berman Institutional
Liquidity Series (``NB Liquidity Funds''), Lehman Brothers Income Funds
(``LB Income Funds''),\2\ any existing or future registered money
market funds that are advised or subadvised by an Adviser,\3\ Lehman
Brothers, Inc. (``LBI''), and Lehman Commercial Paper, Inc. (``LCP''),
(LBI and LCP collectively are referred to as the ``Dealer'' or ``Lehman
Brothers'').
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    \1\ LBAM, NBMI, and the Future Advisers are referred to
individually in this notice as an ``Adviser'' and collectively as
the ``Advisers.'' Any Adviser that currently intends to rely on the
requested order is named as an applicant in the application. Any
other Adviser that relies on the order in the future will comply
with the terms and conditions of the application.
    \2\ LB Income Funds offers six series that operate as money
market funds subject to rule 2a-7 under the Act: Neuberger Berman
Cash Reserves, Neuberger Berman Government Money Fund, Lehman
Brothers Municipal Money Fund, Lehman Brothers New York Municipal
Money Fund, Lehman Brothers National Municipal Money Fund, and
Lehman Brothers Tax-Free Money Fund (collectively, the ``LB Income
Money Market Series''). The Master Trust, LB Institutional Liquidity
Funds, LB Institutional Cash Management Funds, LB Reserve Funds, NB
Liquidity Funds, and the LB Income Money Market Series are
collectively referred to as the ``LB Money Market Funds.''
    \3\ All such investment companies and series, including Merrimac
and the LB Money Market Funds and their series, are referred to
individually in this notice as a ``Money Market Portfolio'' and
collectively as the ``Money Market Portfolios.'' The requested
relief will not extend to any investment company advised or sub-
advised by LBI (as defined below). Any Money Market Portfolios not
existing as of the date of the application are referred to in this
notice individually as a ``Future Money Market Portfolio'' and
collectively as the ``Future Money Market Portfolios.'' Any Money
Market Portfolio that currently intends to rely on the requested
order is named as an applicant in the application. Any other Money
Market Portfolio that relies on the order in the future will comply
with the terms and conditions of the application.

SUMMARY OF APPLICATION: Applicants request an order to permit the Money
Market Portfolios to engage in certain principal transactions with
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Lehman Brothers.

FILING DATES: The application was filed on May 12, 2003, and amended on
January 2, 2004, and February 12, 2007. Applicants have agreed to file
an amendment during the notice period, the substance of which is
reflected in this notice.

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 August 27, 2007, and should be accompanied by proof of service
on the 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 may request notification of a hearing by writing to
the Commission's Secretary.

ADDRESSES: Secretary, Securities and Exchange Commission, 100 F Street,
NE., Washington, DC 20549-1090. Applicants: LBAM, 190 South LaSalle
Street, Chicago, IL 60603; NBMI, the Master Trust, LB Institutional
Liquidity Funds, LB Institutional Cash Management Funds, LB Reserve
Funds, NB Liquidity Funds, and LB Income Funds, 605 Third Avenue, New
York, NY 10158-3698; Merrimac, 200 Clarendon Street, Boston, MA 02117;
LBI and LCP, 399 Park Avenue, New York, NY 10022.

FOR FURTHER INFORMATION CONTACT: Christine Y. Greenlees, Senior
Counsel, at<PHONE_NUMBER>, or Mary Kay Frech, Branch Chief, 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 from
the Commission's Public Reference Branch, 100 F Street, NE.,
Washington, DC 20549-0102 (tel.<PHONE_NUMBER>).

Applicants' Representations

    1. Merrimac, a New York common law trust, is an open-end management
investment company registered under the Act. The Master Trust, a
Delaware statutory trust, is an open-end management investment company
registered under the Act. LB Institutional Liquidity Funds, a Delaware
statutory trust, is an open-end management investment company
registered under the Act. LB Institutional Cash Management Funds and LB
Reserve Funds are both Delaware statutory trusts that are open-end
management investment companies registered under the Act. NB Liquidity
Funds and LB Income Funds are both Delaware statutory trusts that are
open-end management investment companies registered under the Act. Each
Money Market Portfolio invests all of its assets in various types of
taxable money market instruments and repurchase agreements
(collectively, ``Money Market Instruments'') and is subject to rule 2a-
7 under the Act.
    2. LBAM is a Delaware corporation and wholly-owned subsidiary of
Lehman Brothers Holdings Inc (``LBH''). NBMI is a New York corporation
and a wholly-owned subsidiary of Neuberger Berman, Inc. (``NBI''). LBAM
and NBMI are each registered as an investment adviser under the
Advisers Act. LB Money Market Funds have entered into investment
advisory agreements with NBMI under which NBMI will provide investment
advisory and management services. NBMI, in turn, has entered into sub-
investment advisory agreements with LBAM under which LBAM will provide
day to day investment management services to the LB Money Market Funds.
LBAM has also entered into a sub-investment advisory agreement with
Investors Bank and Trust Company (``IBT'') under which LBAM will
provide investment advisory and management services to Merrimac. NBMI
is the investment adviser and administrator to, and principal
underwriter of, the LB Money Market Funds.
    3. LBI is a wholly-owned subsidiary of LBH and is registered as a
broker-dealer under the Securities Exchange Act of 1934 (the ``1934
Act''). LBI, a primary dealer in U.S. Government securities, currently
is one of the largest dealers in commercial paper, repurchase
agreements and other Money Market Instruments in the United States. LCP
is a Delaware corporation and wholly-

owned subsidiary of LBI. LCP trades exempt securities, as defined in
section 3(a)(12) of the 1934 Act, and other instruments, including
Money Market Instruments, and is a certified dealer in the State of
Utah.
    4. Applicants state that the Dealer and each of the Advisers are
functionally independent of each other and operate as completely
separate entities. Specifically, the Dealer and the Advisers: Are
separately capitalized, maintain their own books and records and,
except as described in the application with respect to certain dual
officers, have separate employees. Additionally, each of the Advisers
and the Dealer operate on different sides of appropriate information
barriers with respect to portfolio management activities and investment
banking activities.
    5. Investment management decisions for the Money Market Portfolios
are determined solely by the Advisers. The portfolio managers and other
employees that are responsible for portfolio management for registered
investment companies function exclusively on behalf of one or more of
the Advisers, and not the Dealer. The compensation of persons assigned
to the Advisers does not depend on the volume or nature of trades
effected by the Advisers with the Dealer, except to the extent that
such trades may affect general firmwide compensation of LBH and its
subsidiaries as a whole.
    6. The portfolio securities in which the Money Market Portfolios
invest that are the subject of the application are Money Market
Instruments. Practically all trading in Money Market Instruments takes
place in over-the-counter markets consisting of groups of dealers who
are primarily major securities firms or large commercial banks. Money
Market Instruments generally are traded in lots of $1,000,000 or more
on a net basis and normally do not involve payment of either brokerage
commissions or transfer taxes. The costs of portfolio transactions to
the Money Market Portfolios consist primarily of dealer or underwriter
spreads. Spreads vary somewhat among Money Market Instruments, but
generally spread levels for short-term investment grade products are in
the range of 1 to 5 basis points (.01% to .05%). In the Money Market
Portfolios' experience, there is not a great deal of variation in the
spreads on Money Market Instruments quoted by the various dealers,
except perhaps during turbulent market conditions.
    7. The money market consists of an elaborate telephonic and
electronic communications network among dealer firms, principal issuers
of Money Market Instruments and principal institutional buyers of such
instruments. Because the money market is a dealer market, there is not
a single obtainable price for a given instrument that generally
prevails at any given time. A dealer acts either as ``agent'' on behalf
of issuer clients or as ``principal'' for its own account. In either
capacity, a dealer posts rates throughout its internal and external
distribution networks that are intended to reflect ``market clearing
price levels,'' as determined by the dealer. Only customers of the
dealer seeking to purchase Money Market Instruments have access to
these postings.
    8. Because of the variety of types of Money Market Instruments and
other factors, the money market tends to be segmented. The markets for
the various types of instruments will vary in terms of price,
volatility, liquidity and availability. Although the rates for the
different types of instruments tend to fluctuate closely together,
there may be significant differences in yield among the various types
of instruments, even within a particular instrument category, depending
upon the maturity of the instrument and the credit quality of the
issuer. Moreover, from time to time, segmenting exists within Money
Market Instruments with the same maturity date and rating. The
segmenting is based on such factors as whether the issuer is an
industrial or financial company, whether the issuer is domestic or
foreign and whether the securities are asset-backed or unsecured.
Because dealers tend to specialize in certain types of Money Market
Instruments, the particular needs of a potential buyer or seller with
respect to a certain type of security, maturity or credit quality may
limit the number of dealers who can provide optimum pricing and
execution. Hence, with respect to any given type of instrument, there
may be only a few dealers who can be expected to have the instrument
available and be in a position to quote an acceptable price.
    9. Lehman Brothers is one of the world's largest dealers in Money
Market Instruments, ranking among the top firms in each of the major
markets and product areas. As of December 2006, Lehman Brothers had
become the third largest dealer in terms of the number of U.S.
commercial paper programs. LBI is an active participant in the public
auction market for U.S. Treasuries, being one of only 22 primary
dealers. LBI also has been an active participant in the market for
government agency securities. LBI also is one of the leading
participants in the medium-term note (``MTNs'') market. MTNs are
offered continuously in public or private offerings, with maturities
beginning at nine months. Because commercial paper is not issued for a
maturity of longer than nine months and bankers acceptances are not
issued for a maturity of longer than six months, there are fewer longer
term investment alternatives than shorter term investment alternatives
for the Money Market Portfolios. Thus, MTNs represent a significant
portion of the longer-term money market investment alternatives. In
2006, Lehman Brothers ranked as the fifth largest manager or co-manager
of the MTN/BKNT/DPNT/CD market in terms of proceeds ($36.4 billion) and
market share (8.7%). Applicants further believe that LBI plays a
relatively significant role in the repurchase agreement market. As of
September 27, 2006, LBI had outstanding repurchase agreements of
approximately $379 billion, which represented approximately 11% of the
overall market. LBI also is one of the leading dealers in asset-backed
floating rate notes. According to information published by Thompson
Financial, as of December 31, 2006, LBI ranked eighth among the leading
dealers for the year in the asset-backed floating rate notes market.
    10. Applicants state that because of substantial consolidation in
the money market industry, there are fewer major dealers who are active
in the market than was the case only a few years ago. In light of this
consolidation, applicants believe that it has become very important for
investors to have access to as many dealers who are actively engaged in
the money market as possible. Applicants state that there are far fewer
sources of information available to investors. Applicants also contend
that the decline in the number of active money market dealers has
affected the competition in the pricing of investment opportunities.
    11. Subject to the general supervision of the respective boards of
directors or trustees for each Money Market Portfolio (each a
``Board''), the Advisers are responsible for making investment
decisions and for the placement of portfolio transactions. The Money
Market Portfolios have no obligation to deal with any dealer or group
of dealers in the execution of their portfolio transactions. When
placing orders, an Adviser has an obligation to obtain the best net
price and the most favorable execution of its orders. In doing so, it
takes into account such factors as price, the size, type and difficulty
of the transaction involved and the dealer's general execution and
operational facilities.

Applicants' Legal Analysis

    1. Applicants request an order pursuant to sections 6(c) and 17(b)
of the Act exempting certain transactions from the provisions of
section 17(a) of the Act to permit the Dealer, acting as principal, to
sell to or purchase from the Money Market Portfolios certain Money
Market Instruments, subject to the conditions set forth below.
    2. Section 17(a) of the Act generally prohibits an affiliated
person or principal underwriter of a registered investment company, or
any affiliated person of that person, acting as principal, from selling
to or purchasing from the registered company, or any company controlled
by the registered company, any security or other property. Because each
Adviser is an affiliated person of the Money Market Portfolios it
advises and the Dealer and each of the Advisers are under common
control, the Money Market Portfolios are currently prohibited from
conducting portfolio transactions with the Dealer in transactions in
which the Dealer acts as principal.
    3. Section 17(b) of the Act provides that the Commission, upon
application, may exempt a transaction from the provisions of section
17(a) if evidence establishes that the terms of the proposed
transaction, including the consideration to be paid, are reasonable and
fair, and do not involve overreaching on the part of any person
concerned, and that the proposed transaction is consistent with the
policy of the registered investment company concerned and with the
general purposes of the Act. Section 6(c) of the Act provides that the
Commission may conditionally or unconditionally exempt any person,
security, or transaction, or any class or classes of persons,
securities, or transactions, from any provision or provisions of the
Act or of any rule or regulation thereunder, 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.
    4. Applicants contend that the rationale for the proposed order is
based upon the decreased liquidity in the money market, the important
role played in the money market by the Dealer and the special
requirements of the Money Market Portfolios with respect to their
portfolio transactions. In particular applicants note the following:
    (a) The Money Market Portfolios have a strong need for a constant
flow of large quantities of high quality Money Market Instruments. The
applicants believe that access to such significant dealers as the
Dealer in these markets increases the Money Market Portfolios'
abilities to manage their portfolios effectively.
    (b) The fact that the Money Market Portfolios regularly invest in
securities with short maturities and repurchase agreements, combined
with the active portfolio management techniques employed by the
Advisers, often results in high portfolio activity and the need to make
numerous purchases and sales of securities and instruments. Such high
portfolio activity makes the need to obtain suitable portfolio
securities and best price and execution especially compelling.
    (c) The Dealer is such an important participant in the money
market, including the market for repurchase agreements, that being
unable to deal directly with it may, upon occasion, deprive the Money
Market Portfolios of obtaining best price and execution.
    (d) The money market, including the market for repurchase
agreements, is highly competitive, and removing a competitive factor as
important as the Dealer from the universe of dealers with which the
Money Market Portfolios may conduct principal transactions may
indirectly deprive the Money Market Portfolios of obtaining best price
and execution even when the Money Market Portfolios trade with other
dealers.
    5. Applicants believe that the requested order will provide the
Money Market Portfolios with broader and more complete access to the
money market, which is necessary to carry out the policies and
objectives of each of the Money Market Portfolios in obtaining the best
price, execution and quality in all portfolio transactions, and will
provide the Money Market Portfolios with important new information
sources in the money market, to the direct benefit of the shareholders
in the Money Market Portfolios. Applicants believe that the
transactions contemplated by the application are identical to those in
which they currently are engaged except for the proposed participation
of the Dealer, and that such transactions are consistent with the
policies of the Money Market Portfolios as recited in their
registration statements and reports filed under the Act.
    6. Applicants believe that the procedures set forth with respect to
transactions with the Dealer will be structured in such a way as to
insure that the transactions will be, in all instances, reasonable and
fair, and will not involve overreaching on the part of any person
concerned, and that the requested exemption is 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.

Applicants' Conditions

    The applicants agree that the order granting the requested relief
will be subject to the following conditions:
    1. Transactions Subject to the Exemption--The exemption shall be
applicable to principal transactions in the secondary market and
primary or secondary fixed price dealer offerings not made pursuant to
underwriting syndicates. The principal transactions which may be
conducted pursuant to the exemption will be limited to transactions in
Eligible Securities.\4\ As the Money Market Portfolios are subject to
rule 2a-7, such Eligible Securities must meet the portfolio maturity
and quality requirements of paragraphs (c)(2) and (c)(3) of rule 2a-7.
Additionally,
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    \4\ Italicized terms are defined as set forth in paragraph (a)
of rule 2a-7, unless otherwise indicated.
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    (a) No Money Market Portfolio shall make portfolio purchases
pursuant to the exemption that would result directly or indirectly in
the Money Market Portfolio investing pursuant to the exemption more
than 2% of its Total Assets in securities which, when acquired by the
Money Market Portfolio (either initially or upon any subsequent roll
over) were Second Tier Securities; provided that any Money Market
Portfolio may make portfolio sales of Second Tier Securities pursuant
to the exemption without regard to this limitation.
    (b) The exemption shall not apply to an Unrated Security other than
a Government Security.
    (c) The exemption shall not apply to any security, other than a
repurchase agreement, issued by LBH or any affiliated person thereof,
or to any security subject to a Demand Feature or Guarantee issued by
LBH or any affiliated person thereof.
    2. Repurchase Agreement Requirements--The Money Market Portfolios
may engage in repurchase agreements with LBI or LCP only if it has: (a)
Net capital, as defined in rule 15c3-1 under the 1934 Act, of at least
$100 million and (b) a record (including the record of predecessors) of
at least five years continuous operations as a dealer during which time
it engaged in repurchase agreements relating to the kind of security
subject to the repurchase agreement. LBI or LCP, as applicable, shall
furnish the Advisers with financial statements for its most recent
fiscal year and the most recent semi-annual financial statements made

available to its customers. The Advisers shall determine that LBI or
LCP, as applicable, complies with the above requirements and with other
repurchase agreement guidelines adopted by the Boards. Each repurchase
agreement will be Collateralized Fully.
    3. Volume Limitations on Transactions--Transactions other than
repurchase agreements conducted pursuant to the exemption shall be
limited to no more than 25% of (a) The direct or indirect purchases or
sales, as the case may be, by each Money Market Portfolio of Eligible
Securities other than repurchase agreements; and (b) the purchases or
sales, as the case may be, by the Dealer of Eligible Securities other
than repurchase agreements. Transactions comprising repurchase
agreements conducted pursuant to the exemption shall be limited to no
more than 10% of (a) the repurchase agreements directly or indirectly
entered into by the relevant Money Market Portfolio and (b) the
repurchase agreements transacted by the Dealer. These calculations
shall be measured on an annual basis (the fiscal year of each Money
Market Portfolio and of the Dealer) and shall be computed with respect
to the dollar volume thereof.
    4. Information Required to Document Compliance with Price Tests--
Before any transaction may be conducted pursuant to the exemption, the
relevant Money Market Portfolio or the Advisers must obtain such
information as they deem necessary to determine that the price test (as
defined in condition (5) below) applicable to such transaction has been
satisfied. In the case of purchase or sale transactions, the Money
Market Portfolios or the Advisers must make and document a good faith
determination with respect to compliance with the price test based upon
current price information obtained through the contemporaneous
solicitation of bona fide offers in connection with the type of
security involved (the same instrument type, credit rating, maturity
and segment, if any, but not necessarily the identical security or
issuer). With respect to prospective purchases of securities, these
dealers must be those who have in their inventories or otherwise have
access to Money Market Instruments of the categories and the types
desired and who are in a position to quote favorable prices with
respect thereto. With respect to the prospective disposition of
securities, these dealers must be those who, in the experience of the
Money Market Portfolios and the Advisers, are in a position to quote
favorable prices. Before any repurchase agreements are entered into
pursuant to the exemption, the Money Market Portfolios or the Advisers
must obtain and document competitive quotations from at least two other
dealers with respect to repurchase agreements comparable to the type of
repurchase agreement involved, except that if quotations are
unavailable from two such dealers only one other competitive quotation
is required.
    5. Price Tests--In the case of purchase and sale transactions, a
determination will be required in each instance, based upon the
information available to the Money Market Portfolios and the Advisers,
that the price available from the Dealer is at least as favorable as
that available from other sources. In the case of ``swaps'' involving
trades of one security for another, the price test will be based upon
the transaction viewed as a whole, and not upon the two components
thereof individually. With respect to transactions involving repurchase
agreements, a determination will be required in each instance, based on
the information available to the Money Market Portfolios and the
Advisers, that the income to be earned from the repurchase agreement is
at least equal to that available from other sources.
    6. Permissible Spread--The Dealer's spreads in regard to any
transaction between the Dealer and a Money Market Portfolio will be no
greater than its customary dealer spreads which will in turn be
consistent with the average or standard spread charged by dealers in
money market securities for the type of security and the size of
transaction involved.
    7. Parties Must Be Factually Independent--The Advisers, on the one
hand, and the Dealer, on the other, will operate on different sides of
appropriate walls of separation with respect to the Money Market
Portfolios and Eligible Securities. The walls of separation will
include all of the following characteristics, and such others as may
from time to time be considered reasonable by the Dealer and the
Advisers to facilitate the factual independence of the Advisers from
the Dealer.
    (a) Each of the Advisers will maintain offices physically separate
from those of the Dealer.
    (b) The compensation of persons assigned to any of the Advisers
(i.e., executive, administrative or investment personnel) will not
depend on the volume or nature of trades effected by the Advisers for
the Money Market Portfolios with the Dealer under this exemption,
except to the extent that such trades may affect the profits and losses
of LBH and its subsidiaries as a whole.
    (c) The Dealer will not share any of its respective profits or
losses on such transactions with any of the Advisers, except to the
extent that such profits and losses affect the general firmwide
compensation of LBH and its subsidiaries as a whole.
    (d) Personnel assigned to the Advisers' investment advisory
operations on behalf of the Money Market Portfolios will be exclusively
devoted to the business and affairs of one or more of the Advisers.
    (e) Personnel assigned to the Dealer will not participate in the
decision-making process for the Advisers or otherwise seek to influence
the Advisers other than in the normal course of sales and dealer
activities of the same nature as are simultaneously being carried out
with respect to nonaffiliated institutional clients. Each Adviser, on
the one hand, and the Dealer, on the other, may nonetheless maintain
affiliations other than with respect to the Money Market Portfolios,
and in addition with respect to the Money Market Portfolios as follows:
    (i) Adviser personnel may rely on research, including credit
analysis and reports prepared internally by various subsidiaries and
divisions of the Dealer.
    (ii) Certain senior executives of LBH with responsibility for
overseeing operations of various divisions, subsidiaries and affiliates
of LBH are not precluded from exercising those functions over the
Advisers because they oversee the Dealer as well, provided that such
persons shall not have any involvement with respect to proposed
transactions pursuant to the exemption and will not in any way attempt
to influence or control the placing by the Money Market Portfolios or
the Advisers of orders in respect of Eligible Securities with the
Dealer.
    8. Record-Keeping Requirements--The Money Market Portfolios and the
Advisers will maintain such records with respect to those transactions
conducted pursuant to the exemption as may be necessary to confirm
compliance with the conditions to the requested relief. In this regard:
    (a) Each Money Market Portfolio shall maintain an itemized daily
record of all purchases and sales of securities pursuant to the
exemption showing for each transaction: The name and quantity of
securities; the unit purchase or sale price; the time and date of the
transaction; and whether the security was a First Tier Security or a
Second Tier Security. The records also shall, for each transaction,
document two quotations received from other dealers for comparable
securities, including: The names of the dealers; the names of

the securities; the prices quoted; the times and dates the quotations
were received; and whether such securities were First Tier Securities
or Second Tier Securities.
    (b) Each Money Market Portfolio shall maintain a ledger or other
record showing, on a daily basis, the percentage of the Money Market
Portfolio's Total Assets represented by Second Tier Securities acquired
from the Dealer.
    (c) Each Money Market Portfolio will maintain records sufficient to
verify compliance with the volume limitations contained in condition 3,
above. The Dealer will provide the Money Market Portfolios with all
records and information necessary to implement this requirement.
    (d) Each Money Market Portfolio will maintain records sufficient to
verify compliance with the repurchase agreement requirements contained
in condition 2, above.
    The records required by this condition 8 will be maintained and
preserved in the same manner as records required under rule 31a-
1(b)(1).
    9. Guidelines--Each of the compliance departments of the Advisers
and of the Dealers (the ``Compliance Departments'') will prepare and,
as necessary, update guidelines for personnel of the Advisers and the
Dealer, as the case may be, to make certain that transactions conducted
pursuant to the exemption comply with the conditions of the exemption,
and that the parties generally maintain arm's-length relationships. In
training personnel of the Dealer, particular emphasis will be given to
the fact that the Money Market Portfolios are to receive rates as
favorable as other institutional purchasers buying the same quantities.
The Compliance Departments will periodically monitor the activities of
the Advisers and Dealer to make certain that the conditions set forth
in the exemption are adhered to.
    10. Audit Committee Review--The audit committees of the respective
Boards of each of the Money Market Portfolios (each an ``Audit
Committee''), comprised of trustees or directors who are not
``interested persons'' as defined in section 2(a)(19) of the Act
(``Independent Trustees''), will prepare, periodically review and
update the guidelines for the Advisers and the Dealer to ensure that
transactions conducted pursuant to the exemption comply with the
conditions set forth therein and that the above procedures are followed
in all respects. The respective Audit Committees will periodically
monitor the activities of the Money Market Portfolios, the Advisers,
and the Dealer in this regard to ensure that these matters are being
accomplished.
    11. Scope of Exemption--Applicants expressly acknowledge that any
order issued on the application would grant relief from section 17(a)
of the Act only, and would not grant relief from any other section of,
or rule under, the Act including, without limitation, rule 2a-7. Any
order issued on the application will not extend to any investment
company advised or sub-advised by LBI.
    12. Board Review--The respective Boards, including a majority of
the Independent Trustees, have approved the Money Market Portfolio's
participation in transactions conducted pursuant to the exemption and
have determined that such participation by the Money Market Portfolios
is in the best interests of the Money Market Portfolios and their
investors. The minutes of the meetings of the Boards at which this
approval was given reflect in detail the reasons for the Boards'
determinations. The Boards will review no less frequently than annually
the Money Market Portfolios' participation in transactions conducted
pursuant to the exemption during the prior year and determine whether
the Money Market Portfolios' participation in such transactions
continues to be in the best interests of the Money Market Portfolios
and their investors. Such review will include (but not be limited to)
(a) A comparison of the volume of transactions in each type of security
conducted pursuant to the exemption to the market presence of the
Dealer in the market for that type of security, and (b) a determination
that the Money Market Portfolios are maintaining appropriate trading
relationships with other sources for each type of security to ensure
that there are appropriate sources for the quotations required by
condition 4 above. The minutes of the meetings of the Boards at which
such determinations are made will reflect in detail the reasons for the
Boards' determinations.

    For the Commission, by the Division of Investment Management,
under delegated authority.
Nancy M. Morris,
Secretary.
[FR Doc. E7-15309 Filed 8-6-07; 8:45 am]

BILLING CODE 8010-01-P


[Federal Register Volume 78, Number 172 (Thursday, September 5, 2013)]
[Notices]
[Pages 54643-54644]
[FR Doc No: 2013-21637]

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ENVIRONMENTAL PROTECTION AGENCY

[EPA-HQ-OW-2002-0011; FRL-9900-75-OW]

Proposed Information Collection Request; Comment Request;
Laboratory Quality Assurance Evaluation Program for Analysis of
Cryptosporidium Under the Safe Drinking Water Act (Renewal)

AGENCY: Environmental Protection Agency (EPA).

ACTION: Notice.

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SUMMARY: The Environmental Protection Agency is planning to submit an
information collection request (ICR), ``Laboratory Quality Assurance
Evaluation Program for Analysis of Cryptosporidium Under the Safe
Drinking Water Act'' (EPA ICR No. 2067.05, OMB Control No. 2040-0246)
to the Office of Management and Budget (OMB) for review and approval in
accordance with the Paperwork Reduction Act (44 U.S.C. 3501 et seq.).
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
January 31, 2014. 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 November 4, 2013.

ADDRESSES: Submit your comments, referencing Docket ID No. EPA-HQ-OW-
2002-0011, online using www.regulations.gov (our preferred method), by
email to<EMAIL_ADDRESS>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: Carrie Miller, Technical Support
Center (TSC), Office of Ground Water and Drinking Water, (MS-140),
Environmental Protection Agency, 26 West Martin Luther King Drive,
Cincinnati, Ohio 45268; telephone number:<PHONE_NUMBER>; fax number:

513-569-7191; email address<EMAIL_ADDRESS>
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, EPA 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 Paperwork Reduction Act,
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: Under the Long Term 2 Enhanced Surface Water Treatment
Rule (LT2ESWTR), EPA requires public water systems to use approved
laboratories when conducting Cryptosporidium monitoring. 40 CFR
141.705(a) provides for approval of Cryptosporidium laboratories by
``an equivalent'' State laboratory certification program (i.e.,
equivalent to EPA's Laboratory Quality Assurance Evaluation Program).
In the preamble to the LT2ESWTR, as well as several other notices, EPA
has described the criteria for approval of laboratories to analyze
Cryptosporidium samples under the LT2ESWTR. See 74 FR 8529 (February
25, 2009), 71 FR 727 (January 5, 2006) and 67 FR 9731 (March 4, 2002).
    Through today's notice, EPA is inviting comment on refinements to
the information collected to support EPA's Lab QA Program. The
procedures for Methods 1622, 1623, and 1623.1 (a revision of Method
1623) have been updated to reflect that the minimum recovery for
Cryptosporidium in ongoing precision and recovery (OPR) samples is now
33 percent. This minimum recovery is based on an updated data set and
should provide a better assessment of laboratory performance than the
previous value for the following reasons: (1) The data set is more
recent; and (2) the sample size is more than twice as large as the 2009
sample size used to establish the previous value.
    State responsibilities for Cryptosporidium laboratory approval and
oversight will be comparable to their certification responsibilities
for the chemistry and microbiology laboratories that they oversee in
their current programs (e.g., initial evaluation of laboratory
capability; ongoing assessment of the laboratory--including an
assessment of Proficiency Test results; and on-site audits at least
triennially). Whereas 40 CFR 142.10(b) generally requires the
establishment and maintenance of a laboratory ``certification'' program
for all regulated analytes, State approval programs for Cryptosporidium
laboratories are optional based on the structure of the LT2ESWTR (40
CFR 141.705(a)).
    If a laboratory is located in a State that does not operate a
Cryptosporidium laboratory certification/accreditation program, that
laboratory can still support LT2ESWTR monitoring if the laboratory has
been approved by another State's laboratory certification/accreditation
program that: (1) Has demonstrated substantial conformity to procedures
described in Chapter 7 of ``Supplement 2 to the Fifth Edition of the
Manual for the Certification of Laboratories Analyzing Drinking Water''
http://water.epa.gov/scitech/drinkingwater/labcert/index.cfm#two and
(2) uses auditors that have passed the Technical Support Center's (TSC)
Cryptosporidium Laboratory Certification Officers Training Course. PWSs
should be aware that their States may establish requirements that are
more stringent than EPA's regulations; State requirements would take
precedence.
    Consistent with the longstanding laboratory certification program
approach, TSC will: (1) Train State/Regional Certification Officers
(CO) responsible for auditing Cryptosporidium laboratories; (2) provide
written guidance to State/Regional COs; (3) provide day-to-day
technical support to States, Regions, and laboratories; (4) review/
assist the Regional programs that oversee State certification/
accreditation programs; and (5) maintain a list of links to State Web
sites naming certified laboratories and/or a list of certified
laboratories on EPA's Web site.
    Further information is provided at http://water.epa.gov/lawsregs/rulesregs/sdwa/lt2/lab_home.cfm.
    Form Numbers: None.
    Respondents/affected entities: Interested States and Laboratories.
    Respondent's obligation to respond: Voluntary.
    Estimated number of respondents: 45 labs and 20 States/Territories.
    Frequency of response: Annual.
    Total estimated burden: 5,472 hours (per year). Burden is defined
at 5 CFR 1320.3(b).
    Total estimated cost: $803,774.79 (per year), includes $295,056.67
annualized capital or operation & maintenance (O&M) costs.
    Changes in Estimates: There is an increase of 629 hours in the
total estimated respondent burden compared with the ICR currently
approved by OMB. Changes in burden have occurred due to inflation, re-
evaluation of hours for tasks, re-evaluation of O&M costs, improved
demonstration of capability, and integration of laboratory oversight
into existing State certification programs (State oversight of
laboratories was not addressed in the currently approved burden
estimate). The increase in the respondent universe has increased the
overall burden costs for the respondents. As the States implement their
certification programs, future estimates will be adjusted.

    Dated: August 29, 2013.
Ann Codrington,
Acting Director, Office of Ground Water and Drinking Water.
[FR Doc. 2013-21637 Filed 9-4-13; 8:45 am]
BILLING CODE 6560-50-P


[Federal Register: March 5, 2010 (Volume 75, Number 43)]
[Notices]
[Page 10243-10244]
[DOCID:fr05mr10-51]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket No. EL09-40-001]

Southwest Power Pool, Inc.; Notice of Filing

February 25, 2010.
    Take notice that on February 22, 2010, Southwest Power Pool, Inc.
filed a revision to its Open Access Transmission Tariff to conform the
matching requirement in its Tariff provisions allowing incumbent
transmission customers to renew, or ``rollover,'' Their contracts for
transmission service to the matching requirement of the Commission's
pro forma OATT, to be effective January 21, 2010, in compliance with
the Commission's January 21, 2010 order, Sw. Power Pool, Inc., 130 FERC
] 61,049 (2010) (January 21 Order).
    Any person desiring to intervene or to protest this filing must
file in

accordance with Rules 211 and 214 of the Commission's Rules of Practice
and Procedure (18 CFR 385.211, 385.214). Protests will be considered by
the Commission in determining the appropriate action to be taken, but
will not serve to make protestants parties to the proceeding. Any
person wishing to become a party must file a notice of intervention or
motion to intervene, as appropriate. Such notices, motions, or protests
must be filed on or before the comment date. Anyone filing a motion to
intervene or protest must serve a copy of that document on the
Applicant and all the parties in this proceeding.
    The Commission encourages electronic submission of protests and
interventions in lieu of paper using the ``eFiling'' link at http://
www.ferc.gov. Persons unable to file electronically should submit an
original and 14 copies of the protest or intervention to the Federal
Energy Regulatory Commission, 888 First Street, NE., Washington, DC
20426.
    This filing is accessible on-line at http://www.ferc.gov, using the
``eLibrary'' link and is available for review in the Commission's
Public Reference Room in Washington, DC. There is an ``eSubscription''
link on the Web site that enables subscribers to receive e-mail
notification when a document is added to a subscribed docket(s). For
assistance with any FERC Online service, please e-mail
<EMAIL_ADDRESS>or call<PHONE_NUMBER> (toll free). For
TTY, call<PHONE_NUMBER>.
    Comment Date: 5 p.m. Eastern Time on March 15, 2010.

Kimberly D. Bose,
Secretary.
[FR Doc. 2010-4608 Filed 3-4-10; 8:45 am]
BILLING CODE 6717-01-P