[Federal Register Volume 62, Number 126 (Tuesday, July 1, 1997)]
[Rules and Regulations]
[Pages 35338-35342]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 97-17104]


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SECURITIES AND EXCHANGE COMMISSION

17 CFR Parts 239, 240, 249 and 269

[Release No. 33-7424; 34-38771; 35-26733; 39-2354; IC-22727]


Amendments to Forms and Schedules to Remove Voluntary Provision 
of Social Security Numbers

AGENCY: Securities and Exchange Commission.

ACTION: Final rules.

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SUMMARY: The Securities and Exchange Commission is adopting revisions 
to forms and schedules filed under the Securities Act of 1933, the 
Securities Exchange Act of 1934, related provisions of the Investment 
Company Act of 1940 and the Public Utility Holding Company Act of 1935, 
and the Trust Indenture Act of 1939, to eliminate the portion of those 
forms that requests filers who are natural persons to furnish their 
Social Security numbers.

EFFECTIVE DATE: The rule revisions are effective July 1, 1997.

FOR FURTHER INFORMATION CONTACT: Marija Willen, Regulatory Counsel, 
Division of Corporation Finance, (202) 942-1805; Richard C. Strasser, 
Special Counsel, Division of Market Regulation, (202) 942-0073, U.S. 
Securities and Exchange Commission, Washington, DC 20549.

SUPPLEMENTARY INFORMATION: The U.S. Securities and Exchange Commission 
(the ``Commission'') is adopting amendments to the following forms and 
schedules under the Securities Act of 1933 (the ``Securities 
Act''),1 the Securities Exchange Act of 1934 (the ``Exchange 
Act''),2 and the Trust Indenture Act of 1939 (the ``Trust 
Indenture Act''): 3 Form 144; 4 Schedule 13D; 
5 Schedule 13G; 6 Schedule 14D-1; 7 
Form 3; 8 Form 4; 9 Form 5; 10 Form 
MSD; 11 Form TA-1; 12 and Form T-2.13
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    \1\ 15 U.S.C. 77a et seq.
    \2\ 15 U.S.C. 78a et seq.
    \3\ 15 U.S.C. 77aaa-77bbb.
    \4\ 17 CFR 239.144.
    \5\ 17 CFR 240.13d-101.
    \6\ 17 CFR 240.13d-102.
    \7\ 17 CFR 240.14d-100.
    \8\ 17 CFR 249.103.
    \9\ 17 CFR 249.104.
    \10\ 17 CFR 249.105.
    \11\ 17 CFR 249.1100.
    \12\ 17 CFR 249b.100.
    \13\ 17 CFR 269.2.
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I. Discussion

    Commission rules and regulations require the filing and public 
disclosure of information by natural persons as well as corporate and 
other entities. The Commission is amending forms that request 
individual filers to disclose their Social Security numbers. These 
forms will no longer include any reference to Social Security numbers, 
and as appropriate, the forms will be revised to delete the portion of 
the form where filers included this information.
    The Commission is taking this action in response to increasing 
concern about the improper use of Social Security numbers for access to 
otherwise non-public information.14 The forms on which 
individuals can disclose their Social Security numbers are available to 
the public. In the past, this has not led to significant abuse. 
However, with the growth of the EDGAR database and its availability to 
millions of viewers on the Commission's web site, the Commission is 
concerned that these numbers are too readily available. This is 
especially true where impersonal electronic

[[Page 35339]]

commercial transactions made possible by recent developments in 
technology encourage potential impostors. The Commission has determined 
that the usefulness of Social Security numbers filers voluntarily 
provide on these forms is outweighed by the risk of misuse created by 
the disclosure of those numbers.
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    \14\ Some of the forms being amended also call for disclosure of 
the I.R.S. identification number of the filing party--in most cases 
on a voluntary basis--if the filing party is an entity rather than 
an individual. The forms as amended retain this information. The 
disclosure of I.R.S. identification number of entities does not 
raise the same concerns as Social Security numbers. In fact, a 
number of the Commission's forms require disclosure of the I.R.S. 
identification number of the filing party.
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    A Social Security number can be the key to obtaining personal and 
private information about individuals. In recent years, the use of 
Social Security numbers as a universal identifier has increased 
significantly. With a Social Security number and certain other 
publicly-available information, it is possible to retrieve sensitive 
personal and financial information about people from a variety of 
sources, both legal and illegal. These sources include the Internet, 
which has increased both the amount and type of information available 
and the level of concern about the privacy of personal information.
    Generally, the forms that the Commission is amending do not require 
that filers disclose their Social Security numbers. The forms include 
cautionary notes stating that the information is public and explaining 
how it may be used. For example, Social Security numbers may be used to 
help to identify filers. Because the forms make the inclusion of the 
number voluntary, however, some filers include the number and some do 
not. As a result, Social Security numbers cannot be used as a 
consistent mechanism for tracking the information provided about 
individuals in the Commission's forms. The Commission staff, and others 
who analyze the information disclosed in the forms, must use other 
means to track the individuals for analysis of the information. The 
Social Security number is not otherwise necessary for the evaluation of 
the information disclosed.
    At this time, the Commission will continue to request that filers 
voluntarily disclose Social Security numbers on three Exchange Act 
forms: Form BD (uniform application for registration as a broker-dealer 
or to amend such an application), Form BDW (notice of withdrawal from 
registration as a broker-dealer) and Form X-17A-19 (report by national 
securities exchanges and registered national securities associations of 
changes in the membership status of any of their members). These forms 
are used not only by the Commission but also by state regulators and 
self-regulatory organizations. Other users of the forms have 
independent authority to establish their own forms and have determined 
that Social Security numbers are useful for their purposes. 
Historically, they have not supported amending the forms to remove the 
request for Social Security numbers. Because it is important that these 
forms remain uniform, the Commission has decided to continue to request 
that filers voluntarily disclose Social Security numbers on these 
forms. Currently, these forms are not filed on EDGAR or disseminated 
over the Internet. Should the information begin to be published on the 
Internet, the issue will need to be reconsidered by the Commission and 
by the other users of the forms.
    In addition, the Commission is not now amending Forms ADV (uniform 
application for registration as an investment adviser or to amend such 
application) and ADV-W (notice of withdrawal from registration as an 
investment adviser), which are filed by investment advisers under the 
Investment Advisers Act of 1940.15 These forms, like those 
mentioned in the previous paragraph, are used by state regulators as 
well as the Commission. Forms ADV and ADV-W are not available on EDGAR 
or on the Internet. The Commission currently is reviewing Forms ADV and 
ADV-W and anticipates proposing substantial revisions to the forms. In 
connection with the review process, the Commission will consider 
eliminating Social Security numbers from the forms. State regulators 
have independent authority to establish their own forms, however, and 
may determine that Social Security numbers are useful for their 
purposes. The Commission, therefore, may decide to continue to request 
that filers voluntarily disclose Social Security numbers on Forms ADV 
and ADV-W so that the forms remain uniform.
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    \15\ 15 U.S.C. 80b-1-80b-21.
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II. Effective Date

    These changes are effective on the date of their publication in the 
Federal Register. The Commission's Publications Unit is printing new 
forms. The current forms will continue to be valid, but filers using 
those forms are requested not to include their Social Security numbers.

III. Certain Findings

    Since the amendments to the forms and schedules to delete the 
voluntary provision of Social Security numbers relate solely to agency 
organization, procedure, or practice, publication for notice and 
comment is not required under the Administrative Procedure 
Act.16 It follows that the requirements of the Regulatory 
Flexibility Act  do not apply.
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    \16\ 5 U.S.C. 553(b).
    \17\ 5 U.S.C. 601-612.
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    The rules relating to the disclosure of Social Security numbers are 
effective upon publication in the Federal Register. The Commission 
finds that there is good cause to dispense with the 30-day delay 
between publication and effectiveness normally required by the 
Administrative Procedure Act.18 There would be no hardship 
imposed on the filers of the affected forms, since the amendments 
simply would eliminate space on the forms for information that filers 
were providing voluntarily for the Commission's use, or on users of the 
information since the Social Security number information has been 
provided voluntarily. Balancing the possible harm to filers from the 
disclosure of their Social Security numbers against any possible 
hardship to filers or investors and other end-users, the Commission 
finds good cause for making these rules immediately effective.
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    \18\ 5 U.S.C. 553(d).
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    The amendments to these forms do not come within the scope of the 
Paperwork Reduction Act of 1995 19 because the amendments 
are not a substantive or material change to a collection of 
information.20
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    \19\ 44 U.S.C. 3501 et seq.
    \20\ 5 CFR 1320.5(g).
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    Under 5 U.S.C. 804, this rule is exempt from the definition of the 
term ``rule'' for purposes of Chapter 8, entitled ``Congressional 
Review of Agency Rulemaking,'' since the rule is a rule of agency 
organization, procedure, or practice that does not substantially affect 
the rights or obligations of non-agency parties.
    Section 23(a)(2) of the Exchange Act 21 requires the 
Commission to consider the anti-competitive effects of any rules it 
adopts thereunder, and to balance them against the benefits that 
further the purposes of the Act. Because the amendments here do not 
effect any substantive change, they do not have any anti-competitive 
effects.
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    \21\ 15 U.S.C. 78w(a)(2).
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IV. Cost-Benefit Analysis

    Because these amendments are procedural rules, and will impact the 
Commission rather than any filer, a traditional cost-benefit analysis 
appears unnecessary. The amendments will benefit individual filers by 
eliminating the possibility of the disclosure of confidential 
information and there do not appear to be any significant costs to the 
public as a result of making these changes.

[[Page 35340]]

    Furthermore, section 2 of the Securities Act 22 and 
Section 3 of the Exchange Act,23 as amended by the recently 
enacted National Securities Markets Improvement Act of 
1996,24 provide that whenever the Commission is engaged in 
rulemaking and is required to consider or determine whether an action 
is necessary or appropriate in the public interest, the Commission also 
shall consider, in addition to the protection of investors, whether the 
act will promote efficiency, competition, and capital formation. 
Because the amendments will help to protect individual filers from the 
disclosure of otherwise confidential information, the amendments are in 
the public interest and will not affect efficiency, competition or 
capital formation.
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    \22\ 15 U.S.C. 77b.
    \23\ 15 U.S.C. 78c.
    \24\ Pub. L. 104-290, secs. 106, 110 Stat. 3416 (1996).
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V. Statutory Basis

    The amendments to Form 144 are being adopted by the Commission 
pursuant to sections 2(11), 4(1) and 19(a) of the Securities Act. The 
amendments to Schedule 13D, Schedule 13G, Schedule 14D-1, Form 3, Form 
4 and Form 5 are being adopted by the Commission pursuant to sections 
3(a)(11), 3(a)(12), 3(b), 9(b), 10(a), 12(h), 13, 14, 16 and 23 of the 
Exchange Act. As Forms 3, 4 and 5 relate to the Investment Company Act 
of 1940 25 and the Public Utility Holding Company Act of 
1935,26 the changes to those forms are also adopted pursuant 
to Investment Company Act sections 30 and 38 and Public Utility Holding 
Company Act sections 17 and 20, respectively. The amendments to Form 
MSD are being adopted by the Commission pursuant to sections 15, 
15B(a), 17(a) and 23(a) of the Exchange Act. The amendments to Form TA-
1 are being adopted by the Commission pursuant to sections 17, 17(A)(c) 
and 23(a) of the Exchange Act. The amendments to Form T-2 are being 
adopted pursuant to the authority set forth in sections 304, 305, 307, 
308, 310, 314 and 319 of the Trust Indenture Act.
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    \25\ 15 U.S.C. 80a-1 et seq.
    \26\ 15 U.S.C. 79a et seq.
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List of Subjects in 17 CFR Parts 239, 240, 249 and 269

    Reporting and recordkeeping, Securities.

Text of the Amendments

    In accordance with the foregoing, Title 17, Chapter II of the Code 
of Federal Regulations is amended as follows:

PART 239--FORMS PRESCRIBED UNDER THE SECURITIES ACT OF 1933

    1. The authority citation for part 239 continues to read, in part, 
as follows:

    Authority: 15 U.S.C. 77f, 77g, 77h, 77j, 77s, 77z-2, 77sss, 78c, 
78l, 78m, 78n, 78o(d), 78u-5, 78w(a), 78ll(d), 79e, 79f, 79g, 79j, 
79l, 79m, 79n, 79q, 79t, 80a-8, 80a-29, 80a-30 and 80a-37, unless 
otherwise noted.
* * * * *
    2. By amending Sec. 239.144, paragraph (c), by revising the second 
and last sentences to read as follows:


Sec. 239.144  Form 144, for notice of proposed sale of securities 
pursuant to Sec. 230.144 of this chapter.

* * * * *
    (c) * * * Disclosure of the information specified in this form is 
mandatory before processing notices of proposed sale of securities 
under Sec. 230.144 of this chapter. * * * Failure to disclose the 
information requested by Form 144 would make an exception under 
Sec. 230.144 of this chapter unavailable and may result in civil or 
criminal action for violations of the Federal securities laws.


Sec. 239.14  [Form 144 Amended]

    3. By amending Form 144 (referenced in Sec. 239.144) by revising 
the caption to Item 2(b) and revising Instruction 2(b) to the cover 
page to read as follows:

    Note: The text of Form 144 does not, and the amendments will 
not, appear in the Code of Federal Regulations.

Form 144

Notice of Proposed Sale of Securities

Pursuant to Rule 144 Under the Securities Act of 1933

* * * * *
    Item 2(b). I.R.S. Ident. No.
* * * * *
    Instructions:
    * * *
    2. (a) * * *
    (b) Such person's I.R.S. identification number, if such person is 
an entity
* * * * *

PART 240--GENERAL RULES AND REGULATIONS, SECURITIES EXCHANGE ACT OF 
1934

    4. The general authority citation for part 240 is revised to read 
as follows:

    Authority: 15 U.S.C. 77c, 77d, 77g, 77j, 77s, 77z-2, 77eee, 
77ggg, 77nnn, 77sss, 77ttt, 78c, 78d, 78f, 78i, 78j, 78k, 78k-1, 
78l, 78m, 78n, 78o, 78p, 78q, 78s, 78u-5, 78w, 78x, 78ll(d), 79q, 
79t, 80a-20, 80a-23, 80a-29, 80a-37, 80b-3, 80b-4 and 80b-11, unless 
otherwise noted.
* * * * *
    5. By amending Sec. 240.13d-101 by revising Item (1) on the cover 
page and the heading and the last sentence of Instruction (1) for the 
cover page, by removing the phrase ``Social Security or'' in the 
second, third and fourth undesignated paragraphs under SPECIAL 
INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13D, by revising the words 
``regulatory statements'' to read ``regulatory statutes'' in the third 
undesignated paragraph under SPECIAL INSTRUCTIONS FOR COMPLYING WITH 
SCHEDULE 13D, and in the fourth undesignated paragraph under SPECIAL 
INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13D by correcting the word 
``resuly'' to read ``result'', to read as follows:


Sec. 240.13d-101  Schedule 13D--Information to be included in 
statements filed pursuant to Sec. 240.13d-1(a) and amendments thereto 
filed pursuant to Sec. 240.13d-2(a).

* * * * *
    (1) Names of reporting persons.
    I.R.S. Identification Nos. of above persons (entities only).
* * * * *

Instructions for Cover Page

    (1) Names and I.R.S. Identification Numbers of Reporting 
Persons-- * * * Reporting persons that are entities are also 
requested to furnish their I.R.S. identification numbers, although 
disclosure of such numbers is voluntary, not mandatory (see 
``SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13D'' below).
* * * * *
    6. By amending Sec. 240.13d-102 by revising Item (1) on the cover 
page and the heading and last sentence to Instruction No. 1 for the 
cover page, and adding SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 
13G following the third undesignated paragraph under ``NOTES:'' and 
before ``Instructions'' to read as follows:


Sec. 240.13d-102  Schedule 13G--Information to be included in 
statements filed pursuant to Sec. 240.13d-1 (b) and (c) and amendments 
thereto filed pursuant to Sec. 240.13d-2(b).

* * * * *
    (1) Names of reporting persons.
    I.R.S. Identification Nos. of above persons (entities only).
* * * * *

Instructions for Cover Page

    (1) Names and I.R.S. Identification Numbers of Reporting 
Persons--* * * Reporting persons that are entities are also 
requested to furnish their I.R.S. identification numbers, although 
disclosure of such numbers is voluntary, not mandatory (see 
``SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G'' below).
* * * * *

[[Page 35341]]

SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G

    Under Sections 13(d), 13(g) and 23 of the Securities Exchange 
Act of 1934 and the rules and regulations thereunder, the Commission 
is authorized to solicit the information required to be supplied by 
this schedule by certain security holders of certain issuers.
    Disclosure of the information specified in this schedule is 
mandatory, except for I.R.S. identification numbers, disclosure of 
which is voluntary. The information will be used for the primary 
purpose of determining and disclosing the holdings of certain 
beneficial owners of certain equity securities. This statement will 
be made a matter of public record. Therefore, any information given 
will be available for inspection by any member of the public.
    Because of the public nature of the information, the Commission 
can use it for a variety of purposes, including referral to other 
governmental authorities or securities self-regulatory organizations 
for investigatory purposes or in connection with litigation 
involving the Federal securities laws or other civil, criminal or 
regulatory statutes or provisions. I.R.S. identification numbers, if 
furnished, will assist the Commission in identifying security 
holders and, therefore, in promptly processing statements of 
beneficial ownership of securities.
    Failure to disclose the information requested by this schedule, 
except for I.R.S. identification numbers, may result in civil or 
criminal action against the persons involved for violation of the 
Federal securities laws and rules promulgated thereunder.
* * * * *
    7. By amending Sec. 240.14d-100 by revising Item (1) on the cover 
page and the heading and last sentence to Instruction No. 1 for the 
cover page, and in the second, third and fourth undesignated paragraphs 
under SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 14D-1 removing 
the phrase ``Social Security or'' to read as follows:


Sec. 240.14d-100  Schedule 14D-1. Tender offer statement pursuant to 
section 14(d)(1) of the Securities Exchange Act of 1934.

* * * * *
    (1) Names of reporting persons.
    I.R.S. Identification Nos. of above persons (entities only).
* * * * *

Instructions for Cover Page

    (1) Names and I.R.S. Identification Numbers of Reporting 
Persons-- * * * Reporting persons that are entities are also 
requested to furnish their I.R.S. identification numbers, although 
disclosure of such numbers is voluntary, not mandatory (see 
``SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 14D-1'' below).
* * * * *

PART 249--FORMS, SECURITIES EXCHANGE ACT OF 1934

PART 249b--FURTHER FORMS, SECURITIES EXCHANGE ACT OF 1934

    8. The authority citation for parts 249 and 249b continues to read 
in part as follows:

    Authority: 15 U.S.C. 78a, et seq., unless otherwise noted;
* * * * *
    9. By amending Sec. 249.103 by revising the third sentence to read 
as follows:


Sec. 249.103  Form 3, initial statement of beneficial ownership of 
securities.

    * * * Disclosure of information specified on this Form is 
mandatory, except for disclosure of the I.R.S. identification number by 
entities, which is voluntary. * * *


Sec. 249.103  [Form 3 amended]

    10. By amending Form 3 (referenced in Sec. 249.103) by revising the 
first sentence of the second undesignated paragraph of the introductory 
statement to the General Instructions and by revising Item 3 to the 
information preceding Table 1 to read as follows:

    Note: The text of Form 3 does not, and the amendments will not, 
appear in the Code of Federal Regulations.

Form 3  Initial Statement of Beneficial Ownership of Securities

    * * *
    Disclosure of information specified on this form is mandatory, 
except for disclosure of the I.R.S. identification number of the 
reporting person if such person is an entity, which is voluntary. * 
* *
* * * * *
    * * *
    3. I.R.S. Identification Number of Reporting Person, if an 
entity (Voluntary)
* * * * *
    11. By amending Sec. 249.104 by revising the third sentence to read 
as follows:


Sec. 249.104  Form 4, statement of changes in beneficial ownership of 
securities.

    * * * Disclosure of information specified on this Form is 
mandatory, except for disclosure of the I.R.S. identification number by 
entities, which is voluntary. * * *


Sec. 249.104  [Form 4 amended]

    12. By amending Form 4 (referenced in Sec. 249.104) by revising the 
first sentence of the second undesignated paragraph of the introductory 
statement to the General Instructions and by revising Item 3 to the 
information preceding Table 1 to read as follows:

    Note: The text of Form 4 does not, and the amendments will not, 
appear in the Code of Federal Regulations.

Form 4  Statement of Changes of Beneficial Ownership of Securities

    * * *
    Disclosure of information specified on this form is mandatory, 
except for disclosure of the I.R.S. identification number of the 
reporting person if such person is an entity, which is voluntary. * 
* *
* * * * *
    * * *
    3. I.R.S. Identification Number of Reporting Person, if an 
entity (Voluntary)
* * * * *
    13. By amending Sec. 249.105 by revising the third sentence to read 
as follows:


Sec. 249.105  Form 5, annual statement of beneficial ownership of 
securities.

    * * * Disclosure of information specified on this Form is 
mandatory, except for disclosure of the I.R.S. identification number by 
entities, which is voluntary. * * *


Sec. 249.105  [Form 5 amended]

    14. By amending Form 5 (referenced in Sec. 249.105) by revising the 
first sentence of the second undesignated paragraph of the introductory 
statement to the General Instructions and by revising Item 3 to the 
information preceding Table 1 to read as follows:

    Note: The text of Form 5 does not, and the amendments will not, 
appear in the Code of Federal Regulations.

Form 5  Annual Statement of Beneficial Ownership of Securities

    * * *
    Disclosure of information specified on this form is mandatory, 
except for disclosure of the I.R.S. identification number of the 
reporting person if such person is an entity, which is voluntary. * 
* *
* * * * *
    3. I.R.S. Identification Number of Reporting Person, if an 
entity (Voluntary)
* * * * *


Sec. 249.1100  [Form MSD amended]

    15. By amending General Instruction M to Form MSD (referenced in 
Sec. 249.1100), by removing the words ``, except social security 
numbers, disclosure of which is voluntary'' in the second sentence.

    Note: The text of Form MSD does not, and the amendments will 
not, appear in the Code of Federal Regulations.


Sec. 249b.100  Form TA-1 amended]

    16. By amending Form TA-1 (referenced in Sec. 249b.100) to remove 
the second column entitled ``Social Security Number'' in Schedules A, B 
and C.

    Note: The text of Form TA-1 does not, and the amendments will 
not, appear in the Code of Federal Regulations.

[[Page 35342]]

PART 269--FORMS PRESCRIBED UNDER THE TRUST INDENTURE ACT OF 1939

    17. The authority citation for part 269 continues to read as 
follows:

    Authority: 15 U.S.C. 77ddd(c), 77eee, 77ggg, 77hhh, 77iii, 
77jjj, 77sss, 78ll(d), unless otherwise noted.

    18. By amending Sec. 269.2 by revising the third sentence, removing 
the eighth sentence and revising the ninth sentence to read as follows:


Sec. 269.2  Form T-2, for statement of eligibility and qualification 
for individual trustees.

    * * * Disclosure of the information specified in this form is 
mandatory before processing statements of eligibility and 
qualification. * * * Failure to disclose the information requested by 
this form may result in enforcement action by the Commission to compel 
compliance with the Federal securities laws.


Sec. 269.2  [Form T-2 amended]

    19. By amending Form T-2 (referenced in Sec. 269.2), in SPECIAL 
INSTRUCTIONS FOR COMPLETING FORM T-2, removing the phrase ``, except 
for social security account numbers, disclosure of which is voluntary'' 
in the first sentence of the second paragraph, removing the second 
sentence of the third paragraph, and removing the phrase ``, except for 
social security account numbers'' in the fourth paragraph, and in the 
Form by removing the second line, ``(Social Security Number)''.

    Note: The text of Form T-2 does not and the amendments will not 
appear in the Code of Federal Regulations.

    Dated: June 25, 1997.

    By the Commission.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 97-17104 Filed 6-30-97; 8:45 am]
BILLING CODE 8010-01-U