[Federal Register Volume 64, Number 220 (Tuesday, November 16, 1999)]
[Notices]
[Page 62237]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 99-29778]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 24127; 812-11838]


J.P. Morgan & Co. Inc.; Notice of application

November 8, 1999.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: Notice of an application under section 6(c) of the Investment 
Company Act of 1940 (the ``Act'') for an exemption from all provisions 
of the Act.

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    Summary of Application: . J.P. Morgan & Co. Incorporated (``J.P. 
Morgan'') seeks an order to amend an existing order to permit 
additional entities to rely on the existing order, which exempts 
certain entities that finance the operations of J.P. Morgan and certain 
of its subsidiaries from the provisions of the Act.
    Filing Date: The application was filed on November 4, 1999.
    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 November 30, 1999, and should be accompanied by proof of 
service on applicants, in the form of an affidavit, or, for lawyers, a 
certificate of service. Hearing requests should state the nature of the 
writer's interest, the reason for the request, and the issues 
contested. Persons who wish to be notified of a hearing may request 
notification by writing to the Commission's Secretary.

ADDRESSES: Secretary, Commission, 450 Fifth Street, NW., Washington, DC 
20549-0609; Applicant, 60 Wall Street, New York, NY 10260-0060.

FOR FURTHER INFORMATION CONTACT: Bruce R. MacNeil, Staff Attorney, at 
(202) 942-0634, or Nadya B. Roytblat, Assistant Director, at (202) 942-
0564 (Division of Investment Management, Office of Investment Company 
Regulation).

SUPPLEMENTARY INFORMATION: The following is a summary of the 
application. The complete application may be obtained for a fee at the 
Commission's Public Reference Branch, 450 Fifth Street, NW., 
Washington, DC 20549-0102 (telephone (202) 942-8090).

Applicant's Representations

    1. On July 15, 1997, the Commission issued an order under section 
6(c) of the Act that exempted J.P. Morgan Index Funding Company I, J.P. 
Morgan Index Funding Company II, J.P. Morgan Index Funding Company III, 
J.P. Morgan Index Funding Funding Company IV and J.P. Morgan Index 
Funding Company V (the ``Original Applicants'') from all provisions of 
the Act (``Original Order'').\1\ The Original Order permitted the 
Original Applicants, each of which was organized as a Delaware business 
trust, to sell their preferred beneficial interests and use the 
proceeds to finance the business activities of their parent company, 
J.P. Morgan, and certain of J.P. Morgan's subsidiaries. J.P. Morgan's 
largest subsidiary, Morgan Guaranty Trust Company of New York (``Morgan 
Guaranty''), is a New York chartered bank.
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    \1\ J.P. Morgan Index Funding Company I, et al., Investment 
Company Act Release Nos. 22713 (June 17, 1997) (notice) and 22750 
(July 15, 1997) (order).
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    2. J.P. Morgan seeks an order amending the Original Order that 
would exempt from the provisions of the Act such other Delaware 
business trusts as may be created by J.P. Morgan in the future, all of 
the voting beneficial interests of which will be owned directly or 
indirectly by J.P. Morgan, and whose operations will be substantially 
similar to those of the Original Applicants (``Future Trusts''). J.P. 
Morgan states that each Future Trust will comply with all of the terms 
and conditions of the Original Order.

Applicant's Condition

    Applicant agrees that the requested order will be subject to the 
following condition:
    Each Future Trust will comply with all of the provisions of rule 
3a-5 under the Act, except: (a) J.P. Morgan will not meet the portion 
of the definition of ``parent company'' in rule 3a-5(b)(2)(i) solely 
because it is excluded from the definition of investment company under 
section 3(c)(6) of the Act; (b) Morgan Guaranty will not meet the 
portion of the definition of ``company controlled by the parent 
company'' in rule 3a-5(b)(3)(i) solely because it is excluded from the 
definition of investment company under section 3(c)(3) of the Act; and 
(c) the Future Trust will be permitted to invest in or make loans to 
corporations, partnerships, and joint ventures that do not meet the 
portion of the definition of ``company controlled by the parent 
company'' in rule 3a-5(b)(3)(i) solely because they are excluded from 
the definition of investment company by sections 3(c)(2), 3(c)(3), 
3(c)(4) or 3(c)(6) of the Act, provided that any such entity excluded 
from the definition of investment company under section 3(c)(6) will 
not be engaged primarily, directly or through majority owned 
subsidiaries, in one or more of the businesses described in section 
3(c)(5) of the Act.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 99-29778 Filed 11-15-99; 8:45 am]
BILLING CODE 8010-01-M