[Federal Register Volume 66, Number 23 (Friday, February 2, 2001)]
[Rules and Regulations]
[Pages 8764-8765]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 01-1906]


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SECURITIES AND EXCHANGE COMMISSION

17 CFR Part 232

[Release Nos. 33-7933; 34-43843; 35-27338; 39-2388; IC-24827]
RIN 3235-AG96


Adoption of Updated EDGAR Filer Manual

AGENCY: Securities and Exchange Commission.

ACTION: Final rule.

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SUMMARY: The Securities and Exchange Commission (the Commission) is 
adopting revisions to the EDGAR Filer Manual (Release 7.5), Volume II--
Modernized EDGARLink and is providing for their incorporation by 
reference into the Code of Federal Regulations. EDGAR Release 7.5, the 
most recent step in the Commission's modernization project, was 
implemented on November 27, 2000. The main purpose of EDGAR Release 7.5 
was to deploy internal SEC software.

EFFECTIVE DATE: February 2, 2001. The incorporation by reference of the 
EDGAR Filer Manual is approved by the Director of the Federal Register 
as of February 2, 2001.

FOR FURTHER INFORMATION CONTACT: In the Office of Information 
Technology, Richard Heroux at (202) 942-8800; for questions concerning 
Investment Management company filings, Ruth Armfield Sanders, Senior 
Special Counsel, or Shaswat K. Das, Attorney, Division of Investment 
Management, at (202) 942-0978; and for questions concerning Corporation 
Finance company filings, Herbert Scholl, Office Chief, EDGAR and 
Information Analysis, Division of Corporation Finance, at (202) 942-
2930.

SUPPLEMENTARY INFORMATION: Today we are adopting an updated Volume II--
Modernized EDGARLink of the EDGAR Filer Manual (Filer Manual). The 
Filer Manual describes the technical formatting requirements for the 
preparation and submission of electronic filings through the Electronic 
Data Gathering, Analysis, and Retrieval (EDGAR) system.\1\ Volume II 
describes the requirements for filing using modernized EDGARLink.\2\
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    \1\ We originally adopted the Filer Manual on April 1, 1993, 
with an effective date of April 26, 1993. Release No. 33-6986 (Apr. 
1, 1993) [58 FR 18638]. We implemented the most recent update to the 
Filer Manual on June 23, 2000. See Release No. 33-7867 (June 14, 
2000) [65 FR 39086].
    \2\ This is the Filer Assistance software we provide filers 
filing on the EDGAR system.
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    Volume II of the Manual contains all the technical specifications 
for filers to submit filings using the new modernized EDGAR system. 
Filers must comply with the applicable provisions of the Filer Manual 
in order to assure the timely acceptance and processing of filings made 
in electronic format.\3\ Filers should consult the Filer Manual in 
conjunction with our rules governing mandated electronic filing when 
preparing documents for electronic submission.\4\
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    \3\ See Rule 301 of Regulation S-T (17 CFR 232.301).
    \4\ See Release Nos. 33-6977 (Feb. 23, 1993) [58 FR 14628], IC-
19284 (Feb. 23, 1993) [58 FR 14848], 35-25746 (Feb. 23, 1993) [58 FR 
14999], and 33-6980 (Feb. 23, 1993) [58 FR 15009] in which we 
comprehensively discuss the rules we adopted to govern mandated 
electronic filing. See also Release No. 33-7122 (Dec. 19, 1994) [59 
FR 67752], in which we made the EDGAR rules final and applicable to 
all domestic registrants; Release No. 33-7427 (July 1, 1997) [62 FR 
36450], in which we adopted minor amendments to the EDGAR rules; 
Release No. 33-7472 (Oct. 24, 1997) [62 FR 58647], in which we 
announced that, as of January 1, 1998, we would not accept in paper 
filings that we require filers to submit electronically; Release No. 
34-40935 (Jan. 12, 1999) [64 FR 2843], in which we made mandatory 
the electronic filing of Form 13F; Release No. 33-7684 (May 17, 
1999) [64 FR 27888], in which we adopted amendments to implement the 
first stage of EDGAR modernization; and Release No. 33-7855 (April 
24, 2000) [65 FR 24788], in which we implemented EDGAR Release 7.0.
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    EDGAR Release 7.5, the most recent step in the Commission's 
modernization project, was implemented on November 27, 2000. The main 
purpose of EDGAR Release 7.5 was to deploy internal SEC software. At 
the same time, certain updates and improvements were made to the 
EDGARLink system, which are now reflected in Filer Manual (Release 
7.5), Volume II--Modernized EDGARLink.
    We have added the form type 40-8B25, for investment companies 
requesting extension of time for filing certain information, documents 
or reports pursuant to Investment Company Act of 1940 Rule 8b-25(a). We 
have eliminated the previously rescinded forms DEF13E3 and PRE13E3 and 
F-6EF/A. We have modified the SRO (self-regulatory organization) field 
in EDGAR header information to accept the data item ISE (International 
Stock Exchange). As an aid to filers, we have also enhanced certain 
features of filing preparation under modernized EDGARLink. Finally, we 
have updated the filer manual to note the discontinuation of the TRW/
UUNET Private Mail Service, previously known as the CompuServe Public 
Data Network. The functions that had been provided by this service have 
been made available through the EDGAR Filing Website, https://www.edgarfiling.sec.gov>.
    We are also amending today rule 301 of Regulation S-T to provide 
for the incorporation by reference into the Code of Federal Regulations 
of the revisions to the Filer Manual. This incorporation by reference 
was approved by the Director of the Federal Register in accordance with 
5 U.S.C. 552(a) and 1 CFR part 51.
    You may obtain paper copies of the updated Filer Manual at the 
following address: Public Reference Room, U.S. Securities and Exchange 
Commission, 450 Fifth Street, NW., Washington, DC 20549-0102. We will 
post electronic format copies on the Commission's Web Site; the address 
for the Filer Manual is http://www.sec.gov/asec/ofis/filerman.htm>. You 
may also obtain copies from Disclosure Incorporated, the paper and 
microfiche contractor for the Commission, at (800) 638-8241.
    Since the Filer Manual relates solely to agency procedures or 
practice, publication for notice and comment is not required under the 
Administrative Procedure Act (APA).\5\ It follows that the requirements 
of the Regulatory Flexibility Act \6\ do not apply.
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    \5\ 5 U.S.C. 553(b).
    \6\ 5 U.S.C. 601-612.
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    The effective date for the updated Filer Manual and the rule 
amendments is February 2, 2001. In accordance with the APA,\7\ we find 
that there is good cause to establish an effective date less than 30 
days after publication of these rules. Because the revisions to Volume 
II do not require any significant adjustments in filing procedure, any 
hardship to affected persons due to not having additional time to 
adjust to changes in the manual is more than offset by the need for 
administrative expediency to conform the filer manual to recent system 
upgrades and to minimize filer confusion.

Statutory Basis

    We are adopting the amendments to Regulation S-T under sections 6, 
7, 8, 10, and 19(a) of the Securities Act,\8\ Sections 3, 12, 13, 14, 
15, 23, and 35A of the Securities Exchange Act of 1934,\9\ Section 20 
of the Public Utility Holding Company Act of 1935,\10\ Section 319 of

[[Page 8765]]

the Trust Indenture Act of 1939,\11\ and Sections 8, 30, 31, and 38 of 
the Investment Company Act of 1940.\12\
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    \7\ 5 U.S.C. 553(d)(3).
    \8\ 15 U.S.C. 77f, 77g, 77h, 77j and 77s(a).
    \9\ 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78w and 78ll.
    \10\ 15 U.S.C. 79t.
    \11\ 15 U.S.C. 77sss.
    \12\ 15 U.S.C. 80a-8, 80a-29, 80a-30 and 80a-37.
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List of Subjects in 17 CFR Part 232

    Incorporation by reference, Reporting and recordkeeping 
requirements, Securities.

Text of the Amendment

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

PART 232--REGULATION S-T--GENERAL RULES AND REGULATIONS FOR 
ELECTRONIC FILINGS

    1. The authority citation for Part 232 continues to read as 
follows:

    Authority: 15 U.S.C. 77f, 77g, 77h, 77j, 77s(a), 77sss(a), 
78c(b), 78l, 78m, 78n, 78o(d), 78w(a), 78ll(d), 79t(a), 80a-8, 80a-
29, 80a-30 and 80a-37.

    2. Section 232.301 is revised to read as follows:


Sec. 232.301  EDGAR Filer Manual.

    Filers must prepare electronic filings in the manner prescribed by 
the EDGAR Filer Manual, promulgated by the Commission, which sets out 
the technical formatting requirements for electronic submissions. For 
the period during which Legacy EDGAR will be available, prior to the 
complete transition to the use of Modernized EDGAR, the EDGAR Filer 
Manual will consist of three parts. For filers using modernized 
EDGARLink, the requirements are set forth in EDGAR Filer Manual 
(Release 7.5), Volume II--Modernized EDGARLink. For filers using Legacy 
EDGAR, the applicable provisions are set forth in EDGAR Filer Manual 
(Release 7.0), Volume I--Legacy EDGARLink. Additional provisions 
applicable to Form N-SAR filers are set forth in EDGAR Filer Manual 
(Release 7.0), Volume III--N-SAR Supplement. All of these provisions 
have been incorporated by reference into the Code of Federal 
Regulations, which action was approved by the Director of the Federal 
Register in accordance with 5 U.S.C. 552(a) and 1 CFR part 51. You must 
comply with these requirements in order for documents to be timely 
received and accepted. You can obtain paper copies of the EDGAR Filer 
Manual from the following address: Public Reference Room, U.S. 
Securities and Exchange Commission, 450 5th Street, NW., Washington, DC 
20549-0102 or by calling Disclosure Incorporated at (800) 638-8241. 
Electronic format copies are available on the Commission's Web Site; 
the address for the Manual is http://www.sec.gov/asec/ofis/filerman.htm. You can also photocopy the document at the Office of the 
Federal Register, 800 North Capitol Street, NW., Suite 700, Washington, 
DC.

    Dated: January 16, 2001.

    By the Commission.

Jonathan G. Katz,
Secretary.
[FR Doc. 01-1906 Filed 2-1-01; 8:45 am]
BILLING CODE 8010-01-U