[Federal Register Volume 68, Number 38 (Wednesday, February 26, 2003)]
[Notices]
[Pages 8951-8955]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 03-4506]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. IC-25939; File No. 812-12370]


The Lincoln National Life Insurance Company, et al.; Notice of 
Application

February 20, 2003.
AGENCY: Securities and Exchange Commission (the ``Commission'').

ACTION: Notice of Application for an order pursuant to Section 11(a) of 
the Investment Company Act of 1940 (the ``Act'') approving the terms of 
an offering of an enhancement offer.

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    Applicants: The Lincoln National Life Insurance Company (``Lincoln 
Life''), Lincoln National Variable Annuity Account E (``Account E''), 
Lincoln National Variable Annuity Account H (``Account H'') (Account E 
and Account H collectively, ``Annuity Accounts'') and American Funds 
Distributors, Inc. (``AFD'').
    Summary of Application. Applicants seek an order approving the 
terms of a proposed offering of an enhancement offer for certain 
contracts issued and outstanding whereby an enhancement benefit would 
be added to the contracts.
    Filing Date. The application was filed on December 19, 2000 and 
amended and restated on December 31, 2001 and on February 10, 2003.
    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 Secretary of 
the Commission and serving Applicants with a copy of the request, 
personally or by mail. Hearing requests must be received by the 
Commission by 5:30 p.m. on March 17, 2003, 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 requester'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 Secretary of the Commission.

ADDRESSES: Secretary, Securities and Exchange Commission, 450 Fifth 
Street, NW, Washington, DC 20549-0609. Applicants, Mary Jo Ardington, 
Esq., The Lincoln National Life Insurance Company, 1300 S. Clinton 
Street, PO Box 1110, Fort Wayne, IN 46801-1110.

FOR FURTHER INFORMATION CONTACT: Lorna MacLeod, Branch Chief, or 
Rebecca Marquigny, Senior Attorney, Office of Insurance Products, 
Division of Investment Management, at (202) 942-0670.

SUPPLEMENTARY INFORMATION: The following is a summary of the 
application. The complete application is available for a fee from the 
Public Reference Branch of the Commission, 450 Fifth Street, NW, 
Washington, DC 20549-0102, (202) 942-8090.

Applicants' Representations

    1. Lincoln Life was founded in 1905 under Indiana Law, and is a 
wholly-owned subsidiary of Lincoln National Corp., which is organized 
under Indiana law. Lincoln National Corp.'s primary businesses are 
insurance and financial services. Lincoln Life is the Annuity Accounts' 
depositor within the meaning of the Act.
    2. Account E was established on September 26, 1986 and Account H 
was established on February 7, 1989 as insurance company separate 
accounts under Indiana law. They are registered with the Commission as 
unit investment trusts under the provisions of the Act. The Annuity 
Accounts are segregated investment accounts and as such their assets 
may not be charged with liabilities resulting from any other business 
that Lincoln Life may conduct. Income, gains and losses, whether 
realized or not, from assets allocated to the Annuity Accounts are, in 
accordance with the applicable annuity contracts, credited to or 
charged against the Annuity Accounts, and without regard to any other 
income, gains or losses of Lincoln Life. The Annuity Accounts satisfy 
the definition of a separate account under the federal securities law. 
The Annuity Accounts are registered on Form N-4 under the Act as unit 
investment trusts.
    3. The Annuity Accounts fund the American Legacy Series of Variable 
Annuity Contracts (``Legacy Contracts'') that Lincoln Life and AFD have 
offered and sold for a number of years including the American Legacy 
Contract (``Legacy I'') and the American Legacy II Contract (``Legacy 
II''). The contracts are flexible premium deferred variable and fixed 
annuity contracts under which contract owners may pay one or more 
purchase payments over a period of time.
    4. The subaccounts are invested in funds of the American Funds 
Insurance Series. To the extent that an owner selects one or more 
subaccounts, his or her investment in the contract will vary with the 
investment performance of the selected subaccount. To the extent that 
an owner selects the general account, Lincoln Life guarantees that the 
amount allocated to the general account will be credited with a minimum 
interest rate and Lincoln Life may credit additional interest which it 
may declare from time to time.

[[Page 8952]]

    5. AFD is the distributor and primary underwriter of the contracts 
issued by Lincoln Life through the Annuity Accounts. AFD is registered 
as a broker-dealer under the Securities Exchange Act of 1934 and is a 
member of the National Association of Securities Dealers.
    6. The Application relates to two Legacy Contracts. The Legacy I 
contracts issued through Account E have been registered under the 
Securities Act of 1933 pursuant to a registration statement on Form N-
4. The Legacy II contracts issued through Account H have been 
registered under the Securities Act of 1933 pursuant to a registration 
statement on Form N-4.
    7. During the accumulation period under the Legacy Contracts, based 
upon the contract owner's instructions, purchase payments are allocated 
to the selected subaccounts of the Annuity Accounts and/or Lincoln 
Life's general account. To the extent that an owner selects one or more 
subaccounts, his or her investment in the contract will vary with the 
investment performance of the selected subaccount(s).
    8. A contract owner can elect to receive annuity payments under his 
or her contract. Under a contract, annuity payments are based upon the 
life of an annuitant and in some cases the lives of two (or joint) 
annuitants. Annuity options are available on a variable basis (i.e., 
funded by the Annuity Accounts) and/or on a fixed basis (i.e., funded 
through Lincoln Life's general account).
    9. The Legacy I contract has been offered and sold for a number of 
years. The minimum purchase payment for Legacy I is $1500 for 
nonqualified contracts and $300 for qualified contracts. Legacy I 
contracts impose a surrender charge of up to 6% of any amount by which 
purchase payments withdrawn in any year exceed 10% of purchase payments 
(however, this 10% withdrawal exception does not apply to a surrender 
of a contract). The surrender charge associated with each purchase 
payment after year 2 declines 1% each year until it is 0% at the end of 
the seventh year after the payment was made.
    10. The Legacy I contracts also impose the following charges: (a) a 
daily mortality and expense risk charge at an annual rate of 1.25% of 
the daily net asset value of Account E; (b) for contracts that include 
the Enhanced Guaranteed Minimum Death Benefit (``EGMDB''), an 
additional daily charge at an annual rate of 0.15% of the net asset 
value of Account E; (c) an annual contract maintenance charge of $35; 
and (d) a charge corresponding to any applicable state premium tax or 
other tax levied by any governmental entity.
    11. The Legacy II contracts impose a minimum purchase payment of 
$1500 for nonqualified contracts and $300 for qualified contracts. The 
Legacy II contracts also impose a surrender charge of up to 6% of any 
amount by which purchase payments withdrawn in any year exceed 10% of 
purchase payments (however, this 10% withdrawal exception does not 
apply to a surrender of a contract). The surrender charge associated 
with each purchase payment after year 2 declines 1% each year until it 
is 0% at the end of the seventh year after the payment was made.
    12. The Legacy II contracts also impose the following charges: (a) 
a daily mortality and expense risk charge at an annual rate of 1.25% of 
the daily net asset value of Account H; (b) a daily administrative 
charge at an annual rate of 0.10% of the daily net asset value of 
Account H; (c) for those contracts that include the EGMDB, a daily 
charge at an annual rate of 0.15% of the net asset value of Account H; 
(d) an annual contract maintenance charge of $35; and (e) a charge 
corresponding to any applicable state premium tax or other tax levied 
by any governmental entity.
    13. Under both the Legacy I and Legacy II contracts, the death 
benefit equals the greater of: (a) the Guaranteed Minimum Death Benefit 
(``GMDB''), or if elected, the EGMDB, or (b) the current value of the 
contract as of the day Lincoln Life approves the claim for payment. For 
these contracts, the GMDB is equal to

    a. The sum of all purchase payments, plus
    b. any gain attributable to those purchase payments as of the 
seventh anniversary date of each payment, minus
    c. any withdrawals.

    The attributable gain consists of the earnings on each contract 
years' net purchase payments (purchase payments minus any withdrawals) 
as of the valuation date just before the seventh anniversary of the 
purchase payment (i.e. once the surrender charge period for the 
purchase payment has expired). For the GMDB to apply, the annuitant, as 
of the seventh anniversary of each eligible contract year, must still 
be living and must be less than 81 years of age.
    14. For Legacy I and Legacy II, the EGMDB is an alternative to the 
GMDB for nonqualified contracts or contracts used under an IRA plan. 
Under the EGMDB, the death benefit payable is the amount equal to the 
greatest of:

    a. Contract value as of the day on which Lincoln Life approves 
the payment of the claim; or
    b. the sum of all purchase payments less the sum of all 
withdrawals, partial annuitizations and premium taxes incurred; or
    c. the highest contract value determined as follows:
    (i) When the first of the annuitant, sole contract owner or, in 
the event the contract is owned by more than one person, the named 
contract owner or pre-designated joint owner dies, we determine the 
highest contract value;
    (ii) this highest contract value is as of any contract 
anniversary from the time the EGMDB takes effect up to and including 
the decedent's age 80;
    (iii) this highest contract value is then increased by purchase 
payments and decreased by partial withdrawals, partial 
annuitizations and premium taxes made, effected or incurred 
subsequent to the anniversary date on which the highest contract 
value is attained.

    15. If the Legacy I or Legacy II contract has more than one joint 
owner, the GMDB or EGMDB death benefit will only be paid on the death 
of the named contract owner or pre-designated joint owner. If the 
contract owner does not make this pre-designation, the youngest joint 
owner will be the pre-designated joint owner. Only the cash surrender 
values will be paid upon the death of a non-pre-designated joint owner. 
If there are two or more joint owners, the surrender charge is waived 
only on the death of the named contract owner or pre-designated joint 
owner.
    16. Lincoln Life now proposes to offer an enhancement option 
(``Enhancement Offer'') to Legacy I and Legacy II contract owners whose 
contracts have surrender charges equal to 2% or less of their contract 
value. The Enhancement Offer consists of two options (collectively the 
``Offers''): (a) an immediate bonus credit equal to 2% of contract 
value (``Bonus Offer); or (b) an EGMDB at no additional cost (``EGMDB 
Offer''). An owner can elect only one of the options.
    17. The existing contract will remain in place. However, in 
exchange for the selected enhancement option the entire contract value 
(excluding any bonus credit, if that option was selected) will be 
subject to new surrender charges as of the date the option is accepted. 
For purposes of calculating surrender charges, the contract value 
(excluding the bonus credit) will be treated as a new purchase payment. 
Any remaining surrender charges existing prior to the time of the 
election of the option will be waived.
    18. The offer is only available for contracts sold in the 
nonqualified and IRA markets (excluding SEP or SARSEP markets), and 
this offer is not available for those contracts in which the primary

[[Page 8953]]

owner, pre-designated joint owner, or annuitant is over age 76.
    19. For contract owners who elect the Bonus Offer or the EGMDB 
Offer, there will be no additional charges or any increase in existing 
charges other than the imposition of the new surrender charge.
    20. Contract owners who elect the EGMDB Offer receive the EGMDB at 
no additional cost on the date the Offer is accepted. If the contract 
owner had previously elected the EGMDB when he or she purchased the 
contract (or when the EGMDB became available in his or her state) and 
is thus paying for the EGMDB, under the EGMDB Offer, if elected, the 
0.15% charge for the EGMDB will be discontinued as of the date the 
Offer is accepted, and the death benefit at all times after the 
enhancement will in no event be less than the death benefit that would 
have been payable if the Enhancement Offer had not been accepted.
    21. Contract owners may cancel the elected option for any reason 
within ten days (in some states longer) of the date the rider adding 
the option was received. Upon cancellation, Lincoln Life will waive the 
new surrender charge and re-establish the prior existing surrender 
charges, if any, as of the date of the receipt of the cancellation. The 
contract owner assumes the investment risk on the contract value during 
this period. If the Bonus Offer is cancelled according to the Right to 
Examine provision, the bonus credits will be revoked; however, Lincoln 
Life will assume the risk of investment loss on the bonus credits. 
Lincoln Life will also re-credit the mortality and expense risk and 
administrative charges proportionately attributable to the bonus 
credits. The contract owner will be put back into the same position as 
if he or she had never elected the Bonus Offer. Lincoln Life will 
recapture the bonus credit only upon the exercise of the free look 
privilege.
    22. Regarding the implementation of the Offers, Lincoln proposes to 
make the offers directly, by providing eligible contract owners with 
information about the offers through an ``Offering Document'' sent from 
the Home Office. Contract owners will be directed to Lincoln Life or 
their registered representatives for further information. Contract 
owners who express an interest in the Offers will be given a 
prospectus.
    23. Registered representatives who are responsible for a contract 
owner accepting the Bonus Offer or the EGMDB Offer will be paid a 
commission. The commission is less than what the registered 
representative would receive on the sale of a new Legacy contract.
    24. The Offering Document will advise such contract owners that the 
Offers have been designed for those contract owners who intend to 
continue to hold their contracts as long-term investments. An 
explanation of the terms of each offer will be provided. The Offering 
Document will state that the offers are not intended for all contract 
owners, and that they are especially not appropriate for any contract 
owner who anticipates surrendering more than a portion of his or her 
contract in excess of the free withdrawal amount (greater of 10% of the 
contract value or 10% of purchase payments) within the surrender charge 
period. In this regard, the Offering Document will encourage contract 
owners to carefully evaluate their personal financial situation when 
deciding whether to accept or reject the Offers. In addition, the 
Offering Document will explain how a contract owner who elects to 
participate in one of the offers may avoid the applicable surrender 
charge if no more than the annual free withdrawal amount (10% of 
purchase payments) is surrendered and any subsequent purchase payments 
are maintained until the expiration of the applicable surrender charge 
period. In this regard, the Offering Document will state in clear plain 
English that if the amended contract is surrendered during the new 
surrender charge period: (a) The contract owner will pay surrender 
charges which may be substantial, that he or she would not have paid if 
the offer had not been accepted; and (b) a contract owner may be worse 
off than if he or she had rejected the offer. The Offering Document 
also will state that if the contract is owned by three or more persons 
and an owner who is not the named contract owner or a pre-designated 
joint owner dies during the new surrender period, the remaining 
contract owners could be worse off having accepted the Enhancement 
Offer because a new surrender charge will apply.

Applicants' Legal Analysis

    1. The purpose of Section 11 is to prevent the practice of inducing 
exchanges solely for the purpose of exacting additional selling 
charges. While the sales representatives will receive a commission and 
there will be imposed a surrender charge, Applicants argue that based 
on the foregoing, one should readily conclude that the sole purpose of 
the Offer is not to exact selling charges but to offer significant 
benefits to the contact owners as inducement for them to remain 
contract owners of Lincoln Life.
    2. Section 11(a) of the Act makes it unlawful for any registered 
open-end company, or any principal underwriter for such company, to 
make or cause to be made an offer to the holder of a security of such 
company, or of any other open-end investment company to exchange his 
security for a security in the same or another such company on any 
basis other than the relative net asset values of the respective 
securities to be exchanged, unless the terms of the offer have first 
been submitted to and approved by the Commission or are in accordance 
with Commission rules adopted under Section 11.
    3. Section 11(c) of the Act, in pertinent part, requires, in 
effect, that any offer of exchange of the securities of a registered 
unit investment trust for the securities of any other investment 
company be approved by the Commission or satisfy applicable rules 
adopted under Section 11, regardless of the basis of the exchange.
    4. The Annuity Accounts are registered under the Act as unit 
investment trusts. Thus, the exchange offer constitutes an offer of 
exchange of two securities, each of which is offered by a registered 
unit investment trust. While Applicants would argue that the 
enhancement offer on its face is not subject to Section 11 because it 
does not involve the offer of exchange of two securities, nonetheless, 
it would appear that it is the Commission's current position that 
offers such as the Enhancement Offer do fall within the ambit of 
Section 11.
    5. According to the Commission, Congress enacted Section 11 to 
prevent ``switching,'' i.e., ``the practice of inducing security 
holders of one investment company to exchange their securities for 
those of a different investment company solely for the purpose of 
exacting additional selling charges.'' According to the Commission, 
``[I]nvestors in `fixed trusts,' now known as unit investment trusts 
(``UIT''), were found to be particularly vulnerable to switching 
operations. In order to earn another sales commission, a UIT sponsor 
would often pressure unit holders into exchanging their units for those 
of another of the sponsor's trusts.''
    6. Section 11(c) of the Act requires Commission approval (by order 
or by rule) of any exchange, regardless of its basis, involving 
securities issued by a unit investment trust because investors in unit 
investment trusts were found by Congress to be particularly vulnerable 
to switching transactions. Applicants believe that the potential for 
harm to investors perceived in switching by

[[Page 8954]]

Congress was its use to extract additional sales charges from those 
investors.
    7. As opposed to providing a means of extracting additional sales 
charges, as contemplated by the prohibitions of Section 11, Applicants 
argue that the proposed Offers provide enduring benefits to the 
contract owners. To the extent that a contract owner ultimately did not 
benefit from accepting the offer, it would be as a result of his or her 
own subsequent decision to surrender the enhanced contract in 
circumstances that would have been the subject of very explicit 
disclosure. If the contract is owned by three or more persons an an 
owner who is not the named contract owner or a pre-designated joint 
owner dies during the new surrender charge period, the remaining 
contract owners also could be worse off having accepted the Enhancement 
Offer because the new CDSC will apply. This disclosure provided in the 
offering materials will give contract owners sufficient information to 
determine what is best for them.
    8. Rule 11a-2, by its express terms, provides for Commission 
approval of certain types of offers of exchange of one variable annuity 
contract for another. Other than the relative net asset value 
requirement for the Bonus Offer, the only part of Rule 11a-2 that would 
not be satisfied by the proposed Offers is the requirement that 
payments under the existing Legacy contracts be treated as if they had 
been made under the enhanced contracts on the dates actually made. This 
provision of Rule 11a-2 is often referred to as a ``tacking'' 
requirement because it has the effecting of ``tacking together'' the 
CDSC expiration periods of the exchanged and acquired contracts.
    9. Applicants believe that tacking should be viewed as a useful way 
to avoid the need to scrutinize the terms of an offer of exchange to 
make sure that there is no abuse. Tacking is not a requirement of 
Section 11. Rather, it is a creation of a rule designed to approve the 
terms of offers of exchange ``sight unseen.'' Tacking focuses on the 
closest thing to multiple deduction of sales loads that is possible in 
a CDSC contract--multiple exposure to sales loads upon surrender or 
redemption. If tacking and other safeguards of Rule 11a-2 are present, 
there is no need for the Commission or its staff to evaluate the terms 
of the offer. The absence of tacking in this fully scrutinized Section 
11 application will have no import in offers made pursuant to the rule 
on a ``sight unseen'' basis.
    10. In addition to providing extensive disclosure, the Offers will 
only be made to contract owners who are at or close to the expiration 
of their surrender charge period.
    11. No tacking is required when Lincoln Life's competitors offer 
their variable annuity contracts to owners of the Legacy I and Legacy 
II contracts or indeed when Lincoln makes such an offer to competitors' 
contract owners. In those exchanges, unlike the Offers proposed here, 
the exchanging contract owner actually must pay any remaining CDSC on 
the exchanged contract at the time of the exchange. The broker/dealers 
that will be making recommendations to their customers regarding these 
offers are required to satisfy the suitability requirements. Therefore, 
while tacking is not present, the investor protection afforded by the 
suitability requirements imposed upon the broker/dealer and the 
additional disclosure will be. The contract owner who is fully informed 
of the advantages and disadvantages of the proposed offers is the 
person who knows best whether the benefits of the offer are appropriate 
for him or her.
    12. By this Application, Applicants are seeking a ``level playing 
field'' to permit Lincoln to compete with offers of competitors to its 
longstanding contract owners. Absent the requested relief, there can be 
no such offers, as imposition of the Rule 11a-2 tacking requirement 
would make it unfeasible for the offers to be made. Applicants assert 
that approval of the terms of the Offers is warranted, among other 
reasons, because it will promote competition in the variable annuity 
marketplace. Such approval will foster competition by allowing Lincoln 
Life to make an offer to its own contract owners which would provide an 
attractive additional option for contract owners' consideration. 
Applicants argue that the Offers do not remove choices available; 
rather competition is increased if Lincoln Life is able to compete on a 
``level playing field'' with its competitors.

Applicants' Conditions

    If the requested order is granted, Applicants consent to the 
following conditions, which are intended to support the understanding 
that the Offers are being made to contract owners who expect to 
persist:
    1. The Offering Document will contain, as relevant, concise, plain 
English statements that:
    (a) The Enhancement Offer is suitable only for contract owners who 
expect to hold their contracts as long term investments; and
    (b)(i) if a contract owner surrenders contract value over and above 
the free withdrawal amount before the expiration of the new surrender 
charge period that applies to the contract value as of the date the 
Enhancement Offer is accepted, the contract owner will pay surrender 
charges, which may be substantial, that he or she would not have paid 
had the offer not been accepted;
    (ii) if the contract is owned by three or more persons and an owner 
who is not the named contract owner or a pre-designated joint owner 
dies during the new surrender charge period, the remaining contract 
owners could be worse off having accepted the Enhancement Offer because 
a new surrender charge will apply; and
    (iii) the contract owner may be worse off than if he or she had 
rejected the Enhancement Offer.
    2. Lincoln Life will send the Offering Document directly to 
eligible contract owners. A contract owner choosing either the Bonus 
Offer or the EGMDB Offer will then complete and sign an election form 
which will prominently restate in concise, plain English the statements 
required in Condition No. 1, and will return it to Lincoln Life. If the 
election form or the internal exchange form is more than two pages 
long, Lincoln Life will use a separate document to obtain the contract 
owner's acknowledgment of the statements referred to in Condition No. 
1.
    3. Lincoln Life will maintain the following separately identifiable 
records in an easily accessible place, for the time periods specified 
below in this Condition 3 for review by the Commission upon request:
    (a) Records showing the level of acceptances of the Enhancement 
Offer and how these acceptances relate to the total number of contract 
owners eligible to participate in the offer (quarterly as a percentage 
of the number eligible);
    (b) copies of any form of Offering Document, and any other written 
materials or scripts for presentations by representatives regarding the 
Enhancement Offer that Lincoln Life either prepares or approves, 
including the dates that such Offering Document and materials were 
used;
    (c) records containing information about each Enhancement Offer 
election that occurs, including the name of the contract owner; the old 
and new contract numbers; the amount of CDSC waived on the transaction; 
bonus credit paid; if the EGMDB is elected or the EGMDB fee is waived; 
the name and CRD number of the registered representative soliciting the 
Enhancement Offer, firm affiliation, branch office address and 
telephone number of the registered representative

[[Page 8955]]

soliciting the Enhancement Offer; the name and CRD number of the 
registered representative's broker-dealer; commission paid; the 
election form (and separate document, if any, used to obtain the 
contract owner's acknowledgment of the statements required in Condition 
No. 1) showing the name, date of birth, address and telephone number of 
the contract owner and the date the election form (or separate 
document) was signed; amount of contract value at the time of election 
of the Enhancement Offer; and persistency information relating to the 
enhanced contract, including the date of any subsequent surrender and 
the amount of CDSC paid on the surrender; and
    (d) logs showing a record of any contract owner complaint about the 
Enhancement Offer; state insurance department inquiries about the 
Enhancement Offer; or litigation, arbitration or other proceedings 
regarding any enhanced contract. The logs will include the date of the 
complaint or commencement of the proceeding, name and address of the 
person making the complaint or commencing the proceeding, nature of the 
complaint or proceeding, and the persons named or involved in the 
complaint or proceeding.
    Applicants will retain records specified in (a) and (d) for a 
period of six years after the date the records are created; records 
specified in (b) for a period of six years after the date of last use; 
and records specified in (c) for a period of two years after the date 
that the CDSC period of the Enhanced Contract ends with respect to 
contract value as of the date the Enhancement Offer is accepted.
    4. The Offering Document will disclose in concise plain English 
each aspect of the enhanced contracts that will be less favorable than 
the old contracts.

Conclusion

    For all the reasons discussed above, Applicants submit (1) that the 
Offers provide additional benefits to contract owners, may be 
advantageous for the owners to whom they will be offered, and do not 
contravene any policy or purpose of Section 11, and (2) that approval 
of Applicants' Offers as described, and subject to the conditions set 
forth in this Application, is appropriate in the public interest and 
consistent with the protection of investors and the purposes fairly 
intended by the policies and provisions of the Act. Therefore, 
Applicants submit that the Commission should grant the approval sought 
by this Application.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 03-4506 Filed 2-25-03; 8:45 am]
BILLING CODE 8010-01-P