[Federal Register Volume 69, Number 79 (Friday, April 23, 2004)]
[Rules and Regulations]
[Pages 21954-21956]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 04-9273]


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SECURITIES AND EXCHANGE COMMISSION

17 CFR Part 232

[Release Nos. 33-8409; 34-49580; 35-27836; 39-2419; IC-26420]
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 Electronic Data Gathering, Analysis, and 
Retrieval System (EDGAR) Filer Manual to reflect updates to the EDGAR 
system. The revisions are being made primarily to support the mandatory 
electronic filing of Form ID, the application for access codes to file 
on EDGAR, via a new EDGAR Filer Management Web site and to support the 
initial period of our proposal to expand the information that we 
require certain open-end management investment companies and insurance 
company separate accounts to submit to us electronically through EDGAR 
regarding their series and classes (or contracts, in the case of 
separate accounts).
    The revisions to the Filer Manual reflect changes within Volumes I, 
II and III, entitled ``EDGAR Release 8.7 EDGARLink Filer Manual,'' 
``EDGAR Release 8.7 N-SAR Supplement Filer Manual,'' and ``EDGAR 
Release 8.7 OnlineForms Filer Manual'' respectively. The updated manual 
will be incorporated by reference into the Code of Federal Regulations.

EFFECTIVE DATE: April 26, 2004. The incorporation by reference of the 
EDGAR Filer Manual is approved by the Director of the Federal Register 
as of April 26, 2004.

FOR FURTHER INFORMATION CONTACT: In the Office of Information 
Technology, Rick Heroux, at (202) 942-8800; for questions concerning 
the Division of Investment Management filings, in the Division of 
Investment Management, Ruth Armfield Sanders, Senior Special Counsel, 
at (202) 942-0978; and for questions concerning the Division of 
Corporation Finance filings, in the Division of Corporation Finance, 
Herbert Scholl, Office Chief, EDGAR and Information Analysis, at (202) 
942-2940; in the Office of Filings and Information Services, Margaret 
A. Favor, (202) 942-8900.

SUPPLEMENTARY INFORMATION: Today we are adopting an updated EDGAR Filer 
Manual (Filer Manual). The Filer Manual describes the technical 
formatting requirements for the preparation and submission of 
electronic filings through the EDGAR system.\1\ It also describes the 
requirements for filing using modernized EDGARLink.\2\
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    \1\ We originally adopted the Filer Manual on July 1, 1993, with 
an effective date of July 26, 1993. Release No. 33-6986 (Apr. 1, 
1993) [58 FR 18638]. We implemented the most recent update to the 
Filer Manual on July 31, 2003. See Release Nos. 33-8255 (July 22, 
2003) [68 FR 44876] and 33-8255A (Sept. 10, 2003) [68 FR 53289].
    \2\ This is the filer assistance software we provide filers 
filing on the EDGAR system.
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    The Filer Manual contains all the technical specifications for 
filers to submit filings using the 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. 
34-40934 (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; Release No. 33-7855 (July 24, 
2000) [65 FR 24788], in which we implemented EDGAR Release 7.0; 
Release No. 33-7999 (August 7, 2001) [66 FR 42941], in which we 
implemented EDGAR Release 7.5; Release No. 33-8007 (September 24, 
2001) [66 FR 42829], in which we implemented EDGAR Release 8.0; 
Release No. 33-8224 (May 7, 2003) [66 FR 24345], in which we 
implemented EDGAR Release 8.5 and Release Nos. 33-8255 (July 22, 
2003) [68 FR 44876] and 33-8255A (Sept. 10, 2003) [68 FR 53289] in 
which we implemented EDGAR Release 8.6.

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[[Page 21955]]

    We will implement EDGAR Release 8.7 on April 26, 2004, to support 
the mandatory electronic filing of Form ID\5\, via the new EDGAR Filer 
Management Web site, and to support the initial period of our proposal 
to expand the information that we require certain open-end management 
investment companies and insurance company separate accounts to submit 
to us electronically through EDGAR regarding their series and classes 
(or contracts, in the case of separate accounts).\6\ The initial period 
being supported in this revision will allow these investment companies, 
which we refer to as ``S/C Funds,'' to enter series and class 
(contract) information using the new Series and Classes (Contracts) 
Information page on the EDGAR Filer Web site (https://www.edgarfiling.sec.gov) to obtain series and class (contract) 
identifiers.
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    \5\ See Release Nos. 33-8399 (Mar. 15, 2004) [69 FR 13426], 
``Mandated Electronic Filing for Form ID.''
    \6\ See Release No. 33-8401 (Mar. 16, 2004) [69 FR 13690], 
``Rulemaking for EDGAR System.''
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    In addition, the new release will include EDGAR company naming 
convention updates. It will increase the company name length from 60 
characters to 150 characters and support the use of additional ASCII 
characters in the company name and the ability to store and disseminate 
mixed-case company names \7\ instead of in all upper case (as was done 
in the past). It will also add new paper Form types 40-17GCS and 40-
17GCS/A; a new field on the EDGAR Filer Web site's Company Information 
screen that will allow accelerated Form 10-K filers to identify 
themselves as such;\8\ a serial company name tag to Form 424 to allow 
for the entry of serial company names; a new tag for a filer supplied 
file number to Form 15-15D and Form 15-15D/A; and ``EX-99.CERT'' to the 
EDGARLink drop-down menu for Form types N-Q and N-Q/A.
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    \7\ Additional ASCII characters accepted are: exclamation point 
(ASCII 33), pound/number sign (ASCII 35), dollar sign (ASCII 36), 
left parenthesis (ASCII 40), right parenthesis (ASCII 41), comma 
(ASCII 44), period (ASCII 46), colon (ASCII 58), semicolon (ASCII 
59), equals sign (ASCII 61), at sign (ASCII 64), back quote (ASCII 
96), left brace (ASCII 123), vertical bar (ASCII 124), right brace 
(ASCII 125).
    \8\ Applicable EDGAR filers can do this by selecting the 
Information Exchange--Retrieve/Edit Data option from the EDGAR filer 
Web site.
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    EDGAR 8.7 supports backward compatibility of the 8.6.m templates as 
long as the reporting requirements for specific form types have not 
changed. EDGAR 8.7 server software supports all of the field 
identifiers that were valid in the 8.6.m version of the PureEdge 
templates. Notice of the update has previously been provided on the 
EDGAR filing Web site and on the Commission's public Web site. The 
discrete updates are reflected on the filing Web site and in the 
updated draft Filer Manual Volumes.
    Along with adoption of the Filer Manual, we are amending Rule 301 
of Regulation S-T to provide for the incorporation by reference into 
the Code of Federal Regulations of today's revisions. 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/info/edgar.shtml. You may also obtain copies from Thomson 
Financial Inc, 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).\9\ It follows that the requirements 
of the Regulatory Flexibility Act \10\ do not apply.
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    \9\ 5 U.S.C. 553(b).
    \10\ 5 U.S.C. 601-612.
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    The effective date for the updated Filer Manual and the rule 
amendments is April 26, 2004. In accordance with the APA,\11\ we find 
that there is good cause to establish an effective date less than 30 
days after publication of these rules. The EDGAR system upgrade to 
Release 8.7 is scheduled to become available on April 26, 2004. The 
Commission believes that it is necessary to coordinate the 
effectiveness of the updated Filer Manual with the scheduled system 
upgrade.
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    \11\ 5 U.S.C. 553(d)(3).
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Statutory Basis

    We are adopting the amendments to Regulation S-T under Sections 6, 
7, 8, 10, and 19(a) of the Securities Act,\12\ Sections 3, 12, 13, 14, 
15, 23, and 35A of the Securities Exchange Act of 1934,\13\ Section 20 
of the Public Utility Holding Company Act of 1935,\14\ Section 319 of 
the Trust Indenture Act of 1939,\15\ and Sections 8, 30, 31, and 38 of 
the Investment Company Act of 1940.\16\
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    \12\ 15 U.S.C. 77f, 77g, 77h, 77j, and 77s(a).
    \13\ 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78w, and 78ll.
    \14\ 15 U.S.C. 79t.
    \15\ 15 U.S.C. 77sss.
    \16\ 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

0
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

0
1. The authority citation for Part 232 continues to read in part 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.
* * * * *
0
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. The 
requirements for filers using modernized EDGARLink are set forth in the 
EDGAR Release 8.7 EDGARLink Filer Manual Volume I, dated April 2004. 
Additional provisions applicable to Form N-SAR filers and Online Forms 
filers are set forth in the EDGAR Release 8.7 N-SAR Supplement Filer 
Manual Volume II, dated April 2004, and the EDGAR Release 8.7 
OnlineForms Filer Manual Volume III, dated April 2004. 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

[[Page 21956]]

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 
Fifth Street, NW., Washington, DC 20549-0102 or by calling Thomson 
Financial Inc at (800) 638-8241. Electronic format copies are available 
on the Commission's Web site. The address for the Filer Manual is 
<http://www.sec.gov/info/edgar.shtml. You can also photocopy 
the document at the Office of the Federal Register, 800 North Capitol 
Street, NW., Suite 700, Washington, DC.

    Dated: April 19, 2004.

    By the Commission.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 04-9273 Filed 4-20-04; 2:01 pm]
BILLING CODE 8010-01-P