[Federal Register Volume 69, Number 152 (Monday, August 9, 2004)]
[Notices]
[Pages 48259-48260]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 04-18120]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION


Proposed Collection; Comment Request

Upon Written Request, Copies Available From: Securities and Exchange 
Commission, Office of Filings and Information Services, Washington, DC 
20549.

Extension:

[[Page 48260]]

 Rule 17a-8; SEC File No. 270-225; OMB Control No. 3235-0235

    Notice is hereby given that pursuant to the Paperwork Reduction Act 
of 1995 (44 U.S.C. 3501-3520), the Securities and Exchange Commission 
(``Commission'') is soliciting comments on the collection of 
information summarized below. The Commission plans to submit this 
existing collection of information to the Office of Management and 
Budget for extension and approval.
    Rule 17a-8 [17 CFR 270.17a-8] under the Investment Company Act of 
1940 (the ``Act'') is entitled ``Mergers of affiliated companies.'' 
Rule 17a-8 exempts certain mergers and similar business combinations 
(``mergers'') of affiliated registered investment companies (``funds'') 
from section 17(a) prohibitions on purchases and sales between a fund 
and its affiliates. The rule requires fund directors to consider 
certain issues and to record their findings in board minutes. The rule 
requires the directors of any fund merging with an unregistered entity 
to approve procedures for the valuation of assets received from that 
entity. These procedures must provide for the preparation of a report 
by an independent evaluator that sets forth the fair value of each such 
asset for which market quotations are not readily available. The rule 
also requires a fund being acquired to obtain approval of the merger 
transaction by a majority of its outstanding voting securities, except 
in certain situations, and requires any surviving fund to preserve 
written records describing the merger and its terms for six years after 
the merger (the first two in an easily accessible place).
    The average annual burden of meeting the requirements of rule 17a-8 
is estimated to be 7 hours for each fund. The Commission staff 
estimates that each year approximately 600 funds rely on the rule. The 
estimated total average annual burden for all respondents therefore is 
4,200 hours.
    This estimate represents an increase of 3,600 hours from the prior 
estimate of 600 hours. The increase results from an increase in the 
estimated average annual hour burden of meeting the requirements of 
17a-8.
    The average cost burden of preparing a report by an independent 
evaluator in a merger with an unregistered entity is estimated to be 
$15,000. The average net cost burden of obtaining approval of a merger 
transaction by a majority of a fund's outstanding voting securities is 
estimated to be $50,000. The Commission staff estimates that each year 
approximately 10 mergers with unregistered entities occur and 
approximately 15 funds hold shareholder votes that would not otherwise 
have held a shareholder vote to comply with state law. The total annual 
cost burden of meeting these requirements is estimated to be $900,000.
    The estimates of average burden hours and average cost burdens are 
made solely for the purposes of the Paperwork Reduction Act, and are 
not derived from a comprehensive or even a representative survey or 
study. An agency may not conduct or sponsor, and a person is not 
required to respond to, a collection of information unless it displays 
a currently valid OMB control number.
    Written comments are requested on: (a) Whether the collection of 
information is necessary for the proper performance of the functions of 
the Commission, including whether the information has practical 
utility; (b) the accuracy of the Commission's estimate of the burdens 
of the collection of information; (c) ways to enhance the quality, 
utility, and clarity of the information collected; and (d) ways to 
minimize the burden of the collection of information on respondents, 
including through the use of automated collection techniques or other 
forms of information technology. Consideration will be given to 
comments and suggestions submitted in writing within 60 days of this 
publication.
    Please direct your written comments to R. Corey Booth, Director/
Chief Information Officer, Office of Information Technology, Securities 
and Exchange Commission, 450 5th Street, NW., Washington, DC 20549.

    Dated: August 2, 2004.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 04-18120 Filed 8-6-04; 8:45 am]
BILLING CODE 8010-01-P