[Federal Register Volume 69, Number 198 (Thursday, October 14, 2004)]
[Notices]
[Pages 61058-61059]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E4-2605]


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SECURITIES AND EXCHANGE COMMISSION


Submission for OMB Review; Comment Request

Upon written request, copies available from: Securities and Exchange 
Commission, Office of Filings and Information Services, Washington, DC 
20549.

Approval of Existing Information Collection: 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'') has submitted to the Office of Management and Budget 
requests for extension and approval of the existing collection of 
information discussed below.
    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

[[Page 61059]]

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.
    General comments regarding the above information to the following 
persons: (i) Desk Officer for the Securities and Exchange Commission, 
Office of Information and Regulatory Affairs, Office of Management and 
Budget, Room 10102, New Executive Office Building, Washington, DC 
20503; or e-mail to: [email protected]; and (ii) R. Corey 
Booth, Director/Chief Information Officer, Office of Information 
Technology, Securities and Exchange Commission, 450 5th Street, NW., 
Washington, DC 20549. Comments must be submitted to OMB within 30 days 
of this notice.

    Dated: October 8, 2004.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. E4-2605 Filed 10-13-04; 8:45 am]
BILLING CODE 8010-01-P