[Federal Register Volume 73, Number 227 (Monday, November 24, 2008)]
[Notices]
[Page 71048]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E8-27884]


=======================================================================
-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION


Submission for OMB Review; Comment Request

Upon written request, copies available from: U.S. Securities and 
Exchange Commission, Office of Investor Education and Advocacy, 
Washington, DC 20549-0213.

Extension:
    Rule 12d2-2, SEC File No. 270-86, OMB Control No. 3235-0080, 
Form 25.

    Notice is hereby given that pursuant to the Paperwork Reduction Act 
of 1995 (44 U.S.C. 3501 et seq.), the Securities and Exchange 
Commission (``Commission'') has submitted to the Office of Management 
and Budget a request for approval of extension of the existing 
collection of information provided for the following rule: Rule 12d2-2 
(17 CFR 240.12d2-2) and Form 25 (17 CFR 249.25).
    On February 12, 1935, the Commission adopted Rule 12d2-2,\1\ and 
Form 25 under the Securities Exchange Act of 1934 (15 U.S.C. 78a et 
seq.) (``Act''), which sets forth the conditions and procedures under 
which a security may be delisted from an exchange and withdrawn from 
registration under Section 12(b) of the Act.\2\ The Commission adopted 
amendments to Rule 12d2-2 and Form 25 in 2005.\3\ Under the adopted 
Rule 12d2-2, all issuers and national securities exchanges seeking to 
delist and deregister a security in accordance with the rules of an 
exchange must file the adopted version of Form 25 with the Commission. 
The Commission also adopted amendments to Rule 19d-1 under the Act to 
require exchanges to file the adopted version of Form 25 as notice to 
the Commission under Section 19(d) of the Act. Finally, the Commission 
adopted amendments to exempt options and security futures from Section 
12(d) of the Act. These amendments are intended to simplify the 
paperwork and procedure associated with a delisting and to unify 
general rules and procedures relating to the delisting process.
---------------------------------------------------------------------------

    \1\ See Securities Exchange Act Release No. 98 (February 12, 
1935).
    \2\ See Securities Exchange Act Release No. 7011 (February 5, 
1963), 28 FR 1506 (February 16, 1963).
    \3\ See Securities Exchange Act Release No. 52029 (July 14, 
2005), 70 FR 42456 (July 22, 2005).
---------------------------------------------------------------------------

    The Form 25 is useful because it informs the Commission that a 
security previously traded on an exchange is no longer traded. In 
addition, the Form 25 enables the Commission to verify that the 
delisting has occurred in accordance with the rules of the exchange. 
Further, the Form 25 helps to focus the attention of delisting issuers 
to make sure that they abide by the proper procedural and notice 
requirements associated with a delisting. Without Rule 12d2-2 and the 
Form 25, as applicable, the Commission would be unable to fulfill its 
statutory responsibilities.
    There are ten national securities exchanges that trade equity 
securities that will be respondents subject to Rule 12d2-2 and Form 
25.\4\ The burden of complying with Rule 12d2-2 and Form 25 is not 
evenly distributed among the exchanges, however, since there are many 
more securities listed on the New York Stock Exchange, the NASDAQ Stock 
Exchange, and the American Stock Exchange LLC than on the other 
exchanges. However, for purposes of this filing, the Commission staff 
has assumed that the number of responses is evenly divided among the 
exchanges. Since approximately 994 responses under Rule 12d2-2 and Form 
25 for the purpose of delisting equity securities are received annually 
by the Commission from the national securities exchanges, the resultant 
aggregate annual reporting hour burden would be, assuming on average 
one hour per response, 994 annual burden hours for all exchanges. In 
addition, since approximately 371 responses are received by the 
Commission annually from issuers wishing to remove their securities 
from listing and registration on exchanges, the Commission staff 
estimates that the aggregate annual reporting hour burden on issuers 
would be, assuming on average one reporting hour per response, 371 
annual burden hours for all issuers. Accordingly, the total annual hour 
burden for all respondents to comply with Rule 12d2-2 is 1,365 hours. 
The related costs associated with these burden hours are $76,177.50.
---------------------------------------------------------------------------

    \4\ The staff notes that there are two additional national 
securities exchanges that only trade standardized options which, as 
noted above, are exempt from Rule 12d2-2.
---------------------------------------------------------------------------

    The collection of information obligations imposed by Rule 12d2-2 
and Form 25 are mandatory. The response will be available to the public 
and will not be kept confidential.
    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 control number.
    Comments should be directed to (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 by sending an e-mail to: 
[email protected]; and (ii) Lewis W. Walker, Acting Director/Chief 
Information Officer, Securities and Exchange Commission, c/o Shirley 
Martinson, 6432 General Green Way, Alexandria, VA 22312 or send an e-
mail to: [email protected]. Comments must be submitted within 30 
days of this notice.

    Dated: November 17, 2008.
Florence E. Harmon,
Acting Secretary.
[FR Doc. E8-27884 Filed 11-21-08; 8:45 am]
BILLING CODE 8011-01-P