[Federal Register Volume 77, Number 240 (Thursday, December 13, 2012)]
[Notices]
[Pages 74228-74230]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2012-30052]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 30297; File No. 812-14047]


Lord, Abbett & Co. LLC, et al.; Notice of Application

December 6, 2012.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: Notice of an application under section 6(c) of the Investment 
Company Act of 1940 (``Act'') for an exemption from rule 12d1-2(a) 
under the Act.

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Summary of Application: Applicants request an order to permit open-end 
management investment companies relying on rule 12d1-2 under the Act to 
invest in certain financial instruments.

Applicants: Lord, Abbett & Co. LLC (``Lord Abbett''), Lord Abbett 
Distributor

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LLC (``Lord Abbett Distributor''), and Lord Abbett Global Fund, Inc., 
Lord Abbett Investment Trust, and Lord Abbett Securities Trust (each, a 
``Company'', and collectively, the ``Companies'').

DATES: Filing Dates: The application was filed on June 26, 2012, and 
amended on October 26, 2012, October 26, 2012, and November 30, 2012.

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 Commission's Secretary 
and serving applicants with a copy of the request, personally or by 
mail. Hearing requests should be received by the Commission by 5:30 
p.m. on December 27, 2012, 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 
writer'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 Commission's Secretary.

ADDRESSES: Elizabeth M. Murphy, Secretary, Securities and Exchange 
Commission, 100 F Street NE., Washington, DC 20549-1090; Applicants, c/
o Lord Abbett, 90 Hudson Street, Jersey City, NJ 07302.

FOR FURTHER INFORMATION CONTACT: Steven I. Amchan, Senior Counsel, at 
(202) 551-6826, or Jennifer L. Sawin, Branch Chief, at (202) 551-6821 
(Division of Investment Management, Office of Investment Company 
Regulation).

SUPPLEMENTARY INFORMATION: The following is a summary of the 
application. The complete application may be obtained via the 
Commission's Web site by searching for the file number, or an applicant 
using the Company name box, at http://www.sec.gov/search/search.htm or 
by calling (202) 551-8090.

Applicants' Representations

    1. Lord Abbett Global Fund, Inc. is organized as a Maryland 
corporation; Lord Abbett Investment Trust and Lord Abbett Securities 
Trust each are organized as a Delaware statutory trust. Each Company is 
registered under the Act as an open-end management investment company. 
Lord Abbett, a Delaware limited liability company, is an investment 
adviser registered under the Investment Advisers Act of 1940, as 
amended (the ``Advisers Act'') and serves as investment adviser to each 
Company. Lord Abbett Distributor is organized as a New York limited 
liability company, and is a registered broker-dealer under the 
Securities Exchange Act of 1934, as amended (``1934 Act''); Lord Abbett 
Distributor is the principal underwriter of each Company.
    2. Applicants request the exemption to the extent necessary to 
permit any existing or future series of each Company and of any other 
registered open-end management investment company that (i) Is advised 
by Lord Abbett or any person controlling, controlled by or under common 
control with Lord Abbett (any such adviser or Lord Abbett, an 
``Adviser'') and (ii) is in the same group of investment companies, as 
defined in section 12(d)(1)(G) of the Act, as the Companies and invests 
in other registered open-end management investment companies in that 
same group (``Underlying Funds'') in reliance on section 12(d)(1)(G) of 
the Act; and (iii) is also eligible to invest in securities (as defined 
in section 2(a)(36) of the Act) in reliance on rule 12d1-2 under the 
Act (each a ``Fund of Funds''), to also invest, to the extent 
consistent with its investment objectives, policies, strategies and 
limitations, in financial instruments that may not be securities within 
the meaning of section 2(a)(36) of the Act (``Other Investments'').\1\ 
Applicants also request that the order exempt any entity, including any 
entity controlled by or under common control with an Adviser, that in 
the future acts as principal underwriter, or broker or dealer if 
registered under the 1934 Act, with respect to the transactions 
described in the application.
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    \1\ Every existing entity that currently intends to rely on the 
requested order is named as an applicant. Any entity that relies on 
the order in the future will do so only in accordance with the terms 
and condition in the application.
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    3. Consistent with its fiduciary obligations under the Act, each 
Fund of Funds' board of directors or trustees, as the case may be, will 
review the advisory fees charged by the Fund of Funds' Adviser to 
ensure that they are based on services provided that are in addition 
to, rather than duplicative of, services provided pursuant to the 
advisory agreement of any investment company in which the Fund of Funds 
may invest.

Applicants' Legal Analysis

    1. Section 12(d)(1)(A) of the Act provides that no registered 
investment company (``acquiring company'') may acquire securities of 
another investment company (``acquired company'') if such securities 
represent more than 3% of the acquired company's outstanding voting 
stock or more than 5% of the acquiring company's total assets, or if 
such securities, together with the securities of other investment 
companies, represent more than 10% of the acquiring company's total 
assets. Section 12(d)(1)(B) of the Act provides that no registered 
open-end investment company may sell its securities to another 
investment company if the sale will cause the acquiring company to own 
more than 3% of the acquired company's voting stock, or cause more than 
10% of the acquired company's voting stock to be owned by investment 
companies and companies controlled by them.
    2. Section 12(d)(1)(G) of the Act provides, in part, that section 
12(d)(1) will not apply to securities of an acquired company purchased 
by an acquiring company if: (i) The acquired company and acquiring 
company are part of the same group of investment companies; (ii) the 
acquiring company holds only securities of acquired companies that are 
part of the same group of investment companies, government securities, 
and short-term paper; (iii) the aggregate sales loads and distribution-
related fees of the acquiring company and the acquired company are not 
excessive under rules adopted pursuant to section 22(b) or section 
22(c) of the Act by a securities association registered under section 
15A of the 1934 Act, or by the Commission; and (iv) the acquired 
company has a policy that prohibits it from acquiring securities of 
registered open-end investment companies or registered unit investment 
trusts in reliance on section 12(d)(1)(F) or (G) of the Act.
    3. Rule 12d1-2 under the Act permits a registered open-end 
investment company or a registered unit investment trust that relies on 
section 12(d)(1)(G) of the Act to acquire, in addition to securities 
issued by another registered investment company in the same group of 
investment companies, government securities, and short-term paper: (i) 
Securities issued by an investment company that is not in the same 
group of investment companies, when the acquisition is in reliance on 
section 12(d)(1)(A) or 12(d)(1)(F) of the Act; (ii) securities (other 
than securities issued by an investment company); and (iii) securities 
issued by a money market fund, when the investment is in reliance on 
rule 12d1-1 under the Act. For the purposes of rule 12d1-2, 
``securities'' means any security as defined in section 2(a)(36) of the 
Act.
    4. Section 6(c) of the Act provides that the Commission may exempt 
any person, security, or transaction from any provision of the Act, or 
from any rule

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under the Act, if such exemption is necessary or 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.
    5. Applicants state that the Funds of Funds will comply with rule 
12d1-2 under the Act, but for the fact that they may invest a portion 
of their assets in Other Investments. Applicants request an order under 
section 6(c) of the Act for an exemption from rule 12d1-2(a) to allow 
the Funds of Funds to invest in Other Investments while investing in 
Underlying Funds. Applicants assert that permitting the Funds of Funds 
to invest in Other Investments as described in the application would 
not raise any of the concerns that the requirements of section 12(d)(1) 
were designed to address.

Applicants' Condition

    Applicants agree that any order granting the requested relief will 
be subject to the following condition:
    Applicants will comply with all provisions of rule 12d1-2 under the 
Act, except for paragraph (a)(2) to the extent that it restricts any 
Fund of Funds from investing in Other Investments as described in the 
application.

    For the Commission, by the Division of Investment Management, 
under delegated authority.
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2012-30052 Filed 12-12-12; 8:45 am]
BILLING CODE 8011-01-P