18264 Federal Register / Vol. 76, No. 63 / Friday, April 1, 2011 / Notices 

1See Appendix C, SIFMA Office Salaries Data— 

Sept. 2007 for General Clerk national hourly rate. 

the public interest, for the protection of 

investors, or in furtherance of the 

purposes of Section 17A of the 

Exchange Act. Without Rule 17Ac3–1(a) 

and Form TA–W, transfer agents 

registered with the Commission would 

not have a means to voluntarily 

deregister when necessary or 

appropriate to do so. 

Respondents file approximately 50 

TA–Ws with the Commission annually. 

A Form TA–W filing occurs only once, 

when a transfer agent is seeing 

deregistration. Approximately 80 

percent of Form TA–Ws are completed 

by the transfer agent or its employees 

and approximately 20 percent of Forms 

TA–W are completed by an outside 

filing agent that is hired by the 

registrant to prepare the form and file it 

electronically. In view of the readilyavailable information requested by Form 

TA–W, its short and simple 

presentation, and the Commission’s 

experience with the filers, we estimate 

that approximately 30 minutes is 

required to complete and file Form 

TA–W, which consists primarily of 

external labor costs plus a nominal and 

unquantifiable amount of computer 

operations/maintenance cost (because 

the Form must be filed electronically 

through the Commission’s EDGAR 

system). For transfer agents that 

complete Form TA–W themselves, we 

estimate the cost per filing is $25 (.5 

hours times $50 average hourly rate for 

clerical staff time), which is an internal 

labor cost. We estimate that outside 

filing agents charge $100 to complete 

and file a TA–W on behalf of a 

registrant, reflecting an external cost to 

respondents. 

Written comments are invited on: (a) 

Whether the proposed collection of 

information is necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information shall have practical utility; 

(b) the accuracy of the Commission’s 

estimates of the burden of the proposed 

collection of information; (c) ways to 

enhance the quality, utility, and clarity 

of the information to be 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. 

The Commission may not conduct or 

sponsor a collection of information 

unless it displays a currently valid 

control number. No person shall be 

subject to any penalty for failing to 

comply with a collection of information 

subject to the PRA that does not display 

a valid Office of Management and 

Budget (OMB) control number. 

Please direct your written comments 

to: Thomas Bayer, Chief Information 

Officer, Securities and Exchange 

Commission, c/o Remi Pavlik-Simon, 

6432 General Green Way, Alexandria, 

VA 22312 or send an e-mail to: 

PRA_Mailbox@sec.gov. 

Dated: March 28, 2011. 

Cathy H. Ahn, 

Deputy Secretary. 

[FR Doc. 2011–7690 Filed 3–31–11; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; Comment 

Request 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of Investor 

Education and Advocacy, 

Washington, DC 20549–0213. 

Extension: 

Rule 15c2–11; SEC File No. 270–196; 

OMB Control No. 3235–0202. 

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’’) is soliciting comments 

on the existing collection of information 

provided for in Rule 15c2–11, (17 CFR 

240.15c2–11), under the Securities 

Exchange Act of 1934 (15 U.S.C. 78a et 

seq.). The Commission plans to submit 

this existing collection of information to 

the Office of Management and Budget 

for extension and approval. 

On September 13, 1971, effective 

December 13, 1971 (see 36 FR 18641, 

September 18, 1971), the Commission 

adopted Rule 15c2–11 (‘‘Rule 15c2–11’’ 

or ‘‘Rule’’) under the Securities 

Exchange Act of 1934 (15 U.S.C. 78a et 

seq.) to regulate the initiation or 

resumption of quotations in a quotation 

medium by a broker-dealer for over-thecounter (‘‘OTC’’) securities. The Rule 

was designed primarily to prevent 

certain manipulative and fraudulent 

trading schemes that had arisen in 

connection with the distribution and 

trading of unregistered securities issued 

by shell companies or other companies 

having outstanding but infrequently 

traded securities. Subject to certain 

exceptions, the Rule prohibits brokersdealers from publishing a quotation for 

a security, or submitting a quotation for 

publication, in a quotation medium 

unless they have reviewed specified 

information concerning the security and 

the issuer. 

Based on information provided by 

Financial Industry Regulatory 

Authority, Inc. (‘‘FINRA’’), in the 2010 

calendar year, FINRA received 

approximately 1,798 applications from 

broker-dealers to initiate or resume 

publication of covered OTC securities in 

the OTC Bulletin Board and/or the Pink 

Sheets or other quotation mediums. We 

estimate that (i) 41% of the covered 

OTC securities were issued by reporting 

issuers, while the other 59% were 

issued by non-reporting issuers, and (ii) 

it will take a broker-dealer about 4 hours 

to review, record and retain the 

information pertaining to a reporting 

issuer, and about 8 hours to review, 

record and retain the information 

pertaining to a non-reporting issuer. 

We therefore estimate that brokerdealers who initiate or resume 

publication of quotations for covered 

OTC securities of reporting issuers will 

require 2,949 hours (1,798 × 41% × 4) 

to review, record and retain the 

information required by the Rule. We 

estimate that broker-dealers who initiate 

or resume publication of quotations for 

covered OTC securities of non-reporting 

issuers will require 8,487 hours (1,798 

× 59% × 8) to review, record and retain 

the information required by the Rule. 

Thus, we estimate the total annual 

burden hours for broker-dealers to 

initiate or resume publication of 

quotations of covered OTC securities to 

be 11,436 hours (2,949 + 8,487). The 

Commission believes that these 11,436 

hours would be completed by staff 

working at a rate of $40 per hour.1

Subject to certain exceptions, the Rule 

prohibits brokers-dealers from 

publishing a quotation for a security, or 

submitting a quotation for publication, 

in a quotation medium unless they have 

reviewed specified information 

concerning the security and the issuer. 

The broker-dealer must also make the 

information reasonably available upon 

request to any person expressing an 

interest in a proposed transaction in the 

security with such broker or dealer. The 

collection of information that is 

submitted to FINRA for review and 

approval is currently not available to the 

public from FINRA. 

Written comments are invited on: (a) 

Whether the proposed collection of 

information is necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information shall have practical utility; 

(b) the accuracy of the Commission’s 

estimates of the burden of the proposed 

mstockstill on DSKH9S0YB1PROD with NOTICES

Federal Register / Vol. 76, No. 63 / Friday, April 1, 2011 / Notices 18265 

collection of information; (c) ways to 

enhance the quality, utility, and clarity 

of the information on respondents; 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. 

The Commission may not conduct or 

sponsor a collection of information 

unless it displays a currently valid 

control number. No person shall be 

subject to any penalty for failing to 

comply with a collection of information 

subject to the PRA that does not display 

a valid Office of Management and 

Budget (OMB) control number. 

Please direct your written comments 

to: Thomas Bayer, Chief Information 

Officer, Securities and Exchange 

Commission, c/o Remi Pavlik-Simon, 

6432 General Green Way, Alexandria, 

Virginia 22312 or send an e-mail to: 

PRA_Mailbox@sec.gov. 

Dated: March 28, 2011. 

Cathy H. Ahn, 

Deputy Secretary. 

[FR Doc. 2011–7689 Filed 3–31–11; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. IC–29619; File No. 812–13854] 

Fairholme VP Series Fund, Inc. and 

Fairholme Capital Management LLC 

March 28, 2011. 

AGENCY: Securities and Exchange 

Commission (‘‘SEC’’ or ‘‘Commission’’). 

ACTION: Notice of application for an 

order pursuant to Section 6(c) of the 

Investment Company Act of 1940, as 

amended, (the ‘‘Act’’) granting relief 

from the provisions of Section 9(a), 

13(a), 15(a) and 15(b) of the Act and 

Rules 6e–2(b)(15) and 6e–3(T)(b)(15) 

thereunder. 

APPLICANTS: Fairholme VP Series Fund, 

Inc. (the ‘‘Fund’’) and Fairholme Capital 

Management LLC. (‘‘FCM’’) (together the 

‘‘Applicants’’). 

FILING DATE: The application was filed 

on December 23, 2010, and an amended 

and restated application was filed on 

March 22, 2011. 

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 April 22, 2011 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 Secretary 

of the Commission. 

ADDRESSES: Secretary, Securities and 

Exchange Commission, 100 F Street, 

NE., Washington, DC 20549. Applicants: 

Bruce R. Berkowitz Fairholme Capital 

Management, LLC, 4400 Biscayne Blvd., 

Miami, FL 33137, with a copy to Paul 

M. Miller, Esq., Seward & Kissel LLP, 

1200 G Street, NW., Washington, DC 

20005. 

FOR FURTHER INFORMATION CONTACT: 

Patrick Scott, Senior Counsel, at 202– 

551–6763, or Zandra Bailes, Branch 

Chief, Office of Insurance Products, 

Division of Investment Management, 

Commission SEC at (202) 551–6975. 

SUPPLEMENTARY INFORMATION: The 

following is a summary of the 

application. The complete application 

may be obtained for a fee from the SEC’s 

Public Reference Branch, 100 F Street, 

NE., Washington, DC 20549 (tel. (202) 

551–8090). 

SUMMARY OF APPLICATION: Applicants 

seek exemption of each life insurance 

company separate account supporting 

variable life insurance contracts (‘‘VLI 

Accounts’’) (and its insurance company 

depositor) that may invest in shares of 

the Fund or a ‘‘future fund’’ as defined 

below, from the provisions of Sections 

9(a), 13(a), 15(a) and 15(b) of the Act 

and Rules 6e–2(b)(15) and 6e– 

3(T)(b)(15) (or any comparable 

provisions of a permanent rule that 

replaces Rule 6e–3(T)(b)(15)) thereunder 

to the extent necessary to permit such 

VLI Accounts to hold shares of the Fund 

or a future fund when one or more of 

the following other types of investors 

also hold shares of the Fund or a future 

fund: (1) Life insurance company 

separate accounts supporting variable 

annuity contracts (‘‘VA Accounts’’), 

whether or not the life insurance 

company is an affiliated person of the 

insurance company depositor of any VLI 

Account, (2) VLI Accounts supporting 

scheduled or flexible premium variable 

life insurance contracts, whether or not 

the life insurance company is an 

affiliated person of the insurance 

company depositor of any other VLI 

Account, (3) general accounts of 

insurance company depositors of VA 

Accounts and/or VLI Accounts, (4) the 

Fund’s investment adviser or future 

fund’s investment adviser (or an 

affiliated person of the investment 

adviser), or (5) qualified group pension 

plans and group retirement plans 

(‘‘Plans’’) in accordance with Section 

817(h) of the Internal Revenue Code (the 

‘‘Code’’) outside the separate account 

context. A ‘‘future fund’’ is any 

investment company (or investment 

portfolio or series thereof), other than 

the Fund, shares of which are sold to 

VLI Accounts and to which NYLIM or 

its affiliates may in the future serve as 

investment adviser, investment 

subadviser, investment manager, 

administrator, principal underwriter or 

sponsor. Investment portfolios or series 

of the Fund or any future fund are 

referred to herein as ‘‘Insurance Funds.’’ 

SUPPLEMENTARY INFORMATION: The 

following is a summary of the 

application. The complete application is 

available for a fee from the Public 

Reference Branch of the Commission, 

100 F Street, NE., Washington, DC 

20549, (202) 551–8090. 

Applicants’ Representations 

1. The Fund was formed as a 

Maryland corporation on October 14, 

2010. The Fund is registered under the 

Act as an open-end management 

investment company (Reg. File No. 811– 

22490). The Fund is a series investment 

company as defined by Rule 18f–2 

under the Act and is currently 

comprised of three series (the 

‘‘Portfolios’’): (1) Fairholme VP Portfolio, 

(2) Fairholme VP Focused Income 

Portfolio and (3) Fairholme VP 

Allocation Portfolio. The Fund issues a 

separate series of shares of common 

stock for each Existing Fund and 

intends to file a registration statement 

under the Securities Act of 1933 (the 

‘‘1933 Act’’) on Form N–1A to register 

such shares. The Fund may establish 

additional Portfolios in the future and 

additional classes of shares for such 

Insurance Funds. 

2. The Fund may offer its shares to 

both VLI Accounts and VA Accounts 

(together, ‘‘Accounts’’) of life insurance 

companies in reliance on an order from 

the Commission. Applicants seek relief 

so that the Fund (and future funds) may 

offer each series of their shares to: (a) 

VLI Accounts and VA Accounts of both 

affiliated and unaffiliated life insurance 

companies; (b) insurance company 

depositors of VLI Accounts and/or VA 

Accounts investing in one or more 

Insurance Funds through their general 

accounts; (c) FCM and any other 

investment advisers to one or more 

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