proposed amendment and designated March 18, 1977 

as the deadline for their submission. Interested parties, 

however, have requested additional time to comment 

on this matter. Therefore, the Commission has determined to extend until April 1, 1977 the deadline for 

the receipt of comments on the proposed deletion of 

paragraph (b)(3) from Section 240.12a-6. 

By the Commission. 

George A. Fitzsimmons 

Secretary 

March 18, 1977 

SECURITIES EXCHANGE ACT OF 1934 

Release No. 34-13396 

[File No. 57-687 Comment Period Expires 6/1/77,] 

REPORTING BY lNSTlTUTlONAL INVESTMENT 

MANAGERS OF INFORMATION WITH RESPECT TO 

ACCOUNTS OVER WHICH INVESTMENT DISCRETION IS EXERCISED 

AGENCY: Securities and Exchange Commission. 

ACTION: Proposed Rule and Form. 

SUMMARY: The Commission is authorized to collect 

information about the Securities portfolios of major 

institutional investorsand managers. The proposed rule 

and form would require institutional investors which 

manage accounts having in the aggregate more than 

$100,000,000 in stock exchange listed or NASDAQ 

quoted securities to report to the C~mmiSSion on a 

quarterly basis such holdings, giving the aggregate 

market value of various types of Securities broken Out 

by type of account. 

FOR FURTHER INFORMATION CONTACT: Paul Haaga, 202-755-0233. 

DATES: Comments must be received on or before: 

June 1, 1977. 

ADDRESSES: George A. Fitzsimmons, Secretary, Securities and Exchange Commission, Washington, D.C. 

2092/SEC DOCKET 

mission") today released for public comme

Securities Exchange Act Rule 13f-1 117 CFR 

and related Form 13F 117 CFR 249.3251, 

Section 13(f) of the Securities Exchange A

[15 U.S.C. 78a et seq. as amended by P

9429 (June 4, 1975) (the "Act"). Pro

13f-1 and Form 13F generally require 

institutional Investment managers report on 

basis their holdings of certain equity securl

as their votlng authority w~th respect to thos

and are designed as the first step in f

Commiss~on's responsibilit~es under Sectio

U.S.C. 78mifll of the Act which was enac

of the Securities Acts Amendments of 

L. No. 9429, June4, 1975). 

Background 

In July 1968, the Congress directed the C

to make a study and investigation of the 

sale, and holding of securities by institution

of all types, in order to determine the 

those activities upon the maintenance of fair 

secur~ties markets, the stability of those m

public.' In its letter transmitting the Inst

vestor Study Report2 to Congress in Apr

Commission cited "gaps In information abo

chase, sale and holdings of securities by m

of institutional ~nvestors," and recommend

Act be amended to provide the Commissio

eral authority to require, on a continuous 

ports and disclosure of securities holdings 

actions from all types of institutional inves

calls for improved disclosure were made 

sident's Commission on Financial Structur

ulation (1971) and by the Senate Subco

Securities in its 1973 Securjtjes /ndustw Stu

In 1975, as part of the Securities Act Ame

1975, Congress adopted Section 13(f) o

he reporting system called for by Sect

designed to create in the Commission a 

pository of historical and current data ab

'The Study was conducted pursuant to S

of the Act (Publrc Laws 90-438, 91-410). 

'H.R. Doc. No. 64,92nd Cong., 1st Sess. 19

3Report of the Senate Subcommittee on 

Committee on Banking, Housing and Ur

93rd Cong., 1st Sess. (Comm. Print 1973). 
nent Proposed 

:FR 240 13f-11 

I, pursuant to 

e Act of 19% 

1 Pub. L No, 

reposed Rule 

re that large 

on a quarterly 

urltles, as well 

lose securltles 

fulfllllng the 

.t~on 13ifi [I5 

lacted as part 

)f 1975 (Pub. 

Comri~ss~on 

the purchase, 

onal Investors 

he effect of 

311 and orderly 

markets, and 

and of the 

stltutional In3111 1971, the 

bout the purmajor classes 

7ded that the 

Ion w~th gen- 

)us bas~s, re3s and transestors Other 

: by the Preure and Regommittee on 

udy 

iendments of 

of the Act. 

:tion 13(f) is 

a central de3bout the inSection 19(a) 

In Securities, 

lrban Affairs, ) 

I 

ional investment managers on the securities markets 

and the public policy implications of that influence. 

second, making the Commission responsible for all 

gathering, processing, and dissemination of the data 

would permit establishment of uniform reporting standards and a uniform centralized data base.4 

proposed Rule 131-1 

'[he proposed rule provides that institutional investment 

managers which exercise investment discretion over 

accounts holding in the aggregate at least $100,000,000 

of certain equity securities designated "Section 13(f) 

securities" must file a Form 13F on a quarterly basis 

to report certain information regarding those accounts. 

"Section 13(f) securities" are defined to include all 

classes of securities described in Section 13(d)(l) 

of the Act [15 U.S.C. 78m(d)(l)l that are listed on 

a national securities exchange or quoted on the automated quotation system of a registered association 

(e.g., the NASDAQ system) and that are contained 

in the most recent list of Section 13(f) securities 

published by the Commis~ion.~ 

The rule also provides that an institutional investment 

manager shall be deemed to exercise investment discretion over an account not only when it has the 

power described in Section 3(a)(35) of the Act (which 

defines investment discretion) [15 USC 78c(a)(35)1 

but also where it is deemed to be the "Beneficial 

owner" of the securities in the account under Section 

13(d) of the Act.' This is an attempt to ease the burden 

on institutions in that they should have to make fewer 

distinctions in deciding which securities they are 

"beneficial owner" of for purposes of Section 13(d) 

and which they exercise investment discretion with respect to for purposes of Section 13(f). Of course, 

filing a report under Section 13(f) does not relieve institutions of any obligation they may have to file under 

Section 13(d). In addition, the proposed rule deems an 

institutional investment manager to exercise investment 

discretion over all accounts over which any person 

under its control exercises investment discretion. 

Proposed Form 13F consists of a facing page and two 

schedules. Schedule A would require a statement in 

chart form of the aggregate fair market value of all 

types of securities including exempted securities, held 

by the accounts over which the manager exercises 

discretion, broken down by type of account. Schedule 

B would require information in chart form as to the 

number of shares, and fair market value, of each 

issue of Section 13(f) securities held by each type of 

account, as well as the institutional investment man

Although Section 13(f) of the Act empo

mission to adopt rules which would re

of detailed information with respect to 

and transactions of institutional investm

the Commission is also obligated to ta

as are within its power and consis

objectives set forth in Section 13(f), to 

sarily duplicative reporting and to mini

pliance burden on institutional manage

4See, Report of the Senate Committe

Housing and Urban Affairs, (Senate R

94th Cong., 1st Sess. 85 (1975)). 

'Pursuant to Section 13(f)(3) of the A

78m(f)(3)1, the Commission will publish 

of those issues of equity securities o

scribed in Section 13(d) of the Act 

$100,000,000 jurisdictional test under the 

and the reporting requirements of Sch

proposed Form, will apply (the "Comm

The proposed rule exempts from thi

requirements of the rule all Section 1

which are not either listed on a nat

exchange or reported on the NASDAQ 

ment managers would be able to rely o

sion's list in determining the applicability 

ing requirements. The Commission bel

rowing the definition of securities cove

13(f) in this way is consistent with th

the statute and the protection of investo

desirable at this time to avoid disproport

in compiling and maintaining a list of S

securities. 

'Rule 13d-3 defines beneficial owner fo

Section 13(d). 

7See Section 13(f)(4) of the Act. The leg

reflects a strong concern with coordin

requirements and minimizing the bur

pliance, The Act clearly establishes the 

the central collection and dissemination 

data, and vests in the Commission 

authority and responsibility for the in

closilre program partly in order to elim

reporting and reduce the compliance 

impact and extent of the program is limite

however, anticipated that, once the pr

fully implemented, the reports required'b

sion will be sufficiently detailed to meet 

needs of the Comptroller of the Curre

state and federal regulatory agencies. 

SEC 
I 

spect to holdngs of certaln equlty securlttes. the Comrnlss

on seeks comment on the fol

In thls regard, the Commlss~on has attempted, w~th~n (1) Should the Commrssron collect add

the l~mltations Imposed by the statute, to structure 

the reporting requirements under Sectlon 13(f) of the 

Act in a manner whlch would fac~l~tate the malntenance 

by reporting managers of a s~ngle data base In whlch 

information requlred by various reports may be cotlected Thus, banks frllng the Trust Department Report 

Form wlth the federal bank~ng agencies, or subject 

to the Comptroller of the Currency's reporting requirements set forth In Sect~on 9.102 of Regulat~on 9 

[12 CFR 9.102, 39 F R 281441, should be able to 

matron permitted under Sect~on 13(f) 

rncluding the followrng 

(a) detalled informatrorr dbout equity secu

ed on an exchange or reported on NA

corporate debt securltle? (other than ex

ur~tiesi, 

(b) aggregate purchases and aggregate 

the reportrng period of e~ther each se

complete Form 13F uslng data ma~nta~ned tosat~sfy than an exempted securltyi, or of each eq

those reportlng requlrements. The Comm~ss~on's staff 

IS also cons~dering the content and format of its own 

vestment managers f~llng reports, cons~stent wrth ! 	 effectuating the broad purposes of Sect~on 13(fl. 

In addlt~on, durlng the publlc comment per~od and 

prlor to adoption of a final rule and form, the Comnat~onalsecurities exchanges, and registered securtties 

associat~onsregarding these issues. 

respect to accounts held outs~de the Unlted States prov~ded the other jur~sd~ct~onal requlrements of the Rule 

rncluded on the Commrsslon's lrst effect

such accounts, 

securrty rrrcluded on the Comm~ssion's list? 

(21 Should holdrngs of Sect~on 13(d) equ

rncluded on the Comm~ssron's list he repo

13) Should rnst~tut~onal Investment mana

(41 Should reports be frled at less frequ

are fulfilled. However, the Conference Comm~ttee than quarterly? 

(6) Would ~t be conslsterrt m~th the purpose

lmplementat~onof Sectron 13(fl 13(f) of the Act for the Comm~ss~on toe

the requirements of that sectlon rnstrtut~on

2094'SEC DOCKET 
lnagers exercise amount? 

quent ~ntervals 

~es of Section 

~nal investment 

on outs~de the 

leid outside the 

investment managers? 

(9) Section 13(f) requires the Commission to consult 

with, among others, federal and state authorities which, 

directly or indirectly, require reports from institutional 

investment managers of information substantially similar to that called for by Section 13(f). It would be 

helpful to the Commission if institutional investment 

managers commenting would indicate with which such 

agencies such reports are required to be filed. 

The Commission proposes Rule I3f-1 and Form 13F 

for comment pursuant to Section 13(f) of the Act. 

AII interested parties are invited to submit their views 

and comments, in triplicate. to George A. Fitzsimmons, 

Secretary, Securities and Exchange commission^ 

Washingtonr D.C. 20549 On Or before June 

All such communications refer File No. S7-687 and will be available for public inspection 

and copying at the Commission's Public Reference 

Room, 1100 L Street, N.W. Washington, D.C. The 

text of the proposed rule and forms discussed herein 

is set forth below. 

By the Commission. 

George A. Fitzsimmons 

Secretary 

March 22, 1977 

The text of proposed Rule 13f-1 [I7 CFR 240.13f-11, 

which the Commission proposes to adopt pursuant to 

Section 131f) of the Securities Exchange Act of 1934 

115 U. S.C. 78m(f)l is as follows: 

5240.13f-1 Reporting by institutional investment managers of information with respect to accounts over 

which investment discretion is exercised. 

(a) Every institutional investment manager which exercises investment discretion with respect to accounts 

holding Section 13(f) securities having an aggregate 

fair market value on the last trading day of any of 

the preceding twelve months of at least $100,000,000 

shall file a report on Form 13F c5249.325 of this chapterl 

with the Commission within 30 days after the last day 

of the calendar quarter. 

(b) For the purposes of this section, an institutional 

investment manager exercises "investment discretion" 

securities or other property shall be p

by or for the account even though so

may have responsibility for such inves

or (3) is deemed to be the "benef

securities held by the account purs

regulations defining beneficial owners

of section 13(d) of the Act [I5 U

An institutional investment manage

deemed to exercise "investment disc

spect to all accounts over which any 

control exercises investment discretion

(c) For purposes of this section "Se

urities" shall mean equity securities of 

in Section 13(d)(l) of the Act that 

trading on a national securities exchan

the automated quotation system of a 

urities association. In determining wha

urities are section13(f) an 

vestment manager may rely on the m

such securities published by the Com

to Section 13(f)(3) of the Act [15 U

only ,-lasses of securities on list 

in determining whether an instituti

manager must file a report und

[5240,13f-l(a)] and need to be reported 

Where a person controls the issuer of 

securities described in Section 13(d

that security shall be deemed not to be 

security" with respect to the controlling 

5249.325 Form 13F, report of institut

manager pursuant to Section 13(f) of t

change Act of 1934 [I5 U.S.C. 78m(f

thereunder l5240.13f-1 of this chapterl. 

This form be used by instituti

managers which are required to 

ant to Section 13(f) of the Securities 

1934 [I5 U.S.C. 78m(f)l and Rule 

[5240,13f-1of this chapter. 

FORM 13F 

FOR REPORTS OF INS-,-ITU-,-IONA

MANAGERS PURSUANT TO 

EXCHANGE ACT OF 1

THEREUNDER, 

Generallnstructions 

A. Rule as to Use of Form 13F. Fo

used for reports of institutional inves

required to be filed by Section 13(f) o

SE
Exchange Act of 1934 [15 U.S.C. 78m(f)l and Rule of every report filed with the Commission pursuant to 

13f-1 [17 CFR 240.13f-11 thereunder. this subsection. 

B. Rules to Prevent Duplicative Reporting. As set forth D. Confidentiality. Pursuant to Section 13(f)(3) of the 

in Rule 13f-1, an institutional investment manager is Act [15 U.S.C. 78m(f)(3)1, the Commission shall not 

deemed to exercise investment discretion with respect disclose to the public information identifying the 

to all accounts with respect to which it or any person securities held by the account of a natural person or an 

under its control exercises investment discretion. estate or trust (other than a business trust or investment 

Where two or more institutional investment managers, company). Therefore, an institutional investment maneach of which is required by Rule 13f-1 to file a ager filing a report on Form 13F which includes such 

report on Form 13F for the reporting period, are deemed information shall submit a separate statement clearly 

to exercise investment discretion with respect to the identifying that information with reference to the 

same account or accounts, only one such manager appropriate Schedule, Line, Item and name of issuer, 

shall include information regarding such account or title, class and CUSlP number. 

accounts in its reports on Form 13F, naming any 

other institutional investment manager on whose behalf In addition, the Commission, may, as it determines 

the filing is made. necessary or appropriate in the public interest, delay 

or prevent public disclosure of any information filed 

C. Filing of Form 13F. Five copies of Form 13F shall be under Section 13(f) of the Act, in accordance with 

filed with the Commission within 30 days after the end Section 552 of Title 5, United States Code [5 U.S.C. 

of each calendar quarter. As required by Section 5521. Requests for delay or prevention of public dis13(f)(4) of the Act an institutional investment manager closure should identify clearly the information for which 

which is a bank, the deposits of which are insured in the request is made, as well as the provision(s) 

accordance with the Federal Deposit Insurance Act, of Section 552 of Title 5, United States Code, upon 

shall file with the appropriate regulatory agency a copy which the request is based. 

INFORMATION REQUIRED OF INSTITUTIONAL INVESTMENT MANAGERS PURSUANT TO SECTION 13(fi OF THE SECURITIES 

EXCHANGE ACT OF 1934 AND RULES THEREUNDER 

Securltles and Exchange Commission FORM 

Washington, D.C. 20549 13F 

Report for the Calendar Quarter Ended 19 

(Please read instructions before preparinq form) 

Name of lnstltutional lnvestment Manager: (Exact Name of Person or Firm) 

Name and Title of Sole Proprietor, General Partner or Principal Offlcer: 

ATTENTION - lntent~onal misstatements or omlsslons of facts constitute Federal Crlminal Violations. See U.S.C. la1 and 15 U.S.C. 

78ff(a). 

The lnst~tutlonal Investment manager submitting this Form and its attachments and the person by whom ~t IS signed represent hereby 

that all information contained thereln IS true, correct and complete. It IS understood that all requlred Items, statements and schedules are 

considered Integral parts of thls Form and that the submlsslon of any amendment represents that all unamended Items, statements and 

schedules remaln true, correct and complete as previously submitted 

Pursuant to the requirements of Securities Exchange Act of 1934, the undersigned lnstitutlonal investment manager has caused this 

report to be slgned on its behalf in the Clty of and State of 

on the day of , 19 

(Name of lnstltutlonal Investment Manager) (Manual Signature of Sole Proprietor, General 

Partner or Principal Officer) 

Names of ALL Institutional lnvestment Managers on whose behalf these schedules are filed: 

2096lSEC DOCKET 
Employee 

Benefit 

Funds 

Personal 

Trusts 

and 

Estates 

Agency 

Accounts 

Registered 

Investment 

Companies 

Insurance 

Company 

General 

Account 

I nsurance 

Company 

Separate 

Accounts 

Other 

Accounts 

All 

Acco

(Tot

Item

1. Registered Investment 

Company Shares 

2. Coinmon Stocks 

3. Preferred Stocks 

4. Convertibie Debt 

Securities 

.. 

5. Other Equity Securities 

6. Municipal Securities 

7. U.S. Government or GovernmentGuaranteed Securities 

8. Other Exempted 

Securities 

9. Other Securities 

10. All Securities (Total 

Lines 1-81 

11. Approximate Number 

Of Accounts 
NAME AND FILE NUMBER OF INSTITUTIONAL INVESTMENT MANAGER: 

Items 1. 2 

Name of Issuer, 

Title, Class 

Item 3 

CUSlP 

Number 

Item 4 

Employee 

Benefit 

Funds 

l tem 5 

Personal Trusts 

and Estates 

Item6 

Agency 

Accounts 

Item 7 

Registered 

Investment 

Company 

Item 8 

Insurance 

Company 

General 

Account 

Item 9 

Insurance 

company 

Separate 

Account 

Item 

Other 

Accounts 

Item 11 

TOTAL 

ltem 12 

Voting Au th orlty 

(Shares) 

INSTRUCTIONS: 

1. 	 The institutional investment manager filing the report must report holdings of all classes of securities appearing in the 

most recently published Commission list of Section 13(f) securities, except that aggregate holdings of fewer than 10,000 

shares or less than $200,000 principal amount or fair market value need not be reported. See Schedule A Instructions 

for determining fair market value. 

2. 	 In responding to ltem 12, include number of shares, in aggregate, for which the manager possesses sole, shared, or no voting 

authority. Where the manager exercises sole voting authority over specified "routine" matters, and no authority to vote 

shares in "non-routine" issues, he is deemed to exercise "shared" authority.