59780 Federal Register / Vol. 69, No. 193 / Wednesday, October 6, 2004 / Rules and Regulations 

committee files its report with the 

Commission. 

(B) The covering period of a 

supplement to the report means the 

period of time beginning on the day 

after the ending date of the covering 

period of the original report, or the most 

recent supplement thereto, and ending 

no earlier than 15 days before the day 

on which the inaugural committee files 

such supplement with the Commission. 

(ii) Cumulative totals from the date of 

the inaugural committee’s appointment 

by the President-elect for all: 

(A) Donations reported under 

paragraph (c)(6)(iii) of this section; 

(B) Refunds reported under paragraph 

(c)(6)(iv) of this section; and 

(C) Net reported donations; 

(iii) Itemization of previously 

unreported donations of $200 or more, 

and donations that aggregate $200 or 

more, including: 

(A) The full name of each person who 

made such a donation, including first 

name, middle name or initial, if 

available, and last name, in the case of 

an individual; 

(B) The address of each such person; 

(C) The amount of each such 

donation; and 

(D) The date of receipt of each such 

donation; and 

(iv) Itemization of previously 

unreported refunds of previously, or 

contemporaneously, reported donations, 

including: 

(A) The full name of each person to 

whom such a refund was made, 

including first name, middle name or 

initial, if available, and last name, in the 

case of an individual; 

(B) The address of each such person; 

(C) The amount of each such refund; 

and 

(D) The date of each such refund. 

(d) Recordkeeping. All inaugural 

committees must maintain records in 

accordance with 11 CFR 104.14.

PART 110—CONTRIBUTION AND 

EXPENDITURE LIMITATIONS AND 

PROHIBITIONS

■ 4. The authority citation for Part 110 is 

revised to read as follows:

Authority: 2 U.S.C. 431(8), 431(9), 

432(c)(2), 437d, 438(a)(8), 441a, 441b, 441d, 

441e, 441f, 441g, 441h, and 441k, and 36 

U.S.C. 510.

■ 5. The subject heading of § 110.20 is 

revised and paragraph (j) is added to read 

as follows:

§ 110.20 Prohibition on contributions, 

donations, expenditures, independent 

expenditures, and disbursements by 

foreign nationals (2 U.S.C. 441e, 36 U.S.C. 

510).

* * * * *

(j) Donations by foreign nationals to 

inaugural committees. A foreign 

national shall not, directly or indirectly, 

make a donation to an inaugural 

committee, as defined in 11 CFR 

104.21(a)(1). No person shall knowingly 

accept from a foreign national any 

donation to an inaugural committee.

Dated: September 30, 2004. 

Bradley A. Smith, 

Chairman, Federal Election Commission.

[FR Doc. 04–22393 Filed 10–5–04; 8:45 a.m.] 

BILLING CODE 6715–01–P

FEDERAL DEPOSIT INSURANCE 

CORPORATION 

12 CFR Part 335 

RIN 3064–AC79 

Securities of Nonmember Insured 

Banks

AGENCY: Federal Deposit Insurance 

Corporation (FDIC).

ACTION: Final rule.

SUMMARY: The FDIC is adopting a final 

rule, unchanged from an interim final 

rule published on April 12, 2004 in the 

Federal Register (see 69 FR 19085), 

which confirms amendments to its 

securities disclosure regulations 

applicable to banks with securities 

registered under section 12 of the 

Securities Exchange Act of 1934 

(Exchange Act). These amendments 

implemented the requirements of the 

Exchange Act, as amended by the 

Sarbanes-Oxley Act of 2002, which 

mandates electronic filing of reports 

related to beneficial ownership of 

securities by the directors, executive 

officers, and principal shareholders of 

public companies. Prior to issuance of 

the interim final rule, the FDIC’s 

securities disclosure regulations 

prohibited electronically transmitted 

filings or submissions of materials in 

electronic format to the FDIC. The 

amended rules provide an exception to 

this prohibition, requiring electronically 

transmitted filings of beneficial 

ownership reports by bank directors, 

officers, and principal shareholders to 

disclose securities transactions and 

ownership. Related technical or 

procedural provisions were also 

amended as appropriate.

DATES: These amendments are effective 

on October 6, 2004.

FOR FURTHER INFORMATION CONTACT:

Dennis Chapman, Senior Staff 

Accountant, Division of Supervision 

and Consumer Protection, (202) 898–

8922; Mary Frank, Senior Financial 

Analyst, Division of Supervision and 

Consumer Protection, (202) 898–8903; 

or Carl J. Gold, Counsel, Legal Division, 

(202) 898–8702, Federal Deposit 

Insurance Corporation, 550 17th Street, 

NW., Washington, DC 20429.

SUPPLEMENTARY INFORMATION: 

I. Background and Authority for This 

Final Rule 

a. Appropriate Federal Banking Agency 

Authority Under the Exchange Act 

Section 12(i) of the Securities 

Exchange Act of 1934 as amended (15 

U.S.C. 78l(i)) authorizes the Federal 

banking agencies (the FDIC, the Board of 

Governors of the Federal Reserve 

System (FRB), the Office of the 

Comptroller of the Currency (OCC), and 

the Office of Thrift Supervision (OTS)) 

to enforce sections 10A(m) (standards 

relating to audit committees), 12 

(securities registration), 13 (periodic 

reporting), 14(a) (proxies and proxy 

solicitation), 14(c) (information 

statements), 14(d) (tender offers), 14(f) 

(arrangements for changes in directors), 

and 16 (beneficial ownership and 

reporting) of the Exchange Act, and 

sections 302 (corporate responsibility 

for financial reports), 303 (improper 

influence on conduct of audits), 304 

(forfeiture of certain bonuses and 

profits), 306 (insider trades during 

pension blackout periods), 401(b) 

(disclosure of pro forma financial 

information), 404 (management 

assessment of internal controls), 406 

(code of ethics for senior financial 

officers), and 407 (disclosure of audit 

committee financial expert) of the 

Sarbanes-Oxley Act of 2002, in regard to 

the depository institutions for which 

each Federal banking agency is, 

respectively, the primary federal 

supervisor. The Exchange Act seeks to 

protect investors by requiring accurate, 

reliable, and timely corporate securities 

disclosures. 

The FDIC is authorized, in 

administering the above-listed statutory 

provisions, to promulgate regulations 

applicable to the securities of insured 

banks (including foreign banks having 

an insured branch) which are neither 

members of the Federal Reserve System 

nor District banks (collectively referred 

to as ‘‘state nonmember banks’’). These 

regulations must be substantially similar 

to the regulations of the Securities and 

Exchange Commission (SEC) under the 

listed sections of the Exchange Act and 

the Sarbanes-Oxley Act, unless the FDIC 

publishes its reasons for deviating from 

the SEC’s rules.

b. Section 16 of the Exchange Act 

Section 16 of the Exchange Act 

applies to every person who is the

Federal Register / Vol. 69, No. 193 / Wednesday, October 6, 2004 / Rules and Regulations 59781

beneficial owner of more than 10 

percent of a class of equity securities 

registered under section 12 of the 

Exchange Act and to each officer and 

director of the issuer of the security 

(collectively, ‘‘reporting persons,’’

‘‘insiders,’’ or ‘‘filers’’). Upon becoming 

a reporting person, or upon the section 

12 registration of that class of securities, 

section 16(a) requires a reporting person 

to file an initial report with the SEC (or 

in the case of an insured depository 

institution, its appropriate Federal 

banking agency) disclosing the amount 

of his or her beneficial ownership of all 

equity securities of the issuer. To keep 

this information current, section 16(a) 

also requires reporting persons to report 

changes in their beneficial ownership. 

Prior to the Sarbanes-Oxley Act, 

insiders of state nonmember banks with 

a class of equity securities registered 

under section 12 of the Exchange Act 

filed these beneficial ownership reports 

on paper. In the case of insiders 

connected to state nonmember banks, 

reports were filed using FDIC Forms F–

7, F–8, and F–8A. 

c. Sarbanes-Oxley Act Amendments to 

Section 16 

As amended by section 403 of the 

Sarbanes-Oxley Act of 2002, Public Law 

107–204 (July 30, 2002), section 16(a) of 

the Exchange Act (15 U.S.C. 78p(a)) 

requires electronic submission of certain 

beneficial ownership reports submitted 

on or after July 30, 2003. The SEC or, 

respectively, the appropriate Federal 

banking agency, is required to make 

those filings available to the public on 

the Internet. Institutions with Web sites 

are required to post their insiders’

change in beneficial ownership reports 

on their Internet Web sites. In addition, 

section 16, as amended by SarbanesOxley, requires filing of beneficial 

ownership reports before the end of the 

second business day following the day 

on which the subject transaction was 

executed (effective for transactions on or 

after August 29, 2002). 

II. Development and Initiation of 

Electronic Filing System for Beneficial 

Ownership Reports 

On August 27, 2002, the SEC adopted 

rule amendments to implement the 

accelerated filing deadline for beneficial 

ownership reports [see SEC Release No. 

34–46421 (Sept. 3, 2002) [67 FR 56462]]. 

These amendments have, since their 

adoption, been applicable to insiders of 

state nonmember banks in accordance 

with section 335.601 of the FDIC rules. 

Previously, beneficial ownership reports 

filed by insiders of state nonmember 

banks were filed with the FDIC within 

10 days from the end of the month of 

the transaction. On May 7, 2003, the 

SEC issued a final rule implementing 

the electronic submission requirements 

for beneficial ownership reports as 

required by section 16 of the Exchange 

Act as amended [SEC Release No. 34–

47809 (May 13, 2003) [68 FR 25788]]. 

On July 30, 2003, the FDIC, FRB, and 

OCC established an interagency 

electronic filing system for these 

beneficial ownership reports, hosted on 

the FDIC’s web site. See FIL–60–2003, 

Federal Banking Agencies Announce 

New Interagency Electronic Filing 

System for Beneficial Ownership 

Reports (July 28, 2003) [http://

www.fdic.gov/news/news/financial/

2003/fil0360.html]. The OTS joined this 

filing system on October 27, 2003. See 

OTS 03–36, Office of Thrift Supervision 

Joins the FDIC’s Interagency Electronic 

Filing System for Beneficial Ownership 

Reports (October 30, 2003) [http://

www.ots.treas.gov/docs/7/77336.html]. 

The filing of beneficial ownership 

reports using the electronic interagency 

filing system was authorized for insiders 

of state nonmember banks beginning 

July 30, 2003, to provide an initial 

period to test the efficacy of the system. 

III. Interim Final Rule and Request for 

Comments 

On April 12, 2004, the FDIC 

published in the Federal Register (69 

FR 19085) an interim final rule which, 

consistent with Sarbanes-Oxley, 

provided an exception to a prohibition 

in part 335 of the FDIC’s rules on 

electronic filing of required reports. 

Effective June 11, 2004, the rule 

required the electronic transmission of 

beneficial ownership reports by bank 

directors, officers, and principal 

shareholders to disclose securities 

transactions and ownership. The 

interim final rule also made certain 

technical or procedural amendments to 

part 335. The FDIC invited comment on 

the interim final rule, with comments 

due by June 11, 2004. The FDIC 

specifically invited comment on 

whether the FDIC’s rules should include 

a provision like one in the SEC’s rules 

for its EDGAR system that protects an 

electronic filer from the liability and 

anti-fraud provisions of the federal 

securities laws with respect to an error 

or omission in an electronic filing 

resulting solely from electronic 

transmission errors beyond the control 

of the filer, where the filer corrects the 

error or omission by the filing of an 

amendment in electronic format as soon 

as reasonably practicable after the 

electronic filer becomes aware of the 

error or omission. 

One comment was filed on the 

interim final rule. The commenter, a 

trade association for insured depository 

institutions, stated that persons filing 

beneficial ownership reports 

electronically with the FDIC should be 

protected from liability to the same 

extent as filers with the SEC. However, 

the commenter believed it is unclear 

whether the FDIC’s authority under 

Section 12(i) of the Exchange Act is 

sufficient to incorporate the protection 

provided by the SEC. Therefore, the 

commenter argued, the FDIC should 

include in its regulations specific 

language to this effect. 

IV. Final Rule 

a. Effect of Sarbanes-Oxley Act 

The FDIC’s securities disclosure 

regulations, which contain registration 

and reporting requirements applicable 

to state nonmember banks with 

securities registered under section 12 of 

the Exchange Act (registered banks), are 

contained in 12 CFR part 335. Before the 

effective date of section 403 of the 

Sarbanes-Oxley Act, part 335 of the 

FDIC rules prohibited any electronically 

transmitted filings or submissions of 

materials in electronic format to the 

FDIC. In regard to the filing of beneficial 

ownership reports, that prohibition was 

superseded by section 403 of the 

Sarbanes-Oxley Act of 2002, which 

amended section 16 of the Exchange 

Act.

b. Electronic Filing Requirements 

As amended, 12 CFR part 335 makes 

clear that, except in limited 

circumstances described below, 

beneficial ownership reports by state 

nonmember bank insiders are to be filed 

electronically with the FDIC, consistent 

with timeframes provided in section 16 

of the Exchange Act and SEC 

regulations. Mandated electronic filing 

benefits members of the investing public 

and the financial community by making 

information contained in the filings 

available to them immediately after 

receipt by the FDIC. Electronically filed 

information concerning insiders’

transactions in registered bank equity 

securities will be publicly accessible 

substantially sooner and more readily 

than before. The electronic format of the 

filed information facilitates research and 

data analysis by investors and the 

public. The accelerated filing 

requirements of section 16(a) of the 

Exchange Act that took effect on August 

29, 2002, also make electronic filing of 

beneficial ownership reports more 

useful to the public. Finally, the FDIC 

believes that investors want electronic 

access to these forms, that reports of 

insiders’ transactions in equity 

securities of registered banks provide

59782 Federal Register / Vol. 69, No. 193 / Wednesday, October 6, 2004 / Rules and Regulations 

1The FDIC’s rules, at 12 CFR 335.101(b), provide 

that part 335 generally incorporates the SEC’s rules 

issued under Section 12, 13, 14, and 16 of the 

Exchange Act.

useful information as to management’s 

views of the bank’s performance or 

prospects, and that more timely and 

transparent access to reports will be 

useful to investors. 

As required by section 12(i) of the 

Exchange Act, the amended 12 CFR part 

335 is substantially similar to the 

Exchange Act regulations of the SEC.1

Should a reason for deviating from SEC 

regulations become apparent in the 

future, the FDIC will consider amending 

its rules. The FDIC has adopted other 

technical provisions which address the 

forms on which beneficial ownership 

reports are filed. Also, to improve 

consistency with SEC requirements, the 

FDIC has revised the names of its 

existing beneficial ownership report 

Forms F–7, F–8 and F–8A. These Forms 

have been renamed as FDIC Forms 3, 4 

and 5, respectively.

c. Hardship Exemption 

As discussed, 12 CFR part 335 as 

amended requires all beneficial 

ownership reports to be electronically 

submitted on the FDIC’s interagency 

Beneficial Ownership Filings system. If 

all or part of a filing cannot be made 

electronically without undue burden or 

expense, a reporting person may apply 

for a continuing hardship exemption 

under the new section 12 CFR 

335.801(b)(6). 

A filer may apply in writing for a 

continuing hardship exemption if all or 

part of a filing or group of filings 

otherwise to be filed in electronic 

format cannot be so filed without undue 

burden or expense. Such written 

application must be made at least ten 

business days prior to the required due 

date of the filing(s) or the proposed 

filing date, as appropriate, or within 

such shorter period as may be permitted 

by the FDIC. The written application for 

the exemption must include the 

following information: 

(1) The reason(s) that the necessary 

hardware and software are not available 

without unreasonable burden and 

expense; 

(2) The burden and expense involved 

to employ alternative means to make the 

electronic submission; and/or 

(3) The reasons for not submitting 

electronically the document or group of 

documents, as well as justification for 

the requested time period for the 

exemption. 

If the FDIC determines that the grant 

of the exemption is appropriate and 

consistent with the public interest and 

the protection of investors, it will so 

notify the applicant. Upon such 

notification the filer must submit the 

document for which the exemption is 

granted in paper format on the required 

due date specified in the applicable 

form, rule, or regulation, or the 

proposed filing date, as appropriate. 

Additional provisions applicable to the 

continuing hardship exemption and 

detailed procedures for seeking the 

exemption are set forth in the text of the 

amended regulation. 

d. Filing Date Adjustment 

Instead of pursuing a hardship 

exemption, an electronic filer may 

request a filing date adjustment under 

this rule where the filer attempts in 

good faith to file a document with the 

FDIC in a timely manner but the filing 

is delayed due to technical difficulties 

beyond the filer’s control. In those 

instances, the filer may request an 

adjustment of the document’s filing 

date. The FDIC may grant the request if 

it appears that the adjustment is 

appropriate and consistent with the 

public interest and the protection of 

investors.

e. Potential Liability in Case of 

Transmission Errors 

The SEC’s rules governing electronic 

filings provide that an electronic filer 

‘‘shall not be subject to the liability and 

anti-fraud provisions of the federal 

securities laws with respect to an error 

or omission in an electronic filing 

resulting solely from electronic 

transmission errors beyond the control 

of the filer, where the filer corrects the 

error or omission by the filing of an 

amendment in electronic format as soon 

as reasonably practicable after the 

electronic filer becomes aware of the 

error or omission.’’ 17 CFR 232.103. 

Although FDIC received a comment that 

it should include specific language to 

this effect in Part 335, after further 

consideration the FDIC does not believe 

such language is necessary. As stated in 

the preamble to the interim final rule, 

the FDIC believes that the SEC’s 

regulation presents a reasonable 

approach to transmission errors and that 

it applies to electronic filings made with 

the FDIC as well. See 12 CFR 

335.101(b). In circumstances where 

there has been a filing error or omission 

due solely to an electronic transmission 

error beyond the filer’s control, the FDIC 

will not cite a violation of part 335 if the 

error or omission is corrected as soon as 

reasonably practicable. 

V. Regulatory Analysis and Procedure 

a. Administrative Procedure Act (APA) 

As noted in publishing the interim 

final rule, under the Administrative 

Procedure Act, 5 U.S.C. 553(b), the FDIC 

found good cause to issue the interim 

final rule without first seeking public 

comment. Section 553(b) of the APA 

does not apply to rules of agency 

organization, procedure, or practice, or 

when the agency for good cause finds 

that notice and public comment on the 

rules being promulgated are 

impracticable or unnecessary. As 

discussed in the preamble to the interim 

final rule, the FDIC confirms its finding 

that this is a procedural rule, and that, 

in addition, there is good cause to issue 

the rule before providing an opportunity 

for public comment. Also, as discussed 

above and in the preamble to the 

interim final rule, the Sarbanes-Oxley 

Act mandates that certain beneficial 

ownership reports be filed 

electronically. Therefore, the current 

outright prohibition in 12 CFR part 335 

on electronic filing is obsolete. Also, as 

noted, the SEC has made electronic 

filing mandatory and the Exchange Act 

requires that the FDIC issue regulations 

substantially similar to those of the SEC 

or publish its reasons for not doing so. 

Therefore, prior public comment on 

whether to continue to prohibit the 

electronic filing of these reports was 

impracticable and unnecessary. 

Nonetheless, the FDIC solicited public 

comment and has considered the 

comment that was filed. 

Further, as authorized by section 

553(d) of the APA, the FDIC finds that 

there is good cause for this final rule to 

take effect immediately upon 

publication in the Federal Register. The 

interim final rule became effective on 

June 11, 2004, and insured state 

nonmember banks have had 

approximately one year since the 

establishment of the FDIC’s electronic 

filing system to gain experience in filing 

these reports electronically. No purpose 

would be served by delaying the rule’s 

effective date. 

b. Paperwork Reduction Act

Reports of beneficial ownership are 

considered to be a collection of 

information under the Paperwork 

Reduction Act (44 U.S.C. 3501 et seq.) 

The FDIC has previously obtained 

Office of Management and Budget 

(OMB) approval of this collection of 

information under control number 

3064–0030. OMB has reviewed and 

approved the collection as revised to 

take into account electronic filing. It is 

estimated that there will be 1,800

Federal Register / Vol. 69, No. 193 / Wednesday, October 6, 2004 / Rules and Regulations 59783

responses annually, cumulatively 

resulting in 1,100 burden hours. 

c. Regulatory Flexibility Act 

A regulatory flexibility analysis is 

required only when the agency must 

publish a notice of proposed rulemaking 

(5 U.S.C. 603, 604). As already noted, 

the FDIC has determined that a notice 

of proposed rulemaking is not required. 

Accordingly, no regulatory flexibility 

analysis is required. 

d. Small Business Regulatory Flexibility 

Enforcement Fairness Act 

Section 804 of the Small Business 

Regulatory Flexibility Enforcement 

Fairness Act (‘‘SBREFA’’), 5 U.S.C. 801 

et al., defines ‘‘rule’’ to exclude any rule 

of agency organization, procedure, or 

practice that does not substantially 

affect the rights or obligations of nonagency parties. The amendments to part 

335 are technical and ministerial 

applications of the statute and affect 

only procedural matters. Therefore, the 

rule is not covered by covered by 

SBREFA and is not being reported to 

Congress.

List of Subjects in 12 CFR Part 335 

Accounting, Banks, Banking, 

Confidential business information, 

Reporting and recordkeeping 

requirements, Securities.

■ For the reasons set forth in the 

preamble, part 335 of chapter III of title 

12 of the Code of Federal Regulations is 

amended to read as follows:

PART 335—SECURITIES OF 

NONMEMBER INSURED BANKS

■ 1. The authority citation for part 335 

continues to read as follows:

Authority: 15 U.S.C. 78l(i).

■ 2. Section 335.101 is amended by 

revising the second sentence of 

paragraph (a) to read as follows:

§ 335.101 Scope of part, authority and 

OMB control number. 

(a) * * * The FDIC is vested with the 

powers, functions, and duties vested in 

the Securities and Exchange 

Commission (the Commission or SEC) to 

administer and enforce the provisions of 

sections 10A(m), 12, 13, 14(a), 14(c), 

14(d), 14(f), and 16 of the Securities 

Exchange Act of 1934, as amended (the 

Exchange Act) (15 U.S.C. 78l, 78m, 

78n(a), 78n(c), 78n(d), 78n(f), and 

78(p)), and sections 302, 303, 304, 306, 

401(b), 404, 406, and 407 of the 

Sarbanes-Oxley Act of 2002 (15 U.S.C. 

7241, 7242, 7243, 7244, 7261, 7262, 

7264, and 7265) regarding nonmember 

banks with one or more classes of 

securities subject to the registration 

provisions of sections 12(b) and 12(g) of 

the Exchange Act.

* * * * *

■ 3. Section 335.111 is amended by 

revising the sixth sentence to read as 

follows:

§ 335.111 Forms and schedules. 

* * * Forms 3 (§ 335.611), 4 

(§ 335.612), and 5 (§ 335.613) are FDIC 

forms which are issued under section 16 

of the Exchange Act and can be obtained 

from the Accounting and Securities 

Disclosure Section, Division of 

Supervision and Consumer Protection, 

Federal Deposit Insurance Corporation, 

550 17th Street NW., Washington, DC 

20429. * * *

■ 4. Section 335.601 is amended to read 

as follows:

§ 335.601 Requirements of section 16 of 

the Securities Exchange Act of 1934. 

Persons subject to section 16 of the 

Act with respect to securities registered 

under this part shall follow the 

applicable and currently effective SEC 

regulations issued under section 16 of 

the Act (17 CFR 240.16a–1 through 

240.16e–1(1), except that the forms 

described in § 335.611 (FDIC Form 3), 

§ 335.612 (FDIC Form 4), and § 335.613 

(FDIC Form 5) shall be used in lieu of 

SEC Form 3 (17 CFR 249.103), Form 4 

(17 CFR 249.104), and Form 5 (17 CFR 

249.105), respectively. Copies of FDIC 

Forms 3, 4, 5 and the instructions 

thereto can be obtained from the 

Accounting and Securities Disclosure 

Section, Division of Supervision and 

Consumer Protection, Federal Deposit 

Insurance Corporation, 550 17th Street 

NW., Washington, DC 20429.

■ 5. Section 335.611 is amended by 

revising the title to read as follows:

§ 335.611 Initial statement of beneficial 

ownership of securities (Form 3).

* * * * *

■ 6. Section 335.612 is amended by 

revising the title to read as follows:

§ 335.612 Statement of changes in 

beneficial ownership of securities (Form 4).

* * * * *

■ 7. Section 335.613 is amended by 

revising the title to read as follows:

§ 335.613 Annual statement of beneficial 

ownership of securities (Form 5).

* * * * *

■ 8. Section 335.701 is amended by 

revising paragraph (a) and (b) to read as 

follows:

§ 335.701 Filing requirements, public 

reference, and confidentiality. 

(a) Filing requirements. Unless 

otherwise indicated in this part, one 

original and four conformed copies of 

all papers required to be filed with the 

FDIC under the Exchange Act or 

regulations thereunder shall be filed at 

its office in Washington, DC Official 

filings made at the FDIC’s office in 

Washington, DC should be addressed as 

follows: Attention: Accounting and 

Securities Disclosure Section, Division 

of Supervision and Consumer 

Protection, Federal Deposit Insurance 

Corporation, 550 17th Street NW., 

Washington, DC 20429. Material may be 

filed by delivery to the FDIC through the 

mails or otherwise. The date on which 

papers are actually received by the 

designated FDIC office shall be the date 

of filing thereof if all of the 

requirements with respect to the filing 

have been complied with. 

(b) Inspection. Except as provided in 

paragraph (c) of this section, all 

information filed regarding a security 

registered with the FDIC will be 

available for inspection at the Federal 

Deposit Insurance Corporation, 

Accounting and Securities Disclosure 

Section, Division of Supervision and 

Consumer Protection, 550 17th Street, 

NW., Washington, DC. Beneficial 

ownership report forms that are 

electronically submitted to the FDIC 

through the interagency Beneficial 

Ownership Filings system will be made 

available on the FDIC’s web site

(http://www.fdic.gov).

* * * * *

■ 9. Section 335.801 is amended by 

revising paragraph (b) to read as follows:

§ 335.801 Inapplicable SEC regulations; 

FDIC substituted regulations; additional 

information.

* * * * *

(b) Electronic filings. (1) The FDIC 

does not participate in the SEC’s 

EDGAR (Electronic Data Gathering 

Analysis and Retrieval) electronic filing 

program (17 CFR part 232). The FDIC 

does not permit electronically 

transmitted filings or submissions of 

materials in electronic format to the 

FDIC, with the exception of beneficial 

ownership report filings on FDIC Forms 

3, 4 and 5. 

(2) All reporting persons must file 

beneficial ownership report Forms 3, 4 

and 5, including amendments and 

exhibits thereto, in electronic format 

using the Internet based, interagency 

Beneficial Ownership Filings system, 

which is accessible through the 

FDICconnect Business Center, except 

that a reporting person that has obtained 

a continuing hardship exemption under 

these rules may file the forms with the 

FDIC in paper format. For information 

and answers to questions regarding 

beneficial ownership and the

59784 Federal Register / Vol. 69, No. 193 / Wednesday, October 6, 2004 / Rules and Regulations 

completion and filing of the forms, 

please contact the FDIC Accounting and 

Securities Disclosure Section in 

Washington DC For information and 

answers to technical questions or 

problems relating to the use of 

FDICconnect, contact the FDICconnect

Project Team toll-free at 877–275–3342 

or by mail at 3501 North Fairfax Drive, 

Arlington, VA 22226. 

(3) Electronic filings of FDIC 

beneficial ownership report Forms 3, 4, 

and 5 must be submitted to the FDIC 

through the interagency Beneficial 

Ownership Filings system. Beneficial 

ownership reports and any amendments 

are deemed filed with the FDIC upon 

electronic receipt on business days from 

8 a.m. through 10 p.m., Eastern 

Standard Time or Eastern Daylight 

Saving Time, whichever is currently in 

effect (Eastern Time). Business days 

include each day, except Saturdays, 

Sundays and Federal holidays. All 

filings submitted electronically to the 

FDIC commencing after 10 p.m. Eastern 

Time on business days shall be deemed 

filed as of 8 a.m. on the following 

business day. All filings submitted 

electronically to the FDIC on nonbusiness days shall be deemed filed as 

of 8 a.m. on the following business day. 

(4) Adjustment of the filing date. If an 

electronic filer in good faith attempts to 

file a beneficial ownership report with 

the FDIC in a timely manner but the 

filing is delayed due to technical 

difficulties beyond the electronic filer’s 

control, the electronic filer may request 

an adjustment of the filing date of such 

submission. The FDIC may grant the 

request if it appears that such 

adjustment is appropriate and 

consistent with the public interest and 

the protection of investors. 

(5) Exhibits. (i) Exhibits to an 

electronic filing that have not 

previously been filed with the FDIC 

shall be filed in electronic format, 

absent a hardship exemption. 

(ii) Previously filed exhibits, whether 

in paper or electronic format, may be 

incorporated by reference into an 

electronic filing to the extent permitted 

by applicable SEC rules under the 

Exchange Act. An electronic filer may, 

at its option, restate in electronic format 

an exhibit incorporated by reference 

that originally was filed in paper format. 

(iii) Any document filed in paper 

format in violation of mandated 

electronic filing requirements shall not 

be incorporated by reference into an 

electronic filing. 

(6) Continuing Hardship Exemption.

The FDIC will not accept in paper 

format any beneficial ownership report 

filing required to be submitted 

electronically under this part unless the 

filer satisfies the requirements for a 

continuing hardship exemption: 

(i) A filer may apply in writing for a 

continuing hardship exemption if all or 

part of a filing or group of filings 

otherwise to be filed in electronic 

format cannot be so filed without undue 

burden or expense. Such written 

application shall be made at least ten 

business days prior to the required due 

date of the filing(s) or the proposed 

filing date, as appropriate, or within 

such shorter period as may be 

permitted. The written application shall 

be sent to the Accounting and Securities 

Disclosure Section, Division of 

Supervision and Consumer Protection, 

Federal Deposit Insurance Corporation, 

550 17th Street NW., Washington, DC 

20429, and shall contain the 

information set forth in paragraph 

(b)(6)(ii) of this section.

(A) The application shall not be 

deemed granted until the applicant is 

notified by the FDIC. 

(B) If the FDIC denies the application 

for a continuing hardship exemption, 

the filer shall file the required document 

in electronic format on the required due 

date or the proposed filing date or such 

other date as may be permitted. 

(C) If the FDIC determines that the 

grant of the exemption is appropriate 

and consistent with the public interest 

and the protection of investors and so 

notifies the applicant, the filer shall 

follow the procedures set forth in 

paragraph (b)(6)(iii) of this section. 

(ii) The request for the continuing 

hardship exemption shall include, but 

not be limited to, the following: 

(A) The reason(s) that the necessary 

hardware and software are not available 

without unreasonable burden and 

expense; 

(B) The burden and expense involved 

to employ alternative means to make the 

electronic submission; and/or 

(C) The reasons for not submitting 

electronically the document or group of 

documents, as well as justification for 

the requested time period for the 

exemption. 

(iii) If the request for a continuing 

hardship exemption is granted, the 

electronic filer shall submit the 

document or group of documents for 

which the exemption is granted in paper 

format on the required due date 

specified in the applicable form, rule or 

regulation, or the proposed filing date, 

as appropriate. The paper format 

document(s) shall have placed at the top 

of page 1, or at the top of an attached 

cover page, a legend in capital letters:

IN ACCORDANCE WITH 12 CFR 

335.801(b), THIS (SPECIFY 

DOCUMENT) IS BEING FILED IN 

PAPER PURSUANT TO A 

CONTINUING HARDSHIP 

EXEMPTION.

(iv) Where a continuing hardship 

exemption is granted with respect to an 

exhibit only, the paper format exhibit 

shall be filed with the FDIC under cover 

of SEC Form SE (17 CFR 249.444). Form 

SE shall be filed as a paper cover sheet 

to all exhibits to beneficial ownership 

reports submitted to the FDIC in paper 

form pursuant to a hardship exemption. 

(v) Form SE shall be submitted along 

with all exhibits filed in paper form 

pursuant to a hardship exemption. Form 

SE may be filed up to six business days 

prior to, or on the date of filing of, the 

electronic form to which it relates but 

shall not be filed after such filing date. 

If a paper exhibit is submitted in this 

manner, requirements that the exhibit 

be filed with, provided with, or 

accompany the electronic filing shall be 

satisfied. Any requirements as to 

delivery or furnishing the information to 

persons other than the FDIC shall not be 

affected by this section. 

(7) Signatures. (i) Required signatures 

to, or within, any electronic submission 

must be in typed form. When used in 

connection with an electronic filing, the 

term ‘‘signature’’ means an electronic 

entry or other form of computer data 

compilation of any letters or series of 

letters or characters comprising a name, 

executed, adopted or authorized as a 

signature. 

(ii) Each signatory to an electronic 

filing shall manually sign a signature 

page or other document authenticating, 

acknowledging or otherwise adopting 

his or her signature that appears in 

typed form within the electronic filing. 

Such document shall be executed before 

or at the time the electronic filing is 

made and shall be retained by the filer 

for a period of five years. Upon request, 

an electronic filer shall furnish to the 

FDIC a copy of any or all documents 

retained pursuant to this section. 

(iii) Where the FDIC’s rules require a 

filer to furnish to a national securities 

exchange, a national securities 

association, or a bank, paper copies of 

a document filed with the FDIC in 

electronic format, signatures to such 

paper copies may be in typed form.

* * * * *

Note— The following forms will not 

appear in the Code of Federal Regulations.

■ 10. Amend Form F–7 (referenced in 

§ 335.111 and § 335.611) by:

■ a. Revising General Instruction 2(a);

■ b. Revising General Instruction 3(a);

■ c. Adding a note following General 

Instruction 3;

■ d. Revising General Instruction 5(b)(v);

Federal Register / Vol. 69, No. 193 / Wednesday, October 6, 2004 / Rules and Regulations 59785

■ e. Revising General Instruction 6;

■ f. Adding a new General Instruction 8;

■ g. Revising the short title of the Initial 

Statement of Beneficial Ownership of 

Securities from Form F–7 to Form 3 in 

the form heading;

■ h. Removing Item 3 and redesignating 

Items 4, 5, 6 and 7 to the information 

preceding Table I as Items 3, 4, 5 and 6 

to the information preceding Table I; and

■ i. Revising newly redesignated Item 5 

to the information preceding Table I. 

The revisions and additions read as 

follows: 

Form 3 Initial Statement of Beneficial 

Ownership of Securities

* * * * *

GENERAL INSTRUCTIONS

* * * * *

2. When Form Must Be Filed 

(a) This form must be filed within 10 

days after the event by which the person 

becomes a reporting person (i.e., officer, 

director, 10 percent holder or other 

person). This form and any amendment 

is deemed filed with the appropriate 

Federal Banking Agency upon 

electronic receipt on business days 

during the hours of 8 a.m. until 10 p.m. 

Eastern Standard Time or Eastern 

Daylight Saving Time, whichever is 

currently in effect. A form received after 

these business hours will be deemed 

filed at 8 a.m. on the following business 

day. If this form is submitted through 

FDICconnect on a non-business day, it 

will be deemed filed at 8 a.m. on the 

following business day. Business days 

include all weekdays that are not 

Federal holidays. A paper form 

submitted by a reporting person that has 

obtained a hardship exemption under 

FDIC rules will be deemed filed with 

the FDIC on the date it is received by 

the FDIC. If this form is required to be 

filed on an exchange, this form and any 

amendment is deemed filed with the 

exchange on the date it is received by 

the exchange.

* * * * *

3. Where Form Must Be Filed 

(a) A reporting person must file Form 

3 in electronic format using the secure, 

Internet-based, FDICconnect Business 

Center to access the interagency 

Beneficial Ownership Filings system, 

except that a filing person that has 

obtained a hardship exemption under 

applicable FDIC rules (see 12 CFR 

335.801(b)) may file the form in paper 

form. For information and answers to 

questions regarding beneficial 

ownership and the completion and 

filing of the forms please contact the 

FDIC Division of Supervision and 

Consumer Protection, Accounting and 

Securities Disclosure Section, 550 17th 

Street NW., Washington, DC 20429. For 

technical questions or problems relating 

to the use of FDICconnect or Designated 

Coordinator registration, contact 

FDICconnect toll-free at 877–275–3342 

or via e-mail at FDICconnect@fdic.gov.

* * * * *

Note: If filing pursuant to a hardship 

exemption under FDIC rules, file three copies 

of this form or any amendment, at least one 

of which is signed, with the FDIC in 

accordance with applicable rules. 

(Acknowledgement of receipt by the agency 

may be obtained by enclosing a selfaddressed stamped postcard or envelope 

identifying the form or amendment filed.)

* * * * *

5. Holdings Required To Be Reported

* * * * *

(b) Beneficial Ownership Reported 

(Pecuniary Interest)

* * * * *

(v) Where more than one person 

beneficially owns the same equity 

securities, such owners may file Form 3 

individually or jointly. Joint and group 

filings may be made by any designated 

beneficial owner. Holdings of securities 

owned separately by any joint or group 

filer are permitted to be included in the 

joint filing. Indicate the name and 

address of the designated reporting 

person in Item 1 of Form 3 and attach 

a list of the names and addresses of each 

other reporting person. Joint and group 

filings must include all required 

information for each beneficial owner, 

and such filings must be signed by each 

beneficial owner, or on behalf of such 

owner by an authorized person. Use the 

Filer Information screen in the 

interagency Beneficial Ownership 

Filings system to submit additional joint 

or group filers’ names and related filing 

information required by this form. 

If this form is being filed in paper 

form pursuant to a hardship exemption 

and the space provided for signatures is 

insufficient, attach a signature page. If 

this form is being filed in paper form, 

submit any attached listing of names or 

signatures on another Form 3, copy of 

Form 3 or separate page of 81⁄2 by 11 

inch white paper, indicate the number 

of pages comprising the report (form 

plus attachments) at the bottom of each 

report page (e.g., 1 of 3, 2 of 3, 3 of 3), 

and include the name of the designated 

filer and information required by Items 

2 and 3 of the form on the attachment. 

See SEC Rule 16a–3(i) regarding 

signatures.

* * * * *

6. Additional Information 

(a) If space provided in the line items 

on this Form 3 is insufficient, identify 

and enter additional information and 

footnotes under Explanation of 

Responses. 

(b) If the space provided in the line 

items on the paper Form 3 or space 

provided for additional comments is 

insufficient, attach another Form 3, 

copy of Form 3 or separate 81⁄2 by 11 

inch white paper to Form 3, completed 

as appropriate to include the additional 

comments. Each attached page must 

include information required in Items 1, 

2 and 3 of the form. The number of 

pages comprising the report (form plus 

attachments) shall be indicated at the 

bottom of each report page (e.g., 1 of 3, 

2 of 3, 3 of 3). 

(c) If one or more exhibits are 

included with the form, provide a 

reference to such exhibit(s) under 

Explanation of Responses. If the exhibit 

is being filed in paper form pursuant to 

a hardship exemption under applicable 

FDIC rules, place the designation ‘‘P’’ 

(paper) next to the name of the exhibit 

in the exhibit reference. 

(d) If additional information is not 

reported in this manner, it will be 

assumed that no additional information 

was provided.

* * * * *

8. Amendments 

(a) If this form is filed as an 

amendment in order to add one or more 

lines of ownership information to Table 

I or Table II of the form being amended, 

provide each line being added, together 

with one or more footnotes, under 

Explanation of Responses as necessary 

to explain the addition of the line or 

lines. Do not repeat lines of ownership 

information that were disclosed in the 

original form and are not being 

amended. 

(b) If this form is filed as an 

amendment in order to amend one or 

more lines of ownership information 

that already were disclosed in Table I or 

Table II of the form being amended, 

provide the complete line or lines being 

amended, as amended, together with 

notes under Explanation of Responses 

as necessary to explain the amendment 

of the line or lines. Do not repeat lines 

of ownership information that were 

disclosed in the original form and are 

not being amended. 

(c) If this form is filed as an 

amendment for any other purpose other 

than or in addition to the purpose 

described in items (a) or (b) of this 

General Instruction 8, provide one or 

more notes under Explanation of

59786 Federal Register / Vol. 69, No. 193 / Wednesday, October 6, 2004 / Rules and Regulations 

Responses, as necessary, to explain the 

amendment.

* * * * *

Form 3 Initial Statement of Beneficial 

Ownership of Securities

* * * * *

5. If Amendment, Date Original Filed 

(Month/Day/Year)

* * * * *

■ 11. Amend Form F–8 (referenced in 

§ 335.111 and § 335.612) by:

■ a. Revising General Instruction 1(a);

■ b. Revising General Instruction 2(a);

■ c. Adding a note following General 

Instruction 2;

■ d. Revising General Instruction 4(b)(v);

■ e. Revising General Instruction 6;

■ f. Adding a new General Instruction 9;

■ g. Revising the short title of the 

Statement of Changes in Beneficial 

Ownership of Securities from Form F–8 

to Form 4 in the form heading;

■ h. Removing Item 3 and redesignating 

Items 4, 5, 6 and 7 to the information 

preceding Table I as Items 3, 4, 5 and 6 

to the information preceding Table I; and

■ i. Revising newly redesignated Items 3 

and 4 to the information preceding Table 

I. 

The revisions and additions read as 

follows: 

Form 4 Statement of Changes in 

Beneficial Ownership of Securities

* * * * *

GENERAL INSTRUCTIONS

* * * * *

1. When Form Must Be Filed 

(a) This form must be filed on or 

before the end of the second business 

day following the day on which a 

transaction resulting in a change in 

beneficial ownership has been executed 

(See SEC Rule 16a–1(a)(2) and 

Instruction 4 regarding the meaning of 

‘‘beneficial owner,’’ and SEC Rule 16a–

3(g) regarding determination of the date 

of execution for specified transactions). 

This form and any amendment is 

deemed filed with the FDIC upon 

electronic receipt on business days 

during the hours of 8 a.m. until 10 p.m. 

Eastern Standard Time or Eastern 

Daylight Saving Time, whichever is 

currently in effect. A form received after 

these business hours will be deemed 

filed at 8 a.m. on the following business 

day. If this form is submitted through 

FDICconnect on a non-business day, it 

will be deemed filed at 8 a.m. on the 

following business day. Business days 

include all weekdays that are not 

Federal holidays. A paper form 

submitted by a reporting person that has 

obtained a hardship exemption under 

applicable FDIC rules will be deemed 

filed with the FDIC on the date it is 

received by the FDIC. If this form is 

required to be filed on an exchange, this 

form and any amendment is deemed 

filed with the exchange on the date it is 

received by the exchange.

* * * * *

2. Where Form Must Be Filed 

(a) A reporting person must file Form 

4 in electronic format using the secure, 

Internet-based, FDICconnect Business 

Center to access the interagency 

Beneficial Ownership Filings system, 

except that a filing person that has 

obtained a hardship exemption under 

applicable FDIC rules (see 12 CFR 

335.801(b)) may file the form in paper 

form. For information and answers to 

questions regarding beneficial 

ownership and the completion and 

filing of the forms please contact the 

FDIC Division of Supervision and 

Consumer Protection, Accounting and 

Securities Disclosure Section, 550 17th 

Street NW., Washington, DC 20429. For 

technical questions or problems relating 

to the use of FDICconnect or Designated 

Coordinator registration, contact 

FDICconnect toll-free at 877–275–3342 

or via e-mail at FDICconnect@fdic.gov.

* * * * *

Note: If filing pursuant to a hardship 

exemption under FDIC rules, file three copies 

of this Form or any amendment, at least one 

of which is signed, with the FDIC in 

accordance with applicable rules. 

(Acknowledgement of receipt by the agency 

may be obtained by enclosing a selfaddressed stamped postcard or envelope 

identifying the Form or amendment filed.)

* * * * *

4. Transactions and Holdings Required 

To Be Reported

* * * * *

(b) Beneficial Ownership Reported 

(Pecuniary Interest)

* * * * *

(v) Where more than one beneficial 

owner of the same equity securities 

must report transactions on Form 4, 

such owners may file Form 4 

individually or jointly. Joint and group 

filings may be made by any designated 

beneficial owner. Transactions with 

respect to securities owned separately 

by any joint or group filer are permitted 

to be included in the joint filing. 

Indicate the name and address of the 

designated reporting person in Item 1 of 

Form 4 and attach a list of the names 

and addresses of each other reporting 

person. Joint and group filings must 

include all the required information for 

each beneficial owner, and such filings 

must be signed by each beneficial 

owner, or on behalf of such owner by an 

authorized person. Use the Filer 

Information screen in the interagency 

Beneficial Ownership Filings system to 

submit additional joint or group filers’

names and related filing information 

required by this form. 

If this form is being filed in paper 

form pursuant to a hardship exemption 

and the space provided for signatures is 

insufficient, attach a signature page. If 

this form is being filed in paper form, 

submit any attached listing of names or 

signatures on another Form 4, copy of 

Form 4 or separate page of 81⁄2 by 11 

inch white paper, indicate the number 

of pages comprising the report (form 

plus attachments) at the bottom of each 

report page (e.g., 1 of 3, 2 of 3, 3 of 3), 

and include the name of the designated 

filer and information required by Items 

2 and 3 of the form on the attachment. 

See SEC Rule 16a–3(i) regarding 

signatures.

* * * * *

6. Additional Information

(a) If space provided in the line items 

on the Form 4 is insufficient, identify 

and enter additional information under 

Explanation of Responses. 

(b) If the space provided in the line 

items on the paper Form 4 or space 

provided for additional comments is 

insufficient, attach another Form 4, 

copy of Form 4 or separate 81⁄2 by 11 

inch white paper to Form 4, completed 

as appropriate to include the additional 

comments. Each attached page must 

include information required in Items 1, 

2 and 3 of the form. The number of 

pages comprising the report (form plus 

attachments) shall be indicated at the 

bottom of each report page (e.g., 1 of 3, 

2 of 3, 3 of 3). 

(c) If one or more exhibits are 

included with the form, provide a 

reference to such exhibit(s) under 

Explanation of Responses. If the exhibit 

is being filed in paper form pursuant to 

a hardship exemption under applicable 

FDIC rules, place the designation ‘‘P’’

(paper) next to the name of the exhibit 

in the exhibit reference. 

(d) If additional information is not 

reported in this manner, it will be 

assumed that no additional information 

was provided.

* * * * *

9. Amendments 

(a) If this form is filed as an 

amendment in order to add one or more 

lines of ownership information to Table 

I or Table II of the form being amended, 

provide each line being added, together 

with one or more footnotes under

Federal Register / Vol. 69, No. 193 / Wednesday, October 6, 2004 / Rules and Regulations 59787

Explanation of Responses, as necessary, 

to explain the addition of the line or 

lines. Do not repeat lines of ownership 

information that were disclosed in the 

original form and are not being 

amended. 

(b) If this form is filed as an 

amendment in order to amend one or 

more lines of ownership information 

that already were disclosed in Table I or 

Table II of the form being amended, 

provide the complete line or lines being 

amended, as amended, together with 

notes under Explanation of Responses 

as necessary to explain the amendment 

of the line or lines. Do not repeat lines 

of ownership information that were 

disclosed in the original form and are 

not being amended. 

(c) If this form is filed as an 

amendment for any other purpose other 

than or in addition to the purpose 

described in items (a) or (b) of this 

General Instruction 9, provide one or 

more notes under Explanation of 

Responses, as necessary, to explain the 

amendment.

* * * * *

Form 4 Statement of Changes in 

Beneficial Ownership of Securities

* * * * *

Item 3. Date of Earliest Transaction 

Required to be Reported 

(Month/Day/Year) 

Item 4. If Amendment, Date Original 

Filed 

(Month/Day/Year)

* * * * *

■ 12. Amend Form F–8A (referenced in 

§ 335.111 and § 335.613) by:

■ a. Revising General Instruction 1(a);

■ b. Revising General Instruction 2(a);

■ c. Adding a note following General 

Instruction 2;

■ e. Revising General Instruction 4(b)(v);

■ f. Revising General Instruction 6;

■ g. Adding a new General Instruction 9;

■ h. Revising the short title of the Annual 

Statement of Beneficial Ownership of 

Securities from Form F–8A to Form 5 in 

the form heading;

■ i. Removing Item 3 and redesignating 

Items 4, 5, 6 and 7 to the information 

preceding Table I as Items 3, 4, 5 and 6;

■ j. Revising newly redesignated Items 3 

and 4 to the information preceding Table 

I;

■ k. Revising the heading for columns 9 

and 10 in Table II. 

The revisions and additions read as 

follows:

Form 5 Annual Statement of 

Beneficial Ownership of Securities

* * * * *

GENERAL INSTRUCTIONS

* * * * *

1. When Form Must Be Filed 

(a) This form must be filed on or 

before the 45th day after the end of the 

bank’s fiscal year in accordance with 

SEC Rule 16a–3(f). This form and any 

amendment is deemed filed with the 

FDIC upon electronic receipt on 

business days during the hours of 8 a.m. 

until 10 p.m. Eastern Standard Time or 

Eastern Daylight Saving Time, 

whichever is currently in effect. A form 

received after these business hours will 

be deemed filed at 8 a.m. on the 

following business day. If this form is 

submitted through FDICconnect on a 

non-business day, it will be deemed 

filed at 8 a.m. on the following business 

day. Business days include all weekdays 

that are not federal holidays. A paper 

form submitted by a reporting person 

that has obtained a hardship exemption 

under applicable FDIC rules will be 

deemed filed with the FDIC on the date 

it is received by the FDIC. If this form 

is required to be filed on an exchange, 

this form and any amendment is 

deemed filed with the exchange on the 

date it is received by the exchange.

* * * * *

2. Where Form Must Be Filed 

(a) A reporting person must file Form 

5 in electronic format using the secure, 

Internet-based, FDICconnect Business 

Center to access the interagency 

Beneficial Ownership Filings system, 

except that a filing person that has 

obtained a hardship exemption under 

applicable FDIC rules (see 12 CFR 

335.801(b)) may file the form in paper 

form. For information and answers to 

questions regarding beneficial 

ownership and the completion and 

filing of the forms please contact the 

FDIC Division of Supervision and 

Consumer Protection, Accounting and 

Securities Disclosure Section, 550 17th 

Street, NW., Washington, DC 20429. For 

technical questions or problems relating 

to the use of FDICconnect or Designated 

Coordinator registration, contact 

FDICconnect toll-free at 877–275–3342 

or via e-mail at FDICconnect@fdic.gov.

* * * * *

Note: If filing pursuant to a hardship 

exemption under FDIC rules, file three copies 

of this form or any amendment, at least one 

of which is signed, with the FDIC in 

accordance with applicable rules. 

(Acknowledgement of receipt by the agency 

may be obtained by enclosing a selfaddressed stamped postcard or envelope 

identifying the form or amendment filed.)

* * * * *

4. Transactions and Holdings Required 

To Be Reported

* * * * *

(b) Beneficial Ownership Reported 

(Pecuniary Interest)

* * * * *

(v) Where more than one beneficial 

owner of the same equity securities 

must report transactions on Form 5, 

such owners may file Form 5 

individually or jointly. Joint and group 

filings may be made by any designated 

beneficial owner. Transactions with 

respect to securities owned separately 

by any joint or group filer are permitted 

to be included in the joint filing. 

Indicate the name and address of the 

designated reporting person in Item 1 of 

Form 5 and attach a list of the names 

and addresses of each other reporting 

person. Joint and group filings must 

include all the required information for 

each beneficial owner, and such filings 

must be signed by each beneficial 

owner, or on behalf of such owner by an 

authorized person. Use the Filer 

Information screen in the interagency 

Beneficial Ownership Filings system to 

submit additional joint or group filers’

names and related filing information 

required by this form. 

If this form is being filed in paper 

form pursuant to a hardship exemption 

and the space provided for signatures is 

insufficient, attach a signature page. If 

this form is being filed in paper form, 

submit any attached listing of names or 

signatures on another Form 5, copy of 

Form 5 or separate page of 81⁄2 by 11 

inch white paper, indicate the number 

of pages comprising the report (form 

plus attachments) at the bottom of each 

report page (e.g., 1 of 3, 2 of 3, 3 of 3), 

and include the name of the designated 

filer and information required by Items 

2 and 3 of the form on the attachment. 

See SEC Rule 16a–3(i) regarding 

signatures.

* * * * *

6. Additional Information 

(a) If space provided in the line items 

on the Form 5 is insufficient, identify 

and enter additional information under 

Explanation of Responses. 

(b) If the space provided in the line 

items on the paper Form 5 or space 

provided for additional comments is 

insufficient, attach another Form 5, 

copy of Form 5 or separate 81⁄2 by 11 

inch white paper to Form 5, completed 

as appropriate to include the additional 

comments. Each attached page must 

include information required in Items 1, 

2 and 3 of the form. The number of 

pages comprising the report (form plus 

attachments) shall be indicated at the

59788 Federal Register / Vol. 69, No. 193 / Wednesday, October 6, 2004 / Rules and Regulations 

bottom of each report page (e.g., 1 of 3, 

2 of 3, 3 of 3).

(c) If one or more exhibits are 

included on the form, provide a 

reference to such exhibit(s) under 

Explanation of Responses. If the exhibit 

is being filed in paper form pursuant to 

a hardship exemption under applicable 

FDIC rules, place the designation ‘‘P’’

(paper) next to the name of the exhibit 

in the exhibit reference. 

(d) If additional information is not 

reported in this manner, it will be 

assumed that no additional information 

was provided.

* * * * *

9. Amendments 

(a) If this form is filed as an 

amendment in order to add one or more 

lines of ownership information to Table 

I or Table II of the form being amended, 

provide each line being added, together 

with one or more footnotes under 

Explanation of Responses, as necessary, 

to explain the addition of the line or 

lines. Do not repeat lines of ownership 

information that were disclosed in the 

original form and are not being 

amended. 

(b) If this form is filed as an 

amendment in order to amend one or 

more lines of ownership information 

that already were disclosed in Table I or 

Table II of the form being amended, 

provide the complete line or lines being 

amended, as amended, together with 

notes under Explanation of Responses 

as necessary to explain the amendment 

of the line or lines. Do not repeat lines 

of ownership information that were 

disclosed in the original form and are 

not being amended. 

(c) If this form is filed as an 

amendment for any other purpose other 

than or in addition to the purpose 

described in items (a) or (b) of this 

General Instruction 9, provide one or 

more notes under Explanation of 

Responses, as necessary, to explain the 

amendment.

* * * * *

Form 5 Annual Statement of Changes 

in Beneficial Ownership of Securities

* * * * *

3. Statement for Issuer’s Fiscal Year 

Ended 

(Month/Day/Year) 

4. If Amendment, Date Original Filed 

(Month/Day/Year)

* * * * *

Table II—Derivative Securities 

Acquired, Disposed of, or Beneficially 

Owned (e.g., Puts, Calls, Warrants, 

Options, Convertible Securities)

* * * * *

9. Number of Derivative Securities 

Beneficially Owned at End of Issuer’s 

Fiscal Year (Instr. 4) 

10. Ownership Form of Derivative 

Securities: Direct (D) or Indirect (I) 

(Instr. 4)

* * * * *

Dated at Washington, DC, this 29th day of 

September, 2004.

By Order of the Board of Directors.

Federal Deposit Insurance Corporation. 

Robert E. Feldman, 

Executive Secretary.

[FR Doc. 04–22384 Filed 10–5–04; 8:45 am] 

BILLING CODE 6714–01–U

DEPARTMENT OF TRANSPORTATION

Federal Aviation Administration 

14 CFR Part 39

[Docket No. FAA–2004–19223; Directorate 

Identifier 2004–SW–20–AD; Amendment 39–

13813; AD 2004–20–08] 

RIN 2120–AA64 

Airworthiness Directives; MD 

Helicopters, Inc. (MDHI) Model 500N 

and 600N Helicopters

AGENCY: Federal Aviation 

Administration, DOT.

ACTION: Final rule; request for 

comments. 

SUMMARY: This amendment adopts a 

new airworthiness directive (AD) for 

MD Helicopters, Inc. (MDHI) Model 

500N and 600N helicopters. This action 

requires using a bright light and a 10×

or higher magnifying glass to inspect 

each forward and center thruster control 

cable assembly connector (connector) 

for corrosion pitting or cracking. If you 

find corrosion pitting or cracking, this 

AD also requires replacing the cable 

assembly with an airworthy cable 

assembly before further flight. This 

amendment is prompted by a report of 

a failure of the forward thruster cable 

assembly due to stress corrosion. The 

actions specified in this AD are 

intended to detect a corrosion-pitted or 

cracked connector and prevent failure of 

the cable assembly and subsequent loss 

of control of the helicopter.

DATES: Effective October 21, 2004. 

The incorporation by reference of 

certain publications listed in the 

regulations is approved by the Director 

of the Federal Register as of October 21, 

2004. 

Comments for inclusion in the Rules 

Docket must be received on or before 

December 6, 2004.

ADDRESSES: Use one of the following 

addresses to submit comments on this 

AD: 

• DOT Docket Web site: Go to

http://dms.dot.gov and follow the 

instructions for sending your comments 

electronically; 

• Government-wide rulemaking Web 

site: Go to http://www.regulations.gov

and follow the instructions for sending 

your comments electronically; 

• Mail: Docket Management Facility; 

U.S. Department of Transportation, 400 

Seventh Street, SW., Nassif Building, 

Room PL–401, Washington, DC 20590; 

• Fax: (202) 493–2251; or 

• Hand Delivery: Room PL–401 on 

the plaza level of the Nassif Building, 

400 Seventh Street, SW., Washington, 

DC, between 9 a.m. and 5 p.m., Monday 

through Friday, except Federal holidays. 

You may get the service information 

identified in this AD from MD 

Helicopters, Inc., Attn: Customer 

Support Division, 4555 E. McDowell 

Rd., Mail Stop M615–GO48, Mesa, 

Arizona 85215–9734, telephone 1–800–

388–3378, fax 480–891–6782, or on the 

Web at http://www.mdhelicopters.com.

Examining the Dockets 

You may examine the docket that 

contains the AD, any comments, and 

any other information on the Internet at 

http://dms.dot.gov, or in person at the 

Docket Management System (DMS) 

Docket Offices between 9 a.m. and 5 

p.m., Monday through Friday, except 

Federal holidays. The Docket Office 

(telephone (800) 647–5227) is located on 

the plaza level of the Department of 

Transportation Nassif Building at the 

street address stated in the ADDRESSES

section. Comments will be available in 

the AD docket shortly after the DMS 

receives them.

FOR FURTHER INFORMATION CONTACT: John 

Cecil, Aviation Safety Engineer, FAA, 

Los Angeles Aircraft Certification 

Office, Airframe Branch, 3960 

Paramount Blvd., Lakewood, California 

90712–4137, telephone (562) 627–5228, 

fax (562) 627–5210.

SUPPLEMENTARY INFORMATION: This 

amendment adopts a new AD for the 

MDHI Model 500N and 600N 

helicopters. This action requires using a 

bright light and a 10× or higher 

magnifying glass to inspect each 

connector for corrosion pitting or 

cracking. If corrosion pitting or cracking 

is found, this AD also requires replacing 

the cable assembly with an airworthy