44890 Federal Register / Vol. 74, No. 167 / Monday, August 31, 2009 / Notices 

1All existing closed-end investment companies 

that currently intend to rely on the requested order 

are named as applicants. Applicants request that 

any order granting the requested relief also apply 

to any registered closed-end investment company 

that in the future: (a) Is advised by the Adviser 

(including any successor in interest) or by any 

entity controlling, controlled by, or under common 

control (within the meaning of section 2(a)(9) of the 

Act) with the Adviser; and (b) complies with the 

terms and conditions of the application (included 

in ‘‘Funds’’). A successor in interest is limited to 

entities that result from a reorganization into 

another jurisdiction or a change in the type of 

business organization. 

Underwriting occurred, the first two 

years in an easily accessible place, a 

written record of each purchase of 

securities in Affiliated Underwritings 

once an investment by an Investing 

Fund in Fund Shares exceeds the limit 

of section 12(d)(1)(A)(i) of the Act, 

setting forth from whom the securities 

were acquired, the identity of the 

underwriting syndicate’s members, the 

terms of the purchase, and the 

information or material upon which the 

Board’s determinations were made. 

15. Before investing in a Fund in 

excess of the limits in section 

12(d)(1)(A), the Investing Fund and the 

Fund will execute a Participation 

Agreement stating, without limitation, 

that their boards of directors or trustees 

and their investment advisers, and the 

Trustee and Sponsor, as applicable, 

understand the terms and conditions of 

the order, and agree to fulfill their 

responsibilities under the order. At the 

time of its investment in Fund Shares in 

excess of the limit in section 

12(d)(1)(A)(i), an Investing Fund will 

notify the Fund of the investment. At 

such time, the Investing Fund will also 

transmit to the Fund a list of the names 

of each Investing Fund Affiliate and 

Underwriting Affiliate. The Investing 

Fund will notify the Fund of any 

changes to the list of names as soon as 

reasonably practicable after a change 

occurs. The Fund and the Investing 

Fund will maintain and preserve a copy 

of the order, the Participation 

Agreement, and the list with any 

updated information for the duration of 

the investment and for a period of not 

less than six years thereafter, the first 

two years in an easily accessible place. 

16. Before approving any advisory 

contract under section 15 of the Act, the 

board of directors or trustees of each 

Investing Management Company, 

including a majority of the disinterested 

directors or trustees, will find that the 

advisory fees charged under such 

advisory contract are based on services 

provided that will be in addition to, 

rather than duplicative of, the services 

provided under the advisory contract(s) 

of any Fund in which the Investing 

Management Company may invest. 

These findings and their basis will be 

recorded fully in the minute books of 

the appropriate Investing Management 

Company. 

17. Any sales charges and/or service 

fees charged with respect to shares of an 

Investing Fund will not exceed the 

limits applicable to a fund of funds as 

set forth in Conduct Rule 2830 of the 

NASD. 

18. No Fund will acquire securities of 

any investment company or company 

relying on sections 3(c)(1) or 3(c)(7) of 

the Act in excess of the limits contained 

in section 12(d)(1)(A) of the Act, except 

as permitted pursuant to rule 12d1–1 

under the Act. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–20870 Filed 8–28–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

28850; File No. 812–13105] 

Clough Global Allocation Fund, et al.; 

Notice of Application 

August 24, 2009. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice of application under 

section 6(c) of the Investment Company 

Act of 1940 (‘‘Act’’) for an exemption 

from section 19(b) of the Act and rule 

19b-1 under the Act. 

Summary of Application: Applicants 

request an order to permit certain 

registered closed-end investment 

companies to make periodic 

distributions of long-term capital gains 

with respect to their outstanding 

common stock as often as monthly in 

any one taxable year, and as frequently 

as distributions are specified by or in 

accordance with the terms of any 

outstanding preferred stock that such 

investment companies may issue. 

Applicants: Clough Global Allocation 

Fund, Clough Global Equity Fund, 

Clough Global Opportunities Fund 

(collectively, the ‘‘Funds’’) and Clough 

Capital Partners, L.P. (the ‘‘Adviser’’). 

Filing Dates: The application was 

filed on July 9, 2004 and amended on 

February 12, 2007, October 14, 2008, 

July 29, 2009 and August 24, 2009. 

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 September 18, 2009, 

and should be accompanied by proof of 

service on applicants, in the form of an 

affidavit or, for lawyers, a certificate of 

service. Hearing requests should state 

the nature of the writer’s interest, the 

reason for the request, and the issues 

contested. Persons who wish to be 

notified of a hearing may request 

notification by writing to the 

Commission’s Secretary. 

ADDRESSES: Secretary, Securities and 

Exchange Commission, 100 F Street, NE, 

Washington, DC 20549–1090; 

Applicants, c/o Clough Capital Partners, 

L.P., One Post Office Square, 40th Floor, 

Boston, MA 02109, Attention: James E. 

Canty. 

FOR FURTHER INFORMATION CONTACT: 

Keith A. Gregory, Senior Counsel, at 

(202) 551–6815, or Mary Kay Frech, 

Branch Chief, at (202) 551–6821 

(Division of Investment Management, 

Office of Investment Company 

Regulation). 

SUPPLEMENTARY INFORMATION: The 

following is a summary of the 

application. The complete application 

may be obtained via the Commission’s 

Web site by searching for the file 

number, or for an applicant using the 

Company name box, at http:// 

www.sec.gov/search/search.htm, or by 

calling (202) 551–8090. 

Applicants’ Representations 

1. Each Fund is a closed-end 

management investment company 

registered under the Act.1 Each Fund 

has a primary investment objective of 

seeking a high level of total return. The 

common shares issued by each Fund are 

listed on the NYSE Amex. Although the 

Funds have not issued preferred shares, 

each Fund is authorized to do so. 

Applicants believe that the shareholders 

of each Fund are generally conservative, 

dividend-sensitive investors who desire 

current income periodically and may 

favor a fixed distribution policy. 

2. The Adviser is a Delaware limited 

partnership registered under the 

Investment Advisers Act of 1940 

(‘‘Advisers Act’’). The Adviser serves as 

investment adviser to each Fund and 

may in the future serve as investment 

adviser to one or more additional 

Funds. Each Fund will be advised by 

investment advisers that are registered 

under the Advisers Act. 

3. Applicants state that on December 

13, 2006, the boards of trustees (the 

‘‘Board’’) of each Fund, including a 


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majority of the members of each Board 

who are not ‘‘interested persons’’ of the 

Fund as defined in section 2(a)(19) of 

the Act (the ‘‘Independent Trustees’’), 

reviewed information regarding the 

purpose and terms of a proposed 

distribution policy, the likely effects of 

such policy on the respective Fund’s 

long-term total return (in relation to 

market price and net asset value 

(‘‘NAV’’) per common share) and the 

relationship between the Fund’s 

distribution rate on its common shares 

under the policy and the Fund’s total 

return (in relation to NAV per share). 

Applicants state that the Independent 

Trustees also considered what conflicts 

of interest the Adviser and the affiliated 

persons of the Adviser and each Fund 

might have with respect to the adoption 

or implementation of such policy. 

Applicants further state that after 

considering such information, the 

Board, including the Independent 

Trustees, of each Fund approved a 

distribution policy with respect to the 

Fund’s common shares (the ‘‘Plan’’) and 

determined that such Plan is consistent 

with such Fund’s investment objectives 

and in the best interests of such Fund’s 

common shareholders. Prior to 

implementing the Plan, the Board of 

each Fund, including the Independent 

Trustees, will review the factors 

considered in connection with its 

approval of the Plan, as well as any 

changes in such factors since the date of 

its approval, and will confirm that the 

Plan is consistent with the Fund’s 

investment objectives and policies and 

in the best interests of such Fund’s 

common shareholders. 

4. Applicants state that the purpose of 

each Fund’s Plan is to provide to its 

respective common shareholders a 

regular, quarterly distribution that is not 

dependent on the timing or amount of 

investment income earned or capital 

gains realized by such Fund. Applicants 

represent that, under the Plans, each 

Fund will distribute all available 

investment income to shareholders, 

consistent with such Fund’s primary 

investment objective of providing a high 

level of total returns. Applicants state 

that, if and when sufficient investment 

income is not available on a quarterly 

basis, each Fund will distribute longterm capital gains and/or return of 

capital to its shareholders to maintain 

the level distribution rate that has been 

approved by the Board. Applicants state 

that the minimum annual distribution 

rate of each Fund will be independent 

of such Fund’s performance during any 

particular period but is expected to 

correlate with such Fund’s performance 

over time. Applicants note that the 

amount and frequency of distributions 

may be amended at any time by the 

Board of each Fund without prior notice 

to such Fund’s shareholders. Applicants 

explain that if a Fund’s net investment 

income and net realized capital gains for 

any year exceed the amount required to 

be distributed under its Plan, such Fund 

will at a minimum make distributions 

necessary to comply with the 

distribution requirements of subchapter 

M of the Internal Revenue Code of 1986 

(the ‘‘Code’’). Applicants state that each 

Plan provides that it can be amended, 

suspended or terminated at any time by 

the Board without prior notice to such 

Fund’s shareholders. 

5. Applicants state that at the 

December 13, 2006 meeting, each Board 

adopted policies and procedures under 

rule 38a-1 under the Act that are 

reasonably designed to ensure that all 

notices sent to the Fund’s shareholders 

pursuant to section 19(a) of the Act, 

rules 19a-1 under the Act, and condition 

IV below (‘‘19(a) Notices’’) comply with 

condition II below, and that all other 

written communications by a Fund or 

its agents regarding distributions under 

the Plan include the disclosure required 

by condition III below. Applicants state 

that the Board of each Fund also 

adopted policies and procedures at that 

meeting that require each Fund to keep 

records that demonstrate its compliance 

with all of the conditions of the 

requested order and that are necessary 

for such Fund to form the basis for, or 

demonstrate the calculation of, the 

amounts disclosed in its 19(a) Notices. 

Applicants’ Legal Analysis 

1. Section 19(b) generally makes it 

unlawful for any registered investment 

company to make long-term capital 

gains distributions more than once 

every twelve months. Rule 19b-1 limits 

the number of capital gains dividends, 

as defined in section 852(b)(3)(C) of the 

Code (‘‘distributions’’), that a fund may 

make with respect to any one taxable 

year to one, plus a supplemental ‘‘clean 

up’’ distribution made pursuant to 

section 855 of the Code not exceeding 

10% of the total amount distributed for 

the year, plus one additional capital 

gain dividend made in whole or in part 

to avoid the excise tax under section 

4982 of the Code. 

2. Section 6(c) provides that the 

Commission may, by order upon 

application, conditionally or 

unconditionally exempt any person, 

security, or transaction, or any class or 

classes of persons, securities or 

transactions, from any provision of the 

Act, if and to the extent that the 

exemption is necessary or appropriate 

in the public interest and consistent 

with the protection of investors and the 

purposes fairly intended by the policy 

and provisions of the Act. 

3. Applicants state that the one of the 

concerns underlying section 19(b) and 

rule 19b–1 is that shareholders might be 

unable to differentiate between regular 

distributions of capital gains and 

distributions of investment income. 

Applicants state, however, that rule 

19a–1 effectively addresses this concern 

by requiring that a separate statement 

showing the sources of a distribution 

(e.g., estimated net income, net shortterm capital gains, net long-term capital 

gains and/or return of capital) 

accompany any distributions (or the 

confirmation of the reinvestment of 

distributions) estimated to be sourced in 

part from capital gains or capital. 

Applicants state that the same 

information also is included in each 

Fund’s annual report to shareholders 

and on its IRS Form 1099–DIV, which 

is sent to each common and preferred 

shareholder who received distributions 

during the year (including shareholders 

who have sold shares during the year). 

4. Applicants further state that each of 

the Funds will make the additional 

disclosures required by the conditions 

set forth below, and each of them has 

adopted compliance policies and 

procedures in accordance with rule 

38a–1 to ensure that all required 19(a) 

Notices and disclosures are sent to 

shareholders. Applicants argue that by 

providing the information required by 

section 19(a) and rule 19a–1, and by 

complying with the procedures adopted 

under each Plan and the conditions 

listed below, the Funds would ensure 

that each Fund’s shareholders are 

provided sufficient information to 

understand that their periodic 

distributions are not tied to the Fund’s 

net investment income (which for this 

purpose is the Fund’s taxable income 

other than from capital gains) and 

realized capital gains to date, and may 

not represent yield or investment return. 

Applicants also state that compliance 

with each Fund’s compliance 

procedures and condition III set forth 

below will ensure that prospective 

shareholders and third parties are 

provided with the same information. 

Accordingly, applicants assert that 

continuing to subject the Funds to 

section 19(b) and rule 19b–1 would 

afford shareholders no extra protection. 

5. Applicants note that section 19(b) 

and rule 19b–1 also were intended to 

prevent certain improper sales practices, 

including, in particular, the practice of 

urging an investor to purchase shares of 

a fund on the basis of an upcoming 

capital gains dividend (‘‘selling the 

dividend’’), where the dividend would 


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44892 Federal Register / Vol. 74, No. 167 / Monday, August 31, 2009 / Notices 

2Returns of capital as used in the application 

means return of capital for financial accounting 

purposes and not for tax accounting purposes. 

3Applicants state that a future Fund that relies on 

the requested order will satisfy each of the 

representations in the application except that such 

representations will be made in respect of actions 

by the board of trustees or directors of such future 

Fund and will be made at a future time. 

result in an immediate corresponding 

reduction in NAV and would be in 

effect a taxable return of the investor’s 

capital. Applicants assert that the 

‘‘selling the dividend’’ concern should 

not apply to closed-end investment 

companies, such as the Funds, which do 

not continuously distribute shares. 

According to applicants, if the 

underlying concern extends to 

secondary market purchases of shares of 

closed-end funds that are subject to a 

large upcoming capital gains dividend, 

adoption of a periodic distribution plan 

actually helps minimize the concern by 

avoiding, through periodic 

distributions, any buildup of large endof-the-year distributions. 

6. Applicants also note that common 

shares of closed-end funds that invest 

primarily in equity securities often trade 

in the marketplace at a discount to their 

NAV. Applicants believe that this 

discount may be reduced for closed-end 

funds that pay relatively frequent 

dividends on their common shares at a 

consistent rate, whether or not those 

dividends contain an element of longterm capital gain. 

7. Applicants assert that the 

application of rule 19b–1 to a Plan 

actually could have an undesirable 

influence on portfolio management 

decisions. Applicants state that, in the 

absence of an exemption from rule 19b– 

1, the adoption of a periodic 

distribution plan imposes pressure on 

management (i) not to realize any net 

long-term capital gains until the point in 

the year that the fund can pay all of its 

remaining distributions in accordance 

with rule 19b–1, and (ii) not to realize 

any long-term capital gains during any 

particular year in excess of the amount 

of the aggregate pay-out for the year 

(since as a practical matter excess gains 

must be distributed and accordingly 

would not be available to satisfy pay-out 

requirements in following years), 

notwithstanding that purely investment 

considerations might favor realization of 

long-term gains at different times or in 

different amounts. Applicants thus 

assert that the limitation on the number 

of capital gain distributions that a fund 

may make with respect to any one year 

imposed by rule 19b–1, may prevent the 

efficient operation of a periodic 

distribution plan whenever that fund’s 

realized net long-term capital gains in 

any year exceed the total of the periodic 

distributions that may include such 

capital gains under the rule. 

8. Applicants also assert that rule 

19b–1 may cause fixed regular periodic 

distributions under a periodic 

distribution plan to be funded with 

returns of capital 2 (to the extent net 

investment income and realized shortterm capital gains are insufficient to 

fund the distribution), even though 

realized net long-term capital gains 

otherwise could be available. To 

distribute all of a fund’s long-term 

capital gains within the limits in rule 

19b–1, a fund may be required to make 

total distributions in excess of the 

annual amount called for by its periodic 

distribution plan, or to retain and pay 

taxes on the excess amount. Applicants 

thus assert that the requested order 

would minimize these effects of rule 

19b–1 by enabling the Funds to realize 

long-term capital gains as often as 

investment considerations dictate 

without fear of violating rule 19b–1. 

9. Applicants state that Revenue 

Ruling 89–81 under the Code requires 

that a fund that has both common stock 

and preferred stock outstanding 

designate the types of income, e.g., 

investment income and capital gains, in 

the same proportion as the total 

distributions distributed to each class 

for the tax year. To satisfy the 

proportionate designation requirements 

of Revenue Ruling 89–81, whenever a 

fund has realized a long-term capital 

gain with respect to a given tax year, the 

fund must designate the required 

proportionate share of such capital gain 

to be included in common and preferred 

stock dividends. Applicants state that 

although rule 19b–1 allows a fund some 

flexibility with respect to the frequency 

of capital gains distributions, a fund 

might use all of the exceptions available 

under the rule for a tax year and still 

need to distribute additional capital 

gains allocated to the preferred stock to 

comply with Revenue Ruling 89–81. 

10. Applicants assert that the 

potential abuses addressed by section 

19(b) and rule 19b–1 do not arise with 

respect to preferred stock issued by a 

closed-end fund. Applicants assert that 

such distributions are fixed or 

determined in periodic auctions by 

reference to short-term interest rates 

rather than by reference to performance 

of the issuer and Revenue Ruling 89–81 

determines the proportion of such 

distributions that are comprised of the 

long-term capital gains. 

11. Applicants also submit that the 

‘‘selling the dividend’’ concern is not 

applicable to preferred stock, which 

entitles a holder to no more than a 

periodic dividend at a fixed rate or the 

rate determined by the market, and, like 

a debt security, is priced based upon its 

liquidation value, credit quality, and 

frequency of payment. Applicants state 

that investors buy preferred shares for 

the purpose of receiving payments at the 

frequency bargained for, and do not 

expect the liquidation value of their 

shares to change. 

12. Applicants request an order under 

section 6(c) granting an exemption from 

the provisions of section 19(b) and rule 

19b–1 to permit each Fund to make 

periodic capital gain distributions (as 

defined in section 852(b)(3)(C) of the 

Code) as often as monthly in any one 

taxable year in respect of its common 

shares and as often as specified by or 

determined in accordance with the 

terms thereof in respect of its preferred 

shares, if any.3

Applicants’ Conditions 

Applicants agree that any order of the 

Commission granting the requested 

relief will be subject to the following 

conditions: 

I. Compliance Review and Reporting. 

Each Fund’s chief compliance officer 

will: (a) Report to the Fund’s Board, no 

less frequently than once every three 

months or at the next regularly 

scheduled quarterly Board meeting, 

whether (i) the Fund and its Adviser 

have complied with the conditions of 

the order, and (ii) a material compliance 

matter, as defined in rule 38a–1(e)(2) 

under the Act, has occurred with 

respect to such conditions; and (b) 

review the adequacy of the policies and 

procedures adopted by the Board no less 

frequently than annually. 

II. Disclosures to Fund Shareholders: 

A. Each 19(a) Notice to the holders of 

the Fund’s common shares, in addition 

to the information required by section 

19(a) and rule 19a–1: 

1. Will provide, in a tabular or 

graphical format: 

(a) The amount of the distribution, on 

a per share basis, together with the 

amounts of such distribution amount, 

on a per share basis and as a percentage 

of such distribution amount, from 

estimated: (A) Net investment income; 

(B) net realized short-term capital gains; 

(C) net realized long-term capital gains; 

and (D) return of capital or other capital 

source; 

(b) The fiscal year-to-date cumulative 

amount of distributions, on a per share 

basis, together with the amounts of such 

cumulative amount, on a per share basis 

and as a percentage of such cumulative 

amount of distributions, from estimated: 

(A) Net investment income; (B) net 


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4The disclosure in this condition II.A.2.(b) will 

be included only if the current distribution or the 

fiscal year-to-date cumulative distributions are 

estimated to include a return of capital. 

realized short-term capital gains; (C) net 

realized long-term capital gains; and (D) 

return of capital or other capital source; 

(c) The average annual total return in 

relation to the change in NAV for the 5- 

year period (or, if the Fund’s history of 

operations is less than five years, the 

time period commencing immediately 

following the Fund’s first public 

offering) ending on the last day of the 

month prior to the most recent 

distribution record date compared to the 

current fiscal period’s annualized 

distribution rate expressed as a 

percentage of NAV as of the last day of 

the month prior to the most recent 

distribution record date; and 

(d) The cumulative total return in 

relation to the change in NAV from the 

last completed fiscal year to the last day 

of the month prior to the most recent 

distribution record date compared to the 

fiscal year-to-date cumulative 

distribution rate expressed as a 

percentage of NAV as of the last day of 

the month prior to the most recent 

distribution record date. 

Such disclosure shall be made in a 

type size at least as large and as 

prominent as the estimate of the sources 

of the current distribution; and 

2. Will include the following 

disclosure: 

(a) ‘‘You should not draw any 

conclusions about the Fund’s 

investment performance from the 

amount of this distribution or from the 

terms of the Fund’s Plan’’; 

(b) ‘‘The Fund estimates that it has 

distributed more than its income and 

net realized capital gains; therefore, a 

portion of your distribution may be a 

return of capital. A return of capital may 

occur for example, when some or all of 

the money that you invested in the 

Fund is paid back to you. A return of 

capital distribution does not necessarily 

reflect the Fund’s investment 

performance and should not be 

confused with ‘yield’ or ‘income’ ’’ 4; 

and 

(c) ‘‘The amounts and sources of 

distributions reported in this 19(a) 

Notice are only estimates and are not 

being provided for tax reporting 

purposes. The actual amounts and 

sources of the amounts for tax reporting 

purposes will depend upon the Fund’s 

investment experience during the 

remainder of its fiscal year and may be 

subject to changes based on tax 

regulations. The Fund will send you a 

Form 1099–DIV for the calendar year 

that will tell you how to report these 

distributions for federal income tax 

purposes.’’ 

Such disclosure shall be made in a 

type size at least as large as and as 

prominent as any other information in 

the 19(a) Notice and placed on the same 

page in close proximity to the amount 

and the sources of the distribution. 

B. On the inside front cover of each 

report to shareholders under rule 30e– 

1 under the Act, the Fund will: 

1. Describe the terms of the Plan 

(including the fixed amount or fixed 

percentage of the distributions and the 

frequency of the distributions); 

2. Include the disclosure required by 

condition II.A.2.(a) above; 

3. State, if applicable, that the Plan 

provides that the Board may amend or 

terminate the Plan at any time without 

prior notice to Fund shareholders; and 

4. Describe any reasonably foreseeable 

circumstances that might cause the 

Fund to terminate the Plan and any 

reasonably foreseeable consequences of 

such termination. 

C. Each report provided to 

shareholders under rule 30e–1 and in 

each prospectus filed with the 

Commission on Form N–2 under the 

Act, will provide the Fund’s total return 

in relation to changes in NAV in the 

financial highlights table and in any 

discussion about the Fund’s total return. 

III. Disclosure to Shareholders, 

Prospective Shareholders and Third 

Parties: 

A. Each Fund will include the 

information contained in the relevant 

19(a) Notice, including the disclosure 

required by condition II.A.2 above, in 

any written communication (other than 

a Form 1099) about the Plan or 

distributions under the Plan by the 

Fund, or agents that the Fund has 

authorized to make such 

communication on the Fund’s behalf, to 

any Fund common shareholder, 

prospective common shareholder or 

third-party information provider; 

B. Each Fund will issue, 

contemporaneously with the issuance of 

any 19(a) Notice, a press release 

containing the information in the 19(a) 

Notice and will file with the 

Commission the information contained 

in such 19(a) Notice, including the 

disclosure required by condition II.A.2 

above, as an exhibit to its next filed 

Form N–CSR; and 

C. Each Fund will post prominently a 

statement on its (or the Adviser’s) Web 

site containing the information in each 

19(a) Notice, including the disclosure 

required by condition II.A.2 above, and 

will maintain such information on such 

Web site for at least 24 months. 

IV. Delivery of 19(a) Notices to 

Beneficial Owners: If a broker, dealer, 

bank or other person (‘‘financial 

intermediary’’) holds common stock 

issued by the Fund in nominee name, or 

otherwise, on behalf of a beneficial 

owner, the Fund: (a) Will request that 

the financial intermediary, or its agent, 

forward the 19(a) Notice to all beneficial 

owners of the Fund’s shares held 

through such financial intermediary; (b) 

will provide, in a timely manner, to the 

financial intermediary, or its agent, 

enough copies of the 19(a) Notice 

assembled in the form and at the place 

that the financial intermediary, or its 

agent, reasonably requests to facilitate 

the financial intermediary’s sending of 

the 19(a) Notice to each beneficial 

owner of the fund’s shares; and (c) upon 

the request of any financial 

intermediary, or its agent, that receives 

copies of the 19(a) Notice, will pay the 

financial intermediary, or its agent, the 

reasonable expenses of sending the 19(a) 

Notice to such beneficial owners. 

V. Additional Board Determinations 

for Funds Whose Shares Trade at a 

Premium: If: 

A. The Fund’s common shares have 

traded on the exchange that they 

primarily trade on at the time in 

question at an average premium to NAV 

equal to or greater than 10%, as 

determined on the basis of the average 

of the discount or premium to NAV of 

the Fund’s common shares as of the 

close of each trading day over a 12-week 

rolling period (each such 12-week 

rolling period ending on the last trading 

day of each week); and 

B. The Fund’s annualized distribution 

rate for such 12-week rolling period, 

expressed as a percentage of NAV as of 

the ending date of such 12-week rolling 

period, is greater than the Fund’s 

average annual total return in relation to 

the change in NAV over the 2-year 

period ending on the last day of such 

12-week rolling period; then: 

1. At the earlier of the next regularly 

scheduled meeting or within four 

months of the last day of such 12-week 

rolling period, the Board including a 

majority of the Independent Trustees: 

(a) Will request and evaluate, and the 

Adviser will furnish, such information 

as may be reasonably necessary to make 

an informed determination of whether 

the Plan should be continued or 

continued after amendment; 

(b) Will determine whether 

continuation, or continuation after 

amendment, of the Plan is consistent 

with the Fund’s investment objective(s) 

and policies and in the best interests of 

the Fund and its shareholders, after 

considering the information in 

condition V.B.1.a above; including, 

without limitation: 


cprice-sewell on DSK2BSOYB1PROD with NOTICES
44894 Federal Register / Vol. 74, No. 167 / Monday, August 31, 2009 / Notices 

5 If the Fund has been in operation fewer than six 

months, the measured period will begin 

immediately following the Fund’s first public 

offering. 

6 If the Fund has been in operation fewer than five 

years, the measured period will begin immediately 

following the Fund’s first public offering. 

(1) Whether the Plan is accomplishing 

its purpose(s); 

(2) The reasonably foreseeable effects 

of the Plan on the Fund’s long-term total 

return in relation to the market price 

and NAV of the Fund’s common shares; 

and 

(3) The Fund’s current distribution 

rate, as described in condition V.B 

above, compared with the Fund’s 

average annual taxable income or total 

return over the 2-year period, as 

described in condition V.B, or such 

longer period as the Board deems 

appropriate; and 

(c) Based upon that determination, 

will approve or disapprove the 

continuation, or continuation after 

amendment, of the Plan; and 

2. The Board will record the 

information considered by it, including 

its consideration of the factors listed in 

condition V.B.1.(b) above, and the basis 

for its approval or disapproval of the 

continuation, or continuation after 

amendment, of the Plan in its meeting 

minutes, which must be made and 

preserved for a period of not less than 

six years from the date of such meeting, 

the first two years in an easily accessible 

place. 

VI. Public Offerings: The Fund will 

not make a public offering of the Fund’s 

common shares other than: 

A. A rights offering below NAV to 

holders of the Fund’s common shares; 

B. An offering in connection with a 

dividend reinvestment plan, merger, 

consolidation, acquisition, spin-off or 

reorganization of the Fund; or 

C. An offering other than an offering 

described in conditions VI.A and VI.B 

above, unless, with respect to such other 

offering: 

1. The Fund’s annualized distribution 

rate for the six months ending on the 

last day of the month ended 

immediately prior to the most recent 

distribution record date,5 expressed as a 

percentage of NAV per share as of such 

date, is no more than 1 percentage point 

greater than the Fund’s average annual 

total return for the 5-year period ending 

on such date; 6 and 

2. The transmittal letter 

accompanying any registration 

statement filed with the Commission in 

connection with such offering discloses 

that the Fund has received an order 

under section 19(b) to permit it to make 

periodic distributions of long-term 

capital gains with respect to its common 

stock as frequently as twelve times each 

year, and as frequently as distributions 

are specified in accordance with the 

terms of any outstanding preferred stock 

that such Fund may issue. 

VII. Amendments to Rule 19b–1: The 

requested order will expire on the 

effective date of any amendments to rule 

19b–1 that provide relief permitting 

certain closed-end investment 

companies to make periodic 

distributions of long-term capital gains 

with respect to their outstanding 

common stock as frequently as twelve 

times each year. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–20868 Filed 8–28–09; 8:45 am] 

BILLING CODE 8010–01–P 

DEPARTMENT OF STATE 

[Public Notice 6746] 

Culturally Significant Objects Imported 

for Exhibition Determinations: 

‘‘Heroes: Mortals and Myths in Ancient 

Greece’’ 

SUMMARY: Notice is hereby given of the 

following determinations: Pursuant to 

the authority vested in me by the Act of 

October 19, 1965 (79 Stat. 985; 22 U.S.C. 

2459), Executive Order 12047 of March 

27, 1978, the Foreign Affairs Reform and 

Restructuring Act of 1998 (112 Stat. 

2681, et seq.; 22 U.S.C. 6501 note, et 

seq.), Delegation of Authority No. 234 of 

October 1, 1999, Delegation of Authority 

No. 236 of October 19, 1999, as 

amended, and Delegation of Authority 

No. 257 of April 15, 2003 [68 FR 19875], 

I hereby determine that the objects in 

the exhibition: ‘‘Heroes: Mortals and 

Myths in Ancient Greece,’’ imported 

from abroad for temporary exhibition 

within the United States, are of cultural 

significance. The objects are imported 

pursuant to loan agreements with the 

foreign owners or custodians. I also 

determine that the exhibition or display 

of the exhibit objects at The Walters Art 

Museum, Baltimore, MD, from on or 

about October 11, 2009, until on or 

about January 3, 2010; Frist Center for 

the Visual Arts, Nashville, TN, from on 

or about January 29, 2010, until on or 

about April 25, 2010; San Diego 

Museum of Art, San Diego, CA, from on 

or about May 22, 2010, until on or about 

September 5, 2010; Onassis Cultural 

Center, New York, NY, from on or about 

October 5, 2010, until on or about 

January 3, 2011, and at possible 

additional exhibitions or venues yet to 

be determined, is in the national 

interest. Public Notice of these 

Determinations is ordered to be 

published in the Federal Register. 

FOR FURTHER INFORMATION CONTACT: For 

further information, including a list of 

the exhibit objects, contact Julie 

Simpson, Attorney-Adviser, Office of 

the Legal Adviser, U.S. Department of 

State (telephone: 202–632–6467). The 

address is U.S. Department of State, 

L/PD, SA–5, 2200 C Street, NW., Suite 

5H03, Washington, DC 20522–0505. 

Dated: August 25, 2009. 

Maura M. Pally, 

Deputy Assistant Secretary for Professional 

and Cultural Exchanges, Bureau of 

Educational and Cultural Affairs, Department 

of State. 

[FR Doc. E9–20938 Filed 8–28–09; 8:45 am] 

BILLING CODE 4710–05–P 

DEPARTMENT OF STATE 

[Public Notice 6745] 

Culturally Significant Object Imported 

for Exhibition Determinations: 

‘‘American Stories: Paintings of 

Everyday Life, 1765–1915’’ 

SUMMARY: Notice is hereby given of the 

following determinations: Pursuant to 

the authority vested in me by the Act of 

October 19, 1965 (79 Stat. 985; 22 U.S.C. 

2459), Executive Order 12047 of March 

27, 1978, the Foreign Affairs Reform and 

Restructuring Act of 1998 (112 Stat. 

2681, et seq.; 22 U.S.C. 6501 note, et 

seq.), Delegation of Authority No. 234 of 

October 1, 1999, Delegation of Authority 

No. 236 of October 19, 1999, as 

amended, and Delegation of Authority 

No. 257 of April 15, 2003 [68 FR 19875], 

I hereby determine that the object in the 

exhibition: ‘‘American Stories: Paintings 

of Everyday Life, 1765–1915,’’ imported 

from abroad for temporary exhibition 

within the United States, is of cultural 

significance. The object is imported 

pursuant to a loan agreement with the 

foreign owner or custodian. I also 

determine that the exhibition or display 

of the exhibit object at the Metropolitan 

Museum of Art, New York, NY, from on 

or about October 5, 2009, until on or 

about January 24, 2010, and at possible 

additional exhibitions or venues yet to 

be determined, is in the national 

interest. Public Notice of these 

Determinations is ordered to be 

published in the Federal Register. 

FOR FURTHER INFORMATION CONTACT: For 

further information, including a list of 

the exhibit object, contact Julie 

Simpson, Attorney-Adviser, Office of 

the Legal Adviser, U.S. Department of 

State (telephone: 202–632–6467). The 


cprice-sewell on DSK2BSOYB1PROD with NOTICES